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): August 12, 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 7.01 Regulation FD Disclosure

On August 12, 2009, Fifth Third Bancorp will present its August Investor Update. A copy of this presentation is attached as Exhibit 99.1. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1 Fifth Third Bancorp Presentation

SIGNATURES

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

	FIFTH THIRD BANCORP
	(Registrant)
August 12, 2009	/s/ Ross J. Kari
	Ross J. Kari
	Executive Vice President and
	Chief Financial Officer

EX-99.1

Fifth Third Bank | All Rights Reserved

Investor Update

August 12, 2009

Please refer to earnings release dated July 23, 2009 and 10-Q dated August 10,

2009

for

further

information,

including

full

results

reported

on

a

U.S.

GAAP

basis

Exhibit 99.1

2

Fifth Third Bank | All Rights Reserved

2Q09 in review

Continued core business momentum

•

Net income of $882M, diluted EPS of $1.15

•

Net interest margin of 3.26%, up 20 bps sequentially

•

Noninterest income up 11% from 2Q08 excluding processing

JV gain and investment securities gains/losses, on strong

mortgage banking and payments processing revenue

•

Excluding FDIC special assessment, expenses flat

sequentially reflecting continued tight expense control

Managed credit and improved asset quality

•

NPAs* increased 7% from the previous quarter

•

Allowance to loan ratio increased to 4.28%

•

Allowance to nonperforming loans ratio of 135%

•

Allowance to annualized net charge-off ratio of 1.4 times

•

Charge-offs at $626M, in-line with expectations

Strengthened regulatory capital levels

•

Generated $1.4B in tangible common equity through

combination of common equity offering and exchange of

cash/common stock for convertible preferred stock

•

Completed processing business joint venture, generating

$1.1B after-tax gain and $1.3B in tangible common equity

•

Tangible common equity ratio of 6.5%

•

Tier 1 common ratio of 6.9%; Tier 1 ratio of 12.9%

•

In July, sold class B common stock in Visa, Inc. for net after-

tax benefit of ~$206M, improving pro forma capital ratios by 19

bps

•

Exceeded $1.1B SCAP commitment by 60%

* Excludes loans held-for-sale

3

Fifth Third Bank | All Rights Reserved

Net interest income

Peer group: BAC, BBT, CMA, FHN, HBAN, JPM, KEY, MI, MTB, PNC, RF, STI, USB, WFC, ZION

Source: SNL and company reports

Results above exclude $130M and $6M charge related to leveraged lease litigation in 2Q08 and 1Q09, respectively. Also excluded is $31M, $215M, $81M,

$41M, and $35M in loan discount accretion from the First Charter

acquisition in 2Q08, 3Q08 , 4Q08, 1Q09, and 2Q09, respectively.

3.13%

2.92%

3.15%

3.37%

3.44%

2.0%

2.5%

3.0%

3.5%

4.0%

2Q08

3Q08

4Q08

1Q09

2Q09

$300

$400

$500

$600

$700

$800

$900

Net interest income (right axis)

NIM

Core NII and NIM

•

Net interest income increased 7% sequentially

and net interest margin increased 20 bps, driven

by:

–

Wider spreads on loan originations

–

Deposit mix shift to lower cost core

deposits as higher priced term deposits

issued in 2H08 matured

•

Expect further positive momentum in NII and

continued expansion in NIM in 2H09

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

2Q08

3Q08

4Q08

1Q09

2Q09

0

100

200

300

400

Spread (right axis)

Asset yield

Liability rate

Yields and rates

7%

20 bps

1%

3 bps

NIM growth

NII growth

FITB

Peer average

SEQ NII and NIM growth compared to peers

4

Fifth Third Bank | All Rights Reserved

Fee income –

core trends*

$0

$100

$200

$300

$400

$500

$600

$700

$800

$900

2Q08

3Q08

4Q08

1Q09

2Q09

* Reported year-over-year fee income growth of 258%. Results above exclude $1.764B gain on processing JV in 2Q09. Excludes $54M BOLI charge in 1Q09. Excludes $34M  

BOLI charge in 4Q08. Excludes $76M in litigation revenue from a prior acquisition and $27M BOLI charge in 3Q08. Excludes securities gains/losses in all periods.

