FIFTH THIRD BANCORP - FORM 8-K - EX-99.1

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8-K - FORM 8-K - FIFTH THIRD BANCORP	d758814d8k.htm

Exhibit 99.1

LOGO


		News Release

CONTACTS:	Jim Eglseder (Investors)	FOR IMMEDIATE RELEASE
	(513) 534-8424	July 17, 2014
	Laura Wehby (Investors)
	(513) 534-7407
	Larry Magnesen (Media)
	(513) 534-8055

FIFTH THIRD ANNOUNCES SECOND QUARTER 2014 NET INCOME TO COMMON

SHAREHOLDERS OF $416 MILLION, OR $0.49 PER DILUTED SHARE

•

2Q14 net income available to common shareholders of $416 million, or $0.49 per diluted common share

•

2Q14 return on average assets (ROA) of 1.34%; return on average common equity of 11.9%; return on average tangible common equity** of 14.4%

•

Pre-provision net revenue (PPNR)** of $682 million in 2Q14

•

Net interest income (FTE) of $905 million, up 1% sequentially and up 2% from 2Q13; net interest margin of 3.15%, down 7 basis points sequentially

•

Average portfolio loans of $90.5 billion, up $1.0 billion, or 1 percent, sequentially and up $3.8 billion, or 4 percent, from 2Q13

•

Noninterest income of $736 million compared with $564 million in prior quarter, primarily driven by the $125 million gain on the sale of Vantiv shares and a $63 million positive valuation on the Vantiv warrant

•

Noninterest expense of $954 million compared with $950 million in the prior quarter driven by increased litigation reserve charges partially offset by lower benefits expense

•

Solid credit trends

•

2Q14 net charge-offs of $101 million (0.45% of loans and leases) vs. 1Q14 NCOs of $168 million (0.76% of loans and leases) and 2Q13 NCOs of $112 million (0.51% of loans and leases)

•

2Q14 provision expense of $76 million vs. $69 million in 1Q14 and $64 million in 2Q13

•

Allowance for loan and lease losses decreased $25 million sequentially; allowance to loan ratio of 1.61%

•

Total nonperforming assets (NPAs) of $837 million, including loans held-for-sale (HFS), declined $112 million, or 12%, sequentially; portfolio NPA ratio of 0.92% down 13 bps from 1Q14, NPL ratio of 0.70% down 12 bps from 1Q14

•

Strong capital ratios*

•

Tier 1 common ratio** 9.61%, vs. 9.51% in 1Q14 (Basel III pro forma estimate of ~9.3%)

•

Tier 1 risk-based capital ratio 10.80%, Total risk-based capital ratio 14.30%, Leverage ratio 9.86%

•

Tangible common equity ratio** of 9.00%; 8.74% excluding securities portfolio unrealized gains/losses

•

Book value per share of $16.74; tangible book value per share** of $13.86; up 3% from 1Q14 and up 9% from 2Q13

•

Repurchased 6 million common shares in 2Q14; incremental impact from 1Q14 and 2Q14 transactions reduced average diluted share count by 9 million in 2Q14

Capital ratios estimated; presented under current U.S. capital regulations. The pro forma Basel III Tier I common equity ratio is management’s estimate based upon its current interpretation of recent prospective regulatory capital requirements approved in July 2013. See “Capital Position” section for more information.

**	Non-GAAP measure; see Reg. G reconciliation on page 33.

Fifth Third Bancorp (Nasdaq: FITB) today reported second quarter 2014 net income of $439 million versus net income of $318 million in the first quarter of 2014 and $591 million in the second quarter of 2013. After preferred dividends, net income available to common shareholders was $416 million, or $0.49 per diluted share, in the second quarter of 2014, compared with $309 million, or $0.36 per diluted share, in the first quarter of 2014, and $582 million, or $0.65 per diluted share, in the second quarter of 2013.

Second quarter 2014 included:

Income

•

$125 million gain on the sale of Vantiv shares

•

$63 million positive valuation adjustment on the Vantiv warrant

•

($17 million) negative valuation adjustments for land upon which the Bancorp no longer expects to build branches

•

($16 million) charge related to the valuation of the total return swap entered into as part of the 2009 sale of Visa, Inc. Class B shares

•

($12 million) negative impact to equity method income from the Bancorp’s interest in Vantiv related to certain charges recognized by Vantiv as a result of their acquisition of Mercury Payment Systems

Expenses

•

($61 million) in litigation reserve charges

Results also included an immaterial amount in mortgage repurchase provision.

First quarter 2014 included:

Income

•

($36 million) negative valuation adjustment on the Vantiv warrant

•

$1 million benefit related to the valuation of the total return swap entered into as part of the 2009 sale of Visa, Inc. Class B shares

Expenses

•

($51 million) in litigation reserve charges

Results also included the impact of $3 million in mortgage repurchase provision.

Second quarter 2013 included:

Income

•

$242 million gain on the sale of Vantiv shares

•

$76 million positive valuation adjustment on the Vantiv warrant

•

$10 million pre-tax benefit resulting from a settlement related to the previously surrendered bank-owned life insurance (BOLI) policy

•

($5 million) charge related to the valuation of the total return swap entered into as part of the 2009 sale of Visa, Inc. Class B shares

Expenses

•

($51 million) in charges to increase litigation reserves

Results also included the impact of $20 million in mortgage repurchase provision.

Earnings Highlights


	For the Three Months Ended															% Change
	June			March			December			September			June
	2014			2014			2013			2013			2013			Seq			Yr/Yr
Earnings ($ in millions)
Net income attributable to Bancorp	$	439		$	318		$	402		$	421		$	591			38	%		(26	%)
Net income available to common shareholders	$	416		$	309		$	383		$	421		$	582			35	%		(29	%)
Common Share Data
Earnings per share, basic		0.49			0.36			0.44			0.47			0.67			36	%		(27	%)
Earnings per share, diluted		0.49			0.36			0.43			0.47			0.65			36	%		(25	%)
Cash dividends per common share		0.13			0.12			0.12			0.12			0.12			8	%		8	%
Financial Ratios
Return on average assets		1.34	%		1.00	%		1.24	%		1.35	%		1.94	%		34	%		(31	%)
Return on average common equity		11.9			9.0			10.8			12.1			17.3			31	%		(31	%)
Return on average tangible common equity^(b)		14.4			11.0			13.1			14.7			21.1			31	%		(32	%)
Tier I risk-based capital		10.80			10.45			10.43			11.21			11.14			3	%		(3	%)
Tier I common equity^(b)		9.61			9.51			9.45			9.95			9.49			1	%		1	%
Net interest margin^(a)		3.15			3.22			3.21			3.31			3.33			(2	%)		(5	%)
Efficiency^(a)		58.2			64.9			61.5			59.2			53.2			(10	%)		9	%
Common shares outstanding (in thousands)		844,489			847,569			855,306			887,030			851,474			—			(1	%)
Average common shares outstanding (in thousands):
Basic		838,492			845,860			868,077			880,183			858,583			(1	%)		(2	%)
Diluted		848,245			857,924			877,511			888,111			900,625			(1	%)		(6	%)

(a)

Presented on a fully taxable equivalent basis.

(b)

The tangible common equity and tier 1 common equity ratios, while not required by accounting principles generally accepted in the United States of America (U.S. GAAP), are considered to be critical metrics with which to analyze banks. The ratios have been included herein to facilitate a greater understanding of the Bancorp’s capital structure and financial condition. See the Regulation G Non-GAAP Reconciliation table for a reconciliation of these ratios to U.S. GAAP.

The percentages in all of the tables in this earning release are calculated on actual dollar amounts and not the rounded dollar amounts.

NM: Not meaningful.

“Second quarter results reflected our continued focus on revenue generation and core expense management, which contributed to return on average assets of 1.34 percent and return on average tangible common equity* of 14.4 percent,” said Kevin Kabat, CEO of Fifth Third Bancorp. “During the quarter, we also continued to monetize our ownership position in Vantiv by selling 6 million shares that contributed $125 million in pre-tax earnings. Vantiv continues to be an important investment for us and we still own 22.8 percent of the company and remain their largest shareholder.

“Balance sheet growth in the quarter reflected the strategic investments we have made in our businesses as well as increased investment securities balances. We continued to see solid growth in our commercial business, particularly in C&I lending, which was up 10 percent compared with last year and commercial core deposits, which were up 16 percent compared with the prior year. Overall, core deposits were up 9 percent over last year.

“Fee income results for the quarter demonstrated solid core operating trends and sequential growth was highlighted by card and processing revenue, up 11 percent, and service charges on deposits, up 5 percent. Credit results improved in the quarter including net charge-offs of 45 basis points of loans. Our nonperforming asset ratio was 92 basis points and was below 100 basis points for the first time since the third quarter of 2007.

*	Non-GAAP measure; see Reg. G reconciliation on page 33.

“During the quarter, we increased our quarterly common stock dividend 8 percent to $0.13 and entered into an agreement to repurchase $150 million of common shares, which represented the first quarter of share repurchases under our 2014 CCAR plan. We continue to maintain strong capital ratios as our Tier I common equity ratio* was 9.6 percent, and 9.3 percent as estimated pro forma under the Basel III rules.”

Income Statement Highlights


	For the Three Months Ended										% Change
	June		March		December		September		June
	2014		2014		2013		2013		2013		Seq			Yr/Yr
Condensed Statements of Income ($ in millions)
Net interest income (taxable equivalent)	$	905	$	898	$	905	$	898	$	885		1	%		2	%
Provision for loan and lease losses		76		69		53		51		64		10	%		20	%
Total noninterest income		736		564		703		721		1,060		31	%		(31	%)
Total noninterest expense		954		950		989		959		1,035		—			(8	%)

Income before income taxes (taxable equivalent)		611		443		566		609		846		38	%		(28	%)

Taxable equivalent adjustment		5		5		5		5		5		(11	%)		(3	%)
Applicable income taxes		167		119		159		183		250		40	%		(33	%)

Net income		439		319		402		421		591		38	%		(26	%)
Less: Net income attributable to noncontrolling interests		—		1		—		—		—		(60	%)		24	%

Net income attributable to Bancorp		439		318		402		421		591		38	%		(26	%)
Dividends on preferred stock		23		9		19		—		9		NM			NM

Net income available to common shareholders		416		309		383		421		582		35	%		(29	%)

Earnings per share, diluted	$	0.49	$	0.36	$	0.43	$	0.47	$	0.65		36	%		(25	%)

*	Non-GAAP measure; see Reg. G reconciliation on page 33.

Net Interest Income


	For the Three Months Ended															% Change
	June			March			December			September			June
	2014			2014			2013			2013			2013			Seq			Yr/Yr
Interest Income ($ in millions)
Total interest income (taxable equivalent)	$	1,013		$	998		$	1,007		$	997		$	989			1	%		2	%
Total interest expense		108			100			102			99			104			8	%		4	%

Net interest income (taxable equivalent)	$	905		$	898		$	905		$	898		$	885			1	%		2	%

Average Yield
Yield on interest-earning assets (taxable equivalent)		3.53	%		3.58	%		3.57	%		3.68	%		3.73	%		(1	%)		(6	%)
Rate paid on interest-bearing liabilities		0.54	%		0.51	%		0.52	%		0.54	%		0.57	%		5	%		(6	%)

Net interest rate spread (taxable equivalent)		2.99	%		3.07	%		3.05	%		3.14	%		3.16	%		(2	%)		(5	%)

Net interest margin (taxable equivalent)		3.15	%		3.22	%		3.21	%		3.31	%		3.33	%		(2	%)		(5	%)
Average Balances ($ in millions)
Loans and leases, including held for sale	$	91,241		$	90,238		$	88,865		$	89,154		$	89,473			1	%		2	%
Total securities and other short-term investments		23,940			22,940			23,043			18,528			16,962			4	%		41	%
Total interest-earning assets		115,181			113,178			111,908			107,682			106,435			2	%		8	%
Total interest-bearing liabilities		80,770			79,130			77,573			73,190			73,363			2	%		10	%
Bancorp shareholders’ equity		15,157			14,862			14,757			14,440			14,221			2	%		7	%

Net interest income of $905 million on a fully taxable equivalent basis increased $7 million from the first quarter driven by interest-earning asset growth and an additional day in the second quarter. These benefits were partially offset by the effects of loan repricing and higher interest expense associated with debt issuances in the first half of 2014.

