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): April 23, 2009

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)

(800) 972-3030

(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 April 23, 2009, Fifth Third Bancorp issued a press release and its quarterly financial supplement announcing its earnings release for the first quarter of 2009. 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 April 23, 2009, Fifth Third Bancorp issued a press release and its quarterly financial supplement announcing its earnings release for the first quarter of 2009. Copies 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.

For the benefit of its investors, Fifth Third Bancorp is furnishing information regarding its trends and certain information regarding its portfolio of loans and leases. Copies of these items are attached as Exhibits 99.3 and 99.4, respectively. 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 April 23, 2009

Exhibit 99.2 – Quarterly Financial Supplement

Exhibit 99.3 – First Quarter 2009 Trends

Exhibit 99.4 – First Quarter 2009 Portfolio Loan and Lease Stratifications

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)
April 23, 2009	/s/ Ross J. Kari
	Ross J. Kari
	Executive Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

	News Release
CONTACTS:     Jim Eglseder (Investors)	FOR IMMEDIATE RELEASE
(513) 534-8424	April 23, 2009
Rich Rosen (Investors)
(513) 534-3307
Stephanie Honan (Media)
(513) 534-6957

FIFTH THIRD BANCORP ANNOUNCES FIRST QUARTER 2009 EARNINGS

Reports Net Income of $50 million

• Extended nearly $18 billion of new and renewed credit in the first quarter

• Average earning assets increased 1 percent sequentially; growth reflected investments in securities backed by loans and mortgage loans held-for-sale, partially offset by effect of lower commercial line utilization

• Average core deposits increased 4 percent from the fourth quarter of 2008 on strong growth in checking deposits, up 5 percent, particularly in demand deposits

• Noninterest income increased 9 percent sequentially, up 8 percent excluding BOLI charges and securities losses, on robust mortgage activity

• Noninterest expense declined 52 percent from the fourth quarter, down 9 percent excluding the fourth quarter 2008 goodwill impairment charge, reflecting strong expense control

• Allowance to loan ratio increased to 3.71 percent, allowance to nonperforming loans ratio of 128 percent

• Tier 1 capital ratio of 10.9 percent

• Tangible equity ratio of 7.9 percent

• Tangible common equity ratio of 4.2 percent and tangible common equity to risk-weighted assets of 4.6 percent; both ratios exclude unrealized securities gains of $151 million

• Signed agreement to sell a 51 percent interest in Fifth Third’s processing business

• Expected pre-tax book gain of $1.7 billion; pro forma improvement to capital ratios of approximately 90 bps (pro forma 3/31/09 Tier 1 ratio of 11.8 percent; tangible equity ratio of 8.8 percent; tangible common equity ratio of 5.2 percent)

Earnings Highlights

	For the Three Months Ended															% Change
	March 2009			December 2008			September 2008			June 2008			March 2008			Seq		Yr/Yr
Earnings ($ in millions)
Net income (loss)	$	50		($	2,142	)	($	56	)	($	202	)	$	286		NM		(83	%)
Net income (loss) available to common shareholders	($	26	)	($	2,184	)	($	81	)	($	202	)	$	286		(99	%)	NM
Common Share Data
Earnings per share, basic		(0.04	)		(3.78	)		(0.14	)		(0.37	)		0.54		(99	%)	NM
Earnings per share, diluted		(0.04	)		(3.78	)		(0.14	)		(0.37	)		0.54		(99	%)	NM
Cash dividends per common share		0.01			0.01			0.15			0.15			0.44		—		(98	%)
Financial Ratios
Return on average assets		0.17	%		(7.16	%)		(.19	%)		(.72	%)		1.03	%	NM		(83	%)
Return on average common equity		(1.4	)		(94.6	)		(3.3	)		(8.5	)		12.3		(99	%)	NM
Tier I capital		10.93			10.59			8.57			8.51			7.72		3	%	41	%
Net interest margin (a)		3.06			3.46			4.24			3.04			3.41		(12	%)	(10	%)
Efficiency (a)		65.1			131.3			54.2			58.6			42.3		(50	%)	54	%
Common shares outstanding (in thousands)		576,936			577,387			577,487			577,530			532,106		—		8	%
Average common shares outstanding (in thousands):
Basic		571,810			571,809			571,705			540,030			528,498		—		8	%
Diluted		571,810			571,809			571,705			540,030			530,372		—		8	%
(a)    Presented on a fully taxable equivalent basis
NM: not meaningful

Fifth Third Bancorp (Nasdaq: FITB) today reported first quarter 2009 net income of $50 million, compared with a net loss of $2.1 billion in the fourth quarter of 2008 and net income of $286 million in the first quarter of 2008. Preferred dividends of $76 million increased from $42 million in the fourth quarter, primarily related to the issuance of $3.4 billion in preferred stock to the U.S. Treasury on December 31, 2008. Including preferred dividends, the net loss attributable to common shares was $26 million, or $0.04 per diluted share, compared with a net loss of $2.2 billion, or $3.78 per diluted share, in the fourth quarter of 2008 and net income of $286 million, or $0.54 per diluted share, in the first quarter of 2008.

First quarter net income benefited by $101 million after-tax, or $0.18 per share, due to the net impact of several significant items during the quarter outlined below. Two of these items reduced income tax expense, by $161 million, while these items and two others reduced pre-tax, pre-provision earnings in the first quarter by $92 million. During the quarter we decided to surrender one of our bank-owned life insurance (BOLI) policies. As a result, a $106 million tax benefit, or $0.19 per share, was recognized relating to losses in the policy recorded in prior periods that are now expected to be tax deductible. First quarter results also included non-cash charges of $54 million pre-tax, or $0.06 per share after-tax, related to this policy, reflecting reserves recorded in connection with the intent to surrender the policy as well as losses related to market value declines. Additionally, during the first quarter of 2009, we reached an agreement with the IRS to settle all of Fifth Third’s disputed leveraged leases for all open years. As a result of this settlement agreement, we recognized a $55 million reduction in income tax expense in the first quarter, or $0.10 per share, related to the reduction in tax reserves related to these exposures. This settlement also resulted in a reduction of net interest income of $6 million pre-tax, or $0.01 per share after-tax. Reported results for the first quarter also included $24 million pre-tax, or $0.03 per share after-tax, in securities losses and $8 million pre-tax or $0.01 per share after-tax in severance expense. Additional information on the tax benefits discussed above may be found later in this release.

Fourth quarter 2008 results included a $965 million pre-tax, or $1.64 per share after-tax, charge to record the impairment of goodwill and $74 million pre-tax, or $0.11 per share after-tax, of charges related to other-than-temporary impairment on securities and the BOLI policy. First quarter 2008 results included a gain and an expense reversal totaling $425 million pre-tax, or $0.52 per share after-tax, related to Visa, Inc.’s initial public offering, charges of $152 million pre-tax, or $0.22 per share after-tax on the BOLI policy, and severance and merger charges of $16 million, or $0.02 per share after-tax.

“While the environment remains challenging, our results were in line with our expectations,” said Kevin T. Kabat, Chairman, President and CEO of Fifth Third Bancorp. “Fee growth continues to be strong, increasing 8 percent from the previous quarter excluding BOLI and securities losses. Expenses were well-managed, down 9 percent excluding the effect of the goodwill charge last quarter. Net interest income and margin were lower in the first quarter, as expected, and bottomed out in January reflecting the effect of lower market rates on asset yields, which reprice more rapidly than our liabilities. We are seeing substantial margin improvement, which we expect to continue in the second quarter, as we more fully realize the benefit of these rate reductions on liability costs as well as wider loan spreads.”

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“Earning assets increased 1 percent, with growth driven by $2.9 billion of additional investments in securities backed by consumer mortgage and auto loans and by strong growth in mortgage loans held-for-sale. Average core deposit balances increased 4 percent from the previous quarter, and demand deposits were up 6 percent sequentially and 15 percent on a year-over-year basis, excluding acquisitions. Our Everyday Great Rates strategy has continued to help us expand our customer base. We also continue to lend to provide substantial amounts of new credit to qualified customers, and extended nearly $8 billion of consumer credit and $10 billion of commercial credit to our customers in the first quarter. Given the current economic environment, we continue to feel good about the core operations and earnings power of the Bank.”

“From the beginning of this current credit cycle, we have been aggressively dealing with our most problematic loan portfolios. During the fourth quarter of 2008, we took actions to further reduce the risk in these portfolios, primarily residential homebuilder and commercial non-owner occupied real estate loans in Michigan and Florida, and we also significantly increased our loan loss reserves. Net charge-offs of $490 million for the quarter were in line with our expectations in January, and NPA growth moderated. Our provision exceeded charge-offs by $283 million, increasing the allowance for loan losses to 3.71 percent or 128 percent of nonperforming loans.”

“The sale of a controlling interest in our processing business, which we announced on March 30, 2009, is expected to close in the second quarter and to significantly strengthen the bank’s capital ratios. The transaction’s structure allows us to retain a 49 percent interest in the business, and we expect our partnership with Advent International will provide the business with access to additional capital and resources that will accelerate growth opportunities. This transaction will significantly enhance the level and composition of our already strong regulatory capital position, and provide us with additional capital resources to withstand further economic deterioration, should that occur.”

The transaction with Advent is expected to generate approximately $1.2 billion in additional tangible common equity and Tier 1 capital and to generate net income of nearly $1 billion. Including the estimated effect of this transaction, on a pro forma basis for the first quarter of 2009, Fifth Third’s capital ratios would have increased by approximately 90 basis points (bps). On a pro forma basis, the tangible common equity ratio would have been approximately 5.2 percent, the tangible equity ratio would have been approximately 8.8 percent, the Tier 1 capital ratio would have been approximately 11.8 percent, and the total capital ratio would have been approximately 16.0 percent. Pro forma book value per share would have been $15.25 and pro forma tangible book value per share would have been $10.80, compared with the March 31, 2009 reported book value per share of $13.61 and tangible book value per share of $8.79.

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Income Statement Highlights

	For the Three Months Ended															% Change
	March 2009			December 2008			September 2008			June 2008			March 2008			Seq		Yr/Yr
Condensed Statements of Income ($ in millions)
Net interest income (taxable equivalent)	$	781		$	897		$	1,068		$	744		$	826		(13	%)	(5	%)
Provision for loan and lease losses		773			2,356			941			719			544		(67	%)	42	%
Total noninterest income		697			642			717			722			864		9	%	(19	%)
Total noninterest expense		962			2,022			967			858			715		(52	%)	35	%
Income (loss) before income taxes (taxable equivalent)		(257	)		(2,839	)		(123	)		(111	)		431		(91	%)	NM
Taxable equivalent adjustment		5			5			5			6			6		—		(17	%)
Applicable income taxes		(312	)		(702	)		(72	)		85			139		(56	%)	NM
Net income (loss)		50			(2,142	)		(56	)		(202	)		286		NM		(83	%)
Dividends on preferred stock		76			42			25			—			—		81	%	NM
Net income (loss) available to common shareholders		(26	)		(2,184	)		(81	)		(202	)		286		(99	%)	NM
Earnings per share, diluted	($	0.04	)	($	3.78	)	($	0.14	)	($	0.37	)	$	0.54		(99	%)	NM
NM: not meaningful
Net Interest Income
	For the Three Months Ended															% Change
	March 2009			December 2008			September 2008			June 2008			March 2008			Seq		Yr/Yr
Interest Income ($ in millions)
Total interest income (taxable equivalent)	$	1,183		$	1,411		$	1,553		$	1,213		$	1,453		(16	%)	(19	%)
Total interest expense		402			514			485			469			627		(22	%)	(36	%)
Net interest income (taxable equivalent)	$	781		$	897		$	1,068		$	744		$	826		(13	%)	(5	%)
Average Yield
Yield on interest-earning assets		4.63	%		5.44	%		6.16	%		4.95	%		5.99	%	(15	%)	(23	%)
Yield on interest-bearing liabilities		1.89	%		2.28	%		2.25	%		2.23	%		2.99	%	(17	%)	(37	%)
Net interest rate spread (taxable equivalent)		2.74	%		3.16	%		3.91	%		2.72	%		3.00	%	(13	%)	(9	%)
Net interest margin (taxable equivalent)		3.06	%		3.46	%		4.24	%		3.04	%		3.41	%	(12	%)	(10	%)
Average Balances ($ in millions)
Loans and leases, including held for sale	$	85,828		$	87,426		$	85,772		$	85,212		$	84,912		(2	%)	1	%
Total securities and other short-term investments		17,835			15,683			14,515			13,363			12,597		14	%	42	%
Total interest-bearing liabilities		86,218			89,440			85,990			84,417			84,353		(4	%)	2	%
Shareholders’ equity		12,084			10,291			10,843			9,629			9,379		17	%	29	%

Net interest income of $781 million on a taxable equivalent basis declined $116 million from the fourth quarter of 2008, partially driven by a $38 million reduction in loan discount accretion related to the second quarter 2008 acquisition of First Charter Corporation (“First Charter”) and a $6 million charge to reflect the change in the timing of tax benefits on leveraged leases associated with the settlement with the IRS. Excluding these items, net interest income declined $72 million, or 9 percent, from the fourth quarter 2008. The sequential decrease was driven by the first quarter impact of the decline in market rates, particularly LIBOR rates, as assets have repriced faster than liabilities. Additionally, the first quarter included a full quarter effect of higher-cost deposits put on during the fourth quarter. We expect net interest income to increase in the second quarter, as deposits and other liabilities more fully reflect lower market rates and as higher-cost term deposits issued during the third and fourth quarters mature.

The reported net interest margin was 3.06 percent, down 40 bps from 3.46 percent in the fourth quarter of 2008. The decrease was partially due to a 15 bps reduction in the benefit from purchase accounting adjustments for First Charter loan discount accretion, which contributed 16 bps to the first quarter margin versus 31 bps of benefit to the previous quarter margin. The charge related to leveraged leases also reduced

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the first quarter margin by 2 bps. Excluding these items, the net interest margin declined 23 bps from the previous quarter, in line with expectations. The primary driver of this decline was the differential impact of lower market rates on assets and liabilities and the full-quarter effect of higher-priced term deposits issued in the latter part of 2008, as previously mentioned. In the current low rate environment, the bank’s net asset exposure to short-term market rates adversely impacts net interest income and net interest margin, which will begin to reverse as term liabilities mature and are replaced at lower rates.

Compared with the first quarter of 2008, net interest income decreased $45 million and the net interest margin decreased 35 bps from 3.41 percent. Excluding the impact of loan discount accretion from the First Charter acquisition and the first quarter leveraged lease litigation charge, net interest income declined by $82 million from the same period in 2008 and the net interest margin declined 49 bps, largely driven by the factors described earlier.

Average Loans

	For the Three Months Ended										% Change
	March 2009		December 2008		September 2008		June 2008		March 2008		Seq		Yr/Yr
Average Portfolio Loans and Leases ($ in millions)
Commercial:
Commercial loans	$	28,949	$	30,227	$	28,284	$	28,299	$	25,367	(4	%)	14	%
Commercial mortgage		12,508		13,189		13,257		12,590		12,016	(5	%)	4	%
Commercial construction		4,987		5,990		6,110		5,700		5,577	(17	%)	(11	%)
Commercial leases		3,564		3,610		3,641		3,747		3,723	(1	%)	(4	%)
Subtotal - commercial loans and leases		50,008		53,016		51,292		50,336		46,683	(6	%)	7	%
Consumer:
Residential mortgage loans		9,195		9,335		9,681		9,922		10,395	(2	%)	(12	%)
Home equity		12,763		12,677		12,534		12,012		11,846	1	%	8	%
Automobile loans		8,687		8,428		8,303		8,439		9,278	3	%	(6	%)
Credit card		1,825		1,748		1,720		1,703		1,660	4	%	10	%
Other consumer loans and leases		1,083		1,165		1,165		1,125		1,083	(7	%)	—
Subtotal - consumer loans and leases		33,553		33,353		33,403		33,201		34,262	1	%	(2	%)
Total average loans and leases (excluding held for sale)	$	83,561	$	86,369	$	84,695	$	83,537	$	80,945	(3	%)	3	%
Average loans held for sale		2,268		1,057		1,077		1,676		3,967	115	%	(43	%)

Average portfolio loan and lease balances decreased 3 percent sequentially and were up 3 percent from the first quarter of 2008. Excluding the impact of the $1.3 billion in commercial loans sold or transferred to held-for-sale during the fourth quarter of 2008, average portfolio loan and lease balances declined by 2 percent sequentially. Period end loans, including loans held-for-sale, were relatively flat compared with the fourth quarter of 2008. On a year-over-year basis, the effect of the $1.3 billion of commercial loans sold or transferred to held-for-sale during the fourth quarter and the first quarter 2008 auto loan securitization nearly offset the growth in loans from the acquisition of First Charter in the second quarter of 2008.

Average commercial loan and lease balances decreased 6 percent sequentially and were up 7 percent compared with the previous year. Approximately half of the sequential decline reflected fourth quarter commercial charge-offs and the transfer of loans to held-for-sale. During the first quarter of 2009, commercial and industrial (C&I) average loans decreased by approximately $1.3 billion, primarily due to lower customer line utilization, which was down about $700 million, and a decline in customer use of contingent liquidity facilities related to certain

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off-balance sheet programs. These programs represented balances of $1.5 billion during the first quarter of 2009 and balances of $1.8 billion in the fourth quarter of 2008. Average commercial mortgage and commercial construction loan balances declined by a combined $1.7 billion, primarily driven by the sale or transfer to held-for-sale and associated charge-offs of approximately $1.3 billion of underperforming loan balances as a result of our credit actions at the end of the fourth quarter of 2008. Excluding the impact of acquisitions, the impact of off-balance sheet programs, and loans that were either sold or transferred to held-for-sale in the fourth quarter of 2008, average commercial loan and lease balances declined by 3 percent sequentially and increased 3 percent from the previous year, reflecting lower line utilization, portfolio charge-offs, and lower commercial construction loan balances.

Consumer loan and lease balances increased 1 percent sequentially and declined 2 percent from the first quarter of 2008. Excluding acquisitions, consumer loan balances declined 5 percent from the previous year, largely due to a decline in auto loans as a result of $2.7 billion in sales and securitizations in the first quarter of 2008. Sequentially, modest credit card and auto loan growth was partially offset by a decline in residential mortgage loans. On a year-over-year basis, growth in home equity and credit card loans was more than offset by a reduction in residential mortgage and auto loan balances. Excluding acquisitions, consumer loans declined 2 percent from the previous year on a period end basis.

High mortgage origination volumes during the first quarter of 2009 drove a $1.2 billion increase in the warehouse of residential mortgages held-for-sale on a period end basis. The majority of Fifth Third’s mortgage originations are held for sale to be sold to agencies and are not reflected in reported loans or loan growth.

Average Deposits

	For the Three Months Ended										% Change
	March 2009		December 2008		September 2008		June 2008		March 2008		Seq		Yr/Yr
Average Deposits ($ in millions)
Demand deposits	$	15,532	$	14,602	$	14,225	$	14,023	$	13,208	6	%	18	%
Interest checking		14,229		13,698		13,843		14,396		14,836	4	%	(4	%)
Savings		16,272		15,960		16,154		16,583		16,075	2	%	1	%
Money market		4,559		4,983		6,051		6,592		6,896	(9	%)	(34	%)
Foreign office (a)		1,755		1,876		2,126		2,169		2,443	(6	%)	(28	%)
Subtotal - Transaction deposits		52,347		51,119		52,399		53,763		53,458	2	%	(2	%)
Other time		14,501		13,337		10,780		9,517		10,884	9	%	33	%
Subtotal - Core deposits		66,848		64,456		63,179		63,280		64,342	4	%	4	%
Certificates - $100,000 and over		11,802		12,468		11,623		8,143		5,835	(5	%)	102	%
Other		247		1,090		395		2,948		3,861	(77	%)	(94	%)
Total deposits	$	78,897	$	78,014	$	75,197	$	74,371	$	74,038	1	%	7	%

(a) Includes commercial customer Eurodollar sweep balances for which the Bancorp pays rates comparable to other commercial deposit accounts.

Average core deposits increased 4 percent both sequentially and versus the first quarter of 2008. Acquisitions had a 4 percent positive effect on a year-over-year basis. Sequential growth in average demand deposit (DDA), interest checking, savings, and consumer CD balances was partially offset by lower money market and foreign office commercial sweep deposits. On a year-over-year basis, growth in DDA, savings, and consumer CD balances more than offset lower interest checking, money market, and foreign office

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commercial sweep deposits. Average transaction deposits (excluding consumer time deposits) were up 2 percent from fourth quarter 2008 and declined 2 percent from a year ago. The year-over-year decline reflected the migration of money market balances to CDs that offered higher rates.

Retail average core deposits increased 3 percent sequentially and increased 7 percent from the first quarter of 2008. Sequential growth in DDA, interest checking, savings, and consumer CD balances was partially offset by lower money market balances, a result of migration into higher-rate consumer CDs. Higher average account balances drove DDA growth, and strong account production drove the increase in savings account balances. Commercial core deposits increased 5 percent sequentially and were down 3 percent from the previous year. Sequential growth in DDA and interest checking account balances more than offset lower savings and money market account balances.

Noninterest Income

	For the Three Months Ended														% Change
	March 2009			December 2008			September 2008			June 2008			March 2008		Seq		Yr/Yr
Noninterest Income ($ in millions)
Electronic payment processing revenue	$	223		$	230		$	235		$	235		$	213	(3	%)	5	%
Service charges on deposits		146			162			172			159			147	(10	%)	(1	%)
Investment advisory revenue		76			78			90			92			93	(3	%)	(18	%)
Corporate banking revenue		116			121			104			111			107	(4	%)	8	%
Mortgage banking net revenue		134			(29	)		45			86			97	NM		38	%
Other noninterest income		10			24			112			49			177	(57	%)	(94	%)
Securities gains (losses), net		(24	)		(40	)		(63	)		(10	)		27	(40	%)	NM
Securities gains, net - non-qualifying hedgeson mortgage servicing rights		16			96			22			—			3	(83	%)	534	%
Total noninterest income	$	697		$	642		$	717		$	722		$	864	9	%	(19	%)

Noninterest income of $697 million increased $55 million sequentially and decreased $167 million from a year ago. First quarter of 2009 results included $54 million in charges related to one of our BOLI policies and $24 million in securities losses. Fourth quarter of 2008 results included a non-cash BOLI charge of $34 million and an other-than-temporary impairment (OTTI) charge of $40 million on preferred securities. Excluding these items, noninterest income increased by $59 million, or 8 percent from the previous quarter, driven by strong mortgage banking revenue. First quarter of 2008 results included a $273 million gain resulting from the Visa IPO and securities gains of $27 million, partially offset by a $152 million non-cash BOLI charge. Excluding these items, noninterest income increased by $59 million, or 8 percent from the previous year. Year-over-year growth in noninterest income was driven by mortgage banking revenue, corporate banking revenue, and payments processing revenue.