** Mortgage banking includes securities gains on non-qualifying hedges on MSRs

Payment

processing

Deposit service

charges

Investment

advisory

Corporate

banking

Mortgage**

Other

4%

2%

(21%)

(11%)

NM

119%

YOY

growth

Payment Processing:

•

Strong transaction volumes offset by lower average

ticket size

•

Merchant up 20% sequentially and 10% year-over-year;

Bankcard up 10% sequentially and 3% year-over-year;

Financial institutions down 2% sequentially and 3%

year-over-year

Deposit Service Charges:

•

Strong net new account production

•

Retail up 20% sequentially, commercial up 2%

Investment Advisory:

•

Year-over-year decline driven by market value declines

Corporate Banking:

•

Year-over-year decline due to lower volume of interest

rate derivatives sale and FX revenue, offset by growth

in institutional sales and business lending fees

Mortgage Banking:

•

Record $6.9B in originations leading to gains on

mortgages sold of $161M

5

Fifth Third Bank | All Rights Reserved

Fee income recap*

411

429

419

402

383

64

64

62

60

66

86

67

67

150

188

171

171

168

163

177

$0

$100

$200

$300

$400

$500

$600

$700

$800

2Q08

3Q08

4Q08

1Q09

2Q09

Core

Interchange

Mortgage banking**

Processing JV

•

Historical electronic payment processing revenue includes EFT revenue and Merchant Processing revenue as well

as debit card and business credit card interchange

–

EFT Revenue and Merchant Processing Revenue now part of Fifth Third Processing Solutions, LLC

–

Debit and business card interchange activity remains with Fifth Third

•

Strong mortgage banking results expected to moderate in 2H09 but

to exceed 2008 results

* Reported year-over-year fee income growth of 258%. Results above exclude $1.764B gain on processing JV in 2Q09. Excludes $54M BOLI charge in 1Q09. Excludes $34M  

BOLI charge in 4Q08. Excludes $76M in litigation revenue from a prior acquisition and $27M BOLI charge in 3Q08. Excludes securities gains/losses in all periods.

** Mortgage banking includes securities gains on non-qualifying hedges on MSRs

6

Fifth Third Bank | All Rights Reserved

$0

$100

$200

$300

$400

$500

$600

$700

$800

$900

2Q08

3Q08

4Q08

1Q09

2Q09

2Q09 Pro

Forma

$0

$100

$200

$300

$400

$500

$600

$700

$800

$900

2Q08

3Q08

4Q08

1Q09

2Q09

2Q09 Pro

Forma

$0

$100

$200

$300

$400

$500

$600

$700

$800

$900

$1,000

$1,100

2Q08

3Q08

4Q08

1Q09

2Q09

2Q09 Pro

Forma

Pre-tax pre-provision earnings: Impact of FTPS

Net interest income

Operating expenses

Pre-tax pre-provision earnings

Fee income

Excludes

$1.764B

gain

on

processing

JV

in

2Q09.

Excludes

$130M

charge

from

leveraged

lease

settlement

in

2Q08

and

$6M

charge

in

1Q09.

Excludes

securities

gains/losses

and

BOLI

charges

in

all

periods.

Excludes

$13M

of

acquisition

related

charges

in

2Q08,

$40M

of

net

benefit

from

successful

resolution

of

CitFed

litigation

in

3Q08,

goodwill

impairment

charge

of

$965M

and

Visa

charge

of

$6M

in

4Q08,

$8M

of

severance

expense

in

1Q09

and

FDIC assessment of $55M in 2Q09. Mortgage revenue and operating expenses from FITB internal segment reporting, also includes mortgage revenue allocation to other segments. Assumes equity method income of zero for

purposes of illustration.

$0

$100

$200

$300

$400

$500

$600

$700

$800

$900

$1,000

$1,100

2Q08

3Q08

4Q08

1Q09

2Q09

2Q09 Pro

Forma

Core

PAAs

Mortgage banking

Transition revenue/note

Joint venture

Core

Mortgage banking

Transition revenue

Joint venture (EPP)

Core

Mortgage banking

JV

PAAs

Core

Mortgage banking

Joint venture (EPP expense)

~($177M)

~ +$37M)

~($112M)

-~ +$67M

~ ($65M)

~ +$30M

net      

($140M)

net       

($45M)