The net interest margin was 3.15 percent, a decrease of 7 bps from the previous quarter primarily due to the effects of loan repricing and debt issuances partially offset by higher yields on investment securities. Additionally, day count negatively impacted the net interest margin by 2 bps.

Compared with the second quarter of 2013, net interest income increased $20 million and the net interest margin decreased 18 bps. The increase in net interest income was driven by higher balances and yields on investment securities as well as higher loan balances partially offset by the effect of loan repricing. The decline in the net interest margin was primarily driven by the impact of loan repricing.

Securities

Average securities and other short-term investments were $23.9 billion in the second quarter of 2014 compared with $22.9 billion in the previous quarter and $17.0 billion in the second quarter of 2013. Average securities of $21.8 billion increased $1.3 billion from the prior quarter due to net additions of approximately $2.1 billion of securities in the second quarter of 2014 primarily reflecting purchases of securities with favorable treatment under the proposed LCR standards. Other short-term investments average balances of $2.2 billion decreased $327 million sequentially.

Loans


	For the Three Months Ended										% Change
	June		March		December		September		June
	2014		2014		2013		2013		2013		Seq			Yr/Yr
Average Portfolio Loans and Leases ($ in millions)
Commercial:
Commercial and industrial loans	$	41,374	$	40,377	$	38,835	$	38,133	$	37,630		2	%		10	%
Commercial mortgage loans		7,885		7,981		8,047		8,273		8,618		(1	%)		(8	%)
Commercial construction loans		1,362		1,116		952		793		713		22	%		91	%
Commercial leases		3,555		3,607		3,578		3,572		3,552		(1	%)		—

Subtotal - commercial loans and leases		54,176		53,081		51,412		50,771		50,513		2	%		7	%

Consumer:
Residential mortgage loans		12,611		12,659		12,609		12,486		12,260		—			3	%
Home equity		9,101		9,194		9,296		9,432		9,625		(1	%)		(5	%)
Automobile loans		12,070		12,023		12,019		12,083		11,887		—			2	%
Credit card		2,232		2,230		2,202		2,140		2,071		—			8	%
Other consumer loans and leases		359		343		357		360		351		5	%		2	%

Subtotal - consumer loans and leases		36,373		36,449		36,483		36,501		36,194		—			—

Total average loans and leases (excluding held for sale)	$	90,549	$	89,530	$	87,895	$	87,272	$	86,707		1	%		4	%
Average loans held for sale		692		708		970		1,882		2,766		(2	%)		(75	%)

Average loan and lease balances (excluding loans held-for-sale) increased $1.0 billion, or 1 percent, sequentially and increased $3.8 billion, or 4 percent, from the second quarter of 2013. The sequential increase in average loans and leases was primarily driven by growth in the commercial and industrial (C&I) and commercial construction loans. Sequential growth was partially offset primarily by declines in commercial mortgage and home equity loans. Period end loans and leases (excluding loans held-for-sale) of $90.5 billion increased $779 million, or 1 percent, sequentially and $3.5 billion, or 4 percent, from a year ago.

Average commercial portfolio loan and lease balances increased $1.1 billion, or 2 percent, sequentially and increased $3.7 billion, or 7 percent, from the second quarter of 2013. The increase was largely driven by growth in average C&I loans of $997 million from the prior quarter and $3.7 billion from the second quarter of 2013. Within commercial real estate, average commercial mortgage balances continued to decline and average commercial construction balances increased for the sixth consecutive quarter. Commercial line usage, on an end of period basis, was 32 percent of committed lines in the second quarter of 2014 compared with 30 percent in the first quarter of 2014 and 31 percent in the second quarter of 2013.

Average consumer portfolio loan and lease balances were flat sequentially and year-over-year. Average residential mortgage loans were flat sequentially and increased 3 percent from a year ago. On a sequential basis, average home equity loans declined 1 percent while average credit card loans and automobile loans were flat. Compared with the second quarter of 2013, average home equity loans declined 5 percent while average credit card loans increased 8 percent and automobile loans increased 2 percent.

Average loans held-for-sale balances of $692 million decreased $16 million sequentially and $2.1 billion compared with the second quarter of 2013. Period end loans held-for-sale of $682 million decreased $98 million from the previous quarter and $1.5 billion from the second quarter of 2013 reflecting lower residential mortgage held-for-sale balances.

Deposits


	For the Three Months Ended										% Change
	June		March		December		September		June
	2014		2014		2013		2013		2013		Seq			Yr/Yr
Average Deposits ($ in millions)
Demand	$	31,275	$	30,626	$	30,765	$	30,655	$	29,682		2	%		5	%
Interest checking		25,222		25,911		24,650		23,116		22,796		(3	%)		11	%
Savings		16,509		16,903		17,323		18,026		18,864		(2	%)		(12	%)
Money market		13,942		12,439		11,285		9,693		8,918		12	%		56	%
Foreign office^(a)		2,200		2,017		1,717		1,755		1,418		9	%		55	%

Subtotal - Transaction deposits		89,148		87,896		85,740		83,245		81,678		1	%		9	%
Other time		3,693		3,616		3,529		3,676		3,859		2	%		(4	%)

Subtotal - Core deposits		92,841		91,512		89,269		86,921		85,537		1	%		9	%
Certificates - $100,000 and over		3,840		5,576		7,456		7,315		6,519		(31	%)		(41	%)
Other		—		—		—		17		10		NM			NM

Total deposits	$	96,681	$	97,088	$	96,725	$	94,253	$	92,066		—			5	%

(a)

Includes commercial customer Eurodollar sweep balances for which the Bancorp pays rates comparable to other commercial deposit accounts.

Average core deposits increased $1.3 billion, or 1 percent, sequentially and increased $7.3 billion, or 9 percent, from the second quarter of 2013. Average transaction deposits increased $1.3 billion, or 1 percent, from the first quarter of 2014 primarily driven by higher money market account and demand deposit balances, partially offset by lower interest checking and savings balances. Year-over-year transaction deposits increased $7.5 billion, or 9 percent, driven by higher money market account, interest checking, and demand deposit balances, partially offset by lower savings balances. Other time deposits increased 2 percent sequentially and decreased 4 percent compared with the second quarter of 2013.

Commercial average transaction deposits were flat sequentially and increased 16 percent from the previous year. Sequential performance reflected higher demand deposit, foreign office, and savings balances, offset by lower interest checking and money market account balances and year-over-year growth reflected higher demand deposit, interest checking, money market account, and foreign office balances due to customers holding higher balances.

Consumer average transaction deposits increased 2 percent sequentially and 4 percent from the second quarter of 2013. The sequential increase reflected higher money market account and demand deposit balances partially offset by lower savings and interest checking balances. Year-over-year growth was driven by increased money market account and interest checking balances partially offset by lower savings and demand deposit balances.

Wholesale Funding


	For the Three Months Ended										% Change
	June		March		December		September		June
	2014		2014		2013		2013		2013		Seq			Yr/Yr
Average Wholesale Funding ($ in millions)
Certificates - $100,000 and over	$	3,840	$	5,576	$	7,456	$	7,315	$	6,519		(31	%)		(41	%)
Other deposits		—		—		—		17		10		NM			NM
Federal funds purchased		606		547		301		464		560		11	%		8	%
Other short-term borrowings		2,234		1,808		2,177		1,675		2,867		24	%		(22	%)
Long-term debt		12,524		10,313		9,135		7,453		7,552		21	%		66	%

Total wholesale funding	$	19,204	$	18,244	$	19,069	$	16,924	$	17,508		5	%		10	%

Average wholesale funding of $19.2 billion increased $960 million, or 5 percent, sequentially and $1.7 billion, or 10 percent, compared with the second quarter of 2013. The sequential increase was driven by an increase in long-term debt, partially offset by a decrease in certificates $100,000 and over. Average other short-term borrowings increased $426 million from the prior quarter primarily due to an increase in FHLB borrowings. The year-over-year increase reflected an increase in long-term debt, partially offset by a decrease in certificates $100,000 and over and other short-term borrowings. Average long-term debt balances reflected the issuance of $1.5 billion of bank senior debt in the second quarter of 2014, as well as the full quarter impact of $500 million in Bancorp senior debt issued in the first quarter of 2014. On June 11, 2014, Fifth Third completed a $1.5 billion auto securitization, which did not significantly impact average balances due to timing.

Noninterest Income


	For the Three Months Ended										% Change
	June		March		December		September		June
	2014		2014		2013		2013		2013		Seq			Yr/Yr
Noninterest Income ($ in millions)
Service charges on deposits	$	139	$	133	$	142	$	140	$	136		5	%		2	%
Corporate banking revenue		107		104		94		102		106		3	%		1	%
Mortgage banking net revenue		78		109		126		121		233		(29	%)		(67	%)
Investment advisory revenue		102		102		98		97		98		—			4	%
Card and processing revenue		76		68		71		69		67		11	%		12	%
Other noninterest income		226		41		170		185		414		NM			(45	%)
Securities gains, net		8		7		2		2		—		16	%		NM
Securities gains, net - non-qualifying hedges on mortgage servicing rights		—		—		—		5		6		—			(100	%)

Total noninterest income	$	736	$	564	$	703	$	721	$	1,060		31	%		(31	%)

Noninterest income of $736 million increased $172 million sequentially and decreased $324 million compared with prior year results. These comparisons reflect the impacts described below.

For the quarters ending June 30, 2014, March 31, 2014, and June 30, 2013, the impacts of Vantiv warrant valuation adjustments were positive $63 million, negative $36 million, and positive $76 million, respectively. Quarterly results also included charges related to the valuation of the total return swap entered into as part of the 2009 sale of Visa, Inc. Class B shares. Valuation adjustments on this swap were a negative $16 million, positive $1 million, and negative $5 million in the second quarter of 2014, the first quarter of 2014, and the second quarter of 2013, respectively. Gains on sales of Vantiv

shares were $125 million in the second quarter of 2014 and $242 million in the second quarter of 2013. Additionally, second quarter 2014 results included a $17 million negative valuation adjustment for land upon which the Bancorp no longer expects to build branches, and a $12 million negative impact to equity method income from the Bancorp’s interest in Vantiv related to certain charges recognized by Vantiv as a result of their acquisition of Mercury Payment Systems during the quarter. Second quarter 2013 results also included a pre-tax benefit of $10 million resulting from the settlement related to a previously surrendered BOLI policy. Excluding these items and net securities gains in all periods, noninterest income of $585 million decreased $7 million, or 1 percent, from the previous quarter and decreased $152 million, or 21 percent, from the second quarter of 2013. The sequential and year-over-year decline was primarily due to lower mortgage banking net revenue.

Service charges on deposits of $139 million increased 5 percent from the first quarter and 2 percent compared with the same quarter last year. Sequential growth was due to a 6 percent increase in retail service charges from seasonally lower first quarter volume as well as a 4 percent increase in commercial service charges. The year-over-year increase was driven by an increase in commercial service charges of 7 percent, partially offset by a 6 percent decline in retail service charges due to higher initial consumer service charges that followed the final rollout of our new deposit products in the year ago quarter. The sequential and year-over-year increase in commercial service charges was primarily related to new products and new clients.

Corporate banking revenue of $107 million increased 3 percent from the first quarter of 2014 and 1 percent from the second quarter last year. The sequential increase was due to higher syndication fees, foreign exchange fees, and interest rate derivatives, partially offset by a decline in lease remarketing fees and institutional sales revenue. The year-over-year increase was driven by higher syndication fees, institutional sales revenue and letter of credit fees, partially offset by a decline in interest rate derivatives, lease remarketing fees, business lending fees, and foreign exchange fees.