Electronic payment processing revenue of $223 million declined 3 percent sequentially and increased 5 percent from a year ago. Merchant processing revenue decreased 9 percent sequentially and increased 5 percent compared to the previous year. The sequential decline was driven by seasonally strong fourth quarter of 2008 performance and a decrease in average dollar amount per credit card transaction due to lower consumer spending. Year-over-year growth was assisted by continued strong debit processing revenue growth. Card issuer interchange revenue declined 4 percent sequentially and increased 5 percent from the

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previous year. The sequential decline was driven by seasonality and a decline in the average dollar amount per debit and credit card transaction. Year-over-year growth benefited from a higher volume of credit card transactions. Financial institutions revenue increased 3 percent compared with the previous quarter and grew 4 percent from the first quarter of 2008 on higher transaction volumes as debit card use continues to replace cash and checks at the point of transaction.

Service charges on deposits of $146 million decreased 10 percent sequentially and 1 percent compared with the same quarter last year. Retail service charges decreased 14 percent from the previous quarter and 6 percent from the first quarter of 2008 due to lower transaction volumes. Commercial service charges declined 5 percent sequentially, largely due to higher compensating balances, and increased 5 percent compared with last year. Year-over-year growth primarily reflected an increase in customer accounts and lower market interest rates, as reduced earnings credit rates paid on customer balances have resulted in higher realized net services fees to pay for treasury management services.

Corporate banking revenue of $116 million decreased by $5 million or 4 percent from strong fourth quarter results, as the more stable macroeconomic environment has led to slower growth in customer hedging transactions. Sequential results were driven by lower interest rate derivatives and foreign exchange revenue and institutional sales revenue, partially offset by an increase in lease termination fees and growth in business lending fees. On a year-over-year basis, corporate banking revenue increased by $9 million, or 8 percent. Strong growth in business lending fees, institutional sales revenue, and lease termination fees more than offset lower interest rate derivatives and foreign exchange revenue.

Investment advisory revenue of $76 million was down 3 percent sequentially and 18 percent from the first quarter of 2008 due to the impact on managed assets of the overall decline in market values. Institutional trust revenue decreased 3 percent from the previous quarter largely driven by lower asset values. Mutual fund fees were down 18 percent from the previous quarter, reflecting lower asset valuations and a shift to money market and other lower fee products. Brokerage fees were down 5 percent from the fourth quarter of 2008, reflecting the continued shift in assets from equity products to lower yielding money market funds due to market volatility as well as a decline in transaction-based revenues.

Mortgage banking net revenue was $134 million in the first quarter of 2009, an increase of $163 million from fourth quarter 2008 results and a $37 million increase from the first quarter of 2008. First quarter originations were $4.9 billion, up from $2.1 billion the previous quarter, and resulted in gains on mortgages held-for-sale of $131 million compared with gains of $45 million during the previous quarter, and $93 million during the same period in 2008. Revenue for the first quarter included $3 million of gains on the sale of portfolio loans compared with $3 million in the previous quarter and $11 million in the first quarter of 2008. Net servicing revenue, before mortgage servicing rights (MSR) valuation adjustments, totaled $2 million in the first quarter, compared with $22 million last quarter and $8 million a year ago. MSR valuation adjustments, including mark-to-market related adjustments on free-standing derivatives used to economically hedge the MSR portfolio,

represented a net gain of $1 million in the first quarter of 2009, compared with a net loss of $96 million last quarter and a net loss of $3 million a year ago. Including gains in MSR balance sheet hedges reported in securities gains and losses, total mortgage banking revenue increased by $83 million from the previous quarter. The mortgage servicing asset, net of the valuation reserve, was $478 million at quarter end on a servicing portfolio of $41.5 billion.

Net securities gains on non-qualifying hedges on MSRs were $16 million in the first quarter of 2009 compared to net gains of $96 million in the previous quarter and $3 million in the first quarter of 2008.

Net losses on investment securities were $24 million in the first quarter of 2009, of which $18 million was attributable to the reclassification of available-for-sale securities related to deferred compensation plan obligations to trading securities. Subsequent changes in value on these trading securities will be directly offset by compensation expense. Net losses on investment securities during the fourth quarter of 2008 were $40 million.

Other noninterest income totaled $10 million in the first quarter of 2009 compared with $24 million the previous quarter and $177 million in the first quarter of 2008. First quarter of 2009 results included $54 million of charges related to one of its BOLI policies, while fourth quarter 2008 results included a $34 million non-cash BOLI charge and first quarter 2008 results included a $273 million gain from the Visa IPO partially offset by a $152 million non-cash BOLI charge. Excluding these items, other noninterest income increased by $6 million from the previous quarter and $8 million from the same period the previous year due to gains on the sale of non-performing assets.

Noninterest Expense

	For the Three Months Ended										% Change
	March		December		September		June		March
	2009		2008		2008		2008		2008		Seq		Yr/Yr
Noninterest Expense ($ in millions)
Salaries, wages and incentives	$	327	$	337	$	321	$	331	$	347	(3	%)	(6	%)
Employee benefits		83		61		72		60		85	36	%	(1	%)
Payment processing expense		67		70		70		67		66	(5	%)	1	%
Net occupancy expense		79		77		77		73		72	2	%	9	%
Technology and communications		45		48		47		49		47	(7	%)	(5	%)
Equipment expense		31		35		34		31		31	(10	%)	3	%
Other noninterest expense		330		1,394		346		247		67	(76	%)	393	%
Total noninterest expense	$	962	$	2,022	$	967	$	858	$	715	(52	%)	35	%

Noninterest expense of $962 million decreased $1.1 billion sequentially and increased $247 million from a year ago. First quarter of 2009 results included $8 million in severance expense while fourth quarter 2008 results included a $965 million non-cash goodwill impairment charge and an $8 million charge due to changes on loss estimates related to our indemnification obligation with Visa. Excluding these items, expenses declined by $95 million or 9 percent, driven by a lower provision for unfunded commitments and the effect of fourth quarter charges associated with derivative counterparty losses, which accounted for $61 million of the sequential expense decline. The remaining decline reflected strong core expense control across a variety of

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categories. First quarter 2008 results included the reversal of $152 million in Visa litigation reserves, $9 million of severance expense, and $7 million in acquisition related expenses. Excluding these items in the first quarter of 2008, expenses increased by $103 million, or 12 percent from the same quarter the previous year driven by higher credit-related costs, particularly loan and lease collection costs and provision for unfunded commitments, as well as the effect of higher deposit insurance assessments and the effect of the second quarter 2008 acquisition of First Charter.

Credit Quality

	For the Three Months Ended
	March 2009			December 2008			September 2008			June 2008			March 2008
Total net losses charged off ($ in millions)
Commercial loans	($	103	)	($	422	)	($	85	)	($	107	)	($	36	)
Commercial mortgage loans		(77	)		(465	)		(94	)		(21	)		(33	)
Commercial construction loans		(76	)		(539	)		(88	)		(49	)		(72	)
Commercial leases		—			—			—			—			—
Residential mortgage loans		(75	)		(68	)		(77	)		(63	)		(34	)
Home equity		(72	)		(54	)		(55	)		(54	)		(41	)
Automobile loans		(46	)		(43	)		(32	)		(26	)		(35	)
Credit card		(36	)		(30	)		(24	)		(21	)		(20	)
Other consumer loans and leases		(5	)		(6	)		(8	)		(3	)		(5	)
Total net losses charged off		(490	)		(1,627	)		(463	)		(344	)		(276	)
Total losses		(521	)		(1,652	)		(481	)		(365	)		(293	)
Total recoveries		31			25			18			21			17
Total net losses charged off	($	490	)	($	1,627	)	($	463	)	($	344	)	($	276	)
Ratios (annualized)
Net losses charged off as a percent of average loans and leases (excluding held for sale)		2.37	%		7.50	%		2.17	%		1.66	%		1.37	%
Commercial		2.08	%		10.70	%		2.07	%		1.41	%		1.21	%
Consumer		2.82	%		2.40	%		2.33	%		2.04	%		1.58	%

Net charge-offs were $490 million in the first quarter of 2009, or 237 bps of average loans on an annualized basis. Fourth quarter net losses were $1.6 billion and included net losses of $800 million on commercial loans that were either sold or transferred to held-for-sale. Excluding these losses, net charge-offs were $827 million in the fourth quarter and declined in the first quarter by $337 million, reflecting the beneficial effect of credit actions taken in the previous quarter. Loss experience overall continues to be weighted toward commercial and residential real estate loans in Michigan and Florida. In aggregate, Florida and Michigan represented approximately 51 percent of total losses during the quarter and 28 percent of total loans and leases.

Commercial net charge-offs were $256 million, or 208 bps, in the first quarter of 2009, compared with $1.4 billion in the fourth quarter, which included net losses of $800 million on commercial loans sold or transferred to held-for-sale. Excluding these losses, commercial net charge-offs declined by $370 million on a sequential basis. Within the commercial portfolio, C&I losses were $103 million, compared with $383 million in fourth quarter portfolio losses and an additional $39 million in losses realized on the sales or transfers. Loans to auto dealers accounted for $26 million and loans to companies in real estate-related industries accounted for $28 million of C&I net losses. Commercial mortgage net losses totaled $77 million, versus portfolio losses of $93 million last quarter and additional $372 million in losses realized on the sales or transfers. Michigan and Florida accounted for 65 percent of commercial mortgage losses. Commercial construction net losses were

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$76 million, compared with $150 million in portfolio losses in the fourth quarter and an additional $389 million of losses realized on the sales or transfers. Michigan and Florida accounted for 42 percent of commercial construction losses. Across all commercial portfolios, net losses on residential builder and developer portfolio loans totaled $64 million, compared with $128 million in fourth quarter portfolio losses and an additional $440 million realized on the sales or transfers. These homebuilder losses were composed of $4 million on C&I loans, $16 million on commercial mortgage loans, and $44 million on commercial construction loans. Originations of homebuilder/developer loans were suspended in 2007 and remaining portfolio balances total $2.3 billion. Commercial net charge-offs excluding losses on the suspended homebuilder/developer portfolio were $192 million, or 165 bps in the first quarter.

Consumer net charge-offs of $234 million, or 282 bps, were up $33 million from the fourth quarter of 2008. Home equity net charge-offs of $72 million increased $18 million sequentially and continued to be driven by losses on brokered home equity loans. Net losses on brokered home equity loans were $30 million or 42 percent of first quarter home equity losses, while brokered home equity loans represented $2.2 billion, or 18 percent, of the total home equity portfolio. Originations of brokered home equity loans were discontinued in 2007. Michigan and Florida represented 47 percent of first quarter home equity losses and 29 percent of total home equity loans. Net charge-offs within the residential mortgage portfolio were $75 million, an increase of $7 million from the previous quarter, with losses in Michigan and Florida representing 79 percent of losses in the first quarter and approximately 44 percent of the total mortgage portfolio. Net charge-offs in the auto portfolio increased by $3 million from the fourth quarter of 2008 to $46 million and losses on consumer credit card loans were $36 million, up $6 million from the last quarter, as higher unemployment and weakening economic conditions continue to impact these portfolios.

	For the Three Months Ended
	March 2009			December 2008			September 2008			June 2008			March 2008
Allowance for Credit Losses ($ in millions)
Allowance for loan and lease losses, beginning	$	2,787		$	2,058		$	1,580		$	1,205		$	937
Total net losses charged off		(490	)		(1,627	)		(463	)		(344	)		(276	)
Provision for loan and lease losses		773			2,356			941			719			544
Allowance for loan and lease losses, ending		3,070			2,787			2,058			1,580			1,205
Reserve for unfunded commitments, beginning		195			132			115			103			95
Provision for unfunded commitments		36			63			17			10			8
Acquisitions		—			—			—			2			—
Reserve for unfunded commitments, ending		231			195			132			115			103
Components of allowance for credit losses:
Allowance for loan and lease losses		3,070			2,787			2,058			1,580			1,205
Reserve for unfunded commitments		231			195			132			115			103
Total allowance for credit losses	$	3,301		$	2,982		$	2,190		$	1,695		$	1,308
Allowance for loan and lease losses ratio
As a percent of loans and leases		3.71	%		3.31	%		2.41	%		1.85	%		1.49	%
As a percent of nonperforming loans and leases (a) (b)		128	%		157	%		92	%		92	%		95	%
As a percent of nonperforming assets (a) (b)		116	%		139	%		84	%		81	%		82	%

(a) Excludes non accrual loans and leases in loans held for sale

(b) During 1Q09 the Bancorp modified its nonaccrual policy to exclude TDR loans less than 90 days past due because they were performing in accordance with restructured terms. For comparability purposes, prior periods were adjusted to reflect this reclassification.

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Provision for loan and lease losses totaled $773 million in the first quarter of 2009, exceeding net charge-offs by $283 million. The increase in the allowance for loan and lease losses reflected growth in nonperforming assets and overall delinquencies and increased loss estimates once loans become delinquent related to the deterioration in real estate collateral values.

The allowance for loan and lease losses represented 3.71 percent of total loans and leases outstanding as of quarter end, compared with 3.31 percent last quarter, and represented 128 percent of nonperforming loans.

	As of
	March 2009			December 2008			September 2008			June 2008			March 2008
Nonperforming Assets and Delinquency ($ in millions)
Nonaccrual loans and leases:
Commercial loans	$	667		$	541		$	550		$	407		$	300
Commercial mortgage		692			482			724			524			312
Commercial construction		551			362			636			537			408
Commercial leases		27			21			23			18			11
Residential mortgage		265			259			216			142			138
Home equity		25			26			27			35			42
Automobile		2			5			3			7			13
Other consumer loans and leases		—			—			—			—			—
Total nonaccrual loans and leases	$	2,229		$	1,696		$	2,179		$	1,670		$	1,224
Restructured loans and leases (non accrual) (a)		167			80			50			56			43
Total nonperforming loans and leases	$	2,396		$	1,776		$	2,229		$	1,726		$	1,267
Repossessed personal property		25			24			24			22			22
Other real estate owned (b)		227			206			198			190			182
Total nonperforming assets (c)	$	2,648		$	2,006		$	2,451		$	1,938		$	1,471
Nonaccrual loans held for sale		403			473			—			—			—
Total nonperforming assets including loans held for sale	$	3,051		$	2,479		$	2,451		$	1,938		$	1,471
Restructured loans and leases (accrual) (a)	$	615			494			377			262			121
Total loans and leases 90 days past due	$	733		$	662		$	671		$	608		$	539
Nonperforming loans and leases as a percent of portfolio loans, leases and other assets, including other real estate owned (c)		2.89	%		2.11	%		2.60	%		2.01	%		1.56	%
Nonperforming assets as a percent of portfolio loans, leases and other assets, including other real estate owned (c)		3.19	%		2.38	%		2.86	%		2.26	%		1.81	%

(a) During 1Q09 the Bancorp modified its nonaccrual policy to exclude TDR loans less than 90 days past due because they were performing in accordance with restructured terms. For comparability purposes, prior periods were adjusted to reflect this reclassification.

(b) Excludes government insured advances.

(c) Does not include non accrual loans held-for-sale.

Nonperforming assets (NPAs) at quarter end were $2.6 billion or 3.19 percent of total loans and leases and other real estate owned (OREO), up from $2.0 billion, or 2.38 percent, last quarter. Including $403 million of nonaccrual loans classified as held-for-sale, total nonperforming assets were $3.1 billion compared with $2.5 billion in the fourth quarter. During the quarter, consistent with recent regulatory guidance, we reclassified certain troubled debt restructurings (TDRs) from nonaccrual to accrual status. TDRs more than 90 days past due as measured by their modified terms continue to remain on nonaccrual status. The income statement impact of this reclassification was insignificant. Growth in NPAs continues to be primarily associated with commercial and residential real estate loans in Michigan and Florida. In aggregate, Florida and Michigan represented approximately 43 percent of NPAs in the loan portfolio and 47 percent of portfolio NPA growth from the previous quarter.

Commercial NPAs at quarter-end were $2.0 billion, or 4.07 percent, and increased $546 million, or 37 percent, from the fourth quarter of 2008. Residential real estate builder and developer portfolio NPAs were $554 million in the first quarter, up $188 million from the previous quarter. Of the residential real estate builder and developer NPAs, $26 million were C&I NPAs, $303 million were commercial construction NPAs, and

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$225 million were commercial mortgage NPAs. C&I portfolio NPAs of $675 million increased $127 million from the previous quarter. Commercial construction portfolio NPAs were $597 million, an increase of $197 million from the fourth quarter of 2008. Commercial mortgage NPAs were $718 million, a sequential increase of $216 million. Commercial real estate loans in Michigan and Florida represented 38 percent of our total commercial real estate portfolio in the first quarter 2008, which was consistent with previous quarter levels, and 43 percent of commercial real estate NPAs, compared with 37 percent the previous quarter.

At quarter-end, the Bank held $403 million of commercial nonaccrual loans in held-for-sale, compared with $473 million at the end of the fourth quarter. These held-for-sale nonaccrual loans had an original balance of $1.6 billion, and were charged down or marked to their fair market value as of the fourth quarter to an average carrying value of 35 cents on the dollar. During the quarter, the Bank sold loans with a carrying value of $48 million and received customer payments of $8 million to settle loans previously written down to $7 million, which led to a net gain of $13 million on $55 million of balances. The Bank took possession of the collateral underlying $5 million of the held-for-sale real estate loans and received $10 million of principal payments on the remaining held-for-sale balances. The remaining portfolio is composed of $208 million of commercial mortgage loans, $185 million of commercial construction loans, and $10 million of C&I loans. Loans in Florida and Michigan constituted 79 percent of the $403 million held-for-sale portfolio; of the portfolio, loans to residential real estate builders and developers constituted 44 percent. These loans continue to be carried at the lower of cost or market, currently 30 cents of the original balance.

Consumer NPAs of $630 million, or 1.89 percent, increased $97 million, or 18 percent, from the fourth quarter of 2008, of which $558 million were in residential real estate portfolios. Residential mortgage NPAs increased $78 million to $475 million and home equity NPAs increased $4 million to $83 million. Nonaccrual troubled debt restructurings were $167 million, compared with $80 million last quarter. Residential real estate loans in Michigan and Florida represented 67 percent of total residential real estate NPAs and 35 percent of total residential real estate loans. Excluding TDRs, consumer NPAs increased by $10 million from the previous quarter.

First quarter OREO of $227 million compared with OREO of $206 million in the fourth quarter of 2008, and included $129 million of residential mortgage assets, $18 million in home equity assets, and $72 million in commercial real estate assets. Repossessed personal property largely consisted of autos. Loans still accruing over 90 days past due were $733 million, up $71 million from the fourth quarter of 2008. Commercial 90 days past due balances increased 7 percent from the previous quarter. Consumer 90 days past due balances increased 14 percent from the previous quarter.

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Capital Position

	For the Three Months Ended
	March 2009 (a)		December 2008		September 2008		June 2008		March 2008
Capital Position
Average shareholders’ equity to average assets	10.18	%	8.65	%	9.45	%	8.59	%	8.43	%
Tangible equity	7.89	%	7.86	%	6.19	%	6.37	%	6.19	%
Tangible common equity (excluding unrealized gains/losses)	4.23	%	4.23	%	5.23	%	5.40	%	6.19	%
Tangible common equity (including unrealized gains/losses)	4.35	%	4.31	%	5.19	%	5.28	%	6.19	%
Tangible common equity as a percent of risk-weighted assets (excluding unrealized gains/losses)	4.64	%	4.51	%	5.36	%	5.38	%	5.91	%
Tangible common equity as a percent of risk-weighted assets (including unrealized gains/losses)	4.77	%	4.59	%	5.31	%	5.25	%	5.92	%
Regulatory capital ratios:
Tier I capital	10.93	%	10.59	%	8.57	%	8.51	%	7.72	%
Total risk-based capital	15.13	%	14.78	%	12.30	%	12.15	%	11.34	%
Tier I leverage	10.29	%	10.27	%	8.77	%	9.08	%	8.28	%
Book value per share	13.61		13.57		16.65		16.75		17.56
Tangible book value per share	8.79		8.74		10.10		10.16		12.66

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

The tangible common equity ratio at the end of the first quarter and fourth quarter of 2008 was 4.23 percent. The tangible equity ratio increased 3 bps to 7.89 percent, the Tier 1 capital ratio increased 34 bps to 10.93 percent, and the total capital ratio increased 35 bps to 15.13 percent. The increase in the Tier 1 and total capital ratios related to a reduction in risk-weighted assets primarily due to lower off-balance sheet exposures. The capital ratios reported above do not include the anticipated benefit of the processing joint venture with Advent International, the benefit of which is described elsewhere in this release.

Fifth Third’s tangible equity to tangible assets ratio target is 6 to 7 percent; the Tier 1 capital ratio target is 8 to 9 percent; and the total capital ratio target is 11.5 to 12.5 percent.

Other Matters

As noted previously, Fifth Third recorded tax benefits of $106 million in the first quarter of 2009 related to losses recorded in prior periods in one of its BOLI policies that are now expected to be tax deductible. First quarter results also included non-cash pre-tax charges of $54 million related to this policy. These charges reflected $43 million in reserves recorded in connection with the intent to surrender the policy as well as $11 million in losses related to market value declines. We believed it was appropriate to fully reserve the value of the stable value wrap associated with the policy because we have not yet decided the manner in which we will surrender the policy, which may impact the value of the wrap, and because of ongoing developments in existing litigation with the insurance carrier. Additionally, we recognized a $55 million reduction in income tax expense in the first quarter due to our settlement with the IRS related to leverage leases. The reported effective tax rate for the first quarter including these items was 119 percent. Excluding the $161 million of unusual items outlined above, the effective tax rate was 58 percent for the quarter. This unusually high tax rate resulted primarily from the interaction between the $262 million pre-tax loss, permanent differences related to tax exempt income and BOLI income, and the tax credits we expect to recognize during the year.

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On March 30, 2009, Fifth Third Bancorp and Advent International announced an agreement under which Advent International will acquire a 51 percent interest in Fifth Third’s processing business through the formation of a joint venture that values the new company at approximately $2.35 billion before valuation adjustments by either party. Pursuant to the agreement, Fifth Third Bank (OH), an indirect wholly owned subsidiary of Fifth Third Bancorp, will contribute the assets and operations of Fifth Third’s merchant acquiring and financial institutions processing business to a new limited liability company (“LLC”). The LLC’s capitalization prior to the purchase of this interest will include senior secured notes payable to subsidiaries of Fifth Third in the amount of $1.25 billion. Advent will pay Fifth Third $561 million in cash for a 51 percent ownership interest in the equity of the LLC and for certain put rights. Additionally, Fifth Third will receive warrants in the new company exercisable in certain circumstances. Fifth Third estimates the valuation adjustments related to these warrants, the put, and minority interest discounts may reduce its implied valuation of the business by approximately $50 million. The agreement is subject to certain potential purchase price adjustments. On a pro forma basis for 2008, the transaction would have been dilutive to Fifth Third’s earnings by an estimated $100 million, or approximately $0.17 per share, of which approximately $57 million or $0.10 per share is expected to represent non-cash intangibles amortization. The transaction is expected to contribute significantly to Fifth Third’s retained earnings, capital levels and capital ratios, generating an expected pre-tax book gain of an estimated $1.7 billion and increasing Fifth Third’s tangible common equity and Tier 1 capital by an estimated $1.2 billion.

