FIFTH THIRD BANCORP — Director's Dealing 2007

Apr 24, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIFTH THIRD BANCORP (FITB)
CIK: 0000035527
Period of Report: 2007-04-23

Reporting Person: ALLEN DARRYL F (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-04-23	Common Stock	A	1870	—	Acquired	7487	Direct
2007-04-23	Common Stock	A	623	—	Acquired	8110	Direct

Footnotes

F1: Restricted stock granted pursuant to Fifth Third Bancorp Incentive Compensation Plan subject to vesting on April 23, 2011.

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.