Mortgage banking net revenue was $78 million in the second quarter of 2014, a 29 percent decrease from the first quarter of 2014 and a 67 percent decrease from the second quarter of 2013. Second quarter 2014 originations were $2.0 billion, compared with $1.7 billion in the previous quarter and $7.5 billion in the second quarter of 2013. Second quarter 2014 originations resulted in gains of $42 million on mortgages sold, compared with gains of $41 million during the previous quarter and $150 million during the second quarter of 2013. The decrease from the prior year reflected lower production and lower gain on sale margins, while sequentially higher mortgage originations were offset by lower gain on sale margins. Mortgage servicing fees were $62 million this quarter, the first quarter of 2014, and the second quarter of 2013. Mortgage banking net revenue is also affected by net servicing asset valuation adjustments, which include mortgage servicing rights (MSR) amortization and MSR valuation adjustments (including mark-to-market adjustments on free-standing derivatives used to economically hedge the MSR portfolio). These net servicing asset valuation adjustments were negative $26 million in the second quarter of 2014 (reflecting MSR amortization of $32 million and MSR valuation adjustments of positive $6 million); positive $6 million in the first quarter of 2014 (MSR amortization of $22 million and MSR valuation adjustments of positive $28 million); and positive $21 million in the second quarter of 2013 (MSR amortization of $51 million and MSR valuation adjustments of positive $72 million). The mortgage servicing asset, net of the valuation reserve, was $928 million at quarter-end on a servicing portfolio of $68 billion.

Investment advisory revenue of $102 million was flat from the first quarter and increased 4 percent year-over-year. Sequential comparisons reflected an increase in brokerage fees which were offset by lower tax-related private client services revenue, which is seasonally stronger in the first quarter. The year-over-year increase was attributable to higher private client services revenue, partially offset by lower securities fees.

Card and processing revenue of $76 million in the second quarter of 2014 increased 11 percent sequentially and 12 percent from the second quarter of 2013. The sequential increase reflected higher transaction volumes compared with seasonally weak first quarter volumes. The year-over-year increase reflects an increase in the number of actively used cards as well as higher processing fees related to additional ATM locations.

Other noninterest income totaled $226 million in the second quarter of 2014, compared with $41 million in the previous quarter and $414 million in the second quarter of 2013. As described above, included in results were the impact of gains on sales of Vantiv shares, Vantiv warrant valuation adjustments, charges related to the valuation of the Visa total return swap, a valuation adjustment for land upon which the Bancorp no longer expects to build branches, a negative impact to equity method income from the Bancorp’s interest in Vantiv related to certain charges recognized by Vantiv as a result of their acquisition of Mercury Payment Systems, and a settlement related to a previously surrendered BOLI policy. Excluding these items, other noninterest income of $83 million increased approximately $7 million, or 9 percent, from the first quarter of 2014 primarily related to an improvement in net credit related costs and decreased approximately $8 million, or 9 percent, from the second quarter of 2013 primarily due to a decrease in insurance income related to mortgage production.

Net gains on investment securities were $8 million in the second quarter of 2014, compared with $7 million in the previous quarter and an immaterial amount in the second quarter of 2013.

Noninterest Expense


	For the Three Months Ended										% Change
	June		March		December		September		June
	2014		2014		2013		2013		2013		Seq			Yr/Yr
Noninterest Expense ($ in millions)
Salaries, wages and incentives	$	368	$	359	$	388	$	389	$	404		2	%		(9	%)
Employee benefits		79		101		78		83		83		(22	%)		(5	%)
Net occupancy expense		79		80		77		75		76		(1	%)		3	%
Technology and communications		52		53		53		52		50		(3	%)		4	%
Equipment expense		30		30		29		29		28		1	%		9	%
Card and processing expense		37		31		37		33		33		17	%		10	%
Other noninterest expense		309		296		327		298		361		5	%		(14	%)

Total noninterest expense	$	954	$	950	$	989	$	959	$	1,035		—			(8	%)

Noninterest expense of $954 million was flat compared with the first quarter of 2014 and declined 8 percent from the second quarter of 2013.

Second quarter 2014 expenses included $61 million in charges to litigation reserves compared with $51 million each in the first quarter of 2014 and second quarter of 2013. Excluding these items, noninterest expense of $893 million was down $6 million, or 1 percent, sequentially and decreased $91 million, or 9 percent, year-over-year. The year-over-year decline reflected lower compensation-related expense and benefits expense, primarily due to changes in our mortgage and retail staffing.

Second quarter 2014 other noninterest expense included provision for mortgage repurchases of $1 million. This compared with expense of $3 million in the first quarter and expense of $20 million a year ago. (Realized mortgage repurchase losses were $5 million in the second quarter of 2014, compared with $10 million last quarter and $14 million in the second quarter of 2013).

Credit Quality


	For the Three Months Ended
	June			March			December			September			June
	2014			2014			2013			2013			2013
Total net losses charged off ($ in millions)
Commercial and industrial loans	$	(31	)	$	(97	)	$	(66	)	$	(44	)	$	(33	)
Commercial mortgage loans		(9	)		(3	)		(8	)		(2	)		(10	)
Commercial construction loans		(8	)		(5	)		(4	)		2			—
Commercial leases		—			—			—			—			(2	)
Residential mortgage loans		(8	)		(15	)		(13	)		(12	)		(15	)
Home equity		(18	)		(16	)		(26	)		(19	)		(23	)
Automobile loans		(5	)		(8	)		(6	)		(6	)		(5	)
Credit card		(21	)		(19	)		(21	)		(19	)		(19	)
Other consumer loans and leases		(1	)		(5	)		(4	)		(9	)		(5	)

Total net losses charged off		(101	)		(168	)		(148	)		(109	)		(112	)
Total losses		(127	)		(190	)		(183	)		(141	)		(145	)
Total recoveries		26			22			35			32			33

Total net losses charged off	$	(101	)	$	(168	)	$	(148	)	$	(109	)	$	(112	)
Ratios (annualized)
Net losses charged off as a percent of average loans and leases (excluding held for sale)		0.45	%		0.76	%		0.67	%		0.49	%		0.51	%
Commercial		0.35	%		0.79	%		0.60	%		0.35	%		0.36	%
Consumer		0.60	%		0.72	%		0.76	%		0.70	%		0.73	%

Net charge-offs were $101 million, or 45 bps, of average loans on an annualized basis, in the second quarter of 2014 compared with net charge-offs of $168 million, or 76 bps, in the first quarter of 2014 and $112 million, or 51 bps, in the second quarter of 2013. The first quarter of 2014 included three credits that together resulted in combined charge-offs of $60 million (27 bps).

Commercial net charge-offs were $48 million, or 35 bps, down $57 million sequentially. C&I net charge-offs of $31 million decreased $66 million from the previous quarter primarily reflecting the impact of the charge-offs mentioned above. Commercial real estate net charge-offs increased $9 million from $8 million in the previous quarter.

Consumer net charge-offs were $53 million, or 60 bps, down $10 million sequentially. Net charge-offs on residential mortgage loans in the portfolio were $8 million, down $7 million from the previous quarter. Home equity net charge-offs were $18 million, up $2 million from the first quarter of 2014, and net charge-offs in the auto portfolio of $5 million were down $3 million compared with the prior quarter. Net charge-offs on consumer credit card loans were $21 million, up $2 million from the first quarter. Net charge-offs on other consumer loans were $1 million, down $4 million compared with the previous quarter.


	For the Three Months Ended
	June			March			December			September			June
	2014			2014			2013			2013			2013
Allowance for Credit Losses ($ in millions)
Allowance for loan and lease losses, beginning	$	1,483		$	1,582		$	1,677		$	1,735		$	1,783
Total net losses charged off		(101	)		(168	)		(148	)		(109	)		(112	)
Provision for loan and lease losses		76			69			53			51			64

Allowance for loan and lease losses, ending		1,458			1,483			1,582			1,677			1,735
Reserve for unfunded commitments, beginning		153			162			167			166			168
Provision (benefit) for unfunded commitments		(11	)		(9	)		(5	)		1			(2	)

Reserve for unfunded commitments, ending		142			153			162			167			166
Components of allowance for credit losses:
Allowance for loan and lease losses		1,458			1,483			1,582			1,677			1,735
Reserve for unfunded commitments		142			153			162			167			166

Total allowance for credit losses	$	1,600		$	1,636		$	1,744		$	1,844		$	1,901
Allowance for loan and lease losses ratio
As a percent of loans and leases		1.61	%		1.65	%		1.79	%		1.92	%		1.99	%
As a percent of nonperforming loans and leases^(a)		228	%		202	%		211	%		218	%		191	%
As a percent of nonperforming assets^(a)		175	%		157	%		161	%		165	%		151	%

(a)

Excludes nonaccrual loans and leases in loans held for sale.

Provision for loan and lease losses totaled $76 million in the second quarter of 2014, up $7 million from the first quarter of 2014 and up $12 million from the second quarter of 2013. The allowance for loan and lease losses declined $25 million sequentially reflecting the portfolio’s overall risk profile and charges to the allowance. The allowance represented 1.61 percent of total loans and leases outstanding as of quarter end, compared with 1.65 percent last quarter, and represented 228 percent of nonperforming loans and leases, and 175 percent of nonperforming assets.


	As of
	June			March			December			September			June
	2014			2014			2013			2013			2013
Nonperforming Assets and Delinquent Loans ($ in millions)
Nonaccrual portfolio loans and leases:
Commercial and industrial loans	$	103		$	153		$	127		$	146		$	218
Commercial mortgage loans		86			96			90			106			169
Commercial construction loans		3			3			10			27			39
Commercial leases		2			3			3			1			1
Residential mortgage loans		56			68			83			83			96
Home equity		73			75			74			28			28
Automobile loans		—			—			—			—			—
Other consumer loans and leases		—			—			—			—			—

Total nonaccrual loans and leases (excludes restructured loans)	$	323		$	398		$	387		$	391		$	551
Restructured loans - commercial (nonaccrual)^(c)		202			209			228			241			196
Restructured loans - consumer (nonaccrual)		115			126			136			138			162

Total nonaccrual portfolio loans and leases	$	640		$	733		$	751		$	770		$	909
Repossessed personal property		18			6			7			7			6
Other real estate owned^(a)		174			207			222			237			235

Total nonperforming assets^(b)	$	832		$	946		$	980		$	1,014		$	1,150
Nonaccrual loans held for sale		5			3			6			11			15
Restructured loans - commercial (nonaccrual) held for sale		—			—			—			—			—

Total nonperforming assets including loans held for sale	$	837		$	949		$	986		$	1,025		$	1,165

Restructured Consumer loans and leases (accrual)	$	1,623		$	1,682		$	1,685		$	1,694		$	1,671
Restructured Commercial loans and leases (accrual)^(c)	$	914		$	847		$	869		$	499		$	475
Total loans and leases 90 days past due	$	94		$	94		$	103		$	156		$	152
Nonperforming loans and leases as a percent of portfolio loans, leases and other assets, including other real estate owned^(b)		0.70	%		0.82	%		0.84	%		0.88	%		1.04	%
Nonperforming assets as a percent of portfolio loans, leases and other assets, including other real estate owned^(b)		0.92	%		1.05	%		1.10	%		1.16	%		1.32	%

(a)

Excludes government insured advances.

(b)

Does not include nonaccrual loans held for sale.

(c)

Excludes $20.9 million of restructured nonaccrual loans and $7.6 million of restructured accruing loans as of June 30, 2014, March 31, 2014 and December 31, 2013 and excludes $21.5 million of restructured nonaccrual loans and $7.6 million of restructured accruing loans as of September 30, 2013 and June 30, 2013 associated with a consolidated variable interest entity in which the Bancorp has no continuing credit risk.

Total nonperforming assets were $837 million, a decline of $112 million, or 12 percent, from the previous quarter. Nonperforming loans (NPLs) at quarter-end were $640 million or 0.70 percent of total loans, leases and OREO, and decreased $93 million, or 13 percent, from the previous quarter.