Conference Call

Fifth Third will host a conference call to discuss these financial results at 8:30 a.m. (Eastern Time) today. This conference call will be webcast live by Thomson Financial and may be accessed through the Fifth Third Investor Relations website at www.53.com (click on “About Fifth Third” then “Investor Relations”). The webcast also is being distributed over Thomson Financial’s Investor Distribution Network to both institutional and individual investors. Individual investors can listen to the call through Thomson Financial’s individual investor center at www.earnings.com or by visiting any of the investor sites in Thomson Financial’s Individual Investor Network. Institutional investors can access the call via Thomson Financial’s password-protected event management site, StreetEvents (www.streetevents.com).

Those unable to listen to the live webcast may access a webcast replay or podcast through the Fifth Third Investor Relations website at the same web address. Additionally, a telephone replay of the conference call will be available beginning approximately two hours after the conference call until Thursday, May 7^th by dialing 800-642-1687 for domestic access and 706-645-9291 for international access (passcode 92753311#).

Corporate Profile

Fifth Third Bancorp is a diversified financial services company headquartered in Cincinnati, Ohio. As of March 31, 2009, the Company has $119 billion in assets, operates 16 affiliates with 1,311 full-service Banking Centers, including 95 Bank Mart^® locations open seven days a week inside select grocery stores and 2,354

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ATMs in Ohio, Kentucky, Indiana, Michigan, Illinois, Florida, Tennessee, West Virginia, Pennsylvania, Missouri, Georgia and North Carolina. 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 March 31, 2009, has $166 billion in assets under care, of which it managed $23 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 on the NASDAQ^® National Global Select Market under the symbol “FITB.”

Forward-Looking Statements

This report may contain forward-looking statements about Fifth Third Bancorp and/or the LLC 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 LLC 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, and/or the LLC 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) maintaining capital requirements may limit Fifth Third’s operations and potential growth; (8) changes and trends in capital markets; (9) problems encountered by larger or similar financial institutions may adversely affect the banking industry and/or Fifth Third (10) competitive pressures among depository institutions increase significantly; (11) effects of critical accounting policies and judgments; (12) changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board (FASB) or other regulatory agencies; (13) legislative or regulatory changes or actions, or significant litigation, adversely affect Fifth Third, and/or the LLC or the businesses in which these entities are engaged; (14) ability to maintain favorable ratings from rating agencies; (15) fluctuation of Fifth Third’s stock price; (16) ability to attract and retain key personnel; (17) ability to receive dividends from its subsidiaries; (18) potentially dilutive effect of future acquisitions on current shareholders’ ownership of Fifth Third; (19) effects of accounting or financial results of one or more acquired entities; (20) difficulties in separating the operations of the LLC; (21) lower than expected gains related to the sale of businesses; (22) loss of income from the sale of businesses that could have an adverse effect on Fifth Third’s earnings and future growth; (23) failure to consummate the joint venture transaction; (24) ability to secure confidential information through the use of computer systems and telecommunications networks; and (25) 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, 2008, 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 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.

# # #

16

Quarterly Financial Review for March 31, 2009

Table of Contents

Financial Highlights	18-19
Consolidated Statements of Income	20
Consolidated Statements of Income (Taxable Equivalent)	21
Consolidated Balance Sheets	22-23
Consolidated Statements of Changes in Shareholders’ Equity	24
Average Balance Sheet and Yield Analysis	25-26
Summary of Loans and Leases	27
Regulatory Capital	28
Summary of Credit Loss Experience	29
Asset Quality	30
Segment Presentation	31

17

Fifth Third Bancorp and Subsidiaries

Financial Highlights

$ in millions, except per share data

(unaudited)

	For the Three Months Ended									% Change
	March 2009			December 2008			March 2008			Seq		Yr/Yr
Income Statement Data
Net interest income (a)	$	781		$	897		$	826		(13	%)	(5	%)
Noninterest income		697			642			864		9	%	(19	%)
Total revenue (a)		1,478			1,539			1,690		(4	%)	(13	%)
Provision for loan and lease losses		773			2,356			544		(67	%)	42	%
Noninterest expense		962			2,022			715		(52	%)	35	%
Net income (loss)		50			(2,142	)		286		NM		(83	%)
Net income (loss) available to common shareholders		(26	)		(2,184	)		286		(99	%)	NM
Common Share Data
Earnings per share, basic		($0.04	)		($3.78	)	$	0.54		(99	%)	NM
Earnings per share, diluted		(0.04	)		(3.78	)		0.54		(99	%)	NM
Cash dividends per common share	$	0.01		$	0.01		$	0.44		—		(98	%)
Book value per share		13.61			13.57			17.56		—		(22	%)
Market price per share		2.92			8.26			20.92		(65	%)	(86	%)
Common shares outstanding (in thousands)		576,936			577,387			532,106		—		8	%
Average common shares outstanding (in thousands):
Basic		571,810			571,809			528,498		—		8	%
Diluted		571,810			571,809			530,372		—		8	%
Market capitalization	$	1,685		$	4,769		$	11,132		(65	%)	(85	%)
Financial Ratios
Return on assets		0.17	%		(7.16	%)		1.03	%	NM		(83	%)
Return on average common equity		(1.4	%)		(94.6	%)		12.3	%	(99	%)	NM
Noninterest income as a percent of total revenue		47	%		42	%		51	%	12	%	(8	%)
Average equity as a percent of average assets		10.18	%		8.65	%		8.43	%	18	%	21	%
Tangible equity (b)		7.89	%		7.86	%		6.19	%	—		27	%
Tangible common equity		4.23	%		4.23	%		6.19	%	—		(32	%)
Net interest margin (a)		3.06	%		3.46	%		3.41	%	(12	%)	(10	%)
Efficiency (a)		65.1	%		131.3	%		42.3	%	(50	%)	54	%
Effective tax rate		(119.0	%)		(24.7	%)		32.6	%	382	%	NM
Credit Quality
Net losses charged off	$	490		$	1,627		$	276		(70	%)	78	%
Net losses charged off as a percent of average loans and leases		2.37	%		7.50	%		1.37	%	(68	%)	73	%
Allowance for loan and lease losses as a percent of loans and leases		3.71	%		3.31	%		1.49	%	12	%	149	%
Allowance for credit losses as a percent of loans and leases		3.99	%		3.54	%		1.62	%	13	%	146	%
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned (c)		3.19	%		2.38	%		1.81	%	34	%	76	%
Average Balances
Loans and leases, including held for sale	$	85,829		$	87,426		$	84,912		(2	%)	1	%
Total securities and other short-term investments		17,835			15,683			12,597		14	%	42	%
Total assets		118,681			118,953			111,291		—		7	%
Transaction deposits (e)		52,347			51,119			53,458		2	%	(2	%)
Core deposits (f)		66,848			64,456			64,342		4	%	4	%
Wholesale funding (g)		34,902			39,586			33,219		(12	%)	5	%
Shareholders’ equity		12,084			10,291			9,379		17	%	29	%
Regulatory Capital Ratios (d)
Tier I capital		10.93	%		10.59	%		7.72	%	3	%	42	%
Total risk-based capital		15.13	%		14.78	%		11.34	%	2	%	33	%
Tier I leverage		10.29	%		10.27	%		8.28	%	—		24	%
Operations
Banking centers		1,311			1,307			1,232		—		6	%
ATMs		2,354			2,341			2,221		1	%	6	%
Full-time equivalent employees		20,618			21,476			21,726		(4	%)	(5	%)

(a) Presented on a fully taxable equivalent basis

(b) Total assets and total shareholders’ equity are reduced by goodwill, intangibles and accumulated other comprehensive income to calculate tangible equity

(c) Excludes nonaccrual loans held for sale

(d) Current period regulatory capital ratios are estimates

(e) Includes demand, interest checking, savings, money market and foreign office deposits of commercial customers

(f) Includes transaction deposits plus other time deposits

(g) Includes certificates $100,000 and over, other deposits, federal funds purchased, short-term borrowings and long-term debt

18

Fifth Third Bancorp and Subsidiaries

Financial Highlights

$ in millions, except per share data

(unaudited)

	For the Three Months Ended
	March 2009			December 2008			September 2008			June 2008			March 2008
Income Statement Data
Net interest income (a)	$	781		$	897		$	1,068		$	744		$	826
Noninterest income		697			642			717			722			864
Total revenue (a)		1,478			1,539			1,785			1,466			1,690
Provision for loan and lease losses		773			2,356			941			719			544
Noninterest expense		962			2,022			967			858			715
Net income (loss)		50			(2,142	)		(56	)		(202	)		286
Net income (loss) available to common shareholders		(26	)		(2,184	)		(81	)		(202	)		286
Common Share Data
Earnings per share, basic		($0.04	)		($3.78	)		($0.14	)		($0.37	)		$0.54
Earnings per share, diluted		(0.04	)		(3.78	)		(0.14	)		(0.37	)		0.54
Cash dividends per common share	$	0.01		$	0.01		$	0.15		$	0.15		$	0.44
Book value per share		13.61			13.57			16.65			16.75			17.56
Market price per share		2.92			8.26			11.90			10.18			20.92
Common shares outstanding (in thousands)		576,936			577,387			577,487			577,530			532,106
Average common shares outstanding (in thousands):
Basic		571,810			571,809			571,705			540,030			528,498
Diluted		571,810			571,809			571,705			540,030			530,372
Market capitalization	$	1,685		$	4,769		$	6,872		$	5,879		$	11,132
Financial Ratios
Return on assets		0.17	%		(7.16	%)		(0.19	%)		(0.72	%)		1.03	%
Return on average common equity		(1.4	%)		(94.6	%)		(3.3	%)		(8.5	%)		12.3	%
Noninterest income as a percent of total revenue		47	%		42	%		40	%		49	%		51	%
Average equity as a percent of average assets		10.18	%		8.65	%		9.45	%		8.59	%		8.43	%
Tangible equity (b)		7.89	%		7.86	%		6.19	%		6.37	%		6.19	%
Tangible common equity		4.23	%		4.23	%		5.23	%		5.40	%		6.19	%
Net interest margin (a)		3.06	%		3.46	%		4.24	%		3.04	%		3.41	%
Efficiency (a)		65.1	%		131.3	%		54.2	%		58.6	%		42.3	%
Effective tax rate		(119.0	%)		(24.7	%)		56.6	%		(72.4	%)		32.6	%
Credit Quality
Net losses charged off	$	490		$	1,627		$	463		$	344		$	276
Net losses charged off as a percent of average loans and leases		2.37	%		7.50	%		2.17	%		1.66	%		1.37	%
Allowance for loan and lease losses as a percent of loans and leases		3.71	%		3.31	%		2.41	%		1.85	%		1.49	%
Allowance for credit losses as a percent of loans and leases		3.99	%		3.54	%		2.56	%		1.98	%		1.62	%
Nonperforming assets as a percent of loans, leases and other assets, including other real estate owned (c)		3.19	%		2.38	%		2.86	%		2.26	%		1.81	%
Average Balances
Loans and leases, including held for sale	$	85,829		$	87,426		$	85,772		$	85,212		$	84,912
Total securities and other short-term investments		17,835			15,683			14,515			13,363			12,597
Total assets		118,681			118,953			114,784			112,098			111,291
Transaction deposits (e)		52,347			51,119			52,399			53,763			53,458
Core deposits (f)		66,848			64,456			63,179			63,280			64,342
Wholesale funding (g)		34,902			39,586			37,036			35,160			33,219
Shareholders’ equity		12,084			10,291			10,843			9,629			9,379
Regulatory Capital Ratios (d)
Tier I capital		10.93	%		10.59	%		8.57	%		8.51	%		7.72	%
Total risk-based capital		15.13	%		14.78	%		12.30	%		12.15	%		11.34	%
Tier I leverage		10.29	%		10.27	%		8.77	%		9.08	%		8.28	%
Operations
Banking centers		1,311			1,307			1,298			1,308			1,232
ATMs		2,354			2,341			2,329			2,329			2,221
Full-time equivalent employees		20,618			21,476			21,522			21,617			21,726

(a) Presented on a fully taxable equivalent basis

(b) Total assets and total shareholders’ equity are reduced by goodwill, intangibles and accumulated other comprehensive income to calculate tangible equity

(c) Excludes nonaccrual loans held for sale

(d) Current period regulatory capital ratios are estimates

(e) Includes demand, interest checking, savings, money market and foreign office deposits of commercial customers

(f) Includes transaction deposits plus other time deposits

(g) Includes certificates $100,000 and over, other deposits, federal funds purchased, short-term borrowings and long-term debt

19

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Income

$ in millions

(unaudited)

	For the Three Months Ended								% Change
	March 2009			December 2008			March 2008		Seq		Yr/Yr
Interest Income
Interest and fees on loans and leases	$	997		$	1,218		$	1,290	(18	%)	(23	%)
Interest on securities		180			187			152	(4	%)	18	%
Interest on other short-term investments		1			1			5	(48	%)	(87	%)
Total interest income		1,178			1,406			1,447	(16	%)	(19	%)
Interest Expense
Interest on deposits		274			322			399	(15	%)	(31	%)
Interest on short-term borrowings		24			55			80	(56	%)	(70	%)
Interest on long-term debt		104			137			148	(24	%)	(30	%)
Total interest expense		402			514			627	(22	%)	(36	%)
Net Interest Income		776			892			820	(13	%)	(5	%)
Provision for loan and lease losses		773			2,356			544	(67	%)	42	%
Net interest income (loss) after provision for loan and lease losses		3			(1,464	)		276	NM		(99	%)
Noninterest Income
Electronic payment processing revenue		223			230			213	(3	%)	5	%
Service charges on deposits		146			162			147	(10	%)	(1	%)
Investment advisory revenue		76			78			93	(3	%)	(18	%)
Corporate banking revenue		116			121			107	(4	%)	8	%
Mortgage banking net revenue		134			(29	)		97	NM		38	%
Other noninterest income		10			24			177	(57	%)	(94	%)
Securities gains (losses), net		(24	)		(40	)		27	(40	%)	NM
Securities gains, net - non-qualifying hedges on mortgage servicing rights		16			96			3	(83	%)	534	%
Total noninterest income		697			642			864	9	%	(19	%)
Noninterest Expense
Salaries, wages and incentives		327			337			347	(3	%)	(6	%)
Employee benefits		83			61			85	36	%	(1	%)
Payment processing expense		67			70			66	(5	%)	1	%
Net occupancy expense		79			77			72	2	%	9	%
Technology and communications		45			48			47	(7	%)	(5	%)
Equipment expense		31			35			31	(10	%)	3	%
Other noninterest expense		330			1,394			67	(76	%)	393	%
Total noninterest expense		962			2,022			715	(52	%)	35	%
Income (loss) before income taxes		(262	)		(2,844	)		425	(91	%)	NM
Applicable income taxes		(312	)		(702	)		139	(56	%)	NM
Net income (loss)		50			(2,142	)		286	NM		(83	%)
Dividends on preferred stock		76			42			—	81	%	NM
Net income (loss) available to common shareholders	($	26	)	($	2,184	)	$	286	(99	%)	NM

20

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Income (Taxable Equivalent)

$ in millions

(unaudited)

	For the Three Months Ended
	March 2009			December 2008			September 2008			June 2008			March 2008
Interest Income
Interest and fees on loans and leases	$	997		$	1,218		$	1,378		$	1,050		$	1,290
Interest on securities		180			187			165			155			152
Interest on other short-term investments		1			1			5			2			5
Total interest income		1,178			1,406			1,548			1,207			1,447
Taxable equivalent adjustment		5			5			5			6			6
Total interest income (taxable equivalent)		1,183			1,411			1,553			1,213			1,453
Interest Expense
Interest on deposits		274			322			291			278			399
Interest on short-term borrowings		24			55			64			49			80
Interest on long-term debt		104			137			130			142			148
Total interest expense		402			514			485			469			627
Net interest income (taxable equivalent)		781			897			1,068			744			826
Provision for loan and lease losses		773			2,356			941			719			544
Net interest income (loss) (taxable equivalent) after provision for loan and lease losses		8			(1,459	)		127			25			282
Noninterest Income
Electronic payment processing revenue		223			230			235			235			213
Service charges on deposits		146			162			172			159			147
Investment advisory revenue		76			78			90			92			93
Corporate banking revenue		116			121			104			111			107
Mortgage banking net revenue		134			(29	)		45			86			97
Other noninterest income		10			24			112			49			177
Securities gains (losses), net		(24	)		(40	)		(63	)		(10	)		27
Securities gains, net—non-qualifying hedges on mortgage servicing rights		16			96			22			—			3
Total noninterest income		697			642			717			722			864
Noninterest Expense
Salaries, wages and incentives		327			337			321			331			347
Employee benefits		83			61			72			60			85
Payment processing expense		67			70			70			67			66
Net occupancy expense		79			77			77			73			72
Technology and communications		45			48			47			49			47
Equipment expense		31			35			34			31			31
Other noninterest expense		330			1,394			346			247			67
Total noninterest expense		962			2,022			967			858			715
Income (loss) before income taxes (taxable equivalent)		(257	)		(2,839	)		(123	)		(111	)		431
Taxable equivalent adjustment		5			5			5			6			6
Income (loss) before income taxes		(262	)		(2,844	)		(128	)		(117	)		425
Applicable income taxes		(312	)		(702	)		(72	)		85			139
Net income (loss)		50			(2,142	)		(56	)		(202	)		286
Dividends on preferred stock		76			42			25			—			—
Net income (loss) available to common shareholders	($	26	)	($	2,184	)	($	81	)	($	202	)	$	286

21

Fifth Third Bancorp and Subsidiaries

Consolidated Balance Sheets

$ in millions, except per share data

(unaudited)

	As of									% Change
	March 2009			December 2008			March 2008			Seq		Yr/Yr
Assets
Cash and due from banks	$	2,491		$	2,739		$	3,092		(9	%)	(19	%)
Available-for-sale and other securities (a)		16,916			12,728			12,421		33	%	36	%
Held-to-maturity securities (b)		358			360			353		(1	%)	1	%
Trading securities		1,407			1,191			184		18	%	665	%
Other short-term investments		1,587			3,578			517		(56	%)	207	%
Loans held for sale		2,602			1,452			2,573		79	%	1	%
Portfolio loans and leases:
Commercial loans		28,617			29,197			26,590		(2	%)	8	%
Commercial mortgage loans		12,560			12,502			12,155		—		3	%
Commercial construction loans		4,745			5,114			5,592		(7	%)	(15	%)
Commercial leases		3,521			3,666			3,727		(4	%)	(6	%)
Residential mortgage loans		8,875			9,385			9,873		(5	%)	(10	%)
Home equity		12,710			12,752			11,803		—		8	%
Automobile loans		8,688			8,594			8,394		1	%	4	%
Credit card		1,816			1,811			1,686		—		8	%
Other consumer loans and leases		1,037			1,122			1,066		(8	%)	(3	%)
Portfolio loans and leases		82,569			84,143			80,886		(2	%)	2	%
Allowance for loan and lease losses		(3,070	)		(2,787	)		(1,205	)	10	%	155	%
Portfolio loans and leases, net		79,499			81,356			79,681		(2	%)	—
Bank premises and equipment		2,490			2,494			2,265		—		10	%
Operating lease equipment		470			463			317		1	%	48	%
Goodwill		2,623			2,624			2,460		—		7	%
Intangible assets		154			168			143		(9	%)	7	%
Servicing rights		481			499			596		(4	%)	(19	%)
Other assets		8,235			10,112			6,794		(19	%)	21	%
Total assets	$	119,313		$	119,764		$	111,396		—		7	%
Liabilities
Deposits:
Demand	$	16,370		$	15,287		$	14,949		7	%	10	%
Interest checking		14,510			14,222			14,842		2	%	(2	%)
Savings		16,517			16,063			16,572		3	%	—
Money market		4,353			4,689			7,077		(7	%)	(38	%)
Foreign office		1,671			2,144			2,354		(22	%)	(29	%)
Other time		14,571			14,350			9,883		2	%	47	%
Certificates - $100,000 and over		11,784			11,851			4,993		(1	%)	136	%
Other		6			7			731		(9	%)	(99	%)
Total deposits		79,782			78,613			71,401		1	%	12	%
Federal funds purchased		363			287			5,612		27	%	(94	%)
Other short-term borrowings		11,076			9,959			6,387		11	%	73	%
Accrued taxes, interest and expenses		904			2,029			2,377		(55	%)	(62	%)
Other liabilities		2,908			3,214			2,226		(10	%)	31	%
Long-term debt		12,178			13,585			14,041		(10	%)	(13	%)
Total liabilities		107,211			107,687			102,044		—		5	%
Shareholders’ equity
Common stock		1,295			1,295			1,295		—		—
Preferred stock		4,252			4,241			9		—		NM
Capital surplus		841			848			1,769		(1	%)	(52	%)
Retained earnings		5,792			5,824			8,465		(1	%)	(32	%)
Accumulated other comprehensive income (loss)		151			98			11		54	%	NM
Treasury stock		(229	)		(229	)		(2,197	)	—		(90	%)
Total shareholders’ equity (c)		12,102			12,077			9,352		—		29	%
Total liabilities and shareholders’ equity	$	119,313		$	119,764		$	111,396		—		7	%
(a)    Amortized cost	$	16,642		$	12,550		$	12,417		33	%	34	%
(b)    Market values		358			360			353		(1	%)	1	%
(c)    Common shares, stated value $2.22 per share (in thousands):
Authorized		2,000,000			2,000,000			1,300,000		—		54	%
Outstanding, excluding treasury		576,936			577,387			532,106		—		8	%
Treasury		6,491			6,040			51,321		7	%	(87	%)

22

Fifth Third Bancorp and Subsidiaries

Consolidated Balance Sheets

$ in millions, except per share data

(unaudited)