7

Fifth Third Bank | All Rights Reserved

Balance sheet:

continued shift back toward core funding

50

51

53

50

49

33

33

33

34

33

2Q08

3Q08

4Q08

1Q09

2Q09

Commercial Loans

Consumer Loans

28

28

28

30

32

23

22

21

21

21

12

13

15

16

16

2Q08

3Q08

4Q08

1Q09

2Q09

Demand/IBT

Savings/MMDA

Consumer CD/Core foreign

Extended nearly $39B of new and renewed credit in 1H09

Commercial loans

•

Reduced exposure to homebuilder/developer and other non-

owner occupied loans; sale or transfer to held-for-sale of

$1.3B in 4Q08

•

C&I loans down primarily due to lower line usage

•

Ceased non-owner occupied and homebuilder/developer

originations

Consumer loans

•

Modest year-over-year growth in home equity, auto and credit

card loans

•

Strong mortgage originations resulted in $3B in residential

mortgage loans held-for-sale warehouse

•

Core deposit to loan ratio of 84%, up from 76% in 2Q08

•

Everyday Great Rates strategy continues to drive core

deposit growth

–

DDAs up 7% sequentially and 19% from the previous

year

–

Commercial core deposits up 2% sequentially and 3%

from the previous year

–

Retail core deposits up 3% sequentially and 11% from

the previous year

–

Reduced wholesale funding by nearly $7B from 1Q09

Average loan growth ($B)

Average core deposit growth ($B)

83

84

86

84

82

63

63

64

67

69

8

Fifth Third Bank | All Rights Reserved

Strong liquidity profile

31

0

500

500

1,639

2,262

2009

2010

2011

2012

2013

2014 on

Fifth Third Bank (Ohio)

Current unused available borrowing capacity $22B

FHLB borrowings $3B; core deposits $69B; equity $14B

All market borrowings by Fifth Third Bank (OH)

Holding Company cash at 6/30/09: $3.5B

Expected cash obligations over the next 12 months

—

$0 debt maturities

—

~$39M common dividends

—

~$205M preferred dividends

—

~$270M interest and other expenses

Cash currently sufficient to satisfy all fixed obligations over

the next twenty-four months (debt maturities, common and

preferred dividends, interest and other expenses) without

accessing capital markets; relying on dividends from

subsidiaries; proceeds from asset sales

Holding company unsecured debt maturities ($M)

2009

2010

2011

2012

2013

2014 on

Fifth Third Bancorp

Fifth Third Capital Trust

4,956

750

0

0

0

0

Bank unsecured debt maturities ($M)

Demand

14%

Interest

Checking

13%

Savings /

MMDA

17%

Foreign Office

2%

Consumer

Time

12%

Non-core

Deposits

10%

ST Borrowings

7%

Equity

12%

Long Term

Debt

9%

Other

liabilities

4%

Heavily core funded (Bancorp)

9

Fifth Third Bank | All Rights Reserved

Credit by portfolio*

C&I

27%

Home equity

14%

Card

7%

Commercial

construction

13%

Commercial

mortgage

14%

Residential

mortgage

18%

Auto

6%

Other

consumer

1%

Net charge-offs by loan type

Net charge-offs by geography

* NPAs exclude loans held-for-sale.

MI

19%

FL

26%

KY

4%

NC

1%

IN

5%

OH

16%

IL

12%

TN

2%

Other /

National

15%

($ 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

$28,409

$12,407

$4,491

$3,532

$48,839

$8,489

$12,511

$8,741

$1,914

$935

$32,590

$81,429

% of total

35%

15%

6%

4%

60%

10%

16%

11%

2%

1%

40%

NPAs

$634

$791

$735

$51

$2,211

$475

$73

$20

$59

$1

$628

$2,839

NPA ratio

2.23%

6.37%

16.36%

1.45%

4.52%

5.59%

0.58%

0.23%

3.08%

0.09%

1.92%

3.48%

Net charge-offs

$177

$85

$79

$1

$342

$112

$88

$36

$45

$3

$284

$626

Net charge-off ratio

2.53%

2.73%

6.76%

0.02%

2.81%

5.17%

2.81%

1.65%

9.64%

1.95%

3.48%

3.08%

10

Fifth Third Bank | All Rights Reserved

Portfolio performance drivers

Performance largely driven by

No participation in

Discontinued or suspended lending

* 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 and Michigan most stressed, Michigan

beginning to stabilize

•

Remaining Midwest and Southeast performance 

reflect economic trends

Products

•

Homebuilder/developer charge-offs $76M in 2Q09

–

Total charge-off ratio 3.1% (2.8% ex-HBs)

–

Commercial charge-off ratio 2.8% (2.3% ex-

HBs)

•

Brokered home equity charge-offs 7.4% in 2Q09

–

Direct home equity portfolio 1.9%

2Q09 NCO Ratios

Coml

Cons

Total

FL/MI

4.1%

6.3%

5.0%

Other

2.3%

2.4%

2.3%

•

Subprime

•

Option ARMs

Discontinued in 2007

•

Brokered home equity ($2.1B)

Suspended in 2008

•

Homebuilder/residential development ($2.1B)

•

Other non-owner occupied commercial RE excluding

homebuilder/developer ($8.4B)

