FIFTH THIRD BANCORP — Director's Dealing 2006

Apr 5, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIFTH THIRD BANCORP (FITB)
CIK: 0000035527
Period of Report: 2006-04-03

Reporting Person: HERSCHEDE JOAN R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-04-03	Common Stock	A	1914	—	Acquired	50674	Direct
2006-04-03	Common Stock	A	638	—	Acquired	51312	Direct

Footnotes

F1: Restricted stock granted pursuant to Fifth Third Bancorp Incentive Compensation Plan subject to vesting on April 3, 2010.

F2: Granted pursuant to the Fifth Third Bancorp Incentive Compensation Plan. No consideration paid.

F3: Granted pursuant to the Fifth Third Bancorp Incentive Compensation Plan as payment of a portion of the retainer for serving as a Fifth Third Bancorp Director.