	As of
	March 2009			December 2008			September 2008			June 2008			March 2008
Assets
Cash and due from banks	$	2,491		$	2,739		$	2,774		$	2,853		$	3,092
Available-for-sale and other securities (a)		16,916			12,728			13,177			12,718			12,421
Held-to-maturity securities (b)		358			360			360			361			353
Trading securities		1,407			1,191			915			241			184
Other short-term investments		1,587			3,578			229			286			517
Loans held for sale		2,602			1,452			1,000			889			2,573
Portfolio loans and leases:
Commercial loans		28,617			29,197			29,424			28,958			26,590
Commercial mortgage loans		12,560			12,502			13,355			13,394			12,155
Commercial construction loans		4,745			5,114			6,002			6,007			5,592
Commercial leases		3,521			3,666			3,642			3,647			3,727
Residential mortgage loans		8,875			9,385			9,351			9,866			9,873
Home equity		12,710			12,752			12,599			12,421			11,803
Automobile loans		8,688			8,594			8,306			8,362			8,394
Credit card		1,816			1,811			1,688			1,717			1,686
Other consumer loans and leases		1,037			1,122			1,131			1,152			1,066
Portfolio loans and leases		82,569			84,143			85,498			85,524			80,886
Allowance for loan and lease losses		(3,070	)		(2,787	)		(2,058	)		(1,580	)		(1,205	)
Portfolio loans and leases, net		79,499			81,356			83,440			83,944			79,681
Bank premises and equipment		2,490			2,494			2,470			2,444			2,265
Operating lease equipment		470			463			369			364			317
Goodwill		2,623			2,624			3,592			3,603			2,460
Intangible assets		154			168			188			203			143
Servicing rights		481			499			687			701			596
Other assets		8,235			10,112			7,093			6,368			6,794
Total assets	$	119,313		$	119,764		$	116,294		$	114,975		$	111,396
Liabilities
Deposits:
Demand	$	16,370		$	15,287		$	14,241		$	16,259		$	14,949
Interest checking		14,510			14,222			13,251			14,002			14,842
Savings		16,517			16,063			15,955			16,602			16,572
Money market		4,353			4,689			5,352			6,806			7,077
Foreign office		1,671			2,144			1,999			2,174			2,354
Other time		14,571			14,350			11,778			9,839			9,883
Certificates - $100,000 and over		11,784			11,851			13,173			10,870			4,993
Other		6			7			1,711			864			731
Total deposits		79,782			78,613			77,460			77,416			71,401
Federal funds purchased		363			287			2,521			2,447			5,612
Other short-term borrowings		11,076			9,959			8,791			5,628			6,387
Accrued taxes, interest and expenses		904			2,029			1,757			1,864			2,377
Other liabilities		2,908			3,214			2,122			1,820			2,226
Long-term debt		12,178			13,585			12,947			15,046			14,041
Total liabilities		107,211			107,687			105,598			104,221			102,044
Shareholders’ equity
Common stock		1,295			1,295			1,295			1,295			1,295
Preferred stock		4,252			4,241			1,082			1,082			9
Capital surplus		841			848			597			582			1,769
Retained earnings		5,792			5,824			8,013			8,179			8,465
Accumulated other comprehensive income (loss)		151			98			(60	)		(152	)		11
Treasury stock		(229	)		(229	)		(231	)		(232	)		(2,197	)
Total shareholders’ equity (c)		12,102			12,077			10,696			10,754			9,352
Total liabilities and shareholders’ equity	$	119,313		$	119,764		$	116,294		$	114,975		$	111,396
(a)    Amortized cost	$	16,642		$	12,550		$	13,249		$	12,935		$	12,417
(b)    Market values		358			360			360			361			353
(c)    Common shares, stated value $2.22 per share (in thousands):
Authorized		2,000,000			2,000,000			2,000,000			2,000,000			1,300,000
Outstanding, excluding treasury		576,936			577,387			577,487			577,530			532,106
Treasury		6,491			6,040			5,941			5,897			51,321

23

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Changes in Shareholders’ Equity

$ in millions

(unaudited)

	For the Three Months Ended
	March 2009			March 2008
Total shareholders’ equity, beginning	$	12,077		$	9,161
Net income		50			286
Other comprehensive income, net of tax:
Change in unrealized gains and (losses):
Available-for-sale securities		63			96
Qualifying cash flow hedges		(12	)		39
Change in accumulated other comprehensive income related to employee benefit plans		2			2
Comprehensive income		103			423
Cash dividends declared:
Common stock		(5	)		(234	)
Preferred stock		(66	)		—
Stock-based awards exercised, including treasury shares issued		—			2
Stock-based compensation expense		11			12
Loans repaid (issued) related to exercise of stock-based awards, net		—			(2	)
Change in corporate tax benefit related to stock-based compensation		(18	)		(10	)
Other		—			—
Total shareholders’ equity, ending	$	12,102		$	9,352

24

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)

	For the Three Months Ended									% Change
	March 2009			December 2008			March 2008			Seq		Yr/Yr
Assets
Interest-earning assets:
Commercial loans	$	28,968		$	30,227		$	26,617		(4	%)	9	%
Commercial mortgage loans		12,809			13,194			12,052		(3	%)	6	%
Commercial construction loans		5,115			5,990			5,577		(15	%)	(8	%)
Commercial leases		3,564			3,610			3,723		(1	%)	(4	%)
Residential mortgage loans		10,921			10,327			11,699		6	%	(7	%)
Home equity		12,763			12,677			11,846		1	%	8	%
Automobile loans		8,687			8,428			10,542		3	%	(18	%)
Credit card		1,825			1,748			1,660		4	%	10	%
Other consumer loans and leases		1,177			1,225			1,196		(4	%)	(2	%)
Taxable securities		16,283			14,882			11,560		9	%	41	%
Tax exempt securities		262			288			403		(9	%)	(35	%)
Other short-term investments		1,290			513			634		151	%	103	%
Total interest-earning assets		103,664			103,109			97,509		1	%	6	%
Cash and due from banks		2,438			2,897			2,236		(16	%)	9	%
Other assets		15,363			15,089			12,477		2	%	23	%
Allowance for loan and lease losses		(2,784	)		(2,142	)		(931	)	30	%	199	%
Total assets	$	118,681		$	118,953		$	111,291		—		7	%
Liabilities
Interest-bearing liabilities:
Interest checking	$	14,229		$	13,698		$	14,836		4	%	(4	%)
Savings		16,272			15,960			16,075		2	%	1	%
Money market		4,559			4,983			6,896		(9	%)	(34	%)
Foreign office		1,755			1,876			2,443		(6	%)	(28	%)
Other time		14,501			13,337			10,884		9	%	33	%
Certificates - $100,000 and over		11,802			12,468			5,835		(5	%)	102	%
Other		247			1,090			3,861		(77	%)	(94	%)
Federal funds purchased		701			2,016			5,258		(65	%)	(87	%)
Other short-term borrowings		9,621			10,912			4,937		(12	%)	95	%
Long-term debt		12,531			13,100			13,328		(4	%)	(6	%)
Total interest-bearing liabilities		86,218			89,440			84,353		(4	%)	2	%
Demand deposits		15,532			14,602			13,208		6	%	18	%
Other liabilities		4,847			4,620			4,351		5	%	11	%
Total liabilities		106,597			108,662			101,912		(2	%)	5	%
Shareholders’ equity		12,084			10,291			9,379		17	%	29	%
Total liabilities and shareholders’ equity	$	118,681		$	118,953		$	111,291		—		7	%
Yield Analysis
Interest-earning assets:
Commercial loans		4.00	%		4.96	%		5.99	%
Commercial mortgage loans		4.56	%		6.10	%		6.28	%
Commercial construction loans		3.35	%		5.32	%		5.64	%
Commercial leases		3.12	%		3.75	%		4.30	%
Residential mortgage loans		6.04	%		6.37	%		6.14	%
Home equity		4.28	%		5.08	%		6.46	%
Automobile loans		6.40	%		6.40	%		6.41	%
Credit card		10.89	%		10.68	%		9.15	%
Other consumer loans and leases		6.18	%		5.70	%		5.52	%
Total loans and leases		4.73	%		5.55	%		6.13	%
Taxable securities		4.39	%		4.91	%		5.13	%
Tax exempt securities		7.44	%		7.41	%		7.31	%
Other short-term investments		0.19	%		0.91	%		3.08	%
Total interest-earning assets		4.63	%		5.44	%		5.99	%
Interest-bearing liabilities:
Interest checking		0.27	%		0.60	%		1.44	%
Savings		0.89	%		1.27	%		1.81	%
Money market		0.72	%		1.29	%		2.74	%
Foreign office		0.54	%		0.95	%		2.48	%
Other time		3.62	%		3.62	%		4.30	%
Certificates - $100,000 and over		3.04	%		3.39	%		4.44	%
Other		0.23	%		0.64	%		3.22	%
Federal funds purchased		0.30	%		0.71	%		3.26	%
Other short-term borrowings		1.00	%		1.87	%		3.02	%
Long-term debt		3.36	%		4.13	%		4.48	%
Total interest-bearing liabilities		1.89	%		2.28	%		2.99	%
Ratios:
Net interest margin (taxable equivalent)		3.06	%		3.46	%		3.41	%
Net interest rate spread (taxable equivalent)		2.74	%		3.16	%		3.00	%
Interest-bearing liabilities to interest-earning assets		83.17	%		86.74	%		86.51	%

25

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)

	For the Three Months Ended
	March 2009			December 2008			September 2008			June 2008			March 2008
Assets
Interest-earning assets:
Commercial loans	$	28,968		$	30,227		$	28,284		$	28,557		$	26,617
Commercial mortgage loans		12,809			13,194			13,257			12,590			12,052
Commercial construction loans		5,115			5,990			6,110			5,700			5,577
Commercial leases		3,564			3,610			3,642			3,747			3,723
Residential mortgage loans		10,921			10,327			10,711			11,244			11,699
Home equity		12,763			12,677			12,534			12,012			11,846
Automobile loans		8,687			8,428			8,303			8,439			10,542
Credit card		1,825			1,748			1,720			1,703			1,660
Other consumer loans and leases		1,177			1,225			1,211			1,220			1,196
Taxable securities		16,283			14,882			13,310			12,554			11,560
Tax exempt securities		262			288			315			364			403
Other short-term investments		1,290			513			890			445			634
Total interest-earning assets		103,664			103,109			100,287			98,575			97,509
Cash and due from banks		2,438			2,897			2,468			2,357			2,236
Other assets		15,363			15,089			13,683			12,370			12,477
Allowance for loan and lease losses		(2,784	)		(2,142	)		(1,654	)		(1,204	)		(931	)
Total assets	$	118,681		$	118,953		$	114,784		$	112,098		$	111,291
Liabilities
Interest-bearing liabilities:
Interest checking	$	14,229		$	13,698		$	13,843		$	14,396		$	14,836
Savings		16,272			15,960			16,154			16,583			16,075
Money market		4,559			4,983			6,051			6,592			6,896
Foreign office		1,755			1,876			2,126			2,169			2,443
Other time		14,501			13,337			10,780			9,517			10,884
Certificates - $100,000 and over		11,802			12,468			11,623			8,143			5,835
Other		247			1,090			395			2,948			3,861
Federal funds purchased		701			2,016			1,013			3,643			5,258
Other short-term borrowings		9,621			10,912			9,613			5,623			4,937
Long-term debt		12,531			13,100			14,392			14,803			13,328
Total interest-bearing liabilities		86,218			89,440			85,990			84,417			84,353
Demand deposits		15,532			14,602			14,225			14,023			13,208
Other liabilities		4,847			4,620			3,726			4,029			4,351
Total liabilities		106,597			108,662			103,941			102,469			101,912
Shareholders’ equity		12,084			10,291			10,843			9,629			9,379
Total liabilities and shareholders’ equity	$	118,681		$	118,953		$	114,784		$	112,098		$	111,291
Yield Analysis
Interest-earning assets:
Commercial loans		4.00	%		4.96	%		5.46	%		5.04	%		5.99	%
Commercial mortgage loans		4.56	%		6.10	%		8.71	%		5.93	%		6.28	%
Commercial construction loans		3.35	%		5.32	%		6.97	%		5.44	%		5.64	%
Commercial leases		3.12	%		3.75	%		3.85	%		-9.77	%		4.30	%
Residential mortgage loans		6.04	%		6.37	%		7.05	%		6.10	%		6.14	%
Home equity		4.28	%		5.08	%		5.76	%		5.61	%		6.46	%
Automobile loans		6.40	%		6.40	%		6.32	%		6.23	%		6.41	%
Credit card		10.89	%		10.68	%		9.93	%		9.28	%		9.15	%
Other consumer loans and leases		6.18	%		5.70	%		4.93	%		4.97	%		5.52	%
Total loans and leases		4.73	%		5.55	%		6.41	%		4.97	%		6.13	%
Taxable securities		4.39	%		4.91	%		4.81	%		4.83	%		5.13	%
Tax exempt securities		7.44	%		7.41	%		7.38	%		7.32	%		7.31	%
Other short-term investments		0.19	%		0.91	%		2.21	%		2.12	%		3.08	%
Total interest-earning assets		4.63	%		5.44	%		6.16	%		4.95	%		5.99	%
Interest-bearing liabilities:
Interest checking		0.27	%		0.60	%		0.78	%		0.78	%		1.44	%
Savings		0.89	%		1.27	%		1.29	%		1.16	%		1.81	%
Money market		0.72	%		1.29	%		1.67	%		1.76	%		2.74	%
Foreign office		0.54	%		0.95	%		1.37	%		1.42	%		2.48	%
Other time		3.62	%		3.62	%		3.31	%		3.52	%		4.30	%
Certificates - $100,000 and over		3.04	%		3.39	%		2.97	%		3.29	%		4.44	%
Other		0.23	%		0.64	%		1.83	%		2.10	%		3.22	%
Federal funds purchased		0.30	%		0.71	%		1.78	%		2.08	%		3.26	%
Other short-term borrowings		1.00	%		1.87	%		2.46	%		2.15	%		3.02	%
Long-term debt		3.36	%		4.13	%		3.63	%		3.85	%		4.48	%
Total interest-bearing liabilities		1.89	%		2.28	%		2.25	%		2.23	%		2.99	%
Ratios:
Net interest margin (taxable equivalent)		3.06	%		3.46	%		4.24	%		3.04	%		3.41	%
Net interest rate spread (taxable equivalent)		2.74	%		3.16	%		3.91	%		2.72	%		3.00	%
Interest-bearing liabilities to interest-earning assets		83.17	%		86.74	%		85.74	%		85.64	%		86.51	%

26

Fifth Third Bancorp and Subsidiaries

Summary of Loans and Leases

$ in millions

(unaudited)

	For the Three Months Ended
	March 2009		December 2008		September 2008		June 2008		March 2008
Average Loans and Leases
Commercial:
Commercial loans	$	28,949	$	30,227	$	28,284	$	28,299	$	25,367
Commercial mortgage loans		12,508		13,189		13,257		12,590		12,016
Commercial construction loans		4,987		5,990		6,110		5,700		5,577
Commercial leases		3,564		3,610		3,641		3,747		3,723
Subtotal - commercial		50,008		53,016		51,292		50,336		46,683
Consumer:
Residential mortgage loans		9,195		9,335		9,681		9,922		10,395
Home equity		12,763		12,677		12,534		12,012		11,846
Automobile loans		8,687		8,428		8,303		8,439		9,278
Credit card		1,825		1,748		1,720		1,703		1,660
Other consumer loans and leases		1,083		1,165		1,165		1,125		1,083
Subtotal - consumer		33,553		33,353		33,403		33,201		34,262
Total average loans and leases (excluding held for sale)	$	83,561	$	86,369	$	84,695	$	83,537	$	80,945
Average loans held for sale		2,268		1,057		1,077		1,676		3,967
End of Period Loans and Leases
Commercial:
Commercial loans	$	28,617	$	29,197	$	29,424	$	28,958	$	26,590
Commercial mortgage loans		12,560		12,502		13,355		13,394		12,155
Commercial construction loans		4,745		5,114		6,002		6,007		5,592
Commercial leases		3,521		3,666		3,642		3,647		3,727
Subtotal - commercial		49,443		50,479		52,423		52,006		48,064
Consumer:
Residential mortgage loans		8,875		9,385		9,351		9,866		9,873
Home equity		12,710		12,752		12,599		12,421		11,803
Automobile loans		8,688		8,594		8,306		8,362		8,394
Credit card		1,816		1,811		1,688		1,717		1,686
Other consumer loans and leases		1,037		1,122		1,131		1,152		1,066
Subtotal - consumer		33,126		33,664		33,075		33,518		32,822
Total portfolio loans and leases	$	82,569	$	84,143	$	85,498	$	85,524	$	80,886
Core business activity		2,199		979		1,000		889		2,573
Portfolio management activity		403		473		—		—		—
Total loans held for sale		2,602		1,452		1,000		889		2,573
Operating lease equipment		470		463		369		364		317
Loans and Leases Serviced for Others (a):
Commercial loans		2,091		2,518		3,016		3,463		3,429
Commercial mortgage loans		297		312		290		279		250
Commercial construction loans		258		264		271		287		257
Commercial leases		154		170		167		174		182
Residential mortgage loans		41,524		40,378		39,777		38,740		36,487
Home equity		272		273		274		275		279
Automobile loans		1,754		1,946		2,138		2,358		2,619
Credit card		16		17		18		16		19
Other consumer loans and leases		7		7		8		5		20
Total loans and leases serviced for others		46,373		45,885		45,959		45,597		43,542
Total loans and leases serviced	$	132,014	$	131,943	$	132,826	$	132,374	$	127,318

(a) Fifth Third sells certain loans and leases and obtains servicing responsibilities

27

Fifth Third Bancorp and Subsidiaries

Regulatory Capital (a)

$ in millions

(unaudited)

	As of
	March 2009			December 2008			September 2008			June 2008			March 2008
Tier I capital:
Shareholders’ equity	$	12,102		$	12,077		$	10,696		$	10,754		$	9,352
Goodwill and certain other intangibles		(2,785	)		(2,801	)		(3,729	)		(3,774	)		(2,571	)
Unrealized (gains) losses		(151	)		(109	)		54			141			(23	)
Qualifying trust preferred securities		2,763			2,763			2,763			2,763			2,302
Other		(5	)		(6	)		(50	)		(55	)		(67	)
Total tier I capital	$	11,924		$	11,924		$	9,734		$	9,829		$	8,993
Total risk-based capital:
Tier I capital	$	11,924		$	11,924		$	9,734		$	9,829		$	8,993
Qualifying allowance for credit losses		1,375			1,413			1,415			1,429			1,327
Qualifying subordinated notes		3,203			3,309			2,824			2,773			2,884
Total risk-based capital	$	16,502		$	16,646		$	13,973		$	14,031		$	13,204
Risk-weighted assets	$	109,063		$	112,622		$	113,601		$	115,481		$	116,451
Ratios:
Average shareholders’ equity to average assets		10.18	%		8.65	%		9.45	%		8.59	%		8.43	%
Regulatory capital:
Fifth Third Bancorp
Tier I capital		10.93	%		10.59	%		8.57	%		8.51	%		7.72	%
Total risk-based capital		15.13	%		14.78	%		12.30	%		12.15	%		11.34	%
Tier I leverage		10.29	%		10.27	%		8.77	%		9.08	%		8.28	%
Fifth Third Bank
Tier I capital		8.83	%		8.13	%		8.63	%		8.36	%		8.30	%
Total risk-based capital		11.67	%		10.92	%		11.35	%		11.02	%		10.71	%
Tier I leverage		7.46	%		7.03	%		7.64	%		7.65	%		8.07	%
Fifth Third Bank (Michigan)
Tier I capital		11.14	%		11.06	%		9.65	%		9.68	%		9.02	%
Total risk-based capital		13.05	%		12.95	%		11.50	%		11.51	%		10.83	%
Tier I leverage		10.56	%		10.45	%		10.04	%		10.22	%		9.85	%
Fifth Third Bank N.A.
Tier I capital		15.67	%		16.33	%		14.59	%		11.13	%		21.10	%
Total risk-based capital		16.94	%		17.59	%		15.35	%		11.65	%		22.03	%
Tier I leverage		13.83	%		14.11	%		14.17	%		26.53	%		24.18	%

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

28

Fifth Third Bancorp and Subsidiaries

Summary of Credit Loss Experience

$ in millions

(unaudited)

	For the Three Months Ended
	March 2009			December 2008			September 2008			June 2008			March 2008
Average loans and leases (excluding held for sale):
Commercial loans	$	28,949		$	30,227		$	28,284		$	28,299		$	25,367
Commercial mortgage loans		12,508			13,189			13,257			12,590			12,016
Commercial construction loans		4,987			5,990			6,110			5,700			5,577
Commercial leases		3,564			3,610			3,641			3,747			3,723
Residential mortgage loans		9,195			9,335			9,681			9,922			10,395
Home equity		12,763			12,677			12,534			12,012			11,846
Automobile loans		8,687			8,428			8,303			8,439			9,278
Credit card		1,825			1,748			1,720			1,703			1,660
Other consumer loans and leases		1,083			1,165			1,165			1,125			1,083
Total average loans and leases (excluding held for sale)	$	83,561		$	86,369		$	84,695		$	83,537		$	80,945
Losses charged off:
Commercial loans	$	(116	)	$	(430	)	$	(89	)	$	(109	)	$	(39	)
Commercial mortgage loans		(79	)		(468	)		(94	)		(22	)		(33	)
Commercial construction loans		(78	)		(541	)		(88	)		(49	)		(72	)
Commercial leases		—			—			—			—			—
Residential mortgage loans		(75	)		(68	)		(77	)		(63	)		(34	)
Home equity		(73	)		(55	)		(58	)		(57	)		(42	)
Automobile loans		(56	)		(50	)		(40	)		(35	)		(44	)
Credit card		(38	)		(32	)		(25	)		(23	)		(21	)
Other consumer loans and leases		(6	)		(8	)		(10	)		(7	)		(8	)
Total losses		(521	)		(1,652	)		(481	)		(365	)		(293	)
Recoveries of losses previously charged off:
Commercial loans		13			8			4			2			3
Commercial mortgage loans		2			3			—			1			—
Commercial construction loans		2			2			—			—			—
Commercial leases		—			—			—			—			—
Residential mortgage loans		—			—			—			—			—
Home equity		1			1			3			3			1
Automobile loans		10			7			8			9			9
Credit card		2			2			1			2			1
Other consumer loans and leases		1			2			2			4			3
Total recoveries		31			25			18			21			17
Net losses charged off:
Commercial loans		(103	)		(422	)		(85	)		(107	)		(36	)
Commercial mortgage loans		(77	)		(465	)		(94	)		(21	)		(33	)
Commercial construction loans		(76	)		(539	)		(88	)		(49	)		(72	)
Commercial leases		—			—			—			—			—
Residential mortgage loans		(75	)		(68	)		(77	)		(63	)		(34	)
Home equity		(72	)		(54	)		(55	)		(54	)		(41	)
Automobile loans		(46	)		(43	)		(32	)		(26	)		(35	)
Credit card		(36	)		(30	)		(24	)		(21	)		(20	)
Other consumer loans and leases		(5	)		(6	)		(8	)		(3	)		(5	)
Total net losses charged off	$	(490	)	$	(1,627	)	$	(463	)	$	(344	)	$	(276	)
Net charge-off Ratios:
Commercial loans		1.45	%		5.55	%		1.19	%		1.52	%		0.57	%
Commercial mortgage loans		2.50	%		14.05	%		2.82	%		0.66	%		1.10	%
Commercial construction loans		6.21	%		35.81	%		5.71	%		3.46	%		5.20	%
Commercial leases		—			(0.04	%)		(0.03	%)		(0.01	%)		—
Residential mortgage loans		3.27	%		2.90	%		3.16	%		2.57	%		1.33	%
Home equity		2.28	%		1.68	%		1.77	%		1.83	%		1.39	%
Automobile loans		2.17	%		2.00	%		1.51	%		1.21	%		1.52	%
Credit card		7.92	%		6.82	%		5.45	%		4.93	%		4.78	%
Other consumer loans and leases		1.63	%		2.41	%		2.84	%		1.31	%		1.78	%
Total net charge-off ratio		2.37	%		7.50	%		2.17	%		1.66	%		1.37	%

