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): November 4, 2010

(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 November 4, 2010, Fifth Third Bancorp will present at the BancAnalysts Association of Boston Conference. A copy of this presentation is attached as Exhibit 99.1. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1 Fifth Third Bancorp Presentation

SIGNATURES

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

	FIFTH THIRD BANCORP
	(Registrant)
November 4, 2010	/s/ Daniel T. Poston
	Daniel T. Poston
	Executive Vice President and Chief Financial Officer

EX-99.1

©

Fifth Third Bank | All Rights Reserved

Exhibit 99.1

BancAnalysts

Association of Boston

Conference

Daniel T. Poston

Executive Vice President & Chief Financial Officer

November 4, 2010

Please refer to earnings release dated October 21, 2010 for further information

2

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Fifth Third Bank | All Rights Reserved

3Q10 in review

3Q10

credit

actions

driving

further

improvement in credit trends

•

Sale or transfer to held-for-sale of $1.2B in loans: $228mm of consumer loans

and $961mm of commercial loans

•

Net charge-offs $956mm: $510mm on credit actions, $446mm otherwise

•

Compared with 2Q10, nonperforming assets (NPAs) declined 30% (flat before

the effect of 3Q credit actions) and nonperforming loans (NPLs) declined 38%

(down 2% before the effect of 3Q credit actions)

–

Total delinquencies down 10% sequentially (lowest level since 1Q07)

•

Provision expense of $457mm

–

~$337mm reserve reductions related to credit actions, ~$162mm reserve

reductions related to remainder of portfolio

•

Loan loss allowance of 4.20%; coverage 153% of NPAs

and 202% of NPLs

Actions driving progress

•

Focusing on credit quality, portfolio management and loss mitigation strategies

•

Executing on customer satisfaction initiatives and improving customer loyalty

•

Enhancing breadth and profitability of offerings and relationships

•

Becoming an employer of choice in the industry by continuing to enhance

employee engagement

Continued

strong

operating

results

•

Net income available to common shareholders of $175mm, or $0.22 per diluted

share

–

Includes $127mm pre-tax net impact of BOLI settlement and 3Q10 credit

actions described below

•

Return on average assets of 0.84%; return on average common equity of 6.8%

•

Pre-provision net revenue (PPNR)* of $760mm: $633mm excluding BOLI, driven

by strong NII growth and higher fees reflecting mortgage results

•

Strong capital ratios: Tier 1 common 7.3%, Tier 1 ratio 13.9%, Total

capital ratio 18.3%

* Pre-provision net revenue: net interest income plus noninterest income minus noninterest expense

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Strong profitability results

Core PPNR / Average assets (Annualized)*

Core PPNR / NCOs*

ROAA

Source: SNL Financial and company reports. Data as of 3Q10.

* Core pre-tax pre-provision earnings excludes the following items: securities gains/losses, gains/losses from debt extinguishments, leveraged lease gains/losses, gains from

asset sales, and other non-recurring items. Net charge-offs exclude net charge-offs related to loans sold or moved to held-for-sale during 3Q10 for FITB ($510mm), RF

($233mm), and BBT ($432mm)

•

Strong PPNR profitability creates

higher than average loss

absorption capacity

•

Profitability not dependent on

reserve releases

•

Return on assets higher than peer

average

Lighter portion excludes

charge-offs on loans sold

or moved to held-for-sale

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Stable net interest income trends

(bps)

NIM and YOY growth versus peers

Peers include: BBT, CMA, HBAN, KEY, MI, MTB, PNC, RF, STI, USB, WFC, ZION

Source: SNL Financial and company reports

*

Reflects purchase accounting adjustments from the First Charter acquisition of $29mm, $24mm, $21mm, $17mm, and $14mm in 3Q09, 4Q09, 1Q10, 2Q10, and 3Q10,

respectively.

Yields and rates

NII and NIM (FTE)

($mm)

•

Sequential trends in net interest income and net

interest margin (FTE) reflect CD runoff and

repricing, lower securities premium amortization,

and a mix shift towards higher-yielding loans

–

NII up $29 million, or 3%, sequentially and

up $42 million, or 5%, year-over-year

–

NIM up 13 bps sequentially and 27 bps

year-over-year

Liability mix and pricing discipline drive

strong net interest income/NIM results

•

Strong, deposit rich core funding mix

supports relatively low cost of funds

–

Low reliance on wholesale funding

•

Continued pricing discipline on

commercial loans, consistent with market

trends toward better risk-adjusted spreads

–

C&I spreads over 1-month LIBOR

have increased more than 150 bps in

the past two years

Source: SNL Financial and company reports as of 3Q10.

