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): March 9, 2011

(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 March 9, 2011, Fifth Third Bancorp will present at the Citi 2011 Financial Services Conference. A copy of this presentation is attached as Exhibit 99.1. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1   Fifth Third Bancorp Presentation

SIGNATURES

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

	FIFTH THIRD BANCORP
	(Registrant)
March 9, 2011	/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

Citi Financial Services Conference

Kevin T. Kabat

President & Chief Executive Officer

March 9, 2011

Please refer to earnings release dated January 19, 2011 and

10-K dated February 28, 2011 for further information

2

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Fifth Third Bank | All Rights Reserved

Key themes

Well-positioned for success and leadership in new banking landscape

Return to solid profitability

in 2010, broad-based credit

improvements, exceed fully

phased-in Basel III capital

standards today

Completely exited all

crisis-era government

support programs, one of

the few large banks without

TLGP-guaranteed debt

Continued investments in

business throughout crisis

to maintain and enhance

revenue-generating

capability

No significant business at

Fifth Third impaired during

crisis; traditional banking

focus consistent with

direction of financial reform

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Fifth Third franchise

Naples

Kentucky

Tennessee

Georgia

Florida

North

Carolina

West

Virginia

Pennsylvania

Ohio

Michigan

Illinois

Indiana

Missouri

Branch Banking

Consumer Lending

Commercial Banking

Investment Advisors

•

$1.1bn total revenue

•

$20.5bn average loans

•

$65.6bn mortgage servicing

portfolio

•

7,700 dealer indirect auto lending

network

•

Top 5 market share leader within

the non-captive prime auto

lending space

•

$69mm credit interchange

revenue

•

1,312 full-service banking centers

•

2,445 full-service ATMs

•

$2.4bn total revenue

•

$17.8bn average loans

•

$44.6bn average core deposits

•

1.5mm online banking customers

•

$204mm debit interchange

revenue

•

$2.2bn total revenue

•

$38.4bn average loans

•

$24.2bn average core deposits

•

1,350 large corporate client

relationships

•

18,500 middle market client

relationships

•

236,500 treasury management

lead accounts

•

$494mm total revenue

•

$2.6bn average loans

•

$5.9bn average core deposits

•

$25bn assets under management

•

$266bn assets under care

Headquartered in Cincinnati, Ohio with 15 affiliates

across the Midwest and Southeast United States

•

49% interest in Fifth Third Processing Solutions, LLC

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A foundation of continued growth

Capital

–

foundation for continued growth

—

Tier

1

common

capital

has

increased

313bps

or

$2.6bn

1

—

Capital base transformed through series of capital actions

–

9.4% pro forma Tier 1 ratio excluding trust preferred

securities to be phased-out beginning 2013

—

Capital levels supplemented by strong reserve levels

–

Loan loss reserves 3.88% of loans and 179% of NPLs

—

9.0% pro forma Tier 1 common ratio is $1.0bn in excess of

internal 8.0% target

Credit

–

ongoing discipline driving steady improvement

—

Broad-based improvements in problem loans

–

72% reduction in 90+ day delinquent loans since 3Q09

–

NCO ratio of 1.86%, first time below 2.0% since 2Q08

–

164%

PPNR

2

/

NCOs

in

4Q10

—

Balance sheet risk lowered through asset sales, resolutions

–

$1.3bn (43%) decline in NPLs since 4Q09

Profitability

–

recent results support positive momentum

—

PPNR remained stable throughout cycle

—

5 consecutive quarters of increasing earnings with 3 consecutive

profitable quarters

—

Return on assets 1.18%; Return on average common equity

10.4% in 4Q10

1

Since December 31, 2008

2 

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

noninterest expense

3

Nonperforming

loans

and

leases

as

a

percent

of

portfolio

loans,

leases

and

other

assets,

including other real estate owned (excludes nonaccrual loans held-for-sale)

4

Excluding $510mm net charge-offs attributable to credit actions and $127mm in net BOLI

settlement gains

Tier 1 common ratio (%)

NPL / Loans

3

(%)

PPNR / Net charge-offs (%)

Return on assets (%)

4

5

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Fifth Third Bank | All Rights Reserved

Diverse revenue stream

•

Improving economy supportive of underlying revenue growth from loan growth and business fee income

