Summary of FIFTH THIRD BANCORP

Change in Directors or Principal Officers, Other Events, Financial Statements

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(d) On December 16, 2008, the Board of Directors of Fifth Third Bancorp (the "Registrant") elected Marsha C. Williams as a director. Ms. Williams is the Senior Vice President and Chief Financial Officer of Orbitz Worldwide, Inc. She is expected to be appointed to the Registrant's Audit Committee.

The Board of Directors increased the size of the Board to fifteen directors and appointed Ms. Williams as a director to fill the vacancy created by the increase. Ms. Williams' compensation for her service as a director will be consistent with that of the Registrant's other non-employee directors, as described in the Registrant's definitive proxy statement filed with the Securities and Exchange Commission on March 6, 2008 and the Registrant's Annual Report on Form 10-K for the year ended December 31, 2007.

A copy of the related press release is attached as Exhibit 99.1 hereto.

Item 8.01 Other Events

The Registrant issued a press release and letter to its shareholders on December 16, 2008 relating to its fourth quarter 2008 dividend and the special meeting of its shareholders scheduled for December 29, 2008. Copies of this press release and letter to shareholders are incorporated herein by reference and are attached hereto as Exhibits 99.2 and 99.3, respectively.

Item 9.01 Financial Statements and Exhibits

Exhibit 99.1 -   Press release dated December 16, 2008 relating to the appointment
                 of Marsha C. Williams as a director of Fifth Third Bancorp.

Exhibit 99.2 -   Press release dated December 16, 2008 relating to Fifth Third
                 Bancorp's fourth quarter 2008 dividend and the special meeting of
                 its shareholders scheduled for December 29, 2008.

Exhibit 99.3 -   Letter to shareholders dated December 16, 2008