Deposits / Assets

C&I Spread to 1-month LIBOR

3Q10 Cost of Funds Peer Comparison

Peer average 1.01%

Peer average 70%

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Stable loan trends and strong core funding

•

Extended $22 billion of new and renewed credit in 3Q10

•

C&I loans up 1% sequentially largely due to higher originations of ~$1.1

billion per month during the quarter

•

CRE loans down 4% sequentially and 14% from the previous year

•

Consumer loans flat sequentially and up 1% from the previous year

•

Warehoused residential mortgage loans held-for-sale were $2.1 billion at

quarter end

Flat QoQ;  (4%) YoY

(2%) QoQ; +8% YoY

•

Core deposit to loan ratio of 98%, up from 87% in 3Q09

•

DDAs

flat sequentially and up 14% year-over-year

•

Retail average transaction deposits up 1% sequentially and 13% from the

previous year, driven by growth in savings, demand deposit, and money

market account balances

•

Commercial average transaction deposits down 4% sequentially, driven by

$1.2B decline in public funds balances

Average loan growth ($B)^

Average core deposit growth ($B)

80

78

78

70

72

76

Average wholesale funding ($B)

26

20

22

•

Reduced

wholesale

funding

by

$6.7

billion

from

the

third

quarter

of

2009

–

Non-core deposits down 4% sequentially and 40% from the previous year

–

Short term borrowings up 25% sequentially, although still very low levels,

and down 62% from the previous year

–

Long-term debt up 1% sequentially and 8% from the previous year

^ Excludes loans held-for-sale

Note: Numbers may not sum due to rounding

77

77

19

19

75

6

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Core fee income growth and stable core expenses

Core fee income ($mm)

Core expenses ($mm)

•

Core noninterest income of $676mm increased $74mm, or 13%,

compared with prior quarter, primarily due to increased mortgage

banking net revenue

•

Sequential strength in mortgage banking revenue (+104%) and

investment advisory revenue (+4%)

•

3Q10 mortgage revenue results reflected continued strong originations

and refinancing activity ~$5.6B in originations in 3Q10

•

Deposit

service

charges

down

just

4%

sequentially

despite

impact

from

Reg

E (impact from Reg

E expected to be ~$15-20mm/qtr before

mitigation)

•

Credit-related costs affected fee income by $40mm in 3Q10 compared

with $14mm in 2Q10 and $45mm in 3Q09

•

Expense trends continue to reflect elevated credit costs

•

Core efficiency ratio of 59.9% in 3Q10, compared with 62.6% in 2Q10 and

64.4% in 3Q09

•

Credit-related costs affected noninterest expenses by $67mm in 3Q10

($55mm in 2Q10 and $111mm in 3Q09)

•

Noninterest expense related to mortgage repurchases ~$45mm in 3Q10

compared with $18mm in 2Q10 and $11mm in 3Q09

–

Increased claims, file requests and losses resulted in higher 3Q10

mortgage repurchase expense and increase in reserve (mortgage

repurchase

reserve

increased

~$18mm

in

3Q10)

* Refer to slide 19 for itemized effects of non-core fees and expenses

8

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Impact of portfolio actions

•

Residential mortgage loan sale

–

$228 million of balances sold

–

$205 million of balances were

nonaccrual

–

$123 million of NCO realized

•

Commercial HFS transfer

–

$961 million of balances

transferred

–

$694 million of balances were

nonaccrual

–

$387 million of NCO realized

•

Reserve reduction

–

Approximately $337 million related

to sale or transfer of loans to held-

for-sale

Residential mortgages sold

Balances

NCO

Florida

$141

$72

Ohio

25

15

Illinois

15

9

Michigan

15

8

Indiana

10

6

Other

23

13

Total

$228

$123

Commercial

HFS

transfers

-

O/S

Florida

Michigan

Other

Total

Commercial mortgage

$174

$45

$267

$486

Commercial construction

32

12

123

167

C&I

51

38

219

308

Total

$257

$95

$609

$961

Commercial HFS transfers -

nonaccruals

Florida

Michigan

Other

Total

Commercial mortgage

$106

$38

$183

$327

Commercial construction

32

11

86

129

C&I

49

35

154

238

Total

$187

$84

$423

$694

Commercial HFS transfers -

NCO

Florida

Michigan

Other

Total

Commercial mortgage

$75

$20

$107

$202

Commercial construction

20

6

51

77

C&I

26

10

72

108

Total

$121

$36

$230

$387

Net charge-off

composition

Credit

Actions

Remaining

Portfolio

Total

Consumer

$123

$206

$329

Commercial

387

240

627

Total

$510

$446

$956

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Strong relative credit trends

Source: SNL and company reports. NPA and NCO ratios exclude loans held-for-sale and covered assets for peers where appropriate.