–

Higher market interest rates in future should add further benefit

•

Negative impact of Reg E fully absorbed into results in 4Q10

•

Timing and initial impact of debit interchange legislation currently unknown

–

Legislative changes possible

–

Timing of implementation 2H11, unless timeline altered

–

~3%

of

revenue

at

risk

from

initial

impact

before

mitigating

actions

–

Valuable product and service; expect to mitigate through adjustments to product and service offerings

Deposit fees

Corporate

banking

Investment

advisors

Other

Mortgage

Card & Processing

42% Fee income

NII

Fee income as % of 2010 revenue

4Q10 Fee income distribution

Economic trends should support long-term improvement in results through

balance sheet growth and higher business activity

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Shift to higher quality average loan balances

•

Average commercial loan balances 56% of loans in 4Q10

•

Suspended homebuilder and developer lending in 4Q07 and

commercial non-owner occupied real estate lending in 2Q08

–

CRE loans represented only 17% of total loan portfolio

–

CRE portfolio balances 31% in 4Q10 vs. 38% in 4Q07,

decreased 23% or $3.9bn

•

Sold or transferred to held-for-sale $1.3bn of CRE loans in

4Q08 and transferred $961mm of commercial loans to held-

for-sale in 3Q10 (majority sold in 4Q10)

•

C&I loans represented 62% of commercial loans and grew 7%

sequentially in 4Q10*

•

Average consumer loan balances 44% of loans in 4Q10

•

Discontinued origination of brokered home equity products

at the end of 2007

•

Sold $228mm of mostly non-performing residential mortgage

loans in 3Q10

•

Top 5 market share leader within the non-captive prime auto

lending space

•

Began retaining branch-originated and shorter-term

mortgages in 3Q10

Note: Balances exclude loans held-for-sale

* Excludes impact of Fifth Third Processing Solutions, LLC loan refinancing in 4Q10

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Strong pre-provision net revenue

Core PPNR trend

Pre-provision net revenue (PPNR): net interest income plus noninterest income minus noninterest expense; refer to appendix for reconciliation

Source: SNL Financial and company reports. Data as of 4Q10.

•

Reported PPNR of $583mm down 34% from strong 3Q10 levels, which

included higher mortgage banking revenue, and up 4% over prior year

•

Adjusted PPNR of $576mm, due to adjustments totaling ($7mm),

resulting in sequential decrease of 9% and year-over-year increase of

2%

•

Excluding the impact of credit-related adjustments ($87mm in 4Q10),

PPNR down 11% versus 3Q10; stable versus 4Q09

Robust profitability provides strong loss absorption

Core PPNR / Risk-weighted assets

Core PPNR / Net charge-offs

Core PPNR / HFI Nonperforming assets

2

1

Peer

average

excludes

MTB

2

NPAs exclude covered assets for BBT, USB, ZION

*

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ROAA upside remains

Fourth quarter ROA of 1.18% included

—

Provision expense / average loans

of 87 bps

—

$87mm of credit-related costs in

revenue and expense

Elevated credit costs should decline as

conditions normalize

—

Credit-related costs historically of

~$25mm (pre-credit crisis)

—

1997-2006 Average Provision /

Loans of ~50 bps (45 bps average

net charge-off ratio)

—

4Q10 results and historical average

credit results would produce an

ROAA of approximately 1.4%

Long-term target of 1.30 –

1.50% Return on Assets

Earning Asset growth

Mid-50% efficiency ratio

NIM of 3.5-4.0%

Provision of 40-60 bps

Fees / Revenue ~40%

Mitigation of financial reform

4Q10

Actual

4Q10

Illustrative

PPNR ex-credit costs*

$670

$670

Credit costs

(87)

(25)

Reported PPNR

583

645

Provision**

(166)

(95)

Pre-tax income

417

550

Taxes***

(84)

(165)

Net Income

333

385

ROAA

1.18%

1.37%

Illustrative ROA calculation using

historical NCO and credit-related costs

* PPNR before inclusion of credit costs

** Illustrative provision calculated using 50 bps historical average provision / loan ratio

*** Assumed effective tax rate of ~30%

Strong relative credit trends

FITB problem credit metrics have moved below peer levels

HFI 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)

5.0%

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Source: SNL Financial and company filings. Peers include: BBT, CMA, HBAN, KEY, MI, MTB, PNC, RF, STI, USB, WFC, and ZION.

NPA and NCO ratios exclude loans held-for-sale and covered assets for peers where appropriate.. 

