FIFTH THIRD BANCORP — Director's Dealing 2007

Jan 5, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIFTH THIRD BANCORP (FITB)
CIK: 0000035527
Period of Report: 2007-01-03

Reporting Person: SCHAEFER GEORGE A JR (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-01-03	Common Stock	F	4955	$40.98	Disposed	890948.1806	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	33000	Indirect
Common Stock	33000	Indirect
Common Stock	68002	Indirect
Common Stock	1730.4036	Indirect
Common Stock	240000	Indirect

Footnotes

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

F2: Various Grantor Retained Annuity Trusts of which reporting person's spouse is a beneficiary.