* 4Q08 net charge-offs included $800mm in NCOs related to commercial loans moved to held-for-sale; 3Q10 net charge-offs included $510mm in NCOs related to loans sold

or moved to held-for-sale. 4Q10 expectations based on outlook provided on 10/21/10.

FITB

credit

metrics

were

higher

than

peers

but

are

now

generally

better

than

peers

NPA ratio vs. peers

Net charge-off ratio vs. peers*

Loans 90+ days delinquent % vs. peers

Loans 30-89 days delinquent % vs. peers

(7.5%)

(HFS transfer)

3.80%

Before credit

actions

2.33%

Before credit

actions

4Q10 expect

stable*

4Q10 expect

below 2%*

10

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Non-performing loans

Non-performing loans ($mm)

$2.9B

$2.9B

$2.7B

Non-performing loans improving with lower

severity mix; benefit of sale/transfer

$2.5B

Fifth Third’s non-performing loan inflows (relative to loans) were higher

than peers throughout 2008. More recently, FITB inflows have been lower

than peers and generally in the top quartile.

FITB NPL inflows (relative to loans) vs. peers

FITB

Peers include: BAC, BBT, C, CMA, HBAN, JPM, KEY, MI, MTB, PNC, RF, STI, USB, and WFC

New non-performing loan flows ($mm)

NPL flows have declined significantly

$1.6B

11

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Strong credit metrics compared with peers

Source: SNL Financial and company reports.

* Excludes net charge-offs related to loans sold or moved to held-for-sale during 3Q10 for FITB ($510mm), RF ($233mm), and BBT ($432mm).

^ FITB as of 3Q10

HFI NPA Ratio

Peer average: 2.3%

Peer average: 3.8%

Net Charge-off Ratio* (Annualized)

“Texas Ratio”

(HFI NPAs

+ Over 90s) / (Reserves + TCE)

(HFI NPAs

+ Over 90s –

Reserves) / TCE

Peer average: 11%

FITB credit metrics lower than peer average and represent position of relative strength

Peers

2Q10

Peers

2Q10

Peers

3Q10

Peers

3Q10

Strong reserve position

Source: SNL Financial and company reports. NPAs/NPLs

exclude held-for-sale portion for all banks and covered assets for BBT, USB, and ZION.

* Net charge-offs exclude net charge-offs related to loans sold or moved to held-for-sale during 3Q10 for FITB ($510mm), RF ($233mm), and BBT ($432mm)

Coverage ratios are strong relative to peers

Industry leading reserve level

1.

FITB

4.20%

2.

ZION

4.07%

3.

KEY

3.81%

4.

RF

3.77%

5.

HBAN

3.56%

6.

MI

3.51%

7.

PNC

3.48%

8.

WFC

3.18%

9.

USB

2.83%

10.

STI

2.68%

11.

BBT

2.56%

12.

CMA

2.38%

13.

MTB

1.76%

Peer Average

3.13%

Reserves / Loans

12

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Strong capital position

Source: SNL Financial and company reports. Data as of 3Q10.

* MTB Tier 1 capital and Tier 1 common ratios as of 2Q10. MI Tier 1 common ratio as of 2Q10

^ 2Q10 RWA for MTB, PNC, STI, ZION

Strong capital ratios relative to peers, particularly considering reserve levels

(TCE + reserves) / Loans

Peer average: 13.8%

Peer average

w/o TARP: 10%

Tier 1 capital ratio (with and without TARP)

9.2%

10.8%

14.2%

13.6%

12.8%

14.3%

13.9%

12.1%

Tangible common equity ratio

Peer average: 7.2%

(Tier 1 common ratio + reserves) / RWA^

Peer average: 8.1%

TARP

Reserves

10.6%

12.0%

11.2%

11.6%

12.0%

10.5%

10.3%

11.0%

10.9%

10.3%

7.6%

9.8%

10.5%

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Strong liquidity profile

Retail Brokered CD maturities: $254mm in 2010; $31mm in 2011

FHLB borrowings $2.6B

9/30 unused avail. capacity $25B ($18.7B in Fed and $5.8B in FHLB)