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

^ Expected as of January 19, 2011

3.8%

Before credit

actions

2.3%*

Before credit

actions

1Q11

expect

stable^

Credit metrics & reserve coverage outperform peers

HFI NPA

Ratio

Net Charge-off Ratio (Annualized)

Reserve coverage strong relative to problem assets and losses

Peer average: 2.2%

Peer average: 3.5%

Reserves / NPLs

Peer average: 111%

Reserves / Net Charge-offs (Annualized)

Peer average: 156%

FITB credit metrics lower than peers and represent position of relative strength

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Fifth Third Bank | All Rights Reserved

Source: SNL Financial and company reports. Data as of 4Q10. HFI NPAs and NPLs exclude loans held-for-sale and also exclude covered assets for BBT, USB, and ZION 

Strong pro forma capital position

Fifth Third’s capital position will be well in excess of any established standards and most peers

Red: repaid TARP

Tier 1 common (peers)

Tier 1 common (FITB)

Reserves

(Tier 1 common + reserves) / RWA

(not

adjusted

for Basel III)

11.6%

12.1%

11.4%

12.2%

12.0%

12.4%

11.4%

10.3%

11.3%

9.9%

10.5%

10.2%

7.9%

10.8%

CMA    PNC    KEY    HBAN  BBT     PF      ZION   WFC    STI

RF     USB

FITB      MI      MTB

FITB¹

Bank     PF     Bank  Bank   Bank  Bank   Bank   FITB   Bank  Bank    Bank  Bank   Bank  Bank  Bank   Bank   Bank    

1      FITB²

2         3           4         5         6              

7         8          9        10         11       12     

13        14       15

12.3%

9.3%

7.5%

10.7%

Peers not in order of graph at left; estimated

(Tier 1 common + reserves) / RWA

(adjusted

for Basel III)

Note: Estimates

based

on

current

Basel

III

rules

released

by

the

Basel

Committee,

not

adjusted for potential mitigation efforts. Four large peers include estimated Basel III RWA

impact based on BIS proposals

2

Pro forma for TARP redemption and issuance of $1.7bn of common equity net of

associated items, and phase-out of trust-preferred securities

1

Pro forma for TARP redemption and issuance of $1.7bn of common equity net of

associated items.

Reserves

Tier 1 common (peers)

Tier 1 common (FITB)

Source: SNL Financial, company filings, and third-party estimates. Regulatory financial data as of 4Q10. Common equity ratios for non-TARP repayers exclude discount accretion from

attribution of TARP value. Refer to Regulation G Non-GAAP Reconciliation in appendix.

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12

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Fifth Third Bank | All Rights Reserved

Capital management philosophy

•

Return excess capital to shareholders after assessment of other capital deployment alternatives and

maintenance of buffers over targeted and required capital levels

•

Evaluate any share repurchases in context of stock price level

•

Not expected in near term

Share repurchases*

•

Prudently expand franchise or increase density in core markets via disciplined acquisitions or de novos

•

Attain top 3 market position in 65% of markets or more

Strategic opportunities*

•

Strong levels of profitability would support significantly higher dividend than current dividend

•

Subject to consideration and approval of plans submitted under CCPR**

Return to more normal dividend policy*

•

Support growth of core banking franchise

•

Improving loan demand in recovering economy

Organic growth opportunities

* Subject to Board of Directors and regulatory approval

** Comprehensive Capital Plan Review by Federal Reserve

Internal Tier 1 common equity target of 8% range

Continuing to invest for the future

13

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Fifth Third Bank | All Rights Reserved

14

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Fifth Third Bank | All Rights Reserved

Customer-centric traditional banking model:

well-positioned for changed financial landscape

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

—

Largest bank headquartered within Fifth Third’s core Midwest footprint

—

Focus on expansion and development of businesses where regional leadership matters

–

Retail, small business, and mid-market commercial

–

Select national lines where the bank has a distinctive element (i.e., Fifth Third

Processing Solutions, Indirect Auto, Healthcare)

—

Didn’t / don’t originate or sell CDOs or securitize loans on behalf of others; no mortgage

securitizations outstanding (except ~$120mm HELOC from 2003)

—

Didn’t / don’t originate or sell subprime mortgages or Option ARMs

—

Low level of financial system “interconnectedness”

(e.g., Fifth Third loss in Lehman

bankruptcy should be less than $2mm)

—

Little to no impact from Volcker rule (de minimis market maker in derivatives,

proprietary trading); daily VaR less than $500 thousand

–

Small private equity portfolio ~$100mm (holding company subsidiary)

