2010 AN FINAN ANNUAL REP NCIAL CONT PORT  TENTS  N Notes to Consolid dated Financial S Statements  $^{ }$Gl M Se Ov N Cr Ri St Bu Fo Ba Ri O Co M Re Fi Co Co Co Co lossary of Terms Management’s Di elected Financial D verview  on-GAAP Financ ritical Accounting isk Factors  atements of Incom usiness Segment R ourth Quarter Rev alance Sheet Analy isk Management  ff-Balance Sheet A ontractual Obligat Management’s As eports of Indepe inancial Stateme onsolidated Balan onsolidated Statem onsolidated Statem onsolidated Statem s  iscussion and An Data  cial Measures  g Policies me Analysis Review view  ysis Arrangements  tions and Other C ssessment as to t endent Registere ents  ce Sheets  ments of Income  ments of Changes  ments of Cash Flo nalysis of Financ Commitments  the Effectiveness ed Public Accoun in Equity  ows  cial Condition an s of Internal Con nting Firm nd Results of Op ntrol over Financ perations cial Reporting 14 15 16 19 20 23 29 35 41 43 48 63 65 66 67 68 69 70 71 Su Su Bu Re Se Lo Cr Lo Ba G In Va Sa D O Sh An Co D Co ummary of Signific upplemental Cash  usiness Combinati estrictions on Cas ecurities  oans and Leases redit Quality and t oans with Deterio ank Premises and  oodwill  ntangible Assets  ariable Interest En ales of Receivables erivatives  ther Assets  hort-Term Borrow nnual Report on  onsolidated Ten irectors and Offi orporate Informa cant Accounting a Flow Information ions and Asset Ac h and Dividends  the Allowance for rated Credit Qual Equipment  ntities  s and Servicing Ri wings   Form 10-K  n Year Compariso icers  ation and Reporting Pol n  cquisitions  r Loan and Lease L lity Acquired in a T ights  on  licies  7 7 7 7 7 8 Losses  8 Transfer  8 8 8 8 8 9 9 9 9 72 Long-T 78 Commi 78 Legal an 79 Related 79 Income 81 Retirem 82  Accumu 85 Commo 86 Stock-B 86 Other N 87 Earning 88 Fair Va 90 Certain 93 Parent 97 Busines 98 Subsequ Term Debt  itments, Continge nd Regulatory Pro d Party Transaction e Taxes  ment and Benefit P ulated Other Com on, Preferred and  Based Compensati Noninterest Incom gs Per Share  alue Measurement n Regulatory Requi Company Financi ss Segments  uent Events  ent Liabilities and  oceedings  ns  Plans  mprehensive Incom Treasury Stock  ion  me and Other No s  irements and Cap ial Statements  Guarantees  me  ninterest Expense pital Ratios  99 101 104 104 105 108 110 111 112 e 115 116 117 124 125 126 128 129 145 146 Th 19 risk bu exp “re cau eco com oth (6) gro (10 be  Th the Th sha Th inf gen his report may contain 33, as amended, and  ks and uncertainties.  usiness of Fifth Third pected to,” “is anticip emain,” or similar exp use future results to d onomic conditions an mpany do business, a her economic conditi ) Fifth Third’s ability  owth; (8) changes an 0) competitive pressur required by the Fina hird, one or more acq e recently enacted Do hird’s stock price; (16 areholders’ ownership hird; (21) loss of inco formation through th neration and retention n forward-looking sta Rule 175 promulgate This report may con d Bancorp and/or the pated,” “estimate,” “ pressions, or future or differ materially from nd weakening in the e are less favorable than ons; (4) changes in th to maintain required nd trends in capital  res among depository ancial Accounting Sta quired entities and/or  odd-Frank Wall Stree 6) ability to attract a p of Fifth Third; (19)  ome from any sale o he use of computer s n, funding and liquidi atements about Fifth  ed thereunder, and Se ntain certain forward e combined company “forecast,” “projected r conditional verbs su  historical performan conomy, specifically t n expected; (2) deterio he interest rate enviro d capital levels and ad markets; (9) problem y institutions increase  andards Board (FASB the combined compa et Reform and Consu and retain key person effects of accounting or potential sale of b systems and telecomm ty.  Third Bancorp and/o ection 21E of the Sec d-looking statements  y including statement d,” “intends to,” or m uch as “will,” “would, nce and these forward the real estate market orating credit quality; ( onment reduce interes dequate sources of fu ms encountered by l significantly; (11) effe B) or other regulatory any or the businesses  umer Protection Act ( nnel; (17) ability to r g or financial results o businesses that could  munications network or the company as co curities Exchange Act with respect to the  ts preceded by, follow may include other sim ,” “should,” “could,”  d-looking statements.  t, either nationally or i (3) political developm st margins; (5) prepay unding and liquidity; ( larger or similar fina ects of critical accoun y agencies; (13) legisl in which Fifth Third (Dodd-Frank Act); (1 receive dividends fro of one or more acquir have an adverse eff ks; and (23) the impa ombined acquired ent t of 1934, as amende financial condition, r wed by or that includ milar words or phrase “might,” “can,” or si Factors that might ca in the states in which  ments, wars or other ho yment speeds, loan ori (7) maintaining capita ancial institutions ma nting policies and judg ative or regulatory ch , one or more acquire 14) ability to maintain om its subsidiaries; (1 red entities; (20) diffi fect on Fifth Third’s  act of reputational ris tities within the mean ed, and Rule 3b-6 pro results of operations, de the words or phras es such as “believes,” imilar verbs. There ar ause such a difference Fifth Third, one or m ostilities may disrupt  igination and sale vol al requirements may l ay adversely affect t gments; (12) changes i hanges or actions, or  ed entities and/or the n favorable ratings fro 18) potentially dilutiv culties in separating F earnings and future sk created by these d ning of Section 27A o omulgated thereunder  plans, objectives, fu ses such as “will likel ” “plans,” “trend,” “o re a number of impor e include, but are not more acquired entities or increase volatility i lumes, charge-offs an limit Fifth Third’s op the banking industry in accounting policies  significant litigation, e combined company  om rating agencies; (1 ve effect of future ac Fifth Third Processin  growth; (22) ability  developments on suc of the Securities Act o r, that involve inheren uture performance an ly result,” “may,” “ar objective,” “continue, rtant factors that coul t limited to: (1) gener s and/or the combine in securities markets o nd loan loss provision perations and potentia y and/or Fifth Third s or procedures as ma , adversely affect Fift are engaged, includin 15) fluctuation of Fift cquisitions on curren g Solutions from Fift to secure confidentia ch matters as busines of  nt  nd  re  ,”  ld  al  ed  or  ns;  al  d;  ay  th  ng  th  nt  th  al  ss  FO ORWARD-LOO OKING STATE EMENTS 