MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS TABLE 2: QUARTERLY INFORMATION (unaudited)  The following is MD&A of certain significant factors that have affected Fifth Third Bancorp’s (the “Bancorp” or “Fifth Third”) financial  condition and results of operations during the periods included in the Consolidated Financial Statements, which are a part of this filing.  Reference to the Bancorp incorporates the parent holding company and all consolidated subsidiaries.  (b) The tangible equity, tangible common equity and Tier I common equity ratios are non-GAAP measures. For further information, see the Non-GAAP Financial Measures section of MD&A.  (c) The allowance for credit losses is the sum of the ALLL and the reserve for unfunded commitments.  (d) Excludes nonaccrual loans held for sale.  (e) The Bancorp modified its nonaccrual policy in 2009 to exclude consumer TDR loans less than 90 days past due as they were performing in accordance with restructuring terms. For comparability  purposes, prior periods were adjusted to reflect this reclassification.  (f) Includes demand, interest checking, savings, money market and foreign office deposits.  (g) Includes transaction deposits plus other time deposits.  (h) Includes certificates $100,000 and over, other foreign office deposits, federal funds purchased, short-term borrowings and long-term debt.  Fifth Third Bancorp 15 2010  2009  For the three months ended ($ in millions, except per share data)  12/31 9/30 6/30 3/31  12/31 9/30 6/30 3/31 Net interest income (FTE)  $919 916 887 901  $882 874 836 781 Provision for loan and lease losses  166 457 325 590  776 952 1,041 773 Noninterest income  656 827 620 627  651 851 2,583 697 Noninterest expense  987 979 935 956  967 876 1,021 962 Net income (loss) attributable to Bancorp  333 238 192 (10)  (98) (97) 882 50 Net income (loss) available to common shareholders  270 175 130 (72)  (160) (159) 856 (26) Earnings per share, basic .34 .22 .16 (.09)  (.20)  (.20)  1.35 (.04) Earnings per share, diluted .33 .22 .16 (.09)  (.20) (.20) 1.15 (.04) For the years ended December 31 ($ in millions, except per share data)  2010 2009 2008 2007 2006 Income Statement Data  Net interest income  (a) $3,622 3,373 3,536 3,033 2,899 Noninterest income  2,729 4,782 2,946 2,467 2,012 Total revenue  (a) 6,351 8,155 6,482 5,500 4,911 Provision for loan and lease losses  1,538 3,543 4,560 628 343 Noninterest expense  3,855 3,826 4,564 3,311 2,915 Net income (loss) attributable to Bancorp  753 737 (2,113) 1,076 1,188 Net income (loss) available to common shareholders  503 511 (2,180) 1,075 Common Share Data  Earnings per share, basic  $.63 .73 (3.91) 1.99 2.13 Earnings per share, diluted  .63 .67 (3.91) 1.98 2.12 Cash dividends per common share  .04 .04 .75 1.70 1.58 Market value per share  14.68 9.75 8.26 25.13 40.93 Book value per share  13.06 12.44 13.57 17.18 18.00 Financial Ratios  Return on assets  .67 %  .64  (1.85)  1.05  1.13  Return on average common equity  5.0 5.6  (23.0)  11.2  12.1  Average equity as a percent of average assets  12.22 11.36 8.78 9.35 9.32 Tangible equity  (b)  10.42 9.71 7.86 6.05 7.79 Tangible common equity  (b)  7.04 6.45 4.23 6.14 7.95 Net interest margin  (a) 3.66 3.32 3.54 3.36 3.06 Efficiency  (a) 60.7 46.9 70.4 60.2 59.4 Credit Quality Net losses charged off  $2,328 2,581 2,710 462 316 Net losses charged off as a percent of average loans and leases  3.02 % 3.20 3.23 .61 .44 ALLL as a percent of loans and leases 3.88 4.88 3.31 1.17 1.04 Allowance for credit losses as a percent of loans and leases  (c) 4.17 5.27 3.54 1.29 1.14 Nonperforming assets as a percent of loans, leases and other assets,  including other real estate owned  (d)(e) 2.79 4.22 2.38 1.25 .61 Average Balances Loans and leases, including held for sale  $79,232 83,391 85,835 78,348 73,493 Total securities and other short-term investments  19,699 18,135 14,045 12,034 21,288 Total assets  112,434 114,856 114,296 102,477 105,238 Transaction deposits  (f) 65,662 55,235 52,680 50,987 49,678 Core deposits  (g) 76,188 69,338 63,815 61,765 60,178 Wholesale funding  (h) 18,917 28,539 36,261 27,254 31,691 Bancorp shareholders’ equity  13,737 13,053 10,038 9,583 9,811 Regulatory Capital Ratios  Tier I capital  13.94 % 13.30 10.59  7.72 8.39 Total risk-based capital  18.14 17.48 14.78 10.16 11.07 Tier I leverage  12.79 12.34 10.27 8.50 8.44 Tier I common equity  (b)  7.50 6.99 4.37 5.72 8.22 TABLE 1: SELECTED FINANCIAL DATA  (a) Amounts presented on an FTE basis. The FTE adjustments for years ended  December 31, 2010 , 2009, 2008, 2007 and 2006 were  $18 , $19, $22, $24 and $26, respectively. 