Commercial NPAs were $512 million, or 0.95 percent of commercial loans, leases and OREO, and decreased $83 million, or 14 percent, from the first quarter. Commercial NPLs were $396 million, or 0.73 percent of commercial loans and leases, and decreased $68 million from last quarter. C&I NPAs of $265 million decreased $39 million from the prior quarter. Commercial mortgage NPAs were $212 million, down $28 million from the previous quarter. Commercial construction NPAs were $31 million, a decrease of $15 million from the previous quarter. Commercial lease NPAs were $4 million, down $1 million from the previous quarter. Commercial NPAs included $202 million of nonaccrual troubled debt restructurings (TDRs), compared with $209 million last quarter.

Consumer NPAs of $320 million, or 0.88 percent of consumer loans, leases and OREO, decreased $31 million from the first quarter. Consumer NPLs were $244 million, or 0.67 percent of consumer loans and leases and decreased $25 million from last quarter. Residential mortgage NPAs were $172 million, $29 million lower than last quarter. Home equity NPAs of $110 million were flat sequentially and credit card NPAs of $32 million were down $1 million compared with the previous quarter. Consumer nonaccrual TDRs were $115 million in the second quarter of 2014, compared with $126 million in the first quarter of 2014.

Second quarter OREO balances included in NPA balances described above were $174 million, down $33 million from the first quarter, and included $103 million in commercial OREO and $71 million in consumer OREO. Repossessed personal property of $18 million increased $12 million from the prior quarter.

Loans still accruing over 90 days past due were $94 million, consistent with the first quarter of 2014. Commercial balances over 90 days past due were immaterial compared with $1 million in the prior quarter, and consumer balances 90 days past due of $94 million were up $1 million from the previous quarter. Loans 30-89 days past due of $243 million were flat from the previous quarter. Commercial balances 30-89 days past due of $11 million were up $2 million sequentially and consumer balances 30-89 days past due of $232 million decreased $2 million from the first quarter. The above delinquencies figures exclude nonaccruals described previously.

Capital Position


	For the Three Months Ended
	June			March			December			September			June
	2014			2014			2013			2013			2013
Capital Position
Average shareholders’ equity to average assets		11.57	%		11.53	%		11.51	%		11.71	%		11.64	%
Tangible equity^(a)		9.77	%		9.61	%		9.44	%		9.75	%		9.65	%
Tangible common equity (excluding unrealized gains/losses)^(a)		8.74	%		8.79	%		8.63	%		9.27	%		8.83	%
Tangible common equity (including unrealized gains/losses)^(a)		9.00	%		8.93	%		8.69	%		9.42	%		8.94	%
Tangible common equity as a percent of risk-weighted assets (excluding unrealized gains/losses)^(a)(b)		9.67	%		9.57	%		9.52	%		10.01	%		9.56	%
Regulatory capital ratios:^(c)
Tier I risk-based capital		10.80	%		10.45	%		10.43	%		11.21	%		11.14	%
Total risk-based capital		14.30	%		14.02	%		14.17	%		14.43	%		14.43	%
Tier I leverage		9.86	%		9.71	%		9.70	%		10.64	%		10.45	%
Tier I common equity^(a)		9.61	%		9.51	%		9.45	%		9.95	%		9.49	%
Book value per share		16.74			16.27			15.85			15.84			15.56
Tangible book value per share^(a)		13.86			13.40			13.00			13.09			12.69

(a)

The tangible equity, tangible common equity, tier I common equity and tangible book value per share ratios, while not required by accounting principles generally accepted in the United States of America (U.S. GAAP), are considered to be critical metrics with which to analyze banks. The ratios have been included herein to facilitate a greater understanding of the Bancorp’s capital structure and financial condition. See the Regulation G Non-GAAP Reconciliation table for a reconciliation of these ratios to U.S. GAAP.

(b)

Under the banking agencies risk-based capital guidelines, assets and credit equivalent amounts of derivatives and off-balance sheet exposures are assigned to broad risk categories. The aggregate dollar amount in each risk category is multiplied by the associated risk weight of the category. The resulting weighted values are added together resulting in the Bancorp’s total risk weighted assets.

(c)

Current period regulatory capital data ratios are estimated.

Capital ratios remained strong during the quarter, reflecting growth in retained earnings, and included the impact of the issuance of preferred stock, the payment of preferred dividends, and share repurchase activity. Compared with the prior quarter, the Tier 1 common equity ratio* of 9.61 percent increased 10 bps. The tangible common equity to tangible assets ratio* was 8.74 percent (excluding unrealized gains/losses) and 9.00 percent (including unrealized gains/losses). The Tier 1 risk-based capital ratio increased 35 bps to 10.80 percent. The total risk-based capital ratio increased 28 bps to 14.30 percent and the Leverage ratio increased 15 bps to 9.86 percent.

Our current estimate of the pro-forma fully phased in Tier I common equity ratio at June 30, 2014 under the final capital rule, assuming the Company elected to maintain the current treatment of AOCI components in capital, would be approximately 9.3 percent**. This would compare with 9.6 percent* as calculated under the currently prevailing Basel I capital framework. Were Fifth Third to make the election to include AOCI components in capital, the June 30, 2014 pro forma Basel III Tier 1 common ratio would be increased by approximately 31 bps. Fifth Third’s pro forma Tier 1 common equity ratio exceeds the minimum buffered Tier 1 common equity ratio of 7 percent, comprising a minimum of 4.5 percent plus a capital conservation buffer of 2.5 percent. The pro forma Tier 1 common equity ratio does not include the effect of any mitigating actions the Bancorp may undertake to offset any impact of the final capital rules.

Book value per share at June 30, 2014 was $16.74 and tangible book value per share* was $13.86, compared with the March 31, 2014 book value per share of $16.27 and tangible book value per share of $13.40.

*	Non-GAAP measure; see Reg. G reconciliation on page 33.

As previously announced, Fifth Third entered into a share repurchase agreement with a counterparty on April 28, 2014, whereby Fifth Third would purchase approximately $150 million of its outstanding common stock. This transaction reduced Fifth Third’s first quarter share count by 6.22 million shares on May 1, 2014. Settlement of the forward contract related to this agreement is expected to occur on or before July 28, 2014. In total, the incremental impact to the average diluted share count in the second quarter of 2014 was approximately 9 million shares due to share repurchase transactions in the first and second quarters of 2014.

Pursuant to Fifth Third’s 2014 CCAR capital plan, Fifth Third issued $300 million of 4.90 percent fixed-to-floating rate non-cumulative perpetual preferred stock (Series J preferred stock) on June 5, 2014.

Tax Rate

The effective tax rate was 27.6 percent this quarter compared with 27.3 percent in the first quarter of 2014 and 29.7 percent in the second quarter of 2013.

Other

Fifth Third Bank owns 43 million units representing a 22.8 percent interest in Vantiv Holding, LLC, convertible into shares of Vantiv, Inc., a publicly traded firm (NYSE: VNTV). Based upon Vantiv’s closing price of $33.62 on June 30, 2014, our interest in Vantiv was valued at approximately $1.4 billion. Next month in our 10-Q, we will update our disclosure of the carrying value of our interest in Vantiv stock, which was $437 million as of March 31, 2014. The difference between the market value and the book value of Fifth Third’s interest in Vantiv’s shares is not recognized in Fifth Third’s equity or capital. Additionally, Fifth Third has a warrant to purchase additional shares in Vantiv which is carried as a derivative asset at a fair value of $412 million as of June 30, 2014.

Conference Call

Fifth Third will host a conference call to discuss these financial results at 9:30 a.m. (Eastern Time) today. This conference call will be webcast live by Thomson Financial and may be accessed through the Fifth Third Investor Relations website at www.53.com (click on “About Fifth Third” then “Investor Relations”). Institutional investors can access the call via Thomson Financial’s password-protected event management site, StreetEvents (www.streetevents.com).

Those unable to listen to the live webcast may access a webcast replay through the Fifth Third Investor Relations website at the same web address. Additionally, a telephone replay of the conference call will be available beginning approximately two hours after the conference call until Thursday, July 31 by dialing 800-585-8367 for domestic access and 404-537-3406 for international access (passcode 53688833#).

*	Non-GAAP measure; see Reg. G reconciliation on page 33.

**	Capital ratios estimated; presented under current U.S. capital regulations. The pro forma Basel III Tier I common equity ratio is management’s estimate based upon its current interpretation of recent prospective regulatory capital requirements approved in July 2013.

Corporate Profile

Fifth Third Bancorp is a diversified financial services company headquartered in Cincinnati, Ohio. As of June 30, 2014, the Company had $133 billion in assets and operated 15 affiliates with 1,309 full-service Banking Centers, including 102 Bank Mart^® locations, most open seven days a week, inside select grocery stores and 2,619 ATMs in Ohio, Kentucky, Indiana, Michigan, Illinois, Florida, Tennessee, West Virginia, Pennsylvania, Missouri, Georgia and North Carolina. Fifth Third operates four main businesses: Commercial Banking, Branch Banking, Consumer Lending, and Investment Advisors. Fifth Third also has a 22.8% interest in Vantiv Holding, LLC. Fifth Third is among the largest money managers in the Midwest and, as of June 30, 2014, had $305 billion in assets under care, of which it managed $27 billion for individuals, corporations and not-for-profit organizations. Investor information and press releases can be viewed at www.53.com. Fifth Third’s common stock is traded on the NASDAQ^® Global Select Market under the symbol “FITB.”

Forward-Looking Statements

This news release contains statements that we believe are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended, and Rule 3b-6 promulgated thereunder. These statements relate to our financial condition, results of operations, plans, objectives, future performance or business. They usually can be identified by the use of forward-looking language such as “will likely result,” “may,” “are expected to,” “is anticipated,” “estimate,” “forecast,” “projected,” “intends to,” or may include other similar words or phrases such as “believes,” “plans,” “trend,” “objective,” “continue,” “remain,” or similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “can,” or similar verbs. You should not place undue reliance on these statements, as they are subject to risks and uncertainties, including but not limited to the risk factors set forth in our most recent Annual Report on Form 10-K. When considering these forward-looking statements, you should keep in mind these risks and uncertainties, as well as any cautionary statements we may make. Moreover, you should treat these statements as speaking only as of the date they are made and based only on information then actually known to us.

There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors that might cause such a difference include, but are not limited to: (1) general economic conditions and weakening in the economy, specifically the real estate market, either nationally or in the states in which Fifth Third, one or more acquired entities and/or the combined company do business, are less favorable than expected; (2) deteriorating credit quality; (3) political developments, wars or other hostilities may disrupt or increase volatility in securities markets or other economic conditions; (4) changes in the interest rate environment reduce interest margins; (5) prepayment speeds, loan origination and sale volumes, charge-offs and loan loss provisions; (6) Fifth Third’s ability to maintain required capital levels and adequate sources of funding and liquidity; (7) maintaining capital requirements may limit Fifth Third’s operations and potential growth; (8) changes and trends in capital markets; (9) problems encountered by larger or similar financial institutions may adversely affect the banking industry and/or Fifth Third; (10) competitive pressures among depository institutions increase significantly; (11) effects of critical accounting policies and judgments; (12) changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board (FASB) or other regulatory agencies; (13) legislative or regulatory changes or actions, or significant litigation, adversely affect Fifth Third, one or more acquired entities and/or the combined company or the businesses in which Fifth Third, one or more acquired entities and/or the combined company are engaged, including the Dodd-Frank Wall Street Reform and Consumer Protection Act; (14) ability to maintain favorable ratings from rating agencies; (15) fluctuation of Fifth Third’s stock price; (16) ability to attract and retain key personnel; (17) ability to receive dividends from its subsidiaries; (18) potentially dilutive effect of future acquisitions on current shareholders’ ownership of Fifth Third; (19) effects of accounting or financial results of one or more acquired entities; (20) difficulties from Fifth Third’s investment in, relationship with, and nature of the operations of Vantiv, LLC; (21) loss of income from any sale or potential sale of businesses that could have an adverse effect on Fifth Third’s earnings and future growth; (22) ability to secure confidential information and deliver products and services through the use of computer systems and telecommunications networks; and (23) the impact of reputational risk created by these developments on such matters as business generation and retention, funding and liquidity.