Holding Company cash at 9/30/10: $1.2B

—

Total Fed deposits ~$2.9B

Expected cash obligations over the next 12 months (assuming no

TARP repayment)

—

$0 debt maturities

—

~$32mm common dividends

—

~$205mm preferred dividends  (~$35mm Series G, ~$170mm TARP)

—

~$365mm interest and other expenses

Cash currently sufficient to satisfy all fixed obligations* for more than

2.5 years without accessing capital markets/subsidiary dividends/asset

sales

Bank

unsecured

debt

maturities

($mm

–

excl.

Brokered CDs)

Heavily core funded

Holding company unsecured debt maturities ($mm)

* Debt maturities, common and preferred dividends, interest and other expenses

S-T

wholesale

8%

15

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Continuing to invest for the future

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Peer performance summary –

YoY

Comparison

Source: SNL Financial and company reports.

(1)

Regional bank peer average consists of BBT, CMA, HBAN, KEY, MTB,

MI, PNC, RF, STI, USB, WFC, and ZION.

*

Operating fee growth, core pre-tax pre-provision earnings, and operating efficiency ratio exclude the following items: securities gains/losses, gains/losses from debt

extinguishments, leveraged lease gains/losses, gains from asset sales, BOLI litigation, and other non-recurring items. Average loans include only loans held-for-

investment. NPAs

exclude loans held-for-sale and covered assets.

^  Excludes net charge-offs related to loans sold or moved to held-for-sale during 3Q10 for FITB ($510mm), RF ($233mm), and BBT ($432mm).

Continued relative outperformance on key value drivers

FITB

3Q10

Regional bank

peer average

(1)          

3Q10

Performance          

vs. peers

Core pre-tax pre-provision earnings* /

average assets (annualized)

2.2%

1.9%

Better

Operating efficiency ratio*

60%

64%

Better

Net interest margin /

(bps)

3.70% (+27)

3.62% (+26)

Better

NPA ratio* /

(bps)

2.72% (-137)

3.76% (-26)

Better

Net charge-off ratio^ /

(bps)

2.31% (-144)

2.25% (-50)

Inline

Average core deposits growth

7.6%

2.7%

Better

Average loan growth*

(4.3%)

(6.3%)

Better

17

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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) difficulties in separating Fifth Third Processing Solutions from Fifth Third; (21) 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; (22) ability

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

18

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Appendix

19

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Pre-tax pre-provision earnings

Core PPNR trend

* Pre-provision net revenue (PPNR): net interest income plus noninterest income minus noninterest expense

•

Reported PPNR of $760

million up 34% from

strong 2Q10 levels

driven by strong net

interest income growth,

higher fees reflecting

mortgage results and

litigation settlement

•

Adjusted PPNR of $634

million, due to

adjustments totaling

($126) million, resulting

in adjusted sequential

and year-over-year

increases of 15% and

18%, respectively

•

Excluding the impact of

credit-related

adjustments ($107mm in

3Q10), PPNR up 19%

versus 2Q10; up 7%

versus 3Q09

1Q09

2Q09

3Q09

4Q09

1Q10

2Q10

3Q10

Reported PPNR

$511

$2,393

$844

$562

$568

$567

$760

Adjustments:

BOLI

54

-

-

-

-

-

(127)

Gain on sale of Visa shares

-

-

(244)

-

9

-

-

Gain from sale of processing interest

-

(1,764)

6

-

-

-

-

Divested merchant and EFT revenue

(155)

(169)

2

-

-

-

-

Class B Visa swap fair value adjustment

-

-

-

-

-

-

-

Securities gains/losses

24

(5)

(8)

(2)

(14)

(8)

(4)

Visa litigation reserve expense

-

-

(73)

-

-

-

-

Other litigation reserve expense

-

-

-

22

4

3

-

FTPS warrants + puts

-

-

-

(20)

2

(10)

5

Seasonal pension expense

-

-

10

-

-

-

-

FDIC special assessment

-

55

-

-

-

-

-

Divested merchant and EFT expense (est.)