Salability

•

Mortgage company originations targeting 95%

salability*

Total

2.8%

3.5%

3.1%

Mortgage portfolio

11

Fifth Third Bank | All Rights Reserved

Aggressive loss mitigation

Closed HFS

3/31/2009

HFS balance

Customer

payments

FV

adjustments

Gain/loss

Sold

$22

($26)

$0

$4

Settled or Closed

6

(16)

3

7

Transferred to OREO

13

(11)

(2)

0

Total

$40

($52)

$1

$11

Remaining HFS

3/31/2009

HFS balance

Customer

payments

FV

adjustments

6/30/2009

HFS balance

Total

$362

($3)

($7)

$352

Loss mitigation activities

Loss mitigation and containment

—

Implemented Watch and Criticized

Asset Reduction initiative

—

Major expansion of commercial and

consumer workout teams

—

Implemented aggressive home equity

line management program

—

Expanded consumer credit outreach

program

—

Rigorous review of geographic

exposures

—

Continue to evaluate potential sales of

problem loans

Reset policies and guidelines

—

Eliminated all brokered home equity

production

—

Significantly tightened underwriting

limits and exception authorities

—

Further restrictions on consumer

guidelines for weaker geographies

—

Suspended all new residential

development lending and non-owner

occupied commercial property lending

—

New concentration limits for

commercial and consumer portfolio

2Q09 commercial HFS portfolio summary ($M)

12

Fifth Third Bank | All Rights Reserved

2Q09 credit trends

0.0%

1.0%

2.0%

3.0%

4.0%

2Q07

3Q07

4Q07

1Q08

2Q08

3Q08

4Q08

1Q09

2Q09

FITB

Peer Average

Source: SNL and company reports. NPAs exclude held-for-sale portion for all banks.

*

NPA

formation

=

(EOP

NPAs

–

BOP

NPAs

+

NCOs)

/

BOP

NPAs.

0%

20%

40%

60%

80%

2Q07

3Q07

4Q07

1Q08

2Q08

3Q08

4Q08

1Q09

2Q09

FITB

Peer Average

3.2%

2.7%

1.5%

2.4%

2008

1H09

FITB

Peer Average

NPA ratio versus peers

NPA formation* versus peers

Net charge-off ratio versus peers

2Q09

YOY change

SEQ change

1.

MTB

21%

(41%)

(48%)

2.

FITB

31%

(44%)

(45%)

3.

ZION

37%

(53%)

(45%)

4.

PNC

51%

37%

(38%)

5.

FHN

17%

(73%)

(34%)

6.

BBT

38%

(22%)

(31%)

7.

BAC

55%

(23%)

(30%)

8.

KEY

53%

105%

(30%)

9.

USB

45%

(45%)

(25%)

10.

MI

38%

(44%)

(21%)

11.

STI

33%

(25%)

4%

12.

RF

83%

60%

5%

13.

WFC

80%

61%

5%

14.

HBAN

32%

(35%)

8%

15.

JPM

60%

(6%)

21%

16.

CMA

38%

(30%)

49%

Peer Average

45%

(9%)

(14%)

NPA formation*

13

Fifth Third Bank | All Rights Reserved

Net loan losses vs. SCAP adverse scenario

Total net charge-offs for 1H09 were $1.1B,

much

lower

than

the

assumption

under

the SCAP adverse scenario

Net loan losses in 3Q09 are expected to

increase moderately due to higher

commercial real estate charge-offs

partially offset by lower consumer real

estate charge-offs

Loan losses are not expected to approach

the losses assumed under the SCAP

adverse scenario

—

Through three of eight quarters,

currently expect to have incurred

approximately 20% of total assumed

losses under the adverse scenario

$1.6

1H09

$1.1

1H09

FITB

SCAP Adverse Scenario*

3Q09

Net charge-offs ($B)

* 1H09 represents Fifth Third’s assumption for losses under the SCAP economic assumptions provided for more adverse scenario. (Supervisory estimates of more adverse scenario

losses were not allocated by period.)

$9.1

14

Fifth Third Bank | All Rights Reserved

Strong reserve position

344

463

1,627

490

626

375

478

729

283

415

1.85%

2.41%

3.72%

4.28%

3.31%

$0

$500

$1,000

$1,500

$2,000

$2,500

2Q08

3Q08

4Q08

1Q09

2Q09

Net Charge-offs

Additional Provision

Reserves

Industry leading reserve level

Coverage ratios are strong relative to peers (%)

1.35

1.23

1.39

0.98

0.85

1.07

Reserves / NPLs

Reserves / NPAs

Reserves / 2Q09 Annualized NCOs

FITB

Peer Average

Source: SNL and company reports. NPAs/NPLs exclude held-for-sale portion for all banks.

