FIFTH THIRD BANCORP — Director's Dealing 2004

Feb 26, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIFTH THIRD BANCORP (FITB)
CIK: 0000035527
Period of Report: 2004-02-25

Reporting Person: NIEHAUS ROBERT P (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-02-25	Common Stock	M	20871	$10.321	Acquired	178740	Direct
2004-02-25	Common Stock	S	19871	$56.83	Disposed	158869	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-02-25	Option to Purchase	$10.321	M	20871	Disposed	2004-07-19	Common Stock (20871)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	57365	Indirect
Common Stock	50897	Indirect
Common Stock	73427	Indirect
Common Stock	1007.9667	Indirect

Footnotes

F1: Various Grantor Retained Annuity Trusts of which reporting person is a beneficiary.

F2: Niehaus Investors Limited Partnership (a family limited partnership) of which the reporting person, his spouse and their three children are the only partners.

F3: Indicates grant date. Options are exerciseable as follows: 25% on grant date, 50% one year from grant date, 75% two years from grant date, and 100% three years from grant date.

F4: Issued pursuant to Fifth Third Bancorp stock option plan. No consideration paid.

F5: Includes total number of unexercised option grants previously reported.