49

54

2

-

-

-

-

Core PPNR

$483

$564

$539

$562

$569

$552

$634

Credit Related Items:

OREO write-downs, FV adjs, & G/L on loan sales

3

8

45

30

1

14

40

Problem asset work-out expenses

94

57

111

73

91

55

67

Credit adjusted PPNR

$580

$630

$695

$665

$661

$621

$741

Adjusted PPNR +31%; Credit adjusted PPNR +28%

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NPL Rollforward

NPL Rollforward

Commercial

1Q09

2Q09

3Q09

4Q09

1Q10

2Q10

3Q10

Beginning NPL Amount

1,406

1,937

2,110

2,430

2,392

2,172

1,980

New nonaccrual loans

799

544

832

602

405

310

290

Paydowns, payoffs, sales and net other activity

(157)

(190)

(246)

(332)

(425)

(401)

(631)

Charge-offs

(111)

(181)

(266)

(308)

(200)

(100)

(379)

Ending Commercial NPL

1,937

2,110

2,430

2,392

2,172

1,980

1,261

Consumer

Q109

Q209

Q309

Q409

Q110

Q210

Q310

Beginning NPL Amount

457

459

477

517

555

561

550

New nonaccrual loans

157

125

160

152

137

205

157

Net other activity

(155)

(107)

(120)

(114)

(131)

(216)

(384)

Ending Consumer NPL

459

477

517

555

561

550

323

Total NPL

2,396

2,587

2,947

2,947

2,733

2,530

1,584

Total new nonaccrual loans

956

669

992

754

542

515

447

Continued significant reduction in inflows of nonperforming loans

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Troubled debt restructurings (TDR) overview

TDR performance has improved in newer vintages

Outperforming redefault

benchmarks

Source:  Fifth Third and OCC/OTS data; data through 1Q10 industry data cumulative through 1Q10 (starting point altered to conform with current OCC reporting)

Mortgage

TDR

60+

redefault

trend

by

vintage

1Q08      $69

2Q08    $135

3Q08    $146

4Q08    $176

1Q09    $221

2Q09    $257

Months since modification

Mortgage

TDR

60+

redefault

rate:

Fifth

Third

comparison

(January 1, 2009 through March 2010)

Fannie Mae

Industry

portfolio loans

Fifth Third

Volume by

vintage ($mm)

Freddie Mac

3Q09    $386

4Q09    $153

$1.0

billion

2008

2009

1Q10    $156

Successive improvement in vintage performance during 2008

and 2009, even as volume of modification increased

Fifth Third’s mortgage portfolio TDRs

have redefaulted

at a

lower rate than other bank held portfolio modifications

—

Fifth Third’s TDRs

are about a third less likely to

redefault

than modifications on GSE mortgages

Of $1.8B in consumer TDRs, $1.59B were on accrual status

and $175mm were nonaccruals

—

$1.0

billion

of

TDRs

are

current

and

have

been

on

the

books 6 or more months; within that, over $700 million

of TDRs

are current and have been on the books for

more than a year

As current TDRs

season, their default propensity declines

significantly

—

We do not typically see significant defaults on current

loans once a vintage approaches 12 months since

modification

21

Current consumer TDRs

(%)

22

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Fifth Third Bank | All Rights Reserved

Industry leading reserve levels

Reserves / NPAs

Reserves / Loans

Source:

SNL

Financial

and

company

reports.

Data

as

of

3Q10.

NPLs

and

NPAs

exclude

loans

held-for-sale.

* Net charge-offs exclude net charge-offs related to loans sold or moved to held-for-sale during 3Q10 for FITB ($510mm), RF ($233mm), and BBT ($432mm)

Reserves / Net Charge-offs* (Annualized)

Reserves / NPLs

Peer average: 3.1%

Peer average: 157%

Reserve

coverage

strong

relative

to

problem

assets

and

losses

Peer average: 89%

Peer average: 107%

Lighter portion excludes

charge-offs on loans sold

or moved to held-for-sale

23

©

Fifth Third Bank | All Rights Reserved

Potential impact of key elements of Dodd-Frank Act

and other recent financial legislation*

Scope of activity

Potential impact**

Volcker Rule /

Derivatives

•

Vast majority of derivatives activities are exempted

(FITB generally not a market maker)

•

Any proprietary trading de minimis

•

“P/E”

fund investments <$100mm (<1% of Tier 1

capital)

•

Expect minimal financial impact from loss of existing

revenue

•

Potentially higher compliance costs despite small levels

of non-exempt activities

Debit

Interchange

(Durbin

Amendment)

•

LTM^ debit interchange revenue of $197mm

•

LTM debit interchange $ volume: $15.3B

–

Signature $11.9B, PIN $3.4B

•

LTM debit interchange transaction volume:

422mm

–

Signature 337mm, PIN 85mm

•

Will

not

know

what

“reasonable”

and

“proportional”

mean

until after Fed study

•

Each 10 bps reduction in overall interchange rates would

represent ~$15mm revenue impact annually, before

effect of mitigation

•

Additional follow-on effects on industry debit card

payments business could result from changes

Deposit

Insurance

•

Current assessed base (Deposits): ~$80B

•

Proposed assessed base (Assets-TE): ~$97B

•

FITB percentage share of new industry assessment

base lower than its percentage share of old base (due

to lower reliance on wholesale funding)

•

Don’t know assessment rates on new base

•

DIF reserve target increase to 1.35% from 1.15%

–

May be achieved from banks >$50B through higher

annual assessments or longer period of elevated

assessments

Reg. E

•

Requires

customers

to

“opt-in”

to

allow

non-recurring

electronic overdrafts (e.g. debit, ATM) from accounts

•

Estimated $15-20mm per quarter ($60-80mm

annualized) reduction to deposit service charges, before

effect of mitigation

Potential impact of these and other elements of financial regulatory reform, such as CFPA activities and many other

aspects, are unknown at this time

TRUPs

exclusion

(Collins

Amendment)

•

~280 bps of non-common Tier 1 capital in capital

structure

•

>300 bps of non-common Tier 1 currently

–

Likely more than needed post-Basel III

•

3-year transition period begins 2013

•

Will manage capital structure to desired composition

* Based on current understanding of legislation. ** Potential impact, as noted above, is not intended to be inclusive of all potential impacts that may result from implementation

of legislation. Please refer also to cautionary statement.

^ LTM = last twelve months

24

©

Fifth Third Bank | All Rights Reserved

Well-positioned for changed financial landscape

Fifth Third’s business model is driven by traditional banking activities

—

Making loans, taking deposits, treasury management

—

Largest bank headquartered within core Midwest footprint

No significant business at Fifth Third impaired during crisis; core business

activities not generally limited by financial reform

—

Didn’t/don’t originate/sell CDOs

or securitize loans on behalf of others; no mortgage

securitizations outstanding (except <$150 million HELOC from 2003)

—

Didn’t/don’t

originate/sell

subprime

mortgages

or

Option ARMs

—

De minimis

market making in derivatives

—

De minimis

proprietary trading

—

Small private equity portfolio <$100 million (holding company subsidiary)

—

Low level of financial system “interconnectedness”

(e.g., Fifth Third loss in Lehman

bankruptcy should be less than $2 million)

—

Daily VaR

less than $500 thousand

While financial reform will be costly, expect financial reform to create new opportunities for

banking industry through re-intermediation

Fifth Third’s businesses have performed well through the crisis, and       

we expect to continue capitalizing on our strong competitive position                         

as the landscape evolves further toward our traditional strengths

25

©

Fifth Third Bank | All Rights Reserved

Mortgage repurchase overview

Demand requests and repurchase losses remain volatile and near-term

repurchase losses are expected to remain elevated

—

Number of outstanding demand requests (units) down 10% from Q2

2010, outstanding demand requests ($) up 11%

Virtually

all

sold

loans

and

new

claims

relate

to

GSEs

or

GNMA

—

96% of outstanding balance of loans sold

—

93% of outstanding claims

Majority of new claims and repurchase losses relate to 2006 through 2008

vintages

—

82% of new claims for 2010 YTD

Majority of outstanding balances of the serviced for others portfolio relates

to origination activity in 2009 and later

Claims and exposure related to whole loan sales (no outstanding first

mortgage securitizations)

Repurchase Reserves* ($ in millions)

Q3

2009

Q4

2009

Q1

2010

Q2

2010

Q3

2010

Beginning balance

$44

$48

$58

$84

$85

Net reserve additions

17

25

39

19

47

Repurchase losses

(13)

(15)

(13)

(18)

(29)

Ending balance

$48

$58

$84

$85

$103

Outstanding Counterparty Claims ($ in millions)

Outstanding Balance of Sold Loans ($ in millions)

GSE

GNMA

Private

Total

2005 and prior

$10,519

$335

$806

$11,660

2006

2,395

74

360

2,829

2007

3,951

107

304

4,362

2008

4,327

915

-

5,242

2009 and later

21,856

6,484

-

28,340

Total

$43,048

$7,915

$1,470

$52,433

*

Includes reps and warranty reserve ($86 million) and reserve for

loans sold with recourse ($17 million).