29

Fifth Third Bancorp and Subsidiaries

Asset Quality

$ in millions

(unaudited)

	For the Three Months Ended
	March 2009			December 2008			September 2008			June 2008			March 2008
Allowance for Credit Losses
Allowance for loan and lease losses, beginning	$	2,787		$	2,058		$	1,580		$	1,205		$	937
Total net losses charged off		(490	)		(1,627	)		(463	)		(344	)		(276	)
Provision for loan and lease losses		773			2,356			941			719			544
Allowance for loan and lease losses, ending	$	3,070		$	2,787		$	2,058		$	1,580		$	1,205
Reserve for unfunded commitments, beginning	$	195		$	132		$	115		$	103		$	95
Provision for unfunded commitments		36			63			17			10			8
Acquisitions		—			—			—			2			—
Reserve for unfunded commitments, ending	$	231		$	195		$	132		$	115		$	103
Components of allowance for credit losses:
Allowance for loan and lease losses	$	3,070		$	2,787		$	2,058		$	1,580		$	1,205
Reserve for unfunded commitments		231			195			132			115			103
Total allowance for credit losses	$	3,301		$	2,982		$	2,190		$	1,695		$	1,308
Nonperforming Assets and Delinquent Loans
Nonaccrual loans and leases:
Commercial loans	$	667		$	541		$	550		$	407		$	300
Commercial mortgage loans		692			482			724			524			312
Commercial construction loans		551			362			636			537			408
Commercial leases		27			21			23			18			11
Residential mortgage loans		265			259			216			142			138
Home equity		25			26			27			35			42
Automobile loans		2			5			3			7			13
Other consumer loans and leases		—			—			—			—			—
Total nonaccrual loans and leases		2,229			1,696			2,179			1,670			1,224
Restructured loans and leases (non accrual) (a)		167			80			50			56			43
Total nonperforming loans and leases		2,396			1,776			2,229			1,726			1,267
Repossessed personal property		25			24			24			22			22
Other real estate owned		227			206			198			190			182
Total nonperforming assets (b)		2,648			2,006			2,451			1,938			1,471
Nonaccrual loans held for sale		403			473			—			—			—
Total nonperforming assets including loans held for sale	$	3,051		$	2,479		$	2,451		$	1,938		$	1,471
Restructured loans and leases (accrual) (a)	$	615		$	494		$	377		$	262		$	121
Ninety days past due loans and leases:
Commercial loans	$	131		$	76		$	109		$	54		$	73
Commercial mortgage loans		124			136			157			150			97
Commercial construction loans		49			74			84			53			49
Commercial leases		6			4			3			1			3
Residential mortgage loans		231			198			185			228			192
Home equity		105			96			72			76			76
Automobile loans		18			21			16			12			14
Credit card		68			56			44			33			34
Other consumer loans and leases		1			1			1			1			1
Total ninety days past due loans and leases	$	733		$	662		$	671		$	608		$	539
Ratios
Net losses charged off as a percent of average loans and leases		2.37	%		7.50	%		2.17	%		1.66	%		1.37	%
Allowance for loan and lease losses:
As a percent of loan and leases		3.71	%		3.31	%		2.41	%		1.85	%		1.49	%
As a percent of nonperforming loans and leases (b)		128	%		157	%		92	%		92	%		95	%
As a percent of nonperforming assets (b)		116	%		139	%		84	%		81	%		82	%
Nonperforming loans and leases as a percent of portfolio loans, leases and other assets, including other real estate owned (b)		2.89	%		2.11	%		2.60	%		2.01	%		1.56	%
Nonperforming assets as a percent of portfolio loans, leases and other assets, including other real estate owned (b)		3.19	%		2.38	%		2.86	%		2.26	%		1.81	%
Nonperforming assets as a percent of total loans, leases and other assets, including other real estate owned		3.57	%		2.89	%		2.83	%		2.24	%		1.76	%

(a) Restructured loans and leases less than 90 days delinquent were reclassified from non accrual to accrual status for March 31, 2009 and prior.

(b) Does not include nonaccrual loans held for sale

30

Fifth Third Bancorp and Subsidiaries

Segment Presentation

$ in millions

(unaudited)

For the three months ended March 31, 2009 ($ in millions)	Commercial Banking		Branch Banking		Consumer Lending		Processing Solutions		Investment Advisors		Other/ Eliminations		Total
Net interest income (a)	335		380		132		3		37		(106	)	781
Provision for loan and lease losses	(217	)	(128	)	(133	)	(3	)	(9	)	(283	)	(773	)
Net interest income after provision for loan and lease losses	118		252		(1	)	—		28		(389	)	8
Total noninterest income	179		181		156		205		83		(107	)	697
Total noninterest expense	(237	)	(325	)	(111	)	(135	)	(83	)	(71	)	(962	)
Net income (loss) before taxes	60		108		44		70		28		(567	)	(257	)
Applicable income taxes (a)	7		(38	)	(15	)	(24	)	(10	)	387		307
Net income (loss)	67		70		29		46		18		(180	)	50
Dividends on preferred stock	—		—		—		—		—		76		76
Net income (loss) available to common shareholders	67		70		29		46		18		(256	)	(26	)
For the three months ended December 31, 2008 ($ in millions)	Commercial Banking		Branch Banking		Consumer Lending		Processing Solutions		Investment Advisors		Other/ Eliminations		Total
Net interest income (a)	390		419		122		3		44		(80	)	898
Provision for loan and lease losses	(1,347	)	(125	)	(121	)	(5	)	(28	)	(730	)	(2,356	)
Net interest income after provision for loan and lease losses	(957	)	294		1		(2	)	16		(810	)	(1,458	)
Total noninterest income	176		196		76		215		87		(108	)	642
Total noninterest expense	(997	)	(324	)	(326	)	(143	)	(91	)	(141	)	(2,022	)
Net income (loss) before taxes	(1,778	)	166		(249	)	70		12		(1,059	)	(2,838	)
Applicable income taxes (a)	651		(58	)	88		(25	)	(4	)	44		696
Net income (loss)	(1,127	)	108		(161	)	45		8		(1,015	)	(2,142	)
Dividends on preferred stock	—		—		—		—		—		42		42
Net income (loss) available to common shareholders	(1,127	)	108		(161	)	45		8		(1,057	)	(2,184	)
For the three months ended September 30, 2008 ($ in millions)	Commercial Banking		Branch Banking		Consumer Lending		Processing Solutions		Investment Advisors		Other/ Eliminations		Total
Net interest income (a)	491		477		132		—		50		(82	)	1,068
Provision for loan and lease losses	(235	)	(87	)	(124	)	(4	)	(11	)	(480	)	(941	)
Net interest income after provision for loan and lease losses	256		390		8		(4	)	39		(562	)	127
Total noninterest income	161		212		73		213		96		(38	)	717
Total noninterest expense	(225	)	(312	)	(81	)	(140	)	(91	)	(118	)	(967	)
Net income (loss) before taxes	192		290		—		69		44		(718	)	(123	)
Applicable income taxes (a)	(42	)	(102	)	—		(24	)	(15	)	250		67
Net income (loss)	150		188		—		45		29		(468	)	(56	)
Dividends on preferred stock	—		—		—		—		—		25		25
Net income (loss) available to common shareholders	150		188		—		45		29		(493	)	(81	)
For the three months ended June 30, 2008 ($ in millions)	Commercial Banking		Branch Banking		Consumer Lending		Processing Solutions		Investment Advisors		Other/ Eliminations		Total
Net interest income (a)	338		409		96		(1	)	49		(147	)	744
Provision for loan and lease losses	(156	)	(76	)	(103	)	(4	)	(5	)	(375	)	(719	)
Net interest income after provision for loan and lease losses	182		333		(7	)	(5	)	44		(522	)	25
Total noninterest income	158		212		85		216		101		(50	)	722
Total noninterest expense	(216	)	(310	)	(87	)	(137	)	(99	)	(9	)	(858	)
Net income (loss) before taxes	124		235		(9	)	74		46		(581	)	(111	)
Applicable income taxes (a)	(18	)	(83	)	3		(26	)	(16	)	49		(91	)
Net income (loss)	106		152		(6	)	48		30		(532	)	(202	)

For the three months ended March 31, 2008 ($ in millions)	Commercial Banking		Branch Banking		Consumer Lending		Processing Solutions		Investment Advisors		Other/ Eliminations		Total
Net interest income (a)	349		408		113		—		48		(92	)	826
Provision for loan and lease losses	(126	)	(64	)	(76	)	(3	)	(5	)	(270	)	(544	)
Net interest income after provision for loan and lease losses	223		344		37		(3	)	43		(362	)	282
Total noninterest income	160		191		112		198		102		101		864
Total noninterest expense	(221	)	(298	)	(90	)	(133	)	(95	)	122		(715	)
Net income before taxes	162		237		59		62		50		(139	)	431
Applicable income taxes (a)	(33	)	(83	)	(21	)	(22	)	(18	)	32		(145	)
Net income (loss)	129		154		38		40		32		(107	)	286

(a) Includes taxable equivalent adjustments of $5 million for the three months ended March 31, 2009, December 31, 2008 and September 30, 2008 and $6 million for the three months ended June 30, 2008 and March 31, 2008.

31

EX-99.2

Exhibit 99.2

April 2009

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) 534-3945 or IR@53.com.

Jim Eglseder	Rich Rosen
VP / Investor Relations	VP / Investor Relations
(513) 534-8424	(513) 534-3307

Quarterly Data

	Three Months Ended
	March 31, 2009			December 31, 2008			September 30, 2008			June 30, 2008			March 31, 2008		December 31, 2007		September 30, 2007		June 30, 2007
Ratios (percent)
Return on assets		0.17			(7.16	)		(0.19	)		(0.72	)		1.03		0.06		1.26		1.50
Return on average common equity		(1.4	)		(94.6	)		(3.3	)		(8.5	)		12.3		0.7		13.8		15.7
Average equity as a percent of average assets		10.18			8.65			9.45			8.59			8.43		8.77		9.13		9.53
Net interest margin (a)		3.06			3.46			4.24			3.04			3.41		3.29		3.34		3.37
Efficiency (a)		65.1			131.3			54.2			58.6			42.3		72.6		59.2		54.1
Net losses charged off as a percent of average loans and leases		2.37			7.50			2.17			1.66			1.37		0.89		0.60		0.55
Allowance for loan and lease losses as a percent of loans and leases		3.71			3.31			2.41			1.85			1.49		1.17		1.08		1.06
Allowance for credit losses as a percent of loans and leases		3.99			3.54			2.56			1.98			1.62		1.29		1.19		1.16
Nonperforming assets as a percent of loans, leases and other assets, including OREO (b) (c)		3.19			2.38			2.86			2.26			1.81		1.25		0.89		0.70
Allowance for loan and lease losses as a percent of nonperforming assets (c)		100.63			112.44			83.98			81.49			81.96		93.13		121.70		153.32
Allowance for credit losses as a percent of nonperforming assets (c)		108.20			120.30			89.35			87.41			88.96		102.57		133.28		167.99
Common Share Data
Earnings per share	$	(0.04	)	$	(3.78	)	$	(0.14	)	$	(0.37	)	$	0.54	$	0.03	$	0.61	$	0.69
Earnings per diluted share		(0.04	)		(3.78	)		(0.14	)		(0.37	)		0.54		0.03		0.61		0.69
Cash dividends per common share		0.01			0.01			0.15			0.15			0.44		0.44		0.42		0.42
Book value per share		13.61			13.57			16.65			16.75			17.56		17.18		17.43		17.14
Common shares outstanding, excluding treasury		576,935,997			577,386,612			577,486,544			577,529,636			532,106,075		532,671,925		532,626,990		535,696,910
Market price per share:
High	$	8.65		$	14.75		$	21.00		$	23.75		$	28.58	$	35.34	$	41.17	$	43.32
Low		1.01			6.32			7.96			8.96			20.25		24.82		33.60		37.88
End of period		2.92			8.26			11.90			10.18			20.92		25.13		33.88		39.77
Price/earnings ratio (d)		NM			NM			198.33			12.57			11.19		12.69		16.37		18.58
Supplemental Data
Common dividends declared ($ in millions)	$	5		$	6		$	87		$	87		$	234	$	234	$	224	$	225
Full-time equivalent employees		20,618			21,476			21,522			21,617			21,726		21,683		20,775		21,033
Banking centers		1,311			1,307			1,298			1,308			1,232		1,227		1,181		1,167
ATMs		2,354			2,341			2,329			2,329			2,221		2,211		2,153		2,132

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

(b) Excludes nonperforming assets held for sale.

(c) Restructured loans and lease less than 90 days delinquent were reclassified from non accrual to accrual status for March 31, 2009 and prior.

(d) Based on the most recent twelve-month earnings per diluted share and end of period stock prices. (NM = Not Meaningful)

2

Quarterly Data

	Three Months Ended
	March 31, 2009			December 31, 2008			September 30, 2008			June 30, 2008			March 31, 2008			December 31, 2007			September 30, 2007			June 30, 2007
Income Statement ($ in millions)
Interest income (FTE)	$	1,183		$	1,411		$	1,553		$	1,213		$	1,453		$	1,556		$	1,535		$	1,495
Interest expense		402			514			485			469			627			771			775			750
Net interest income (FTE)		781			897			1,068			744			826			785			760			745
Provision for loan and lease losses		773			2,356			941			719			544			284			139			121
Noninterest income:
Electronic payment processing revenue		223			230			235			235			213			223			212			205
Service charges on deposits		146			162			172			159			147			160			151			142
Investment advisory revenue		76			78			90			92			93			94			95			97
Corporate banking revenue		116			121			104			111			107			106			91			88
Mortgage banking net revenue		134			(29	)		45			86			97			26			26			41
Other noninterest income		10			24			112			49			177			(113	)		93			96
Securities gains (losses), net		(24	)		(40	)		(63	)		(10	)		27			7			13			—
Securities gains, net - non-qualifying hedges on mortgage servicing rights		16			96			22			—			3			6			—			—
Total noninterest income		697			642			717			722			864			509			681			669
Noninterest expense:
Salaries, wages and incentives		327			337			321			331			347			328			310			309
Employee benefits		83			61			72			60			85			56			67			68
Payment processing expense		67			70			70			67			66			68			65			59
Net occupancy expense		79			77			77			73			72			70			66			68
Technology and communications		45			48			47			49			47			47			41			41
Equipment expense		31			35			34			31			31			32			30			31
Other noninterest expense		330			1,394			346			247			67			339			274			189
Total noninterest expense		962			2,022			967			858			715			940			853			765
Income (loss) before income taxes (FTE)		(257	)		(2,839	)		(123	)		(111	)		431			70			449			528
Taxable equivalent adjustment		5			5			5			6			6			6			6			6
Income (loss) before income taxes		(262	)		(2,844	)		(128	)		(117	)		425			64			443			522
Applicable income taxes		(312	)		(702	)		(72	)		85			139			48			118			146
Net income (loss)	$	50		$	(2,142	)	$	(56	)	$	(202	)	$	286		$	16		$	325		$	376
Net income (loss) available to common shareholders	$	(26	)	$	(2,184	)	$	(81	)	$	(202	)	$	286		$	16		$	325		$	375
Regulatory Capital Data ($ in millions) (a)
Tier I capital	$	11,924		$	11,924		$	9,734		$	9,829		$	8,993		$	8,924		$	9,201		$	8,616
Tier II capital		4,578			4,722			4,239			4,202			4,211			2,809			2,623			2,547
Total risk-based capital	$	16,502		$	16,646		$	13,973		$	14,031		$	13,204		$	11,733		$	11,824		$	11,163
Risk-weighted assets	$	109,063		$	112,622		$	113,601		$	115,481		$	116,451		$	115,529		$	108,754		$	105,950
Tier I capital ratio		10.93	%		10.59	%		8.57	%		8.51	%		7.72	%		7.72	%		8.46	%		8.13	%
Total risk-based capital ratio		15.13	%		14.78	%		12.30	%		12.15	%		11.34	%		10.16	%		10.87	%		10.54	%
Tier I leverage ratio		10.29	%		10.27	%		8.77	%		9.08	%		8.28	%		8.50	%		9.23	%		8.76	%

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

3

Quarterly Data

	As of
	March 31, 2009			December 31, 2008			September 30, 2008			June 30, 2008			March 31, 2008			December 31, 2007			September 30, 2007			June 30, 2007
Balance Sheet ($ in millions, except share data)
Assets
Cash and due from banks	$	2,491		$	2,739		$	2,774		$	2,853		$	3,092		$	2,660		$	2,494		$	2,294
Available-for-sale and other securities		16,916			12,728			13,177			12,718			12,421			10,677			10,777			11,015
Held-to-maturity securities		358			360			360			361			353			355			346			346
Trading securities		1,407			1,191			915			241			184			171			155			148
Other short-term investments		1,587			3,578			229			286			517			620			765			437
Total cash and securities		22,759			20,596			17,455			16,459			16,567			14,483			14,537			14,240
Loans held for sale		2,602			1,452			1,000			889			2,573			4,329			2,761			1,708
Portfolio loans and leases		82,569			84,143			85,498			85,524			80,886			80,253			76,254			75,709
Total loans and leases		85,171			85,595			86,498			86,413			83,459			84,582			79,015			77,417
Allowance for loan and lease losses		(3,070	)		(2,787	)		(2,058	)		(1,580	)		(1,205	)		(937	)		(827	)		(803	)
Bank premises and equipment		2,490			2,494			2,470			2,444			2,265			2,223			2,127			2,063
Operating lease equipment		470			463			369			364			317			353			283			209
Goodwill		2,623			2,624			3,592			3,603			2,460			2,470			2,192			2,192
Intangible assets		154			168			188			203			143			147			138			147
Servicing rights		481			499			687			701			596			618			626			607
Other real estate owned		255			231			214			208			193			159			127			113
Other assets		7,980			9,881			6,879			6,160			6,601			6,864			6,047			5,205
Total assets	$	119,313		$	119,764		$	116,294		$	114,975		$	111,396		$	110,962		$	104,265		$	101,390
Liabilities
Deposits:
Demand	$	16,370		$	15,287		$	14,241		$	16,259		$	14,949		$	14,404		$	13,174		$	13,524
Interest checking		14,510			14,222			13,251			14,002			14,842			15,254			14,294			14,672
Savings		16,517			16,063			15,955			16,602			16,572			15,635			15,599			15,036
Money market		4,353			4,689			5,352			6,806			7,077			6,521			6,163			6,334
Foreign office		1,671			2,144			1,999			2,174			2,354			2,572			2,014			1,744
Other time		14,571			14,350			11,778			9,839			9,883			11,440			10,267			10,428
Certificates - $100,000 and over		11,784			11,851			13,173			10,870			4,993			6,738			5,973			6,204
Other foreign office		6			7			1,711			864			731			2,881			1,898			1,251
Total deposits		79,782			78,613			77,460			77,416			71,401			75,445			69,382			69,193
Federal funds purchased		363			287			2,521			2,447			5,612			4,427			5,130			3,824
Other short-term borrowings		11,076			9,959			8,791			5,628			6,387			4,747			3,796			3,331
Other liabilities		3,812			5,243			3,879			3,684			4,603			4,325			4,166			3,894
Long-term debt		12,178			13,585			12,947			15,046			14,041			12,857			12,498			11,957
Total liabilities		107,211			107,687			105,598			104,221			102,044			101,801			94,972			92,199
Shareholders’ Equity
Common and preferred equity		12,180			12,208			10,986			11,138			11,537			11,496			11,665			11,542
Net unrealized gains (losses):
Available-for-sale securities		178			115			(47	)		(132	)		2			(94	)		(149	)		(230	)
Qualifying cash flow hedges		76			88			41			34			64			25			6			(7	)
Accumulated other comprehensive income related to employee benefit plans		(103	)		(105	)		(53	)		(54	)		(55	)		(57	)		(55	)		(56	)
Treasury stock, at cost		(229	)		(229	)		(231	)		(232	)		(2,196	)		(2,209	)		(2,174	)		(2,058	)
Total shareholders’ equity		12,102			12,077			10,696			10,754			9,352			9,161			9,293			9,191
Total liabilities & shareholders’ equity	$	119,313		$	119,764		$	116,294		$	114,975		$	111,396		$	110,962		$	104,265		$	101,390
Share Data
Preferred shares outstanding		180,620			180,620			53,550			53,550			9,250			9,250			9,250			9,250
Common shares outstanding, excluding treasury		576,935,997			577,386,612			577,486,544			577,529,636			577,529,636			532,671,925			532,626,990			535,696,910
Treasury shares held		6,491,107			6,040,492			5,940,560			5,897,468			51,321,029			51,516,339			50,800,114			47,730,194

4

Quarterly Data

	Three Months Ended
	March 31, 2009			December 31, 2008			September 30, 2008			June 30, 2008			March 31, 2008			December 31, 2007			September 30, 2007			June 30, 2007
Average Balance Sheet ($ in millions, except share data)
Assets
Interest-earning assets:
Loans and leases	$	85,828		$	87,425		$	85,772		$	85,212		$	84,912		$	82,172		$	78,243		$	77,048
Taxable securities		16,283			14,882			13,310			12,554			11,560			11,360			11,180			11,030
Tax exempt securities		262			288			315			364			403			464			490			508
Other short-term investments		1,290			513			890			445			634			682			499			203
Total interest-earning assets		103,663			103,108			100,287			98,575			97,509			94,678			90,412			88,789
Cash and due from banks		2,438			2,897			2,468			2,357			2,236			2,424			2,189			2,235
Other assets		15,364			15,090			13,683			12,370			12,477			11,444			10,330			10,524
Allowance for loan and lease losses		(2,784	)		(2,142	)		(1,654	)		(1,204	)		(931	)		(819	)		(800	)		(781	)
Total assets	$	118,681		$	118,953		$	114,784		$	112,098		$	111,291		$	107,727		$	102,131		$	100,767
Liabilities
Interest-bearing liabilities:
Interest checking	$	14,229		$	13,698		$	13,843		$	14,396		$	14,836		$	14,394		$	14,334		$	15,061
Savings		16,272			15,960			16,154			16,583			16,075			15,616			15,390			14,620
Money market		4,559			4,983			6,051			6,592			6,896			6,363			6,247			6,244
Foreign office		1,755			1,876			2,126			2,169			2,443			2,249			1,808			1,637
Other time		14,501			13,337			10,780			9,517			10,884			11,011			10,290			10,780
Certificates -$100,000 and over		11,802			12,468			11,623			8,143			5,835			6,613			6,062			6,511
Other foreign office		247			1,090			395			2,948			3,861			2,464			1,981			732
Federal funds purchased		701			2,016			1,013			3,643			5,258			4,189			4,322			3,540
Other short-term borrowings		9,621			10,912			9,613			5,623			4,937			4,890			3,285			2,372
Long-term debt		12,531			13,101			14,392			14,803			13,328			13,188			12,351			12,238
Total interest-bearing liabilities		86,218			89,441			85,990			84,417			84,353			80,977			76,070			73,735
Demand deposits		15,532			14,602			14,225			14,023			13,208			13,345			13,143			13,370
Other liabilities		4,847			4,619			3,726			4,029			4,351			3,959			3,594			4,063
Total liabilities		106,597			108,662			103,941			102,469			101,912			98,281			92,807			91,168
Shareholders’ equity		12,084			10,291			10,843			9,629			9,379			9,446			9,324			9,599
Total liabilities & shareholders’ equity	$	118,681		$	118,953		$	114,784		$	112,098		$	111,291		$	107,727		$	102,131		$	100,767
Average loans and leases (excluding held for sale)	$	83,561		$	86,369		$	84,695		$	83,537		$	80,945		$	78,174		$	76,295		$	75,205
Average common shares outstanding:
Basic		571,810,034			571,809,026			571,705,319			540,029,899			528,497,585			529,119,898			530,123,356			540,263,755
Diluted		571,810,034			571,809,026			571,705,319			540,029,899			530,372,174			530,938,891			532,470,709			543,228,461