Fifth Third’s businesses have performed well through the crisis -

expect reintermediation

and the landscape to evolve further toward our traditional strengths

No significant business at Fifth Third impaired during crisis; traditional banking focus

consistent with direction of financial reform

15

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Fifth Third Bank | All Rights Reserved

Well-positioned for the future

•

Holding company cash currently sufficient for more than two years of obligations; no holding company or

Bank debt maturities until 2013

•

Bank level capital ratios significantly above most peers

•

After TARP repayment, Fifth Third has completely exited all crisis-era government support programs

–

Fifth Third is one of the few large banks that have no TLGP-guaranteed debt

Superior capital and liquidity position

•

$1.2bn problem assets addressed through loan sales and transfer to HFS in 3Q10

•

NCOs

less

than

2%

of

average

loans

(annualized);

213%

reserves

/

annualized

NCOs

•

Substantial reduction in exposure to CRE since 1Q09; relatively low CRE exposure versus peers

Proactive approach to risk management

•

Traditional commercial banking franchise built on customer-oriented localized operating model

•

Strong market share in key markets with focus on further improving density

•

Fee income ~40% of total revenues

Diversified traditional banking platform

•

PPNR has remained strong throughout the credit cycle

•

PPNR substantially exceeds annual net charge-offs (164% PPNR / NCOs in 4Q10)

•

1.18% ROAA in 4Q10

Strong industry leader in earnings power

16

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Fifth Third Bank | All Rights Reserved

Cautionary statement

This

report

contains

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.

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,

including the recently enacted Dodd-Frank Wall Street Reform and Consumer Protection Act; (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.

17

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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)

•

2010 debit interchange revenue of $204mm

•

2010 debit interchange $ volume: $15.7B

–

Signature $12.2B, PIN $3.5B

–

Signature 347mm, PIN 86mm

•

Fed has proposed limits on debt interchange; proposal

currently out for comment

•

Proposals would apply caps of $0.12 or $0.07 per transaction

(e.g., on volume which in 2010 was 433 million transactions)

•

If proposal implemented as written, we would expect

substantial mitigation of any reduction in revenue through

actions by FITB and competitors to recapture costs of providing

this service to customers and merchants

Deposit

Insurance

•

Current assessed base (Deposits): ~$78B

•

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

•

FITB rate under new industry assessment, based

upon large bank scorecard, less than rate under old

assessment

•

Lower due to reduced share of assessed base

Reg. E

•

Requires

customers

to

“opt-in”

to

allow

non-recurring

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

•

Estimated 4Q10 impact of $17mm ($68mm annualized)

to deposit service charges, before effect of mitigation; in

full run-rate for 4Q10

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

–

Expected to be 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 and

does not include benefit of mitigation activities. Please refer also to cautionary statement.

•

2010 debit interchange transaction volume:

433mm

18

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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 9% from 3Q10,

outstanding demand requests ($) down 13%

Virtually all sold loans and new claims relate to GSEs or GNMA

—

98% of outstanding balance of loans sold

—

92% of outstanding claims

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

vintages

—

75% 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)

4Q09

1Q10

2Q10

3Q10

4Q10

Beginning balance

$48

$58

$84

$85

$103

Net reserve additions

25

39

19

49

21

Repurchase losses

(15)

(13)

(18)

(31)

(23)

Ending balance

$58

$84

$85

$103

$101

Outstanding Counterparty Claims ($ in millions)

Outstanding Balance of Sold Loans ($ in millions)

GSE

GNMA

Private

Total

2005 and prior

$8,497

$333

$705

$9,535

2006

2,194

71

333

2,598

2007

3,591

105

285

3,981

2008

3,746

847

-

4,593

2009 and later

25,355

7,173

-

32,527

Total

$43,382

$8,529

$1,323

$53,234

* Includes reps and warranty reserve ($85mm) and reserve for loans sold with recourse ($16mm).