1.

FHN

4.91%

2.

FITB

4.28%

3.

JPM

4.27%

4.

BAC

3.59%

5.

KEY

3.53%

6.

ZION

3.01%

7.

MI

2.86%

8.

WFC

2.80%

9.

PNC

2.77%

10.

USB

2.40%

11.

HBAN

2.38%

12.

RF

2.37%

13.

STI

2.36%

14.

BBT

2.19%

15.

CMA

1.89%

16.

MTB

1.65%

Peer Average

2.87%

Reserves / Loans

15

Fifth Third Bank | All Rights Reserved

9.5%

8.4%

8.1%

7.7%

7.7%

7.4%

7.3%

6.9%

6.9%

6.8%

6.7%

6.7%

6.1%

6.0%

5.3%

4.5%

FHN

BBT

RF

CMA

JPM

STI

KEY

FITB

BAC

HBAN

MI

USB

ZION

MTB*

PNC

WFC

Strong capital position

* Estimated

Peer average: 7.0%

Tier 1 common ratio

In July, sold class B common stock in Visa, Inc. for an after-tax benefit of

~$206M, improving pro forma capital ratios by 19 bps (not included)

15.6%

12.9%

12.4%

12.3%

12.2%

11.9%

11.9%

11.6%

10.6%

10.5%

9.9%

9.8%

9.7%

9.6%

9.4%

8.2%

FHN

FITB

KEY

STI

RF

BAC

HBAN

CMA

BBT

PNC

MI

WFC

JPM

ZION

USB

MTB

Peer average: 11.0%

Tier 1 capital ratio

Source: SNL and company reports

16

Fifth Third Bank | All Rights Reserved

18.2%

15.5%

14.3%

13.6%

13.6%

12.2%

11.7%

11.6%

11.3%

10.7%

10.1%

9.6%

9.4%

8.3%

8.0%

7.3%

JPM

FHN

BAC

FITB

KEY

CMA

RF

MI

BBT

STI

ZION

HBAN

USB

WFC

PNC

MTB

7.6%

7.4%

7.3%

7.1%

6.6%

6.5%

6.0%

6.0%

5.7%

5.5%

5.0%

4.8%

4.7%

4.4%

3.6%

3.2%

CMA

KEY

FHN

MI

RF

FITB

STI

BBT

ZION

HBAN

USB

JPM

BAC

MTB

WFC

PNC

Strong capital position continued

TCE + Reserves / Loans

Peer average: 5.6%

Peer average: 11.4%

Tangible common equity ratio

In July, sold class B common stock in Visa, Inc. for an after-tax benefit of

~$206M, improving pro forma capital ratios by 19 bps (not included)

Source: SNL and company reports.

17

Fifth Third Bank | All Rights Reserved

Summary

•

Everyday Great Rates strategy

driving core deposit growth

•

Consistent fee income

production from lines of

business

•

Ongoing expense control

•

Positive momentum in NII and

continued expansion in NIM

•

Continued shift back toward

core funding

Core franchise is sound

•

Strong reserve coverage of

problem loans

•

Aggressive management has

mitigated areas of highest risk

•

1H09 losses much lower than

SCAP assumptions

•

Problems expected to continue

but deterioration expected to

be below 2008/early 2009

pace

Aggressive management of

credit issues

•

Strong liquidity profile

•

Advent sale completed capital

plan announced in June 2008

•

$1B common equity issuance

over-subscribed 3-4x

•

Generated $441M common

equity through preferred

exchange

•

Exceeded Tier 1 common

equity commitment by 60%

Capital further strengthened

Fifth Third continues to execute on its strategic initiatives and

is focused on being well-positioned for the turn of the cycle.

Fifth Third Bank | All Rights Reserved

Appendix

19

Fifth Third Bank | All Rights Reserved

Nonperforming assets*

•

Total NPAs of $2.8B

•

Homebuilder/developer NPAs of $613M;

represent 22% of total NPAs

•

Commercial NPAs of $2.2B; growth driven

by CRE, particularly in MI and FL

•

Consumer NPAs of $628M; flat compared to

previous quarter

21%

7%

16%

11%

7%

1%

11%

15%

11%

12%

17%

51%

1%

1%

6%

3%

2%

7%

20%

38%

9%

11%

6%

2%

8%

6%

17%

8%

9%

3%

9%

6%

26%

2%

20%

C&I^ (24%)

CRE (54%)

Residential (19%)

Other Consumer (3%)

Residential

$548M

19%

C&I^

$685M

24%

Other

$80M

3%

CRE

$1.5B

54%

^ C&I includes commercial lease

ILLINOIS

INDIANA

FLORIDA

TENNESSEE

KENTUCKY

OHIO

MICHIGAN

NORTH

CAROLINA

OTHER /

NATIONAL

* NPAs exclude loans held-for-sale.