5

Quarterly Data

	Three Months Ended
	March 31, 2009			December 31, 2008			September 30, 2008			June 30, 2008			March 31, 2008			December 31, 2007			September 30, 2007			June 30, 2007
End of Period Loans and Leases ($ in millions) (net of unearned discount)
Commercial:
Commercial loans	$	28,627		$	29,220		$	29,424		$	28,958		$	27,937		$	26,079		$	23,317		$	22,162
Commercial mortgage		12,768			12,952			13,355			13,394			12,155			11,967			11,178			11,112
Commercial construction		4,930			5,114			6,002			6,007			5,592			5,561			5,463			5,469
Commercial leases		3,521			3,666			3,642			3,647			3,727			3,737			3,710			3,698
Subtotal - commercial		49,846			50,952			52,423			52,006			49,411			47,344			43,668			42,441
Consumer:
Residential mortgage		10,972			10,292			10,292			10,704			10,985			11,433			9,945			10,038
Home equity		12,710			12,752			12,599			12,421			11,803			11,874			11,737			11,780
Automobile loans		8,688			8,594			8,306			8,362			8,394			11,183			11,043			10,714
Credit card		1,816			1,811			1,688			1,717			1,686			1,591			1,460			1,263
Other consumer loans and leases		1,139			1,198			1,190			1,203			1,180			1,157			1,162			1,181
Subtotal - consumer		35,325			34,647			34,075			34,407			34,048			37,238			35,347			34,976
Total loans and leases	$	85,171		$	85,599		$	86,498		$	86,413		$	83,459		$	84,582		$	79,015		$	77,417
Average Loans and Leases ($ in millions) (net of unearned discount)
Commercial:
Commercial loans	$	28,968		$	30,227		$	28,284		$	28,557		$	26,617		$	24,526		$	22,345		$	21,587
Commercial mortgage		12,809			13,194			13,257			12,590			12,052			11,588			11,117			11,030
Commercial construction		5,115			5,990			6,110			5,700			5,577			5,544			5,499			5,595
Commercial leases		3,564			3,610			3,642			3,747			3,723			3,692			3,700			3,678
Subtotal - commercial		50,456			53,021			51,293			50,594			47,969			45,350			42,661			41,890
Consumer:
Residential mortgage		10,921			10,327			10,711			11,244			11,699			11,181			10,396			10,201
Home equity		12,763			12,677			12,534			12,012			11,846			11,843			11,752			11,886
Automobile loans		8,687			8,428			8,303			8,439			10,542			11,158			10,865			10,552
Credit card		1,825			1,748			1,720			1,703			1,660			1,461			1,366			1,248
Other consumer loans and leases		1,177			1,225			1,211			1,221			1,196			1,179			1,203			1,271
Subtotal - consumer		35,373			34,405			34,479			34,619			36,943			36,822			35,582			35,158
Total average loans and leases	$	85,829		$	87,426		$	85,772		$	85,213		$	84,912		$	82,172		$	78,243		$	77,048
Asset Quality ($ in millions)
Nonaccrual loans and leases	$	2,229		$	1,696		$	2,179		$	1,670		$	1,224		$	813		$	542		$	403
Nonaccrual loans held for sale		403			473			—			—			—			—			—			—
Restructured loans and leases (non accrual) (a)		167			80			50			56			43			22			—			—
Other assets, including other real estate owned		252			230			222			212			204			171			137			122
Total nonperforming assets	$	3,051		$	2,479		$	2,451		$	1,938		$	1,471		$	1,006		$	679		$	525
Ninety days past due loans and leases	$	733		$	662		$	671		$	608		$	539		$	491		$	360		$	302
Commercial loans and leases	$	704		$	586		$	573		$	425		$	311		$	180		$	180		$	141
Commercial mortgage		900			715			724			524			312			243			146			113
Commercial construction loans		736			578			636			537			408			249			105			65
Consumer mortgage and construction		346			279			221			166			156			98			64			36
Other consumer loans and leases		113			91			75			74			80			65			47			48
Total nonperforming loans and leases (including held for sale)	$	2,799		$	2,249		$	2,229		$	1,726		$	1,267		$	835		$	542		$	403
Credit Charge-Offs ($ in millions)
Gross charge-offs	$	(521	)	$	(1,652	)	$	(481	)	$	(365	)	$	(293	)	$	(193	)	$	(127	)	$	(124	)
Recoveries		31			25			18			21			17			19			12			22
Net losses charged off	$	(490	)	$	(1,627	)	$	(463	)	$	(344	)	$	(276	)	$	(174	)	$	(115	)	$	(102	)

(a) Restructured loans and lease less than 90 days delinquent were reclassified from non accrual to accrual status for March 31, 2009 and prior.

6

EX-99.3

Fifth Third Bank | All Rights Reserved

1Q09 Credit Trends

April 23, 2009

Please refer to earnings release dated April 23, 2009

for full results including those reported on a GAAP basis

Exhibit 99.3

2

Fifth Third Bank | All Rights Reserved

Credit by portfolio*

C&I

21%

Home equity

15%

Card

7%

Commercial

construction

16%

Commercial

mortgage

16%

Residential

mortgage

15%

Auto

9%

Other

consumer

1%

MI

21%

IN

4%

IL

9%

Other /

National

10%

KY

5%

TN

3%

NC

1%

OH

17%

FL

30%

Net charge-offs by loan type

Net charge-offs by geography

* NPAs exclude loans held-for-sale.

($ 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

$28,617

$12,560

$4,745

$3,521

$49,443

$8,875

$12,710

$8,688

$1,816

$1,037

$33,126

$82,569

% of total

35%

15%

6%

4%

60%

11%

15%

11%

2%

1%

40%

NPAs

$675

$718

$597

$28

$2,018

$475

$83

$26

$45

$1

$630

$2,648

NPA ratio

2.36%

5.72%

12.59%

0.77%

4.07%

5.35%

0.65%

0.30%

2.51%

0.12%

1.89%

3.19%

Net charge-offs

$103

$77

$76

$0

$256

$75

$72

$46

$36

$5

$234

$490

Net charge-off ratio

1.45%

2.50%

6.21%

0.00%

2.08%

3.27%

2.28%

2.17%

7.92%

1.63%

2.82%

2.37%

3

Fifth Third Bank | All Rights Reserved

Portfolio performance drivers

Performance Largely Driven By

No Participation In

Subprime

Option ARMs

Discontinued or Suspended Lending

Discontinued in 2007:

Brokered home equity ($2.2B)

Suspended in 2008:

Homebuilder/residential development ($2.3B)

Other non-owner occupied commercial RE

excluding homebuilder/developer ($8.6B)

Saleability:

All mortgages originated for intended sale*

* Residential construction-related consumer mortgages intended to be held in portfolio until permanent financing complete. Jumbo mortgage originations currently

being held due to market conditions.

Geography:

Florida, Michigan most stressed

1Q09 C/O ratio:

Total loan portfolio 4.4%

Commercial portfolio 4.0%

Consumer portfolio 4.9%

Remaining Midwest, Southeast performance

reflects economic trends

1Q09 C/O ratio:

Total loan portfolio 1.6% ex-FL/MI

Commercial portfolio 1.4% ex-FL/MI

Consumer portfolio 2.0% ex-FL/MI

Products:

Homebuilder/developer charge-offs $64 million in

1Q09

Total charge-off ratio 2.4% (2.1% ex-HBs)

Commercial

charge-off

ratio

2.1%

(1.6%

ex-

HBs)

Brokered home equity charge-offs 5.5% in 1Q09

Direct home equity portfolio 1.6%

4

Fifth Third Bank | All Rights Reserved

Non-performing assets and net charge-offs:

Product view*

0

200

400

600

800

1,000

Q1 2008

Q2 2008

Q3 2008

Q4 2008

Q1 2009

C&I/Lease

Auto

Credit Card

Other

CRE

Res RE

0

500

1,000

1,500

2,000

2,500

3,000

Q1 2008

Q2 2008

Q3 2008

Q4 2008

Q1 2009

C&I/Lease

Auto/Other

CRE

Res RE

Total NPAs

Total NCOs

* NPAs exclude loans held-for-sale. Net charge-offs exclude losses on loans sold or transferred to held-for-sale in 4Q08.

During 1Q09 the Bancorp modified its nonaccrual policy to exclude TDR loans less than 90 days past due because they were performing in accordance with restructured

terms. For comparability purposes, prior periods were adjusted to reflect this reclassification.

5

Fifth Third Bank | All Rights Reserved

-

500

1,000

1,500

2,000

2,500

3,000

Q1 2008

Q2 2008

3Q 2008

4Q 2008

1Q 2009

Other SE

National

Other MW

Michigan

Florida

-

200

400

600

800

1,000

Q1 2008

Q2 2008

Q3 2008

Q4 2008

Q1 2009

Other SE

National

Other MW

Michigan

Florida

Non-performing assets and net charge-offs:

Geographic view*

Total NPAs

Total NCOs

* NPAs exclude loans held-for-sale. Net charge-offs exclude losses on loans sold or transferred to held-for-sale in 4Q08.

During 1Q09 the Bancorp modified its nonaccrual policy to exclude TDR loans less than 90 days past due because they were performing in accordance with restructured

terms. For comparability purposes, prior periods were adjusted to reflect this reclassification.

6

Fifth Third Bank | All Rights Reserved

Commercial loans held-for-sale summary

12/31/2008

HFS balance

Principal

reduction

Gain/loss

03/31/2009

HFS balance

Closed HFS

Loans sold

$47.6

($59.3)

$12.6

Satisfied obligations

6.9

(7.7)

0.8

Transferred to OREO

5.0

(3.4)

(0.2)

Total

$59.5

($70.4)

$13.2

Remaining HFS

No activity

$222.0

$0.0

$0.0

Customer payments

130.9

(9.7)

(0.3)

Other

60.3

(0.1)

(2.6)

Total

$413.2

($9.8)

($2.9)

Total HFS Portfolio

$472.7

($80.2)

$10.3

$402.8

7

Fifth Third Bank | All Rights Reserved

Nonperforming assets*

•

Total NPAs of $2.6B

•

Homebuilder/developer NPAs of $554M;

represent 21% of total NPAs

•

Commercial NPAs of $2.0B; growth driven by 

CRE, particularly in MI and FL

•

Consumer NPAs of $630M; up 18 percent

from previous quarter

19%

8%

15%

11%

7%

0%

14%

17%

9%

13%

17%

54%

1%

1%

7%

2%

2%

3%

20%

34%

9%

13%

5%

2%

1%

10%

6%

17%

7%

9%

3%

8%

8%

2%

25%

21%

C&I^ (26%)

CRE (50%)

Residential (21%)

Other Consumer (3%)

ILLINOIS

INDIANA

FLORIDA

TENNESSEE

KENTUCKY

OHIO

MICHIGAN

Residential

$558M

21%

C&I*

$702M

26%

Other

$73M

3%

CRE

$1.3B

50%

^ C&I includes commercial lease

NORTH

CAROLINA

OTHER /

NATIONAL

* NPAs exclude loans held-for-sale.

8

Fifth Third Bank | All Rights Reserved

Commercial construction*

Accomodation

1%

Auto Retailers

1%

Finance &

insurance

2%

Construction

39%

Manufacturing

1%

Real estate

45%

Retail Trade

1%

Other

9%

Wholesale

Trade

1%

Loans by geography

Credit trends

Loans by industry

Comments

•

Declining valuations in residential and land developments

•

In 4Q08 reduced concentrations in most stressed markets

(Florida and Michigan)

•

Continued stress expected through 2009

OH

28%

IN

8%

IL

8%

KY

4%

TN

6%

NC

8%

Other

4%

FL

18%

MI

16%

* NPAs exclude loans held-for-sale. Net charge-offs exclude losses on

loans sold or transferred to held-for-sale in 4Q08.

($ in millions)

1Q08

2Q08

3Q08

4Q08

1Q09

Balance

$5,592

$6,007

$6,002

$5,114

$4,745

90+ days delinquent

$49

$53

$84

$73

$49

as % of loans

0.87%

0.88%

1.40%

1.44%

1.02%

NPAs

$418

$552

$659

$400

$597

as % of loans

7.48%

9.19%

10.98%

7.82%

12.59%

Net charge-offs

$72

$49

$88

$151

$76

as % of loans

5.20%

3.46%

5.71%

10.00%

6.21%

Commercial construction

9

Fifth Third Bank | All Rights Reserved

Homebuilders/developers*

Loans by geography

Credit trends

Loans by industry

Comments

•

Making no new loans to builder/developer sector

•

Residential & land valuations under continued stress

•

5% of commercial loans; < 3% of total gross loans

•

Balance by product approximately 48% Construction, 

37% Mortgage, 15% C&I

MI

19%

OH

23%

IN

5%

IL

5%

KY

4%

TN

5%

NC

16%

Other

4%

FL

19%

C&I

15%

Commercial

construction

48%

Commercial

mortgage

37%

*Increase in 2Q08 balance due to the First Charter acquisition

($ in millions)

1Q08

2Q08*

3Q08

4Q08

1Q09

Balance

$2,705

$3,295

$3,065

$2,481

$2,322

90+ days delinquent

$60

$123

$105

$74

$37

as % of loans

2.21%

3.73%

3.41%

2.98%

1.59%

NPAs

$309

$547

$702

$366

$554

as % of loans

11.42%

16.62%

22.89%

14.74%

23.87%

Net charge-offs

$43

$34

$163

$128

$64

as % of loans

6.14%

4.63%

19.75%

19.71%

10.73%

Homebuilders/developers

* NPAs exclude loans held-for-sale. Net charge-offs exclude losses on

loans sold or transferred to held-for-sale in 4Q08.

10

Fifth Third Bank | All Rights Reserved

Residential mortgage

1

liens: 100% ; weighted average LTV: 77%

Weighted average origination FICO: 730

Origination FICO distribution:  <659 10%; 660-689 8%; 690-719

12%;

720-749

13%;

750+

30%;

Other

^

27%

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

Origination LTV distribution: <70 25%; 70.1-80 42%; 80.1-90 12%;

90.1-95 5%; >95% 16%

Vintage distribution: 2009 1%; 2008 14%; 2007 18%; 2006 16%;

2005 26%; 2004 and prior 25%

% through broker: 13%; performance similar to direct

Loans by geography

Credit trends

Portfolio details

Comments

29% FL concentration driving 67% total loss

FL lots ($362M) running at 20% annualized loss rate (YTD)

Mortgage company originations targeting 95% salability

OH

23%

IN

5%

KY

4%

NC

6%

Other

10%

FL

29%

TN

2%

MI

14%

IL

7%

^

Includes

acquired

loans

where

FICO

at

origination

is

not

available

During 1Q09 the Bancorp modified its nonaccrual policy to exclude TDR loans less than 90 days past due because they were performing in accordance with restructured

terms. For comparability purposes, prior periods were adjusted to reflect this reclassification.

($ in millions)

1Q08

2Q08

3Q08

4Q08

1Q09

Balance

$9,873

$9,866

$9,351

$9,385

$8,875

90+ days delinquent

$192

$229

$185

$198

$231

as % of loans

1.95%

2.32%

1.98%

2.11%

2.60%

NPAs

$278

$285

$339

$397

$475

as % of loans

2.81%

2.89%

3.62%

4.23%

5.35%

Net charge-offs

$34

$63

$77

$68

$75

as % of loans

1.33%

2.57%

3.16%

2.90%

3.27%

Residential mortgage

st

11

Fifth Third Bank | All Rights Reserved

Home equity

1

liens: 25%; 2

liens: 75%

(25% of 2

liens behind FITB 1

s)

Weighted average origination FICO: 756

Origination FICO distribution: <659 4%; 660-689 8%; 690-719 13%; 720-749

17%; 750+ 48%; Other 10%

Weighted average CLTV: 76%

(1

liens 61%; 2

liens 82%)

Origination

CLTV distribution: <70 36%; 70.1-80 21%; 80.1-90 19%; 90.1-95 8%; >95 16%

Vintage distribution: 2009 1%; 2008 12%; 2007 12%; 2006 17%; 2005 16%;

2004 and prior 42%

% through broker channels: 18% WA FICO: 740 brokered, 759 direct; WA

CLTV: 90% brokered; 73% direct

Portfolio details

Comments

Brokered loans by geography

Direct loans by geography

Credit trends

Approximately 18% of portfolio concentration in broker product driving

approximately 42% total loss

Portfolio experiencing increased loss severity (losses on 2

liens

approximately 100%)

Aggressive home equity line management strategies in place

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

^ Includes acquired loans where FICO at origination is not available

MI

21%

OH

33%

IN

9%

IL

11%

KY

9%

Other

1%

FL

9%

NC

5%

TN

2%

MI

21%

OH

24%

IN

10%

IL

11%

KY

7%

Other

20%

FL

3%

NC

1%

TN

3%

*Increase in 2Q08 balance due to the First Charter acquisition

($ in millions)

1Q08

2Q08*

3Q08

4Q08

1Q09

Balance

$9,152

$9,988

$10,232

$10,439

$10,486

90+ days delinquent

$43

$42

$41

$58

$61

as % of loans

0.47%

0.42%

0.40%

0.55%

0.59%

Net charge-offs

$18

$27

$26

$27

$42

as % of loans

0.78%

1.07%

1.00%

1.04%

1.62%

Home equity - direct

($ in millions)

1Q08

2Q08

3Q08

4Q08

1Q09

Balance

$2,651

$2,433

$2,368

$2,313

$2,225

90+ days delinquent

$33

$34

$31

$37

$42

as % of loans

1.26%

1.40%

1.33%

1.58%

1.91%

Net charge-offs

$23

$28

$30

$26

$30

as % of loans

3.29%

4.64%

5.05%

4.52%

5.46%

Home equity - brokered

nd

nd

nd

nd

st

st

st

12

Fifth Third Bank | All Rights Reserved

Florida market*

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

Homebuilders, developers tied to

weakening real estate market

Increasing severity of loss due to

significant declines in valuations

Valuations; relatively small home

equity portfolio

23%

19%

10%

29%

12%

6%

1%

COML

MORTGAGE

C&I

RESI

MORTGAGE

OTHER

CONS

COML

CONST

COML

LEASE

HOME

EQUITY

AUTO

CREDIT

CARD

Total Loans

NPAs

NCOs

22%

26%

42%

9%

1%

16%

20%

14%

34%

5%

9%

2%

($ in millions)

Loans

(bn)

% of

FITB

NPAs

(mm)

% of

FITB

NCOs

(mm)

% of

FITB

Commercial loans

1.9

7%

64

9%

23

23%

Commercial mortgage

1.7

13%

157

22%

30

39%

Commercial construction

0.9

18%

188

31%

21

28%

Commercial lease

0.0

1%

-

0%

-

0%

Commercial

4.5

9%

409

20%

74

29%

Mortgage

2.6

30%

295

62%

50

67%

Home equity

1.0

8%

9

11%

13

18%

Auto

0.5

6%

3

10%

7

14%

Credit card

0.1

6%

2

4%

4

10%

Other consumer

0.0

2%

0

18%

0

6%

Consumer

4.2

13%

309

49%

74

32%

Total

8.7

11%

718

27%

148

30%

* NPAs exclude loans held-for-sale.

13

Fifth Third Bank | All Rights Reserved

Michigan market*

Deterioration in home price values coupled with weak economy impacting credit trends due to frequency of defaults and severity

Homebuilders, developers tied to

weak real estate market

Negative impact from housing

valuations, economy,

unemployment

Economic weakness impacts

commercial real estate market

32%

23%

5%

2%

9%

19%

7%

1%

2%

COML

MORTGAGE

C&I

RESI

MORTGAGE

OTHER

CONS

COML

CONST

COML

LEASE

HOME

EQUITY

AUTO

CREDIT

CARD

Total Loans

NPAs

NCOs

26%

21%

11%

9%

6%

7%

20%

27%

35%

16%

1%

5%

1%

12%

3%

($ in millions)

Loans

(bn)

% of

FITB

NPAs

(mm)

% of

FITB

NCOs

(mm)

% of

FITB

Commercial loans

4.6

16%

114

17%

26

25%

Commercial mortgage

3.3

26%

152

21%

21

27%

Commercial construction

0.7

15%

69

11%

11

15%

Commercial lease

0.2

7%

3

10%

-

0%

Commercial

8.8

18%

338

17%

58

23%

Mortgage

1.2

14%

49

10%

9

12%

Home equity

2.7

21%

22

27%

20

28%

Auto

1.0

12%

4

14%

6

13%

Credit card

0.3

17%

11

23%

8

21%

Other consumer

0.1

7%

0

8%

0

9%

Consumer

5.3

16%

86

14%

43

19%

Total

14.1

17%

424

16%

101

21%

* NPAs exclude loans held-for-sale.