You should refer to our periodic and current reports filed with the Securities and Exchange Commission, or “SEC,” for further information on other factors, which could cause actual results to be significantly different from those expressed or implied by these forward-looking statements.

# # #

LOGO

Quarterly Financial Review for June 30, 2014

Table of Contents


Financial Highlights			19-20
Consolidated Statements of Income			21
Consolidated Statements of Income (Taxable Equivalent)			22
Consolidated Balance Sheets			23-24
Consolidated Statements of Changes in Equity			25
Average Balance Sheet and Yield Analysis			26-28
Summary of Loans and Leases			29
Regulatory Capital			30
Summary of Credit Loss Experience			31
Asset Quality			32
Regulation G Non-GAAP Reconciliation			33
Segment Presentation			34

Fifth Third Bancorp and Subsidiaries

Financial Highlights

$ in millions, except per share data

(unaudited)


	For the Three Months Ended									% Change						Year to Date						% Change
	June			March			June									June			June
	2014			2014			2013			Seq			Yr/Yr			2014			2013			Yr/Yr
Income Statement Data
Net interest income^(a)	$	905		$	898		$	885			1	%		2	%	$	1,803		$	1,777			1	%
Noninterest income		736			564			1,060			31	%		(31	%)		1,300			1,803			(28	%)
Total revenue^(a)		1,641			1,462			1,945			12	%		(16	%)		3,103			3,580			(13	%)
Provision for loan and lease losses		76			69			64			10	%		20	%		146			126			16	%
Noninterest expense		954			950			1,035			—			(8	%)		1,903			2,013			(5	%)
Net income attributable to Bancorp		439			318			591			38	%		(26	%)		756			1,013			(25	%)
Net income available to common shareholders		416			309			582			35	%		(29	%)		724			995			(27	%)
Common Share Data
Earnings per share, basic	$	0.49		$	0.36		$	0.67			36	%		(27	%)	$	0.85		$	1.14			(25	%)
Earnings per share, diluted		0.49			0.36			0.65			36	%		(25	%)		0.84			1.11			(23	%)
Cash dividends per common share		0.13			0.12			0.12			8	%		8	%		0.25			0.23			9	%
Book value per share		16.74			16.27			15.56			3	%		8	%		16.74			15.56			8	%
Market price per share		21.35			22.96			18.05			(7	%)		18	%		21.35			18.05			18	%
Common shares outstanding (in thousands)		844,489			847,569			851,474			—			(1	%)		844,489			851,474			(1	%)
Average common shares outstanding (in thousands):
Basic		838,492			845,860			858,583			(1	%)		(2	%)		842,156			864,719			(3	%)
Diluted		848,245			857,924			900,625			(1	%)		(6	%)		853,058			906,860			(6	%)
Market capitalization	$	18,030		$	19,456		$	15,369			(7	%)		17	%	$	18,030		$	15,369			17	%
Financial Ratios
Return on average assets		1.34	%		1.00	%		1.94	%		34	%		(31	%)		1.17	%		1.68	%		(30	%)
Return on average common equity		11.9	%		9.0	%		17.3	%		31	%		(31	%)		10.5	%		14.9	%		(30	%)
Return on average tangible common equity^(b)		14.4	%		11.0	%		21.1	%		31	%		(32	%)		12.7	%		18.3	%		(30	%)
Noninterest income as a percent of total revenue		45	%		39	%		55	%		16	%		(18	%)		42	%		50	%		(17	%)
Average Bancorp shareholders’ equity as a percent of average assets		11.57	%		11.53	%		11.64	%		—			(1	%)		11.55	%		11.51	%		—
Tangible common equity^(c)(d)		8.74	%		8.79	%		8.83	%		(1	%)		(1	%)		8.74	%		8.83	%		(1	%)
Net interest margin^(a)		3.15	%		3.22	%		3.33	%		(2	%)		(5	%)		3.18	%		3.38	%		(6	%)
Efficiency^(a)		58.2	%		64.9	%		53.2	%		(10	%)		9	%		61.4	%		56.2	%		9	%
Effective tax rate		27.6	%		27.3	%		29.7	%		1	%		(7	%)		27.5	%		30.0	%		(8	%)
Credit Quality
Net losses charged off	$	101		$	168		$	112			(39	%)		(9	%)	$	270		$	245			10	%
Net losses charged off as a percent of average loans and leases		0.45	%		0.76	%		0.51	%		(41	%)		(12	%)		0.60	%		0.57	%		6	%
Allowance for loan and lease losses as a percent of portfolio loans and leases		1.61	%		1.65	%		1.99	%		(3	%)		(19	%)		1.61	%		1.99	%		(19	%)
Allowance for credit losses as a percent of portfolio loans and leases		1.77	%		1.82	%		2.18	%		(3	%)		(19	%)		1.77	%		2.18	%		(19	%)
Nonperforming assets as a percent of portfolio loans, leases and other assets, including other real estate owned^(e)		0.92	%		1.05	%		1.32	%		(13	%)		(30	%)		0.92	%		1.32	%		(30	%)
Average Balances
Loans and leases, including held for sale	$	91,241		$	90,238		$	89,473			1	%		2	%	$	90,742		$	89,179			2	%
Total securities and other short-term investments		23,940			22,940			16,962			4	%		41	%		23,443			16,904			39	%
Total assets		130,965			128,930			122,212			2	%		7	%		129,953			121,668			7	%
Transaction deposits^(f)		89,148			87,896			81,678			1	%		9	%		88,526			81,311			9	%
Core deposits^(g)		92,841			91,512			85,537			1	%		9	%		92,181			85,231			8	%
Wholesale funding^(h)		19,204			18,244			17,508			5	%		10	%		18,726			17,595			6	%
Bancorp shareholders’ equity		15,157			14,862			14,221			2	%		7	%		15,011			14,001			7	%
*Regulatory Capital Ratios⁽ⁱ⁾***
Tier I risk-based capital		10.80	%		10.45	%		11.14	%		3	%		(3	%)		10.80	%		11.14	%		(3	%)
Total risk-based capital		14.30	%		14.02	%		14.43	%		2	%		(1	%)		14.30	%		14.43	%		(1	%)
Tier I leverage		9.86	%		9.71	%		10.45	%		2	%		(6	%)		9.86	%		10.45	%		(6	%)
Tier I common equity^(d)		9.61	%		9.51	%		9.49	%		1	%		1	%		9.61	%		9.49	%		1	%
Operations
Banking centers		1,309			1,311			1,326			—			(1	%)		1,309			1,326			(1	%)
ATMs		2,619			2,614			2,433			—			8	%		2,619			2,433			8	%
Full-time equivalent employees		18,732			19,080			20,569			(2	%)		(9	%)		18,732			20,569			(9	%)

(a)

Presented on a fully taxable equivalent basis.

(b)

The return on average tangible common equity is calculated as tangible net income available to common shareholders excluding tax effected amortization of intangibles) divided by average tangible common equity (average common equity less goodwill and intangible assets).

(c)

The tangible common equity ratio is calculated as tangible common equity (shareholders’ equity less preferred stock, goodwill, intangible assets and accumulated other comprehensive income divided by tangible assets (total assets less goodwill, intangible assets and accumulated other comprehensive income).

(d)

The tangible common equity and tier I common equity ratios, while not required by U.S. GAAP, are considered to be important metrics with which to analyze a bank’s position. The ratios have been included herein to facilitate a greater understanding of the Bancorp’s capital structure and financial condition.

(e)

Excludes nonaccrual loans held for sale.

(f)

Includes demand, interest checking, savings, money market and foreign office deposits of commercial customers.

(g)

Includes transaction deposits plus other time deposits.

(h)

Includes certificates $100,000 and over, other deposits, federal funds purchased, short-term borrowings and long-term debt.

(i)

Current period regulatory capital ratios are estimates.

(j)

Non-GAAP measure; see Reg. G reconciliation on page 33.

Fifth Third Bancorp and Subsidiaries

Financial Highlights

$ in millions, except per share data

(unaudited)


	For the Three Months Ended
	June			March			December			September			June
	2014			2014			2013			2013			2013
Income Statement Data
Net interest income^(a)	$	905		$	898		$	905		$	898		$	885
Noninterest income		736			564			703			721			1,060
Total revenue^(a)		1,641			1,462			1,608			1,619			1,945
Provision for loan and lease losses		76			69			53			51			64
Noninterest expense		954			950			989			959			1,035
Net income attributable to Bancorp		439			318			402			421			591
Net income available to common shareholders		416			309			383			421			582
Common Share Data
Earnings per share, basic	$	0.49		$	0.36		$	0.44		$	0.47		$	0.67
Earnings per share, diluted		0.49			0.36			0.43			0.47			0.65
Cash dividends per common share		0.13			0.12			0.12			0.12			0.12
Book value per share		16.74			16.27			15.85			15.84			15.56
Market price per share		21.35			22.96			21.03			18.05			18.05
Common shares outstanding (in thousands)		844,489			847,569			855,306			887,030			851,474
Average common shares outstanding (in thousands):
Basic		838,492			845,860			868,077			880,183			858,583
Diluted		848,245			857,924			877,511			888,111			900,625
Market capitalization	$	18,030		$	19,456		$	17,987		$	16,011		$	15,369
Financial Ratios
Return on average assets		1.34	%		1.00	%		1.24	%		1.35	%		1.94	%
Return on average common equity		11.9	%		9.0	%		10.8	%		12.1	%		17.3	%
Return on average tangible common equity^(b)(j)		14.4	%		11.0	%		13.1	%		14.7	%		21.1	%
Noninterest income as a percent of total revenue		45	%		39	%		44	%		45	%		55	%
Average Bancorp shareholders’ equity as a percent of average assets		11.57	%		11.53	%		11.51	%		11.71	%		11.64	%
Tangible common equity^(c)(d)(j)		8.74	%		8.79	%		8.63	%		9.27	%		8.83	%
Net interest margin^(a)		3.15	%		3.22	%		3.21	%		3.31	%		3.33	%
Efficiency^(a)		58.2	%		64.9	%		61.5	%		59.2	%		53.2	%
Effective tax rate		27.6	%		27.3	%		28.4	%		30.3	%		29.7	%
Credit Quality
Net losses charged off	$	101		$	168		$	148		$	109		$	112
Net losses charged off as a percent of average loans and leases		0.45	%		0.76	%		0.67	%		0.49	%		0.51	%
Allowance for loan and lease losses as a percent of portfolio loans and leases		1.61	%		1.65	%		1.79	%		1.92	%		1.99	%
Allowance for credit losses as a percent of portfolio loans and leases		1.77	%		1.82	%		1.97	%		2.11	%		2.18	%
Nonperforming assets as a percent of portfolio loans, leases and other assets, including other real estate owned^(e)		0.92	%		1.05	%		1.10	%		1.16	%		1.32	%
Average Balances
Loans and leases, including held for sale	$	91,241		$	90,238		$	88,865		$	89,154		$	89,473
Total securities and other short-term investments		23,940			22,940			23,043			18,528			16,962
Total assets		130,965			128,930			128,179			123,346			122,212
Transaction deposits^(f)		89,148			87,896			85,740			83,245			81,678
Core deposits^(g)		92,841			91,512			89,269			86,921			85,537
Wholesale funding^(h)		19,204			18,244			19,069			16,924			17,508
Bancorp shareholders’ equity		15,157			14,862			14,757			14,440			14,221
Regulatory Capital Ratios⁽ⁱ⁾
Tier I risk-based capital		10.80	%		10.45	%		10.43	%		11.21	%		11.14	%
Total risk-based capital		14.30	%		14.02	%		14.17	%		14.43	%		14.43	%
Tier I leverage		9.86	%		9.71	%		9.70	%		10.64	%		10.45	%
Tier I common equity^(d)(j)		9.61	%		9.51	%		9.45	%		9.95	%		9.49	%
Operations
Banking centers		1,309			1,311			1,320			1,326			1,326
ATMs		2,619			2,614			2,586			2,374			2,433
Full-time equivalent employees		18,732			19,080			19,446			20,256			20,569

(a)

Presented on a fully taxable equivalent basis.

(b)

(c)

(d)

(e)

Excludes nonaccrual loans held for sale.

