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FIFTH THIRD BANCORP Director's Dealing 2008

May 2, 2008

30331_dirs_2008-05-02_5d573fe2-fc8f-44a3-b42c-e816d9a0e3ee.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIFTH THIRD BANCORP (FITB)
CIK: 0000035527
Period of Report: 2008-04-30

Reporting Person: MEIJER HENDRIK G (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-04-30	Common Stock	A	3500	—	Acquired	24399.459	Direct
2008-04-30	Common Stock	A	1167	—	Acquired	25566.459	Direct

Footnotes

F1: Restricted stock granted pursuant to Fifth Third Bancorp 2008 Incentive Compensation Plan subject to vesting on April 30, 2012.

F2: Granted pursuant to the Fifth Third Bancorp 2008 Incentive Compensation Plan. No consideration paid.

F3: Granted pursuant to the Fifth Third Bancorp 2008 Incentive Compensation Plan as payment of a portion of the retainer for serving as a Fifth Third Bancorp Director.