19

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Fifth Third Bank | All Rights Reserved

Troubled debt restructurings (TDR) overview

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 less likely to redefault than

modifications on GSE mortgages

Of $1.8bn in consumer TDRs, $1.6bn were on accrual status

and $206mm were nonaccruals

—

$1.1bn

of

TDRs

are

current

and

have

been

on

the

books 6 or more months; within that, nearly $800mm

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 see much lower defaults on current loans after a

vintage approaches 12 months since modification

TDR performance has improved in newer vintages

Outperforming redefault benchmarks

Source:  Fifth Third and OCC/OTS data through 3Q10

Mortgage TDR 60+ redefault trend by vintage

1Q08      $55

2Q08    $114

3Q08    $112

4Q08    $128

1Q09    $189

2Q09    $219

Months since modification

Mortgage TDR 60+ redefault rate: Fifth Third comparison

(January 1, 2008 through September 2010)

Fannie Mae

Industry

portfolio loans

Fifth Third

Volume by

vintage ($mm)

Freddie Mac

3Q09    $269

Current consumer TDRs (%)

4Q09    $137

$1.1bn

2008

2009

1Q10    $131

2Q10    $105

©

Fifth Third Bank | All Rights Reserved

Criticized / Classified commercial assets

$3,690

$7,906

$9,961

$8,442

Criticized assets have declined significantly in all categories since the peak in 2009

* Criticized / Classified assets also include $2mm, $9mm, and $2mm of loss assets in 2007, 2008, and 2009, respectively

OAEM

Substandard

Doubtful

20

21

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Fifth Third Bank | All Rights Reserved

NPL

HFI

Rollforward

Commercial

1Q09

2Q09

3Q09

4Q09

1Q10

2Q10

3Q10

4Q10

Beginning NPL Amount

1,406

1,937

2,110

2,430

2,392

2,172

1,980

1,261

New nonaccrual loans

799

544

832

602

405

310

290

308

Paydowns, payoffs, sales and net other activity

(157)

(190)

(246)

(332)

(425)

(401)

(631)

(169)

Charge-offs

(111)

(181)

(266)

(308)

(200)

(100)

(379)

(103)

Ending Commercial NPL

1,937

2,110

2,430

2,392

2,172

1,980

1,261

1,298

Consumer

1Q09

2Q09

3Q09

4Q09

1Q10

2Q10

3Q10

4Q10

Beginning NPL Amount

457

459

477

517

555

561

550

323

New nonaccrual loans

157

125

160

152

137

205

157

159

Net other activity

(155)

(107)

(120)

(114)

(131)

(216)

(384)

(100)

Ending Consumer NPL

459

477

517

555

561

550

323

382

Total NPL

2,396

2,587

2,947

2,947

2,733

2,530

1,584

1,680

Total new nonaccrual loans -

HFI

956

669

992

754

542

515

447

467

NPL Rollforward

Significant improvement in NPL inflows over past two years

* 3Q10 inflows into NPLs HFS were $217mm, reflecting performing loans moved to held-for-sale in 3Q10 that were deemed impaired as a result of the decision to sell these loans

*

*

22

©

Fifth Third Bank | All Rights Reserved

Non-performing loans

Non-performing loans ($mm)

Non-performing loans improving with lower

severity mix; benefit of sales/transfers

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

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

proportionally lower than peers

FITB NPL inflows (relative to loans) vs. peers

FITB

Source: SNL Financial and company filings. Peers include: BAC, BBT, C, CMA, HBAN, JPM, KEY, MI, MTB, PNC, RF, STI, USB, and WFC

New HFI non-performing loan flows ($mm)

NPL inflows have declined significantly

* 3Q10 inflows into NPLs HFS were $217mm, reflecting performing loans moved to held-for-sale in 3Q10 that were deemed impaired as a result of the decision to sell these loans

FITB

ex-HFS

$2.9bn

$2.7bn

$2.5bn

$1.6bn

$1.7bn

23

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Fifth Third Bank | All Rights Reserved

Pre-provision net revenue reconciliation

1Q09

2Q09

3Q09

4Q09

1Q10

2Q10

3Q10

4Q10

Reported PPNR

$511

$2,393

$844

$562

$568

$567

$760

$583

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)

(21)

Litigation reserve expense

-

-

(73)

22  

4  

3  

-

-

Extinguishment of FHLB funding

-

-

-

-

-

-

-

17

FTPS warrants + puts

-

-

-

(20)

2

(10)

5

(3)

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

$576

Credit related items:

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

3

8

45

31

1

15

42

34

Problem asset work-out expenses

94

57

111

73

91

55

67

53

Credit-adjusted core PPNR

$580

$630

$695

$666

$661

$622

$743

$663

24

©

Fifth Third Bank | All Rights Reserved

Regulation G Non-GAAP reconciliation

Fifth Third Bancorp and Subsidiaries

Regulation G Non-GAAP Reconcilation

$ and shares in millions

Proforma

(unaudited)