14

Fifth Third Bank | All Rights Reserved

Cautionary statement

This report may contain forward-looking statements about Fifth Third Bancorp and/or the LLC 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 LLC 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,

and/or

the

LLC

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) maintaining

capital requirements may limit Fifth Third’s operations and potential growth; (8) changes and trends in capital markets; (9)

problems

encountered

by

larger

or

similar

financial

institutions

may

adversely

affect

the

banking

industry

and/or

Fifth

Third

(10)

competitive

pressures

among

depository

institutions

increase

significantly;

(11)

effects

of

critical

accounting

policies

and

judgments;

(12)

changes

in

accounting policies or procedures as may be required by the Financial Accounting Standards Board (FASB) or other regulatory agencies; (13)

legislative or regulatory changes or actions, or significant litigation, adversely affect Fifth Third, and/or the LLC or the businesses in which

these entities are engaged; (14) ability to maintain favorable ratings from rating agencies; (15) fluctuation of Fifth Third’s stock price; (16)

ability to attract and retain key personnel; (17) ability to receive dividends from its subsidiaries; (18) potentially dilutive effect of future

acquisitions on current shareholders' ownership of Fifth Third; (19) effects of accounting or financial results of one or more acquired entities;

(20) difficulties in separating the operations of the LLC; (21) lower than expected gains related to the sale of businesses; (22) loss

of

income

from

the

sale

of

businesses

that

could

have

an

adverse

effect

on

Fifth

Third’s

earnings

and

future

growth;

(23)

failure

to

consummate

the

joint

venture

transaction;

(24)

ability

to

secure

confidential

information

through

the

use

of

computer

systems

and

telecommunications

networks;

and

(25)

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,

2008,

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

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.

EX-99.4

Exhibit 99.4

First Quarter 2009 Portfolio Loan and Lease Stratifications

Please refer to earnings release dated April 23, 2009 for further information

including full results including those reported on a GAAP basis

First Quarter 2009 Portfolio Loan and Lease Stratifications Consumer

2

Brokered home equity ($2.2 billion)

Combined loan-to-value (origination)

		<=70%		70.1-80%		80.1-90%		90.1-95%		95.1 +		Total
Florida	Loans (% of total)	1	%	1	%	1	%	<1	%	1	%	3	%
	NPA + 90+ ratio	1.5	%	11.3	%	8.9	%	7.8	%	8.2	%	7.9	%
	YTD NCO ratio	-0.1	%	2.4	%	22.1	%	37.3	%	19.9	%	14.2	%
Michigan	Loans (% of total)	2	%	3	%	5	%	4	%	7	%	20	%
	NPA + 90+ ratio	3.0	%	3.7	%	2.6	%	2.6	%	3.7	%	3.2	%
	YTD NCO ratio	3.1	%	3.1	%	5.2	%	5.5	%	10.2	%	6.4	%
Other	Loans (% of total)	7	%	9	%	16	%	11	%	33	%	76	%
	NPA + 90+ ratio	1.8	%	2.6	%	2.0	%	2.6	%	3.2	%	2.7	%
	YTD NCO ratio	1.1	%	2.7	%	3.9	%	4.1	%	6.5	%	4.6	%
Total	Loans (% of total)	10	%	12	%	22	%	15	%	41	%	100	%
	NPA + 90+ ratio	2.1	%	3.4	%	2.4	%	2.7	%	3.4	%	3.0	%
	YTD NCO ratio	1.5	%	2.8	%	4.7	%	5.1	%	7.4	%	5.5	%
1sts	Loans (% of total)	4	%	4	%	2	%	1	%	3	%	14	%
	NPA + 90+ ratio	2.0	%	4.1	%	3.6	%	1.0	%	5.1	%	3.5	%
	YTD NCO ratio	2.5	%	2.2	%	4.4	%	0.0	%	3.2	%	2.8	%
2nds	Loans (% of total)	6	%	9	%	20	%	14	%	37	%	86	%
	NPA + 90+ ratio	2.1	%	3.1	%	2.2	%	2.8	%	3.3	%	2.9	%
	YTD NCO ratio	0.8	%	3.0	%	4.8	%	5.2	%	7.8	%	5.7	%
Total	Loans (% of total)	10	%	12	%	22	%	15	%	41	%	100	%
	NPA + 90+ ratio	2.1	%	3.4	%	2.4	%	2.7	%	3.4	%	3.0	%
	YTD NCO ratio	1.5	%	2.8	%	4.7	%	5.1	%	7.4	%	5.5	%
HE loans	Loans (% of total)	2	%	3	%	5	%	3	%	12	%	25	%
	NPA + 90+ ratio	1.3	%	2.9	%	2.6	%	2.5	%	3.5	%	2.9	%
	YTD NCO ratio	1.8	%	1.0	%	4.2	%	4.5	%	7.1	%	5.1	%
HELOCs	Loans (% of total)	8	%	10	%	18	%	11	%	28	%	75	%
	NPA + 90+ ratio	2.3	%	3.6	%	2.3	%	2.8	%	3.4	%	3.0	%
	YTD NCO ratio	1.4	%	3.3	%	4.9	%	5.2	%	7.5	%	5.4	%
Total	Loans (% of total)	10	%	12	%	22	%	15	%	41	%	100	%
	NPA + 90+ ratio	2.1	%	3.4	%	2.4	%	2.7	%	3.4	%	3.0	%
	YTD NCO ratio	1.5	%	2.8	%	4.7	%	5.1	%	7.4	%	5.5	%
< 660#	Loans (% of total)	1	%	1	%	1	%	1	%	1	%	4	%
	NPA + 90+ ratio	5.1	%	11.1	%	3.7	%	7.4	%	6.6	%	6.3	%
	YTD NCO ratio	2.4	%	8.2	%	7.4	%	9.5	%	9.8	%	7.9	%
660-689	Loans (% of total)	1	%	1	%	3	%	2	%	5	%	12	%
	NPA + 90+ ratio	2.6	%	6.3	%	3.9	%	3.1	%	4.8	%	4.3	%
	YTD NCO ratio	4.0	%	2.3	%	11.0	%	12.4	%	10.4	%	9.7	%
690-719	Loans (% of total)	1	%	2	%	4	%	3	%	10	%	21	%
	NPA + 90+ ratio	2.9	%	5.2	%	3.1	%	3.6	%	3.5	%	3.6	%
	YTD NCO ratio	2.4	%	2.1	%	6.5	%	6.9	%	9.6	%	7.3	%
720-749	Loans (% of total)	2	%	3	%	5	%	3	%	11	%	23	%
	NPA + 90+ ratio	4.8	%	4.0	%	2.5	%	1.7	%	3.5	%	3.2	%
	YTD NCO ratio	2.8	%	6.4	%	4.4	%	3.1	%	7.7	%	5.9	%
750+	Loans (% of total)	5	%	6	%	9	%	6	%	13	%	39	%
	NPA + 90+ ratio	0.5	%	1.3	%	1.4	%	2.2	%	2.5	%	1.7	%
	YTD NCO ratio	0.3	%	1.0	%	2.0	%	2.4	%	4.0	%	2.4	%
Other^	Loans (% of total)	<1	%	<1	%	<1	%	<1	%	<1	%	<1	%
	NPA + 90+ ratio	4.2	%	0.0	%	0.0	%	0.0	%	1.8	%	3.2	%
	YTD NCO ratio	3.2	%	0.0	%	0.0	%	0.0	%	1.0	%	2.4	%
Total	Loans (% of total)	10	%	12	%	22	%	15	%	41	%	100	%
	NPA + 90+ ratio	2.1	%	3.4	%	2.4	%	2.7	%	3.4	%	3.0	%
	YTD NCO ratio	1.5	%	2.8	%	4.7	%	5.1	%	7.4	%	5.5	%

# Includes relationship based and private lending

^ Includes acquired loans where FICOs at origination is not available

Note: Consumer net charge-off ratios are calculated using first quarter end of period loan balances

Note: Percentages may not sum due to rounding

3

Retail direct home equity ($10.5 billion)

Combined loan-to-value (origination)

		<=70%	70.1-80%	80.1-90%	90.1-95%	95.1 +	Total
Florida	Loans (% of total)	5%	2%	1%	<1%	<1%	9%
	NPA + 90+ ratio	1.4%	2.1%	3.8%	4.7%	7.0%	2.2%
	YTD NCO ratio	2.3%	4.3%	10.6%	6.9%	17.0%	4.4%
Michigan	Loans (% of total)	9%	5%	4%	2%	2%	21%
	NPA + 90+ ratio	1.0%	1.2%	1.6%	1.7%	2.2%	1.3%
	YTD NCO ratio	1.3%	1.9%	2.9%	5.0%	4.2%	2.3%
Other	Loans (% of total)	28%	16%	13%	5%	8%	70%
	NPA + 90+ ratio	0.8%	1.0%	1.3%	1.2%	1.3%	1.0%
	YTD NCO ratio	0.5%	0.6%	1.1%	1.9%	2.8%	1.0%
Total	Loans (% of total)	42%	23%	18%	7%	11%	100%
	NPA + 90+ ratio	0.9%	1.1%	1.5%	1.4%	1.6%	1.2%
	YTD NCO ratio	0.9%	1.2%	2.1%	2.8%	3.5%	1.6%
1sts	Loans (% of total)	16%	7%	3%	1%	1%	27%
	NPA + 90+ ratio	0.6%	1.2%	2.0%	3.1%	2.8%	1.0%
	YTD NCO ratio	0.7%	1.0%	1.3%	3.0%	2.0%	0.9%
2nds	Loans (% of total)	26%	16%	15%	6%	10%	73%
	NPA + 90+ ratio	1.1%	1.1%	1.4%	1.3%	1.6%	1.2%
	YTD NCO ratio	1.0%	1.3%	2.2%	2.8%	3.7%	1.8%
Total	Loans (% of total)	42%	23%	18%	7%	11%	100%
	NPA + 90+ ratio	0.9%	1.1%	1.5%	1.4%	1.6%	1.2%
	YTD NCO ratio	0.9%	1.2%	2.1%	2.8%	3.5%	1.6%
HE loans	Loans (% of total)	5%	3%	2%	1%	2%	14%
	NPA + 90+ ratio	1.3%	1.2%	1.9%	1.4%	1.6%	1.4%
	YTD NCO ratio	1.1%	1.0%	1.2%	2.9%	2.6%	1.5%
HELOCs	Loans (% of total)	37%	20%	15%	6%	9%	86%
	NPA + 90+ ratio	0.9%	1.1%	1.4%	1.5%	1.6%	1.1%
	YTD NCO ratio	0.8%	1.2%	2.2%	2.8%	3.8%	1.6%
Total	Loans (% of total)	42%	23%	18%	7%	11%	100%
	NPA + 90+ ratio	0.9%	1.1%	1.5%	1.4%	1.6%	1.2%
	YTD NCO ratio	0.9%	1.2%	2.1%	2.8%	3.5%	1.6%
< 660#	Loans (% of total)	1%	1%	1%	<1%	1%	4%
	NPA + 90+ ratio	2.9%	3.4%	4.5%	4.5%	4.3%	3.7%
	YTD NCO ratio	3.3%	5.4%	5.8%	4.9%	9.8%	5.5%
660-689	Loans (% of total)	2%	2%	2%	1%	1%	7%
	NPA + 90+ ratio	1.5%	2.3%	3.7%	2.4%	2.5%	2.4%
	YTD NCO ratio	2.0%	2.9%	5.3%	6.9%	6.2%	4.2%
690-719	Loans (% of total)	3%	3%	3%	1%	2%	12%
	NPA + 90+ ratio	1.4%	2.7%	2.2%	2.2%	2.6%	2.2%
	YTD NCO ratio	0.8%	1.9%	4.2%	4.6%	4.3%	2.8%
720-749	Loans (% of total)	4%	4%	3%	1%	2%	15%
	NPA + 90+ ratio	0.9%	1.3%	1.6%	1.3%	1.5%	1.3%
	YTD NCO ratio	1.3%	1.6%	1.4%	3.2%	3.6%	1.9%
750+	Loans (% of total)	19%	14%	9%	3%	4%	49%
	NPA + 90+ ratio	0.2%	0.4%	0.6%	0.8%	0.7%	0.4%
	YTD NCO ratio	0.1%	0.5%	0.8%	1.1%	1.5%	0.5%
Other^	Loans (% of total)	12%	<1%	<1%	<1%	<1%	13%
	NPA + 90+ ratio	1.6%	1.5%	0.3%	0.9%	1.1%	1.6%
	YTD NCO ratio	1.4%	0.0%	0.0%	0.0%	3.2%	1.4%
Total	Loans (% of total)	42%	23%	18%	7%	11%	100%
	NPA + 90+ ratio	0.9%	1.1%	1.5%	1.4%	1.6%	1.2%
	YTD NCO ratio	0.9%	1.2%	2.1%	2.8%	3.5%	1.6%

# Includes relationship based and private lending

^ Includes acquired loans where FICOs at origination is not available

Note: Consumer net charge-off ratios are calculated using first quarter end of period loan balances

Note: Percentages may not sum due to rounding

4

Total home equity ($12.7 billion) Combined loan-to-value (origination)
		<=70%	70.1-80%	80.1-90%	90.1-95%	95.1 +	Total
Florida	Loans (% of total)	4%	2%	1%	<1%	<1%	8%
	NPA + 90+ ratio	1.4%	2.8%	4.4%	5.2%	7.4%	2.6%
	YTD NCO ratio	2.2%	4.2%	12.0%	11.7%	18.0%	5.1%
Michigan	Loans (% of total)	7%	4%	4%	2%	3%	21%
	NPA + 90+ ratio	1.1%	1.5%	1.8%	2.0%	2.8%	1.6%
	YTD NCO ratio	1.4%	2.0%	3.4%	5.1%	6.5%	3.0%
Other	Loans (% of total)	24%	15%	13%	6%	12%	71%
	NPA + 90+ ratio	0.9%	1.1%	1.4%	1.6%	2.2%	1.3%
	YTD NCO ratio	0.5%	0.8%	1.7%	2.6%	4.5%	1.7%
Total	Loans (% of total)	36%	21%	18%	8%	16%	100%
	NPA + 90+ ratio	1.0%	1.4%	1.7%	1.8%	2.4%	1.5%
	YTD NCO ratio	0.9%	1.4%	2.6%	3.5%	5.3%	2.3%
1sts	Loans (% of total)	14%	6%	3%	1%	1%	25%
	NPA + 90+ ratio	0.7%	1.5%	2.2%	2.8%	3.9%	1.3%
	YTD NCO ratio	0.8%	1.1%	1.8%	2.6%	2.5%	1.1%
2nds	Loans (% of total)	22%	15%	16%	8%	15%	75%
	NPA + 90+ ratio	1.1%	1.3%	1.6%	1.8%	2.3%	1.6%
	YTD NCO ratio	1.0%	1.5%	2.8%	3.6%	5.5%	2.6%
Total	Loans (% of total)	36%	21%	18%	8%	16%	100%
	NPA + 90+ ratio	1.0%	1.4%	1.7%	1.8%	2.4%	1.5%
	YTD NCO ratio	0.9%	1.4%	2.6%	3.5%	5.3%	2.3%
HE loans	Loans (% of total)	5%	3%	3%	2%	4%	16%
	NPA + 90+ ratio	1.3%	1.6%	2.1%	1.8%	2.6%	1.9%
	YTD NCO ratio	1.1%	1.0%	2.1%	3.5%	5.1%	2.5%
HELOCs	Loans (% of total)	32%	18%	16%	7%	12%	84%
	NPA + 90+ ratio	0.9%	1.3%	1.6%	1.9%	2.4%	1.4%
	YTD NCO ratio	0.9%	1.4%	2.7%	3.6%	5.3%	2.2%
Total	Loans (% of total)	36%	21%	18%	8%	16%	100%
	NPA + 90+ ratio	1.0%	1.4%	1.7%	1.8%	2.4%	1.5%
	YTD NCO ratio	0.9%	1.4%	2.6%	3.5%	5.3%	2.3%
< 660#	Loans (% of total)	1%	1%	1%	<1%	1%	4%
	NPA + 90+ ratio	3.1%	4.3%	4.3%	5.4%	5.0%	4.2%
	YTD NCO ratio	3.2%	5.8%	6.2%	6.4%	9.8%	6.0%
660-689	Loans (% of total)	2%	2%	2%	1%	2%	8%
	NPA + 90+ ratio	1.6%	2.8%	3.7%	2.6%	3.6%	2.9%
	YTD NCO ratio	2.2%	2.8%	6.9%	8.9%	8.2%	5.6%
690-719	Loans (% of total)	3%	3%	3%	1%	4%	13%
	NPA + 90+ ratio	1.5%	3.1%	2.4%	2.7%	3.0%	2.5%
	YTD NCO ratio	1.0%	1.9%	4.8%	5.4%	7.0%	4.1%
720-749	Loans (% of total)	4%	4%	4%	2%	4%	17%
	NPA + 90+ ratio	1.2%	1.7%	1.8%	1.4%	2.4%	1.7%
	YTD NCO ratio	1.4%	2.2%	2.1%	3.1%	5.6%	2.9%
750+	Loans (% of total)	17%	12%	9%	4%	6%	48%
	NPA + 90+ ratio	0.2%	0.5%	0.8%	1.2%	1.4%	0.6%
	YTD NCO ratio	0.2%	0.5%	1.0%	1.5%	2.5%	0.8%
Other^	Loans (% of total)	10%	<1%	<1%	<1%	<1%	11%
	NPA + 90+ ratio	1.6%	1.5%	0.2%	0.8%	1.3%	1.6%
	YTD NCO ratio	1.4%	0.0%	0.0%	0.0%	2.8%	1.4%
Total	Loans (% of total)	36%	21%	18%	8%	16%	100%
	NPA + 90+ ratio	1.0%	1.4%	1.7%	1.8%	2.4%	1.5%
	YTD NCO ratio	0.9%	1.4%	2.6%	3.5%	5.3%	2.3%

# Includes relationship based and private lending

^ Includes acquired loans where FICOs at origination is not available

Note: Consumer net charge-off ratios are calculated using first quarter end of period loan balances

Note: Percentages may not sum due to rounding

5

Total residential mortgage ($8.9 billion)

FICO (origination)

		< 660#	660-689	690-719	720-750	750+	Other^	Total
Lots	Loans (% of total)	<1%	1%	1%	1%	2%	3%	8%
	NPA + 90+ ratio	21.9%	26.6%	16.5%	14.1%	6.5%	21.8%	16.3%
	YTD NCO ratio	13.0%	13.8%	18.4%	8.6%	5.7%	14.2%	11.5%
Residential construction	Loans (% of total)	<1%	<1%	<1%	<1%	1%	1%	3%
	NPA + 90+ ratio	0.0%	4.8%	0.0%	0.0%	0.1%	0.0%	0.3%
	YTD NCO ratio	0.0%	0.0%	0.0%	0.0%	0.0%	0.0%	0.0%
Other non-owner	Loans (% of total)	<1%	<1%	1%	<1%	1%	4%	7%
occupied	NPA + 90+ ratio	35.1%	32.1%	21.7%	23.4%	14.5%	22.0%	22.3%
	YTD NCO ratio	15.3%	19.6%	15.3%	19.2%	17.1%	8.2%	11.4%
Owner occupied	Loans (% of total)	9%	7%	10%	11%	26%	19%	83%
	NPA + 90+ ratio	11.0%	10.3%	6.8%	4.6%	1.9%	8.2%	6.0%
	YTD NCO ratio	4.1%	2.8%	2.2%	1.7%	0.8%	2.1%	1.9%
Total	Loans (% of total)	10%	8%	12%	13%	30%	27%	100%
	NPA + 90+ ratio	12.1%	12.3%	8.0%	5.9%	2.5%	11.8%	7.8%
	YTD NCO ratio	4.7%	4.2%	3.9%	2.8%	1.6%	4.4%	3.3%

Total residential mortgage ($8.9 billion)

Loan-to-value (origination)

		<=70%	70.1-80%	80.1-90%	90.1-95%	95.1 +	Total
Lots	Loans (% of total)	1%	2%	2%	<1%	3%	8%
	NPA + 90+ ratio	22.3%	24.3%	13.3%	8.2%	10.6%	16.3%
	YTD NCO ratio	15.1%	18.5%	7.9%	8.2%	7.4%	11.5%
Residential construction	Loans (% of total)	1%	1%	<1%	<1%	<1%	3%
	NPA + 90+ ratio	0.0%	0.6%	0.0%	0.0%	5.9%	0.3%
	YTD NCO ratio	0.0%	0.0%	0.0%	0.0%	0.0%	0.0%
Other non-owner occupied	Loans (% of total)	1%	4%	1%	<1%	<1%	7%
	NPA + 90+ ratio	15.3%	19.9%	34.2%	31.6%	18.4%	22.3%
	YTD NCO ratio	8.0%	10.1%	14.7%	8.1%	24.5%	11.4%
Owner occupied	Loans (% of total)	22%	35%	8%	5%	13%	83%
	NPA + 90+ ratio	3.6%	5.4%	11.2%	11.5%	6.9%	6.0%
	YTD NCO ratio	0.7%	1.5%	4.6%	3.1%	3.4%	1.9%
Total	Loans (% of total)	25%	41%	12%	5%	16%	100%
	NPA + 90+ ratio	4.8%	7.5%	13.9%	11.7%	7.8%	7.8%
	YTD NCO ratio	1.6%	3.1%	6.2%	3.4%	4.5%	3.3%

Total residential mortgage ($8.9 billion)

		Florida	Michigan	Other	Total
Lots	Loans (% of total)	4%	1%	3%	8%
	NPA + 90+ ratio	26.1%	5.8%	6.7%	16.3%
	YTD NCO ratio	19.7%	3.2%	3.3%	11.5%
Residential	Loans (% of total)	1%	<1%	2%	3%
	NPA + 90+ ratio	0.0%	0.3%	0.4%	0.3%
	YTD NCO ratio	0.0%	0.0%	0.0%	0.0%
Other non-owner occupied	Loans (% of total)	4%	<1%	2%	7%
	NPA + 90+ ratio	26.2%	23.6%	14.7%	22.3%
	YTD NCO ratio	14.1%	17.5%	5.6%	11.4%
Owner occupied	Loans (% of total)	21%	13%	49%	83%
	NPA + 90+ ratio	10.8%	5.6%	4.1%	6.0%
	YTD NCO ratio	4.0%	2.5%	0.9%	1.9%
Total	Loans (% of total)	30%	14%	56%	100%
	NPA + 90+ ratio	14.9%	5.9%	4.6%	7.8%
	YTD NCO ratio	7.5%	2.8%	1.2%	3.3%

# Loans with FICO < 660 include CRA and FHA/VA loans as well as relationship based and private lending

^ Includes acquired loans where FICOs at origination is not available

Note: Consumer net charge-off ratios are calculated using first quarter end of period loan balances

Note: Percentages may not sum due to rounding

6

Total auto ($8.7 billion)

FICO (origination)