(f)

Includes demand, interest checking, savings, money market and foreign office deposits of commercial customers.

(g)

Includes transaction deposits plus other time deposits.

(h)

Includes certificates $100,000 and over, other deposits, federal funds purchased, short-term borrowings and long-term debt.

(i)

Current period regulatory capital ratios are estimates.

(j)

Non-GAAP measure; see Reg. G reconciliation on page 33.

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Income

$ in millions

(unaudited)


	For the Three Months Ended						% Change						Year to Date					% Change
	June		March		June								June		June
	2014		2014		2013		Seq			Yr/Yr			2014		2013			Yr/Yr
Interest Income
Interest and fees on loans and leases	$	826	$	823	$	864		—			(4	%)		1,649		1,746			(6	%)
Interest on securities		181		168		119		8	%		52	%		349		231			51	%
Interest on other short-term investments		1		2		1		(7	%)		58	%		3		2			59	%

Total interest income		1,008		993		984		2	%		3	%		2,001		1,979			1	%
Interest Expense
Interest on deposits		49		48		53		2	%		(8	%)		96		103			(7	%)
Interest on other short-term borrowings		1		1		1		28	%		(49	%)		1		4			(68	%)
Interest on long-term debt		58		51		50		14	%		18	%		111		104			6	%

Total interest expense		108		100		104		8	%		4	%		208		211			(1	%)

Net Interest Income		900		893		880		1	%		2	%		1,793		1,768			1	%
Provision for loan and lease losses		76		69		64		10	%		20	%		146		126			16	%

Net interest income after provision for loan and lease losses		824		824		816		—			1	%		1,647		1,642			—
Noninterest Income
Service charges on deposits		139		133		136		5	%		2	%		272		267			2	%
Corporate banking revenue		107		104		106		3	%		1	%		211		205			3	%
Mortgage banking net revenue		78		109		233		(29	%)		(67	%)		187		453			(59	%)
Investment advisory revenue		102		102		98		—			4	%		204		198			3	%
Card and processing revenue		76		68		67		11	%		12	%		144		132			9	%
Other noninterest income		226		41		414		NM			(45	%)		268		523			(49	%)
Securities gains, net		8		7		—		16	%		NM			14		17			(14	%)
Securities gains, net—non-qualifying hedges on mortgage servicing rights		—		—		6		—			(100	%)		—		8			(100	%)

Total noninterest income		736		564		1,060		31	%		(31	%)		1,300		1,803			(28	%)
Noninterest Expense
Salaries, wages and incentives		368		359		404		2	%		(9	%)		727		803			(10	%)
Employee benefits		79		101		83		(22	%)		(5	%)		180		197			(8	%)
Net occupancy expense		79		80		76		(1	%)		3	%		158		155			2	%
Technology and communications		52		53		50		(3	%)		4	%		105		99			6	%
Equipment expense		30		30		28		1	%		9	%		60		56			8	%
Card and processing expense		37		31		33		17	%		10	%		68		65			5	%
Other noninterest expense		309		296		361		5	%		(14	%)		605		638			(5	%)

Total noninterest expense		954		950		1,035		—			(8	%)		1,903		2,013			(5	%)
Income before income taxes		606		438		841		38	%		(28	%)		1,044		1,432			(27	%)
Applicable income tax expense		167		119		250		40	%		(33	%)		287		429			(33	%)

Net Income		439		319		591		38	%		(26	%)		757		1,003			(24	%)
Less: Net income attributable to noncontrolling interests		—		1		—		(60	%)		(24	%)		1		(10	)		NM

Net income attributable to Bancorp		439		318		591		38	%		(26	%)		756		1,013			(25	%)
Dividends on preferred stock		23		9		9		NM			NM			32		18			81	%

Net income available to common shareholders	$	416	$	309	$	582		35	%		(29	%)		724		995			(27	%)

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Income (Taxable Equivalent)

$ in millions

(unaudited)


	For the Three Months Ended
	June		March		December		September		June
	2014		2014		2013		2013		2013
Interest Income
Interest and fees on loans and leases	$	826	$	823	$	845	$	857	$	864
Interest on securities		181		168		154		134		119
Interest on other short-term investments		1		2		3		1		1

Total interest income		1,008		993		1,002		992		984
Taxable equivalent adjustment		5		5		5		5		5

Total interest income (taxable equivalent)		1,013		998		1,007		997		989
Interest Expense
Interest on deposits		49		48		48		51		53
Interest on other short-term borrowings		1		1		1		1		1
Interest on long-term debt		58		51		53		47		50

Total interest expense		108		100		102		99		104

Net Interest Income (taxable equivalent)		905		898		905		898		885
Provision for loan and lease losses		76		69		53		51		64

Net interest income (taxable equivalent) after provision for loan and lease losses		829		829		852		847		821
Noninterest Income
Service charges on deposits		139		133		142		140		136
Corporate banking revenue		107		104		94		102		106
Mortgage banking net revenue		78		109		126		121		233
Investment advisory revenue		102		102		98		97		98
Card and processing revenue		76		68		71		69		67
Other noninterest income		226		41		170		185		414
Securities gains, net		8		7		2		2		—
Securities gains, net—non-qualifying hedges on mortgage servicing rights		—		—		—		5		6

Total noninterest income		736		564		703		721		1,060
Noninterest Expense
Salaries, wages and incentives		368		359		388		389		404
Employee benefits		79		101		78		83		83
Net occupancy expense		79		80		77		75		76
Technology and communications		52		53		53		52		50
Equipment expense		30		30		29		29		28
Card and processing expense		37		31		37		33		33
Other noninterest expense		309		296		327		298		361

Total noninterest expense		954		950		989		959		1,035

Income before income taxes (taxable equivalent)		611		443		566		609		846
Taxable equivalent adjustment		5		5		5		5		5

Income before income taxes		606		438		561		604		841
Applicable income tax expense		167		119		159		183		250

Net Income		439		319		402		421		591
Less: Net Income attributable to noncontrolling interests		—		1		—		—		—

Net income attributable to Bancorp		439		318		402		421		591
Dividends on preferred stock		23		9		19		—		9

Net income available to common shareholders	$	416	$	309	$	383	$	421	$	582

Fifth Third Bancorp and Subsidiaries

Consolidated Balance Sheets

$ in millions, except per share data

(unaudited)


	As of									% Change
	June			March			June
	2014			2014			2013			Seq			Yr/Yr
Assets
Cash and due from banks	$	3,312		$	3,153		$	2,390			5	%		39	%
Available-for-sale and other securities^(a)		22,814			20,749			16,187			10	%		41	%
Held-to-maturity securities^(b)		194			195			274			(1	%)		(29	%)
Trading securities		361			347			219			4	%		64	%
Other short-term investments		2,386			2,202			1,109			8	%		NM
Loans held for sale		682			780			2,148			(13	%)		(68	%)
Portfolio loans and leases:
Commercial and industrial loans		41,299			40,591			37,856			2	%		9	%
Commercial mortgage loans		7,805			7,958			8,443			(2	%)		(8	%)
Commercial construction loans		1,424			1,218			754			17	%		89	%
Commercial leases		3,567			3,577			3,567			—			—
Residential mortgage loans		12,652			12,626			12,400			—			2	%
Home equity		9,056			9,125			9,531			(1	%)		(5	%)
Automobile loans		12,050			12,088			12,015			—			—
Credit card		2,261			2,177			2,114			4	%		7	%
Other consumer loans and leases		370			345			352			7	%		5	%

Portfolio loans and leases		90,484			89,705			87,032			1	%		4	%
Allowance for loan and lease losses		(1,458	)		(1,483	)		(1,735	)		(2	%)		(16	%)

Portfolio loans and leases, net		89,026			88,222			85,297			1	%		4	%
Bank premises and equipment		2,491			2,528			2,540			(1	%)		(2	%)
Operating lease equipment		667			714			645			(7	%)		3	%
Goodwill		2,416			2,416			2,416			—			—
Intangible assets		17			18			23			(6	%)		(27	%)
Servicing rights		931			975			899			(5	%)		4	%
Other assets		7,265			7,355			9,213			(1	%)		(21	%)

Total assets	$	132,562		$	129,654		$	123,360			2	%		7	%

Liabilities
Deposits:
Demand	$	32,140		$	31,234		$	30,097			3	%		7	%
Interest checking		24,744			25,472			22,878			(3	%)		8	%
Savings		16,087			16,867			18,448			(5	%)		(13	%)
Money market		14,216			13,208			9,247			8	%		54	%
Foreign office		1,418			1,922			1,570			(26	%)		(10	%)
Other time		3,724			3,660			3,793			2	%		(2	%)
Certificates—$100,000 and over		3,623			4,511			7,374			(20	%)		(51	%)
Other		—			—			47			NM			NM

Total deposits		95,952			96,874			93,454			(1	%)		3	%
Federal funds purchased		153			268			636			(43	%)		(76	%)
Other short-term borrowings		3,146			2,717			2,112			16	%		49	%
Accrued taxes, interest and expenses		1,824			1,669			1,619			9	%		13	%
Other liabilities		2,018			2,029			4,322			—			(53	%)
Long-term debt		13,961			11,233			6,940			24	%		NM

Total liabilities		117,054			114,790			109,083			2	%		7	%
Equity
Common stock^(c)		2,051			2,051			2,051			—			—
Preferred stock		1,331			1,034			991			29	%		34	%
Capital surplus		2,613			2,674			2,689			(2	%)		(3	%)
Retained earnings		10,666			10,363			9,561			3	%		12	%
Accumulated other comprehensive income		382			196			149			95	%		NM
Treasury stock		(1,574	)		(1,492	)		(1,202	)		6	%		31	%

Total Bancorp shareholders’ equity		15,469			14,826			14,239			4	%		9	%
Noncontrolling interests		39			38			38			1	%		1	%

Total Equity		15,508			14,864			14,277			4	%		9	%

Total liabilities and equity	$	132,562		$	129,654		$	123,360			2	%		7	%

(a) Amortized cost	$	22,184		$	20,393		$	15,793			9	%		40	%
(b) Market values		194			195			274			(1	%)		(29	%)
(c) Common shares, stated value $2.22 per share (in thousands):
Authorized		2,000,000			2,000,000			2,000,000			—			—
Outstanding, excluding treasury		844,489			847,569			851,474			—			(1	%)
Treasury		79,404			76,324			72,419			4	%		10	%

Fifth Third Bancorp and Subsidiaries

Consolidated Balance Sheets

$ in millions, except per share data

(unaudited)


	As of
	June			March			December			September			June
	2014			2014			2013			2013			2013
Assets
Cash and due from banks	$	3,312		$	3,153		$	3,178		$	2,887		$	2,390
Available-for-sale and other securities^(a)		22,814			20,749			18,597			18,080			16,187
Held-to-maturity securities^(b)		194			195			208			265			274
Trading securities		361			347			343			246			219
Other short-term investments		2,386			2,202			5,116			2,622			1,109
Loans held for sale		682			780			944			1,330			2,148
Portfolio loans and leases:
Commercial and industrial loans		41,299			40,591			39,316			38,253			37,856
Commercial mortgage loans		7,805			7,958			8,066			8,052			8,443
Commercial construction loans		1,424			1,218			1,039			875			754
Commercial leases		3,567			3,577			3,625			3,572			3,567
Residential mortgage loans		12,652			12,626			12,680			12,534			12,400
Home equity		9,056			9,125			9,246			9,356			9,531
Automobile loans		12,050			12,088			11,984			12,072			12,015
Credit card		2,261			2,177			2,294			2,157			2,114
Other consumer loans and leases		370			345			364			360			352

Portfolio loans and leases		90,484			89,705			88,614			87,231			87,032
Allowance for loan and lease losses		(1,458	)		(1,483	)		(1,582	)		(1,677	)		(1,735	)

Portfolio loans and leases, net		89,026			88,222			87,032			85,554			85,297
Bank premises and equipment		2,491			2,528			2,531			2,528			2,540
Operating lease equipment		667			714			730			707			645
Goodwill		2,416			2,416			2,416			2,416			2,416
Intangible assets		17			18			19			21			23
Servicing rights		931			975			971			919			899
Other assets		7,265			7,355			8,358			8,098			9,213