20

Fifth Third Bank | All Rights Reserved

Commercial & industrial*

Loans by geography

Credit trends

Loans by industry

Comments

•

37%

of

2Q09

losses

on

loans

to

auto

dealers

and

companies

in

real estate related industries

–

Loans to auto dealers of $1.5B, of which $1.1B are C&I  

loans; YTD NCO ratio on C&I portion: 8.2%

–

Loans to real estate related industries of $3.6B; YTD

NCO ratio of 3.5%

•

Low exposure to FL (6% of loans, 13% of losses in 2Q09)

OH

23%

IN

8%

Other

23%

NC

1%

TN

3%

IL

14%

KY

6%

FL

6%

MI

16%

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

transferred to held-for-sale in 4Q08.

Auto Retailers

4%

Wholesale

Trade

7%

Other

35%

Real Estate

8%

Manufacturing

19%

Finance &

Insurance

15%

Auto

Manufacturing

2%

Construction

5%

Retail Trade

3%

Accomodation

2%

($ in millions)

2Q08

3Q08

4Q08

1Q09

2Q09

Balance

$28,958

$29,424

$29,197

$28,617

$28,409

90+ days delinquent

$52

$108

$76

$131

$142

as % of loans

0.18%

0.37%

0.26%

0.46%

0.50%

NPAs

$414

$557

$548

$675

$634

as % of loans

1.43%

1.89%

1.88%

2.36%

2.23%

Net charge-offs

$107

$85

$382

$103

$177

as % of loans

1.52%

1.19%

5.03%

1.45%

2.53%

C&I

21

Fifth Third Bank | All Rights Reserved

Commercial mortgage*

Accomodation

3%

Retail Trade

4%

Construction

11%

Auto

Manufacturing

0%

Finance &

Insurance

1%

Manufacturing

4%

Real Estate

51%

Other

21%

Wholesale

Trade

2%

Auto Retailers

3%

Loans by geography

Credit trends

Loans by industry

Comments

•

Owner occupied YTD NCO ratio of 1.6%, other non-owner

occupied YTD NCO ratio of 3.5%

•

In 4Q08 reduced concentrations in most stressed markets (FL

and MI)

•

Loans

from

FL/MI

represented

45%

of

total

losses

in

2Q09,

39%

of total loans

OH

29%

IN

7%

IL

10%

KY

4%

TN

2%

NC

7%

Other

2%

FL

13%

MI

26%

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

transferred to held-for-sale in 4Q08.

($ in millions)

2Q08

3Q08

4Q08

1Q09

2Q09

Balance

$13,394

$13,355

$12,502

$12,560

$12,407

90+ days delinquent

$150

$157

$136

$124

$131

as % of loans

1.12%

1.17%

1.09%

0.99%

1.06%

NPAs

$540

$749

$502

$718

$791

as % of loans

4.03%

5.61%

4.02%

5.72%

6.37%

Net charge-offs

$21

$94

$94

$77

$85

as % of loans

0.66%

2.82%

2.84%

2.50%

2.73%

Commercial mortgage

22

Fifth Third Bank | All Rights Reserved

Commercial construction*

Accomodation

1%

Auto Retailers

1%

Finance &

insurance

3%

Construction

36%

Manufacturing

1%

Real estate

46%

Retail Trade

1%

Other

10%

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

9%

KY

4%

TN

4%

NC

8%

Other

5%

FL

19%

MI

15%

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

transferred to held-for-sale in 4Q08.

($ in millions)

2Q08

3Q08

4Q08

1Q09

2Q09

Balance

$6,007

$6,002

$5,114

$4,745

$4,491

90+ days delinquent

$53

$84

$73

$49

$60

as % of loans

0.88%

1.40%

1.44%

1.02%

1.34%

NPAs

$552

$659

$400

$597

$735

as % of loans

9.19%

10.98%

7.82%

12.59%

16.36%

Net charge-offs

$49

$88

$151

$76

$79

as % of loans

3.46%

5.71%

10.00%

6.21%

6.76%

Commercial construction

23

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

•

4% of commercial loans; < 3% of total gross loans

•

Balance by product approximately 48% Construction, 

38% Mortgage, 14% C&I

MI

18%

OH

24%

IN

6%

IL

5%

KY

4%

TN

4%

NC

16%

Other

4%

FL

19%

C&I

14%

Commercial

construction

48%

Commercial

mortgage

38%

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

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

transferred to held-for-sale in 4Q08.