		< 660		660-689		690-719		720-750		750+		Other^		Total
Auto/Van	Loans (% of total)	1	%	4	%	8	%	8	%	18	%	1	%	41	%
	NPA + 90+ ratio	1.3	%	0.9	%	0.6	%	0.4	%	0.2	%	0.7	%	0.4	%
	YTD NCO ratio	5.8	%	4.4	%	2.9	%	1.9	%	0.9	%	3.6	%	2.0	%
Small/Med SUV and Compact Pickup	Loans (% of total)	1	%	3	%	6	%	6	%	12	%	<1	%	27	%
	NPA + 90+ ratio	1.1	%	0.8	%	0.6	%	0.4	%	0.2	%	0.4	%	0.4	%
	YTD NCO ratio	5.0	%	3.5	%	2.8	%	1.5	%	0.7	%	1.3	%	1.7	%
Large SUV/Full Size Pickup	Loans (% of total)	<1	%	2	%	5	%	5	%	9	%	1	%	22	%
	NPA + 90+ ratio	1.3	%	1.1	%	0.7	%	0.5	%	0.3	%	0.6	%	0.6	%
	YTD NCO ratio	3.5	%	4.5	%	3.0	%	1.8	%	0.8	%	1.9	%	2.0	%
Other	Loans (% of total)	<1	%	1	%	2	%	2	%	5	%	1	%	10	%
	NPA + 90+ ratio	1.9	%	1.9	%	1.8	%	0.8	%	0.5	%	5.1	%	1.2	%
	YTD NCO ratio	13.5	%	6.8	%	6.3	%	4.1	%	1.9	%	7.9	%	4.2	%
Total	Loans (% of total)	2	%	10	%	20	%	20	%	44	%	3	%	100	%
	NPA + 90+ ratio	1.4	%	1.0	%	0.7	%	0.5	%	0.2	%	1.7	%	0.5	%
	YTD NCO ratio	6.4	%	4.4	%	3.2	%	2.0	%	0.9	%	3.7	%	2.2	%
New	Loans (% of total)	1	%	4	%	9	%	9	%	23	%	1	%	47	%
	NPA + 90+ ratio	1.1	%	1.0	%	0.7	%	0.4	%	0.2	%	1.0	%	0.4	%
	YTD NCO ratio	7.4	%	4.0	%	2.8	%	1.6	%	0.6	%	2.0	%	1.7	%
Used	Loans (% of total)	1	%	6	%	12	%	11	%	21	%	1	%	53	%
	NPA + 90+ ratio	1.5	%	1.0	%	0.7	%	0.5	%	0.3	%	2.6	%	0.6	%
	YTD NCO ratio	5.8	%	4.6	%	3.4	%	2.2	%	1.3	%	5.8	%	2.6	%
Total	Loans (% of total)	2	%	10	%	20	%	20	%	44	%	3	%	100	%
	NPA + 90+ ratio	1.4	%	1.0	%	0.7	%	0.5	%	0.2	%	1.7	%	0.5	%
	YTD NCO ratio	6.4	%	4.4	%	3.2	%	2.0	%	0.9	%	3.7	%	2.2	%
<=100% advance rate	Loans (% of total)	1	%	6	%	10	%	10	%	28	%	2	%	57	%
	NPA + 90+ ratio	1.1	%	0.8	%	0.5	%	0.3	%	0.1	%	1.8	%	0.4	%
	YTD NCO ratio	6.0	%	3.0	%	2.0	%	1.1	%	0.5	%	3.3	%	1.4	%
>100% advance rate	Loans (% of total)	1	%	4	%	10	%	10	%	16	%	1	%	43	%
	NPA + 90+ ratio	1.8	%	1.2	%	0.9	%	0.7	%	0.4	%	1.3	%	0.7	%
	YTD NCO ratio	7.0	%	6.2	%	4.3	%	2.8	%	1.7	%	5.1	%	3.2	%
Total	Loans (% of total)	2	%	10	%	20	%	20	%	44	%	3	%	100	%
	NPA + 90+ ratio	1.4	%	1.0	%	0.7	%	0.5	%	0.2	%	1.7	%	0.5	%
	YTD NCO ratio	6.4	%	4.4	%	3.2	%	2.0	%	0.9	%	3.7	%	2.2	%
<=60 month term	Loans (% of total)	1	%	2	%	4	%	5	%	15	%	1	%	28	%
	NPA + 90+ ratio	0.9	%	0.6	%	0.3	%	0.2	%	0.1	%	1.5	%	0.3	%
	YTD NCO ratio	4.4	%	3.3	%	2.0	%	0.8	%	0.4	%	2.0	%	1.1	%
>60 month term	Loans (% of total)	1	%	8	%	16	%	16	%	29	%	1	%	72	%
	NPA + 90+ ratio	1.6	%	1.1	%	0.8	%	0.5	%	0.3	%	1.9	%	0.6	%
	YTD NCO ratio	7.5	%	4.7	%	3.5	%	2.3	%	1.2	%	5.4	%	2.6	%
Total	Loans (% of total)	2	%	10	%	20	%	20	%	44	%	3	%	100	%
	NPA + 90+ ratio	1.4	%	1.0	%	0.7	%	0.5	%	0.2	%	1.7	%	0.5	%
	YTD NCO ratio	6.4	%	4.4	%	3.2	%	2.0	%	0.9	%	3.7	%	2.2	%

^ Includes acquired loans where FICOs at origination is not available

Note: Consumer net charge-off ratios are calculated using first quarter end of period loan balances

Note: Percentage may not sum due to rounding

7

						Consumer loans by vintage
		Mortgage								Home equity
		Lot		Resi constr		Other non- owner occ’d		Owner occ’d		Brokered		Direct		Auto		Card		Other		Total
2009	Loans (% of total, by loan type)	<1	%	1	%	<1	%	1	%	0	%	2	%	11	%	4	%	<1	%	4	%
	NPA + 90+ ratio	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%
	YTD NCO ratio	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%	0.0	%
2008	Loans (% of total, by loan type)	2	%	65	%	2	%	14	%	1	%	14	%	38	%	19	%	42	%	20	%
	NPA + 90+ ratio	3.8	%	0.0	%	6.0	%	3.3	%	0.4	%	0.2	%	0.4	%	3.2	%	0.0	%	1.0	%
	YTD NCO ratio	0.8	%	0.0	%	7.1	%	0.2	%	0.0	%	0.2	%	1.8	%	4.4	%	0.2	%	1.3	%
2007	Loans (% of total, by loan type)	13	%	19	%	10	%	19	%	14	%	12	%	21	%	32	%	26	%	18	%
	NPA + 90+ ratio	8.8	%	0.3	%	16.4	%	5.9	%	1.8	%	0.8	%	0.5	%	6.5	%	0.1	%	2.9	%
	YTD NCO ratio	3.0	%	0.0	%	12.2	%	2.0	%	2.7	%	1.4	%	2.8	%	9.3	%	1.9	%	3.1	%
2006	Loans (% of total, by loan type)	35	%	10	%	19	%	15	%	33	%	14	%	12	%	12	%	13	%	15	%
	NPA + 90+ ratio	14.0	%	2.5	%	32.3	%	9.4	%	3.6	%	1.8	%	0.9	%	7.8	%	0.2	%	5.1	%
	YTD NCO ratio	7.9	%	0.0	%	19.9	%	3.4	%	8.3	%	3.5	%	3.4	%	10.6	%	4.0	%	5.1	%
2005	Loans (% of total, by loan type)	39	%	4	%	38	%	25	%	26	%	14	%	11	%	9	%	14	%	17	%
	NPA + 90+ ratio	20.3	%	0.0	%	27.3	%	6.9	%	3.3	%	1.5	%	0.5	%	7.4	%	0.1	%	5.5	%
	YTD NCO ratio	18.3	%	0.0	%	10.9	%	2.6	%	5.5	%	2.2	%	2.2	%	9.2	%	2.7	%	4.1	%
2004 & prior	Loans (% of total, by loan type)	12	%	1	%	31	%	26	%	26	%	44	%	7	%	24	%	5	%	26	%
	NPA + 90+ ratio	20.3	%	0.0	%	13.2	%	5.1	%	2.6	%	1.3	%	1.2	%	10.3	%	0.4	%	3.2	%
	YTD NCO ratio	11.0	%	0.0	%	7.1	%	1.5	%	2.9	%	1.3	%	3.3	%	8.6	%	2.9	%	2.3	%
Total	Loans (% of total, by loan type)	100	%	100	%	100	%	100	%	100	%	100	%	100	%	100	%	100	%	100	%
	NPA + 90+ ratio	16.3	%	0.3	%	22.3	%	6.0	%	3.0	%	1.2	%	0.5	%	6.7	%	0.1	%	3.2	%
	YTD NCO ratio	11.5	%	0.0	%	11.4	%	1.9	%	5.5	%	1.6	%	2.2	%	7.9	%	1.6	%	2.8	%

Note: Consumer net charge-off ratios are calculated using first quarter end of period loan balances

Note: Percentages may not sum due to rounding

8

First Quarter 2009 Portfolio Loan and Lease Stratifications Commercial

9

Total commercial loans ($49.4 billion)
		Florida	Michigan	Other	Total
Other non-owner occupied	Loans (% of total)	4%	5%	14%	22%
RE	NPA ratio	15.9%	6.5%	8.9%	9.6%
	YTD NCO ratio	10.8%	4.4%	3.8%	5.1%
Owner-occupied RE	Loans (% of total)	1%	4%	8%	13%
	NPA ratio	6.2%	4.1%	4.2%	4.4%
	YTD NCO ratio	0.8%	1.5%	0.7%	0.9%
C&I	Loans (% of total)	4%	9%	45%	58%
	NPA ratio	3.7%	2.5%	2.2%	2.4%
	YTD NCO ratio	4.9%	2.3%	1.0%	1.4%
Commercial lease	Loans (% of total)	<1%	<1%	6%	7%
	NPA ratio	0.0%	1.2%	0.8%	0.8%
	YTD NCO ratio	0.0%	0.0%	NM	NM
Other	Loans (% of total)	<1%	<1%	<1%	<1%
	NPA ratio	0.0%	0.0%	0.0%	0.0%
	YTD NCO ratio	0.0%	0.0%	0.0%	0.0%
Total	Loans (% of total)	9%	18%	73%	100%
	NPA ratio	9.1%	3.8%	3.6%	4.1%
	YTD NCO ratio	6.7%	2.6%	1.4%	2.1%
C&I	Loans (% of total)	4%	9%	45%	58%
	NPA ratio	3.7%	2.5%	2.2%	2.4%
	YTD NCO ratio	4.9%	2.3%	1.0%	1.4%
Commercial mortgage	Loans (% of total)	3%	7%	15%	25%
	NPA ratio	9.3%	4.6%	5.4%	5.7%
	YTD NCO ratio	7.1%	2.5%	1.4%	2.5%
Commercial construction	Loans (% of total)	2%	2%	6%	10%
	NPA ratio	21.4%	9.2%	11.5%	12.6%
	YTD NCO ratio	9.5%	5.8%	5.5%	6.2%
Commercial lease	Loans (% of total)	<1%	<1%	6%	7%
	NPA ratio	0.0%	1.2%	0.8%	0.8%
	YTD NCO ratio	0.0%	0.0%	NM	NM
Other	Loans (% of total)	<1%	<1%	<1%	<1%
	NPA ratio	0.0%	0.0%	0.0%	0.0%
	YTD NCO ratio	0.0%	0.0%	0.0%	0.0%
Total	Loans (% of total)	9%	18%	73%	100%
	NPA ratio	9.1%	3.8%	3.6%	4.1%
	YTD NCO ratio	6.7%	2.6%	1.4%	2.1%
Homebuilders / developers	Loans (% of total)	1%	1%	3%	5%
(included in #’s above)	NPA ratio	29.6%	19.5%	23.4%	23.9%
	YTD NCO ratio	9.2%	13.6%	10.4%	10.7%

NPAs exclude loans held-for-sale

Note: Percentages may not sum due to rounding

10

Total commercial loans ($49.4 billion)
		C&I	Commercial mortgage	Commercial construction	Other	Total
Other non-owner occupied	Loans (% of total)	<1%	14%	8%	<1%	22%
RE	NPA ratio	0.0%	7.0%	13.9%	0.0%	9.6%
	YTD NCO ratio	0.0%	3.8%	7.3%	0.0%	5.1%
Owner-occupied RE	Loans (% of total)	<1%	12%	1%	<1%	13%
	NPA ratio	0.0%	4.2%	6.0%	0.0%	4.4%
	YTD NCO ratio	0.0%	1.0%	0.6%	0.0%	0.9%
C&I	Loans (% of total)	58%	<1%	<1%	<1%	58%
	NPA ratio	2.4%	0.0%	0.0%	0.0%	2.4%
	YTD NCO ratio	1.4%	0.0%	0.0%	0.0%	1.4%
Commercial lease	Loans (% of total)	<1%	<1%	<1%	7%	7%
	NPA ratio	0.0%	0.0%	0.0%	0.8%	0.8%
	YTD NCO ratio	0.0%	0.0%	0.0%	NM	NM
Other	Loans (% of total)	<1%	<1%	<1%	<1%	<1%
	NPA ratio	0.0%	0.0%	0.0%	0.0%	0.0%
	YTD NCO ratio	0.0%	0.0%	0.0%	0.0%	0.0%
Total	Loans (% of total)	58%	25%	10%	7%	100%
	NPA ratio	2.4%	5.7%	12.6%	0.8%	4.1%
	YTD NCO ratio	1.4%	2.5%	6.2%	NM	2.1%
Homebuilders / developers	Loans (% of total)	1%	2%	2%	<1%	5%
(included in #’s above)	NPA ratio	7.3%	26.1%	27.4%	0.0%	23.9%
	YTD NCO ratio	4.6%	7.6%	14.9%	0.0%	10.7%

NPAs exclude loans held-for-sale

Note: Percentages may not sum due to rounding

11

		Total commercial loans ($49.4 billion)
		Residential raw land		Residential developed land		Residential vertical land		Commercial raw land		Commercial developed land		Other		Total
Other non-owner occupied RE	Loans (% of total) NPA ratio YTD NCO ratio	1 26.8 15.2	% % %	1 24.3 21.9	% % %	3 22.7 9.1	% % %	1 13.9 9.0	% % %	1 8.1 6.6	% % %	15 3.7 1.5	% % %	22 9.6 5.1	% % %
Owner-occupied RE	Loans (% of total) NPA ratio YTD NCO ratio	<1 0.0 0.0	% % %	<1 62.7 6.0	% % %	<1 8.9 1.7	% % %	<1 0.0 0.0	% % %	<1 2.6 0.0	% % %	13 4.2 0.9	% % %	13 4.4 0.9	% % %
C&I	Loans (% of total) NPA ratio YTD NCO ratio	<1 5.6 3.9	% % %	<1 22.7 2.4	% % %	1 8.4 3.5	% % %	<1 3.6 0.2	% % %	<1 2.8 16.2	% % %	57 2.2 1.4	% % %	58 2.4 1.4	% % %
Commercial lease	Loans (% of total) NPA ratio YTD NCO ratio	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %	7 0.8 NM	% %	7 0.8 NM	% %
Other	Loans (% of total) NPA ratio YTD NCO ratio	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %
Total	Loans (% of total) NPA ratio YTD NCO ratio	1 25.7 14.6	% % %	1 24.9 20.8	% % %	4 18.5 7.3	% % %	1 11.0 6.7	% % %	1 7.5 6.9	% % %	91 2.6 1.2	% % %	100 4.1 2.1	% % %
Florida	Loans (% of total) NPA ratio YTD NCO ratio	<1 31.3 22.8	% % %	<1 33.1 51.1	% % %	1 34.0 13.2	% % %	<1 18.0 11.8	% % %	<1 7.1 8.4	% % %	7 4.2 2.9	% % %	9 9.1 6.7	% % %
Michigan	Loans (% of total) NPA ratio YTD NCO ratio	<1 17.2 22.9	% % %	<1 30.5 24.2	% % %	1 10.3 10.5	% % %	<1 15.9 16.7	% % %	<1 1.9 4.7	% % %	16 2.7 1.3	% % %	18 3.8 2.6	% % %
Other	Loans (% of total) NPA ratio YTD NCO ratio	1 27.5 7.8	% % %	1 19.7 6.8	% % %	3 16.7 5.0	% % %	1 7.2 2.2	% % %	1 8.6 6.4	% % %	68 2.4 1.0	% % %	73 3.6 1.4	% % %
Total	Loans (% of total) NPA ratio YTD NCO ratio	1 25.7 14.6	% % %	1 24.9 20.8	% % %	4 18.5 7.3	% % %	1 11.0 6.7	% % %	1 7.5 6.9	% % %	91 2.6 1.2	% % %	100 4.1 2.1	% % %
Homebuilders / developers (included in #’s above)	Loans (% of total) NPA ratio YTD NCO ratio	1 25.7 11.3	% % %	1 24.8 10.9	% % %	1 27.4 11.5	% % %	<1 0.0 0.0	% % %	<1 0.0 0.0	% % %	1 3.7 6.1	% % %	5 23.9 10.7	% % %

NPAs exclude loans held-for-sale

Note: Percentages may not sum due to rounding

12

Total commercial loans ($49.4 billion)
		C&I	Commercial mortgage	Commercial construction	Other	Total
Accommodation	Loans (% of total) NPA ratio YTD NCO ratio	1% 1.5% 1.4%	1% 4.2% 2.0%	<1% 4.4% 3.1%	<1% 0.0% 0.0%	2% 2.6% 1.6%
Auto manufacturing	Loans (% of total) NPA ratio YTD NCO ratio	1% 0.1% 0.9%	<1% 0.0% 0.0%	<1% 0.0% 0.0%	<1% 0.0% 0.0%	1% 0.1% 0.8%
Construction	Loans (% of total) NPA ratio YTD NCO ratio	3% 5.2% 4.8%	3% 19.1% 5.1%	4% 24.5% 10.0%	<1% 6.3% 0.0%	9% 16.9% 7.0%
Finance & insurance	Loans (% of total) NPA ratio YTD NCO ratio	7% 0.9% 0.1%	<1% 4.4% 0.2%	<1% 1.6% 0.0%	<1% 0.0% 0.0%	7% 1.0% 0.1%
Manufacturing	Loans (% of total) NPA ratio YTD NCO ratio	12% 1.9% 0.5%	1% 4.3% 0.7%	<1% 0.0% 0.0%	1% 1.9% 0.0%	14% 2.1% 0.5%
Real estate	Loans (% of total) NPA ratio YTD NCO ratio	5% 3.5% 1.9%	13% 4.5% 3.1%	4% 6.7% 5.1%	<1% 0.4% 0.0%	23% 4.6% 3.2%
Retail trade	Loans (% of total) NPA ratio YTD NCO ratio	2% 3.0% 3.0%	1% 5.4% 1.5%	<1% 9.5% NM	<1% 3.0% 0.0%	3% 3.9% 2.4%
Auto retailers	Loans (% of total) NPA ratio YTD NCO ratio	3% 6.5% 7.2%	1% 7.2% 0.3%	<1% 0.0% 0.0%	<1% 0.0% 0.0%	4% 6.6% 5.8%
Wholesale trade	Loans (% of total) NPA ratio YTD NCO ratio	4% 1.4% 0.5%	1% 3.4% 4.0%	<1% 2.0% 0.0%	<1% 0.0% 0.0%	5% 1.5% 0.8%
Other	Loans (% of total) NPA ratio YTD NCO ratio	20% 2.0% 1.1%	5% 2.5% 0.5%	1% 1.4% 0.1%	5% 0.5% NM	31% 1.8% 0.8%
Total	Loans (% of total) NPA ratio YTD NCO ratio	58% 2.4% 1.4%	25% 5.7% 2.5%	10% 12.6% 6.2%	7% 0.8% NM	100% 4.1% 2.1%

NPAs exclude loans held-for-sale

Note: Percentages may not sum due to rounding

13

Total commercial loans ($49.4 billion)
		Florida	Michigan	Other	Total
Accommodation	Loans (% of total)	<1%	<1%	1%	2%
	NPA ratio	1.8%	3.7%	2.5%	2.6%
	YTD NCO ratio	4.9%	2.6%	0.4%	1.6%
Auto manufacturing	Loans (% of total)	<1%	1%	1%	1%
	NPA ratio	0.0%	0.0%	0.1%	0.1%
	YTD NCO ratio	0.0%	0.1%	1.5%	0.8%
Construction	Loans (% of total)	1%	2%	7%	9%
	NPA ratio	28.0%	11.6%	16.0%	16.9%
	YTD NCO ratio	4.9%	7.0%	7.3%	7.0%
Finance & insurance	Loans (% of total)	<1%	1%	6%	7%
	NPA ratio	2.2%	1.0%	0.9%	1.0%
	YTD NCO ratio	NM	0.1%	0.2%	0.1%
Manufacturing	Loans (% of total)	<1%	2%	12%	14%
	NPA ratio	2.6%	1.4%	2.2%	2.1%
	YTD NCO ratio	NM	1.2%	0.3%	0.5%
Real estate	Loans (% of total)	3%	6%	14%	23%
	NPA ratio	11.8%	4.1%	3.1%	4.6%
	YTD NCO ratio	11.9%	2.8%	1.2%	3.2%
Retail trade	Loans (% of total)	<1%	1%	2%	3%
	NPA ratio	2.5%	5.3%	3.5%	3.9%
	YTD NCO ratio	3.5%	5.0%	1.3%	2.4%
Auto retailers	Loans (% of total)	<1%	1%	3%	4%
	NPA ratio	6.8%	1.3%	7.6%	6.6%
	YTD NCO ratio	37.8%	2.2%	3.1%	5.8%
Wholesale trade	Loans (% of total)	<1%	1%	4%	5%
	NPA ratio	0.7%	2.8%	1.4%	1.5%
	YTD NCO ratio	0.2%	2.5%	0.6%	0.8%
Other	Loans (% of total)	2%	4%	25%	31%
	NPA ratio	0.8%	3.1%	1.7%	1.8%
	YTD NCO ratio	0.4%	1.9%	0.6%	0.8%
Total	Loans (% of total)	9%	18%	73%	100%
	NPA ratio	9.1%	3.8%	3.6%	4.1%
	YTD NCO ratio	6.7%	2.6%	1.4%	2.1%

NPAs exclude loans held-for-sale

Note: Percentages may not sum due to rounding

14

Cautionary statement

This report may contain forward-looking statements about Fifth Third Bancorp and/or the LLC 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 LLC 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, and/or the LLC 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) maintaining capital requirements may limit Fifth Third’s operations and potential growth; (8) changes and trends in capital markets; (9) problems encountered by larger or similar financial institutions may adversely affect the banking industry and/or Fifth Third (10) competitive pressures among depository institutions increase significantly; (11) effects of critical accounting policies and judgments; (12) changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board (FASB) or other regulatory agencies; (13) legislative or regulatory changes or actions, or significant litigation, adversely affect Fifth Third, and/or the LLC or the businesses in which these entities are engaged; (14) ability to maintain favorable ratings from rating agencies; (15) fluctuation of Fifth Third’s stock price; (16) ability to attract and retain key personnel; (17) ability to receive dividends from its subsidiaries; (18) potentially dilutive effect of future acquisitions on current shareholders’ ownership of Fifth Third; (19) effects of accounting or financial results of one or more acquired entities; (20) difficulties in separating the operations of the LLC; (21) lower than expected gains related to the sale of businesses; (22) loss of income from the sale of businesses that could have an adverse effect on Fifth Third’s earnings and future growth; (23) failure to consummate the joint venture transaction; (24) ability to secure confidential information through the use of computer systems and telecommunications networks; and (25) 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, 2008, 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 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.