Total assets	$	132,562		$	129,654		$	130,443		$	125,673		$	123,360

Liabilities
Deposits:
Demand	$	32,140		$	31,234		$	32,634		$	30,153		$	30,097
Interest checking		24,744			25,472			25,875			23,527			22,878
Savings		16,087			16,867			17,045			17,583			18,448
Money market		14,216			13,208			11,644			10,433			9,247
Foreign office		1,418			1,922			1,976			1,409			1,570
Other time		3,724			3,660			3,530			3,524			3,793
Certificates—$100,000 and over		3,623			4,511			6,571			7,497			7,374
Other		—			—			—			—			47

Total deposits		95,952			96,874			99,275			94,126			93,454
Federal funds purchased		153			268			284			225			636
Other short-term borrowings		3,146			2,717			1,380			3,487			2,112
Accrued taxes, interest and expenses		1,824			1,669			1,758			1,692			1,619
Other liabilities		2,018			2,029			3,487			3,365			4,322
Long-term debt		13,961			11,233			9,633			8,098			6,940

Total liabilities		117,054			114,790			115,817			110,993			109,083
Equity
Common stock^(c)		2,051			2,051			2,051			2,051			2,051
Preferred stock		1,331			1,034			1,034			593			991
Capital surplus		2,613			2,674			2,561			2,565			2,689
Retained earnings		10,666			10,363			10,156			9,876			9,561
Accumulated other comprehensive income		382			196			82			218			149
Treasury stock		(1,574	)		(1,492	)		(1,295	)		(662	)		(1,202	)

Total Bancorp shareholders’ equity		15,469			14,826			14,589			14,641			14,239
Noncontrolling interests		39			38			37			39			38

Total Equity		15,508			14,864			14,626			14,680			14,277

Total liabilities and equity	$	132,562		$	129,654		$	130,443		$	125,673		$	123,360

(a) Amortized cost	$	22,184		$	20,393		$	18,409		$	17,665		$	15,793
(b) Market values		194			195			208			265			274
(c) Common shares, stated value $2.22 per share (in thousands):
Authorized		2,000,000			2,000,000			2,000,000			2,000,000			2,000,000
Outstanding, excluding treasury		844,489			847,569			855,306			887,030			851,474
Treasury		79,404			76,324			68,587			36,863			72,419

Fifth Third Bancorp and Subsidiaries

Consolidated Statements of Changes in Equity

$ in millions

(unaudited)


	For the Three Months Ended						Year to Date
	June			June			June			June
	2014			2013			2014			2013
Total equity, beginning	$	14,864		$	13,920		$	14,626		$	13,764
Net income attributable to Bancorp		439			591			756			1,013
Other comprehensive income, net of tax:
Change in unrealized gains and (losses):
Available-for-sale securities		178			(178	)		288			(209	)
Qualifying cash flow hedges		7			(8	)		10			(21	)
Change in accumulated other comprehensive income related to employee benefit plans		1			2			2			4

Comprehensive income		625			407			1,057			787
Cash dividends declared:
Common stock		(110	)		(102	)		(211	)		(198	)
Preferred stock		(23	)		(9	)		(32	)		(18	)
Impact of stock transactions under stock compensation plans, net		4			8			19			25
Shares acquired for treasury		(150	)		(539	)		(249	)		(664	)
Issuance of preferred stock		297			593			297			593
Noncontrolling interest		1			—			1			(10	)
Other		—			(1	)		1			(2	)

Total equity, ending	$	15,508		$	14,277		$	15,508		$	14,277

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)


	For the Three Months Ended									% Change
	June 2014			March 2014			June 2013			Seq			Yr/Yr
Assets
Interest-earning assets:
Commercial and industrial loans	$	41,451		$	40,409		$	37,636			2	%		10	%
Commercial mortgage loans		7,886			7,983			8,627			(1	%)		(8	%)
Commercial construction loans		1,364			1,118			717			22	%		91	%
Commercial leases		3,556			3,607			3,553			(1	%)		—
Residential mortgage loans		13,202			13,304			14,984			(1	%)		(12	%)
Home equity		9,101			9,194			9,625			(1	%)		(5	%)
Automobile loans		12,070			12,023			11,887			—			2	%
Credit card		2,232			2,230			2,071			—			8	%
Other consumer loans and leases		379			370			373			5	%		2	%
Taxable securities		21,706			20,385			15,346			6	%		41	%
Tax exempt securities		52			46			55			14	%		(5	%)
Other short-term investments		2,182			2,509			1,561			(13	%)		40	%

Total interest-earning assets		115,181			113,178			106,435			2	%		8	%
Cash and due from banks		2,847			2,850			2,359			—			21	%
Other assets		14,417			14,478			15,198			—			(5	%)
Allowance for loan and lease losses		(1,480	)		(1,576	)		(1,780	)		(6	%)		(17	%)

Total assets	$	130,965		$	128,930		$	122,212			2	%		7	%

Liabilities
Interest-bearing liabilities:
Interest checking	$	25,222		$	25,911		$	22,796			(3	%)		11	%
Savings		16,509			16,903			18,864			(2	%)		(12	%)
Money market		13,942			12,439			8,918			12	%		56	%
Foreign office		2,200			2,017			1,418			9	%		55	%
Other time		3,693			3,616			3,859			2	%		(4	%)
Certificates—$100,000 and over		3,840			5,576			6,519			(31	%)		(41	%)
Other		—			—			10			NM			NM
Federal funds purchased		606			547			560			11	%		8	%
Other short-term borrowings		2,234			1,808			2,867			24	%		(22	%)
Long-term debt		12,524			10,313			7,552			21	%		66	%

Total interest-bearing liabilities		80,770			79,130			73,363			2	%		10	%
Demand deposits		31,275			30,626			29,682			2	%		5	%
Other liabilities		3,724			4,274			4,908			(13	%)		(24	%)

Total liabilities		115,769			114,030			107,953			2	%		7	%
Equity		15,196			14,900			14,259			2	%		7	%

Total liabilities and equity	$	130,965		$	128,930		$	122,212			2	%		7	%

Yield Analysis
Interest-earning assets:
Commercial and industrial loans		3.27	%		3.35	%		3.58	%
Commercial mortgage loans		3.39	%		3.43	%		3.65	%
Commercial construction loans		3.54	%		3.48	%		3.41	%
Commercial leases		3.04	%		3.09	%		3.36	%
Residential mortgage loans		3.93	%		3.94	%		3.91	%
Home equity		3.71	%		3.74	%		3.76	%
Automobile loans		2.77	%		2.86	%		3.16	%
Credit card		10.06	%		9.90	%		9.97	%
Other consumer loans and leases		35.63	%		39.93	%		39.49	%

Total loans and leases		3.65	%		3.72	%		3.89	%
Taxable securities		3.34	%		3.33	%		3.09	%
Tax exempt securities		4.69	%		5.51	%		5.01	%
Other short-term investments		0.28	%		0.26	%		0.24	%

Total interest-earning assets		3.53	%		3.58	%		3.73	%
Interest-bearing liabilities:
Interest checking		0.22	%		0.23	%		0.23	%
Savings		0.11	%		0.11	%		0.12	%
Money market		0.33	%		0.28	%		0.24	%
Foreign office		0.29	%		0.29	%		0.29	%
Other time		1.03	%		0.99	%		1.48	%
Certificates—$100,000 and over		0.83	%		0.70	%		0.82	%
Other		0.00	%		0.05	%		0.08	%
Federal funds purchased		0.10	%		0.10	%		0.11	%
Other short-term borrowings		0.10	%		0.10	%		0.18	%
Long-term debt		1.89	%		2.04	%		2.65	%

Total interest-bearing liabilities		0.54	%		0.51	%		0.57	%
Ratios:
Net interest margin (taxable equivalent)		3.15	%		3.22	%		3.33	%
Net interest rate spread (taxable equivalent)		2.99	%		3.07	%		3.16	%
Interest-bearing liabilities to interest-earning assets		70.12	%		69.92	%		68.93	%

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)


	Year to Date						% Change
	June 2014			June 2013			Yr/Yr
Assets
Interest-earning assets:
Commercial and industrial loans	$	40,933		$	37,033			10	%
Commercial mortgage loans		7,934			8,801			(10	%)
Commercial construction loans		1,242			709			76	%
Commercial leases		3,582			3,555			1	%
Residential mortgage loans		13,252			14,925			(11	%)
Home equity		9,147			9,748			(6	%)
Automobile loans		12,047			11,991			1	%
Credit card		2,231			2,070			8	%
Other consumer loans and leases		374			347			8	%
Taxable securities		21,049			15,285			38	%
Tax exempt securities		49			53			(7	%)
Other short-term investments		2,345			1,566			50	%

Total interest-earning assets		114,185			106,083			8	%
Cash and due from banks		2,848			2,292			24	%
Other assets		14,448			15,108			(4	%)
Allowance for loan and lease losses		(1,528	)		(1,815	)		(16	%)

Total assets		129,953			121,668			7	%

Liabilities
Interest-bearing liabilities:
Interest checking		25,565			23,277			10	%
Savings		16,705			19,218			(13	%)
Money market		13,195			8,428			57	%
Foreign office		2,109			1,261			67	%
Other time		3,655			3,920			(7	%)
Certificates—$100,000 and over		4,703			5,275			(11	%)
Other		—			25			(100	%)
Federal funds purchased		577			625			(8	%)
Other short-term borrowings		2,022			4,141			(51	%)
Long-term debt		11,424			7,529			52	%

Total interest-bearing liabilities		79,955			73,699			8	%
Demand deposits		30,952			29,127			6	%
Other liabilities		3,997			4,798			(17	%)

Total liabilities		114,904			107,624			7	%
Equity		15,049			14,044			7	%

Total liabilities and equity		129,953			121,668			7	%

Yield Analysis
Interest-earning assets:
Commercial and industrial loans		3.31	%		3.74	%		(11	%)
Commercial mortgage loans		3.41	%		3.64	%		(6	%)
Commercial construction loans		3.51	%		3.32	%		6	%
Commercial leases		3.06	%		3.37	%		(9	%)
Residential mortgage loans		3.94	%		3.94	%		—
Home equity		3.72	%		3.75	%		(1	%)
Automobile loans		2.82	%		3.22	%		(13	%)
Credit card		9.98	%		9.82	%		2	%
Other consumer loans and leases		37.74	%		42.84	%		(12	%)

Total loans and leases		3.69	%		3.97	%		(7	%)
Taxable securities		3.34	%		3.04	%		10	%
Tax exempt securities		5.07	%		5.21	%		(3	%)
Other short-term investments		0.27	%		0.25	%		6	%

Total interest-earning assets		3.55	%		3.78	%		(6	%)
Interest-bearing liabilities:
Interest checking		0.22	%		0.23	%
Savings		0.11	%		0.12	%
Money market		0.31	%		0.24	%
Foreign office		0.29	%		0.28	%
Other time		1.01	%		1.49	%
Certificates—$100,000 and over		0.75	%		0.92	%
Other		0.05	%		0.12	%
Federal funds purchased		0.10	%		0.13	%
Other short-term borrowings		0.10	%		0.18	%
Long-term debt		1.95	%		2.79	%

Total interest-bearing liabilities		0.52	%		0.58	%
Ratios:
Net interest margin (taxable equivalent)		3.18	%		3.38	%
Net interest rate spread (taxable equivalent)		3.03	%		3.20	%
Interest-bearing liabilities to interest-earning assets		70.02	%		69.47	%

Fifth Third Bancorp and Subsidiaries

Average Balance Sheet and Yield Analysis

$ in millions, except share data

(unaudited)