CS Issue, TARP

December

December

September

June

March

December

2010

2010

2010

2010

2010

2009

Total Bancorp shareholders' equity (U.S. GAAP)

12,292

14,051

13,884

13,701

13,408

13,497

Less: 

Preferred stock

(398)

(3,654)

(3,642)

(3,631)

(3,620)

(3,609)

Goodwill

(2,417)

(2,417)

(2,417)

(2,417)

(2,417)

(2,417)

Intangible assets

(62)

(62)

(72)

(83)

(94)

(106)

Tangible common equity, including unrealized gains / losses (a)

9,415

7,918

7,753

7,570

7,277

7,365

Less: Accumulated other comprehensive income / loss

(314)

(314)

(432)

(440)

(288)

(241)

Tangible common equity, excluding unrealized gains / losses (b)

9,101

7,604

7,321

7,130

6,989

7,124

Add back: Preferred stock

398

3,654

3,642

3,631

3,620

3,609

Tangible equity (c)

9,499

11,258

10,963

10,761

10,609

10,733

Total assets (U.S. GAAP)

111,007

111,007

112,322

112,025

112,651

113,380

Less: 

Goodwill

(2,417)

(2,417)

(2,417)

(2,417)

(2,417)

(2,417)

Intangible assets

(62)

(62)

(72)

(83)

(94)

(106)

Tangible assets, including unrealized gains / losses (d)

108,528

108,528

109,833

109,525

110,140

110,857

Less: Accumulated other comprehensive income / loss, before tax

(483)

(483)

(665)

(677)

(443)

(370)

Tangible assets, excluding unrealized gains / losses (e)

108,045

108,045

109,168

108,848

109,697

110,487

Total Bancorp shareholders' equity (U.S. GAAP)

12,292

14,051

13,884

13,701

13,408

13,497

Goodwill and certain other intangibles

(2,546)

(2,546)

(2,525)

(2,537)

(2,556)

(2,565)

Unrealized gains

(314)

(314)

(432)

(440)

(288)

(241)

Qualifying trust preferred securities

2,763

2,763

2,763

2,763

2,763

2,763

Other

11

11

8

(25)

(30)

(26)

Tier I capital

12,206

13,965

13,698

13,462

13,297

13,428

Less:

Preferred stock

(398)

(3,654)

(3,642)

(3,631)

(3,620)

(3,609)

Qualifying trust preferred securities

(2,763)

(2,763)

(2,763)

(2,763)

(2,763)

(2,763)

Qualifying noncontrolling interest in consolidated subsidiaries

(30)

(30)

(30)

-

-

-

Tier I common equity (f)

9,015

7,518

7,263

7,068

6,914

7,056

Common shares outstanding (g)

919

796

796

796

795

795

Risk-weighted assets, determined in accordance with

prescribed regulatory requirements (h)

100,193

100,193

98,904

98,604

99,281

100,933

Ratios:

Tangible equity (c) / (e)

8.79%

10.42%

10.04%

9.89%

9.67%

9.71%

Tangible common equity (excluding unrealized gains/losses) (b) / (e)

8.42%

7.04%

6.70%

6.55%

6.37%

6.45%

Tangible common equity (including unrealized gains/losses) (a) / (d)

8.68%

7.30%

7.06%

6.91%

6.61%

6.64%

Tangible common equity as a percent of risk-weighted assets

(excluding unrealized gains/losses) (b) / (h)

9.08%

7.59%

7.40%

7.23%

7.04%

7.06%

Tangible book value per share (a) / (g)

10.25

9.94

9.74

9.51

9.16

9.26

Tier I common equity (f) / (h)

9.00%

7.50%

7.34%

7.17%

6.96%

6.99%

For the Three Months Ended

25

©

Fifth Third Bank | All Rights Reserved

Regulation G Non-GAAP reconciliation

Phase out of TRUPs (TARP, Equity raise)

4Q10

Tier 1 Capital ratio

Tier 1 capital

13,964,857

$             

TARP repay

(3,408,000)

$             

TRUPs

(2,762,782)

Equity raise

1,648,830

$               

9,442,905

$               

RWA

100,193,435

$           

Asset increase

-

$                          

100,193,435

$           

Tier 1

13.9%

Tier 1 pro forma

9.4%