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FIFTH THIRD BANCORP Director's Dealing 2011

Jun 17, 2011

30331_dirs_2011-06-17_0a8da19f-003f-437a-a67f-c508713bc297.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: 2011-06-15

Reporting Person: SULLIVAN ROBERT A (SeniorExecutive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-06-15	Common Stock	M	34028.787	—	Acquired	179732.787	Direct
2011-06-15	Common Stock	D	34028.787	$12.32	Disposed	145704	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-06-15	Phantom Stock Units	$	M	34028.787	Disposed	2011-06-15	Common Stock (34028.787)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5997.3176	Indirect
Common Stock	16300	Indirect

Footnotes

F1: Each phantom stock unit is the economic equivalent of one share of Fifth Third Bancorp common stock. The reporting person settled his phantom stock units for cash.