($ in millions)

2Q08*

3Q08

4Q08

1Q09

2Q09

Balance

$3,295

$3,065

$2,481

$2,322

$2,102

90+ days delinquent

$123

$105

$74

$37

$53

as % of loans

3.73%

3.41%

2.98%

1.59%

2.51%

NPAs

$547

$702

$366

$554

$613

as % of loans

16.62%

22.89%

14.74%

23.87%

29.14%

Net charge-offs

$34

$163

$128

$64

$76

as % of loans

4.63%

19.75%

19.71%

10.73%

14.06%

Homebuilders/developers

24

Fifth Third Bank | All Rights Reserved

Residential mortgage

1    liens: 100% ; weighted average LTV: 77%

Weighted average origination FICO: 727

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 26%; 70.1-80 41%; 80.1-90 11%;

90.1-95 5%; >95% 17%

Vintage distribution: 2009 2%; 2008 14%; 2007 17%; 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 65% total loss

FL lots ($327M) 28% 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)

2Q08

3Q08

4Q08

1Q09

2Q09

Balance

$9,866

$9,351

$9,385

$8,875

$8,489

90+ days delinquent

$229

$185

$198

$231

$242

as % of loans

2.32%

1.98%

2.11%

2.60%

2.85%

NPAs

$285

$339

$397

$475

$475

as % of loans

2.89%

3.62%

4.23%

5.35%

5.59%

Net charge-offs

$63

$77

$68

$75

$112

as % of loans

2.57%

3.16%

2.90%

3.27%

5.17%

Residential mortgage

st

25

Fifth Third Bank | All Rights Reserved

Home equity

1    liens: 25%; 2     liens: 75%

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 37%; 70.1-80 21%; 80.1-90 18%; 90.1-95 8%; >95

16%

Vintage distribution: 2009 3%; 2008 12%; 2007 12%; 2006 17%; 2005

16%; 2004 and prior 40%

% through broker channels: 17% WA FICO: 740 brokered, 760 direct; WA

CLTV: 90% brokered; 73% direct

Portfolio details

Comments

Brokered loans by geography

Direct loans by geography

Credit trends

Approximately 17% of portfolio concentration in broker product

driving approximately 44% total loss

Portfolio

experiencing

high

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

32%

IN

9%

IL

12%

KY

9%

Other

1%

FL

9%

NC

5%

TN

2%

MI

21%

OH

25%

IN

10%

IL

11%

KY

7%

Other

20%

FL

3%

NC

1%

TN

2%

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

($ in millions)

2Q08

3Q08

4Q08

1Q09

2Q09

Balance

$2,433

$2,368

$2,313

$2,225

$2,125

90+ days delinquent

$34

$31

$37

$42

$34

as % of loans

1.40%

1.33%

1.58%

1.91%

1.58%

Net charge-offs

$28

$30

$26

$30

$39

as % of loans

4.64%

5.05%

4.52%

5.46%

7.41%

Home equity - brokered

($ in millions)

2Q08*

3Q08

4Q08

1Q09

2Q09

Balance

$9,988

$10,232

$10,439

$10,486

$10,386

90+ days delinquent

$42

$41

$58

$61

$63

as % of loans

0.42%

0.40%

0.55%

0.59%

0.61%

Net charge-offs

$27

$26

$27

$42

$49

as % of loans

1.07%

1.00%

1.04%

1.62%

1.91%

Home equity - direct

nd

nd

st

st

nd

26

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

21%

20%

10%

30%

12%

6%

1%

COML

MORTGAGE

C&I

RESI

MORTGAGE

OTHER

CONS

COML

CONST

COML

LEASE

HOME

EQUITY

AUTO

CREDIT

CARD

Total Loans

NPAs

NCOs

36%

26%

27%

10%

1%

14%

8%

17%

45%

3%

10%

3%

* NPAs exclude loans held-for-sale.

($ in millions)

Loans

(bn)

% of

FITB

NPAs

(mm)

% of

FITB

NCOs

(mm)

% of

FITB

Commercial loans

1.8

6%

74

12%

23

13%

Commercial mortgage

1.7

13%

195

25%

13

15%

Commercial construction

0.8

19%

204

28%

28

35%

Commercial lease

0.0

0%

-

0%

-

0%

Commercial

4.3

9%

473

21%

64

19%

Mortgage

2.5

29%

267

56%

73

65%

Home equity

1.0

8%

8

12%

16

18%

Auto

0.5

6%

2

8%

5

15%

Credit card

0.1

6%

3

5%

5

10%

Other consumer

0.0

2%

0

21%

0

8%

Consumer

4.1

13%

280

45%

99

34%

Total

8.4

10%

753

27%

163

26%

27

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

33%

23%

5%

2%

9%

19%

7%

2%

COML

MORTGAGE

C&I

RESI

MORTGAGE

OTHER

CONS

COML

CONST

COML

LEASE

HOME

EQUITY

AUTO

CREDIT

CARD

Total Loans

NPAs

NCOs

25%

21%

10%

20%

4%

7%

13%

22%

38%

20%

1%

4%

1%

11%

3%

* NPAs exclude loans held-for-sale.

($ in millions)

Loans

(bn)

% of

FITB

NPAs

(mm)

% of

FITB

NCOs

(mm)

% of

FITB

Commercial loans

4.7

16%

97

15%

30

17%

Commercial mortgage

3.2

26%

168

21%

25

30%

Commercial construction

0.7

15%

87

12%

15

19%

Commercial lease

0.2

6%

5

9%

0

0%

Commercial

8.8

18%

357

16%

70

21%

Mortgage

1.2

14%

46

10%

12

10%

Home equity

2.6

21%

19

26%

24

27%

Auto

1.0

11%

3

14%

5

13%

Credit card

0.3

17%

13

23%

8

19%

Other consumer

0.1

7%

0

8%

1

10%

Consumer

5.2

16%

81

13%

50

17%

Total

14.0

17%

438

15%

120

19%

28

Fifth Third Bank | All Rights Reserved

Cautionary statement

This

report

may

contain

statements

that

we

believe

are

“forward-looking

statements”

within

the

meaning

of

Section

27A

of

the

Securities

Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended,

and Rule 3b-6 promulgated thereunder. These statements relate to our financial condition, results of operations, plans, objectives, future

performance

or

business.

They

usually

can

be

identified

by

the

use

of

forward-looking

language

such

as

“will

likely

result,”

“may,”

“are

expected to,”

“is anticipated,”

“estimate,”

“forecast,”

“projected,”

“intends to,”

or may include other similar words or phrases such as

“believes,”

“plans,”

“trend,”

“objective,”

“continue,”

“remain,”

or

similar

expressions,

or

future

or

conditional

verbs

such

as

“will,”

“would,”

“should,”

“could,”

“might,”

“can,”

or similar verbs. You should not place undue reliance on these statements, as they are subject to risks and

uncertainties,

including

but

not

limited

to

the

risk

factors

set

forth

in

our

most

recent

Annual

Report

on

Form

10-K

and

our

most

recent

quarterly report on Form 10-Q. When considering these forward-looking statements, you should keep in mind these risks and

uncertainties,

as

well

as

any

cautionary

statements

we

may

make.

Moreover,

you

should

treat

these

statements

as

speaking

only

as

of

the

date they are made and based only on information then actually known to us.

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 nationally or in the states in which Fifth Third, one or more acquired

entities and/or the combined company do business, are less favorable than expected; (2) deteriorating credit quality; (3) political

developments, wars or other hostilities may disrupt or increase volatility in securities markets or other economic conditions; (4) changes in

the interest rate environment reduce interest margins; (5) prepayment speeds, loan origination and sale volumes, charge-offs and loan

loss provisions; (6) Fifth Third’s ability to maintain required capital levels and adequate sources of funding and liquidity; (7) 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,

one

or

more

acquired

entities

and/or

the

combined

company

or

the

businesses

in

which

Fifth

Third,

one

or

more

acquired

entities

and/or

the

combined

company

are

engaged;

(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)  lower than

expected gains related to any sale or potential sale of businesses; (21) difficulties in separating Fifth Third Processing Solutions from Fifth

Third; (22) loss of income from any sale or potential sale of businesses that could have an adverse effect on Fifth Third’s earnings and

future growth; (23) ability to secure confidential information through the use of computer systems and telecommunications networks; and

(24)

the

impact

of

reputational

risk

created

by

these

developments

on

such

matters

as

business

generation

and

retention,

funding

and

liquidity.

You

should

refer

to

our

periodic

and

current

reports

filed

with

the

Securities

and

Exchange

Commission,

or

“SEC,”

for

further

information

on other factors which could cause actual results to be significantly different from those expressed or implied by these forward-looking

statements.