	For the Three Months Ended
	June 2014			March 2014			December 2013			September 2013			June 2013
Assets
Interest-earning assets:
Commercial and industrial loans	$	41,451		$	40,409		$	38,846		$	38,145		$	37,636
Commercial mortgage loans		7,886			7,983			8,051			8,280			8,627
Commercial construction loans		1,364			1,118			955			797			717
Commercial leases		3,556			3,607			3,579			3,574			3,553
Residential mortgage loans		13,202			13,304			13,544			14,333			14,984
Home equity		9,101			9,194			9,296			9,432			9,625
Automobile loans		12,070			12,023			12,019			12,083			11,887
Credit card		2,232			2,230			2,202			2,140			2,071
Other consumer loans and leases		379			370			373			370			373
Taxable securities		21,706			20,385			18,383			16,590			15,346
Tax exempt securities		52			46			48			44			55
Other short-term investments		2,182			2,509			4,612			1,894			1,561

Total interest-earning assets		115,181			113,178			111,908			107,682			106,435
Cash and due from banks		2,847			2,850			2,956			2,380			2,359
Other assets		14,417			14,478			14,986			15,015			15,198
Allowance for loan and lease losses		(1,480	)		(1,576	)		(1,671	)		(1,731	)		(1,780	)

Total assets	$	130,965		$	128,930		$	128,179		$	123,346		$	122,212

Liabilities
Interest-bearing liabilities:
Interest checking	$	25,222		$	25,911		$	24,650		$	23,116		$	22,796
Savings		16,509			16,903			17,323			18,026			18,864
Money market		13,942			12,439			11,285			9,693			8,918
Foreign office		2,200			2,017			1,717			1,755			1,418
Other time		3,693			3,616			3,529			3,676			3,859
Certificates—$100,000 and over		3,840			5,576			7,456			7,315			6,519
Other		—			—			—			17			10
Federal funds purchased		606			547			301			464			560
Other short-term borrowings		2,234			1,808			2,177			1,675			2,867
Long-term debt		12,524			10,313			9,135			7,453			7,552

Total interest-bearing liabilities		80,770			79,130			77,573			73,190			73,363
Demand deposits		31,275			30,626			30,765			30,655			29,682
Other liabilities		3,724			4,274			5,045			5,023			4,908

Total liabilities		115,769			114,030			113,383			108,868			107,953
Equity		15,196			14,900			14,796			14,478			14,259

Total liabilities and equity	$	130,965		$	128,930		$	128,179		$	123,346		$	122,212

Yield Analysis
Interest-earning assets:
Commercial and industrial loans		3.27	%		3.35	%		3.46	%		3.49	%		3.58	%
Commercial mortgage loans		3.39	%		3.43	%		3.53	%		3.60	%		3.65	%
Commercial construction loans		3.54	%		3.48	%		3.46	%		3.71	%		3.41	%
Commercial leases		3.04	%		3.09	%		3.10	%		3.22	%		3.36	%
Residential mortgage loans		3.93	%		3.94	%		3.88	%		3.87	%		3.91	%
Home equity		3.71	%		3.74	%		3.62	%		3.74	%		3.76	%
Automobile loans		2.77	%		2.86	%		2.96	%		3.02	%		3.16	%
Credit card		10.06	%		9.90	%		9.90	%		9.93	%		9.97	%
Other consumer loans and leases		35.63	%		39.93	%		43.19	%		42.84	%		39.49	%

Total loans and leases		3.65	%		3.72	%		3.79	%		3.83	%		3.89	%
Taxable securities		3.34	%		3.33	%		3.32	%		3.20	%		3.09	%
Tax exempt securities		4.69	%		5.51	%		5.65	%		5.08	%		5.01	%
Other short-term investments		0.28	%		0.26	%		0.26	%		0.26	%		0.24	%

Total interest-earning assets		3.53	%		3.58	%		3.57	%		3.68	%		3.73	%
Interest-bearing liabilities:
Interest checking		0.22	%		0.23	%		0.22	%		0.23	%		0.23	%
Savings		0.11	%		0.11	%		0.11	%		0.11	%		0.12	%
Money market		0.33	%		0.28	%		0.26	%		0.24	%		0.24	%
Foreign office		0.29	%		0.29	%		0.27	%		0.29	%		0.29	%
Other time		1.03	%		0.99	%		0.98	%		1.33	%		1.48	%
Certificates—$100,000 and over		0.83	%		0.70	%		0.64	%		0.74	%		0.82	%
Other		0.00	%		0.05	%		0.05	%		0.08	%		0.08	%
Federal funds purchased		0.10	%		0.10	%		0.14	%		0.10	%		0.11	%
Other short-term borrowings		0.10	%		0.10	%		0.15	%		0.21	%		0.18	%
Long-term debt		1.89	%		2.04	%		2.32	%		2.47	%		2.65	%

Total interest-bearing liabilities		0.54	%		0.51	%		0.52	%		0.54	%		0.57	%
Ratios:
Net interest margin (taxable equivalent)		3.15	%		3.22	%		3.21	%		3.31	%		3.33	%
Net interest rate spread (taxable equivalent)		2.99	%		3.07	%		3.05	%		3.14	%		3.16	%
Interest-bearing liabilities to interest-earning assets		70.12	%		69.92	%		69.32	%		67.97	%		68.93	%

Fifth Third Bancorp and Subsidiaries

Summary of Loans and Leases

$ in millions

(unaudited)


	For the Three Months Ended
	June 2014		March 2014		December 2013		September 2013		June 2013
Average Loans and Leases
Commercial:
Commercial and industrial loans	$	41,374	$	40,377	$	38,835	$	38,133	$	37,630
Commercial mortgage loans		7,885		7,981		8,047		8,273		8,618
Commercial construction loans		1,362		1,116		952		793		713
Commercial leases		3,555		3,607		3,578		3,572		3,552

Subtotal—commercial		54,176		53,081		51,412		50,771		50,513
Consumer:
Residential mortgage loans		12,611		12,659		12,609		12,486		12,260
Home equity		9,101		9,194		9,296		9,432		9,625
Automobile loans		12,070		12,023		12,019		12,083		11,887
Credit card		2,232		2,230		2,202		2,140		2,071
Other consumer loans and leases		359		343		357		360		351

Subtotal—consumer		36,373		36,449		36,483		36,501		36,194

Total average loans and leases (excluding held for sale)	$	90,549	$	89,530	$	87,895	$	87,272	$	86,707

Average loans held for sale		692		708		970		1,882		2,766
End of Period Loans and Leases
Commercial:
Commercial and industrial loans	$	41,299	$	40,591	$	39,316	$	38,253	$	37,856
Commercial mortgage loans		7,805		7,958		8,066		8,052		8,443
Commercial construction loans		1,424		1,218		1,039		875		754
Commercial leases		3,567		3,577		3,625		3,572		3,567

Subtotal—commercial		54,095		53,344		52,046		50,752		50,620
Consumer:
Residential mortgage loans		12,652		12,626		12,680		12,534		12,400
Home equity		9,056		9,125		9,246		9,356		9,531
Automobile loans		12,050		12,088		11,984		12,072		12,015
Credit card		2,261		2,177		2,294		2,157		2,114
Other consumer loans and leases		370		345		364		360		352

Subtotal—consumer		36,389		36,361		36,568		36,479		36,412

Total portfolio loans and leases	$	90,484	$	89,705	$	88,614	$	87,231	$	87,032

Core business activity		677		776		938		1,318		2,134
Portfolio management activity		5		4		6		12		14

Total loans held for sale		682		780		944		1,330		2,148
Operating lease equipment		667		714		730		707		645
Loans and Leases Serviced for Others:^(a)
Commercial and industrial loans		649		702		685		727		748
Commercial mortgage loans		277		280		274		284		293
Commercial construction loans		39		35		43		40		39
Commercial leases		235		223		227		211		179
Residential mortgage loans		68,085		68,909		69,159		68,987		67,160
Automobile loans		297		334		370		408		448

Total loans and leases serviced for others		69,582		70,483		70,758		70,657		68,867

Total loans and leases serviced	$	161,415	$	161,682	$	161,046	$	159,925	$	158,692

(a)

Fifth Third sells certain loans and leases and obtains servicing responsibilities

Fifth Third Bancorp and Subsidiaries

Regulatory Capital^(a)

$ in millions

(unaudited)


	As of
	June 2014			March 2014			December 2013			September 2013			June 2013
Tier I capital:
Bancorp shareholders’ equity		15,469			14,826			14,589			14,641			14,239
Goodwill and certain other intangibles		(2,484	)		(2,490	)		(2,492	)		(2,492	)		(2,496	)
Unrealized (gains) losses		(382	)		(196	)		(82	)		(218	)		(149	)
Qualifying trust preferred securities		60			60			60			810			810
Other		(19	)		(18	)		19			21			22

Total tier I capital		12,644			12,182			12,094			12,762			12,426
Total risk-based capital:
Tier I capital		12,644			12,182			12,094			12,762			12,426
Qualifying allowance for credit losses		1,466			1,461			1,454			1,429			1,402
Qualifying subordinated notes		2,635			2,713			2,883			2,236			2,264

Total risk-based capital		16,745			16,356			16,431			16,427			16,092

Risk-weighted assets^(b)		117,127			116,622			115,969			113,801			111,559
Ratios:
Average shareholders’ equity to average assets		11.57	%		11.53	%		11.51	%		11.71	%		11.64	%
Regulatory capital:
Fifth Third Bancorp
Tier I risk-based capital		10.80	%		10.45	%		10.43	%		11.21	%		11.14	%
Total risk-based capital		14.30	%		14.02	%		14.17	%		14.43	%		14.43	%
Tier I leverage		9.86	%		9.71	%		9.70	%		10.64	%		10.45	%
Tier I common equity^(c)		9.61	%		9.51	%		9.45	%		9.95	%		9.49	%
Fifth Third Bank
Tier I risk-based capital		11.79	%		11.65	%		11.59	%		11.68	%		11.84	%
Total risk-based capital		13.04	%		12.91	%		12.94	%		13.04	%		13.19	%
Tier I leverage		10.77	%		10.84	%		10.80	%		11.08	%		11.11	%

(a)

Current period regulatory capital data and ratios are estimated.

(b)

Under the banking agencies’ risk-based capital guidelines, assets and credit equivalent amounts of derivatives and off-balance sheet exposures are assigned to broad risk categories. The aggregate dollar amount in category is multiplied by the associated risk weight of the category. The resulting weighted values are added together resulting in the Bancorp’s total risk weighted assets.

(c)

The tier I common equity ratio while not required by U.S. GAAP, is considered to be an important metric with which to analyze a bank’s position. The ratio has been included herein to facilitate a greater understanding of the Bancorp’s capital structure and financial condition.

Fifth Third Bancorp and Subsidiaries

Summary of Credit Loss Experience

$ in millions

(unaudited)


	For the Three Months Ended
	June 2014			March 2014			December 2013			September 2013			June 2013
Average loans and leases (excluding held for sale):
Commercial and industrial loans	$	41,374		$	40,377		$	38,835		$	38,133		$	37,630
Commercial mortgage loans		7,885			7,981			8,047			8,273			8,618
Commercial construction loans		1,362			1,116			952			793			713
Commercial leases		3,555			3,607			3,578			3,572			3,552
Residential mortgage loans		12,611			12,659			12,609			12,486			12,260
Home equity		9,101			9,194			9,296			9,432			9,625
Automobile loans		12,070			12,023			12,019			12,083			11,887
Credit card		2,232			2,230			2,202			2,140			2,071
Other consumer loans and leases		359			343			357			360			351

Total average loans and leases (excluding held for sale)	$	90,549		$	89,530		$	87,895		$	87,272		$	86,707

Losses charged off:
Commercial and industrial loans	$	(36	)	$	(100	)	$	(78	)	$	(52	)	$	(42	)
Commercial mortgage loans		(11	)		(5	)		(13	)		(8	)		(15	)
Commercial construction loans		(8	)		(5	)		(4	)		(1	)		—
Commercial leases		—			—			—			—			(2	)
Residential mortgage loans		(11	)		(19	)		(15	)		(15	)		(18	)
Home equity		(22	)		(20	)		(30	)		(23	)		(27	)
Automobile loans		(10	)		(12	)		(11	)		(10	)		(11	)
Credit card		(24	)		(22	)		(24	)		(22	)		(23	)
Other consumer loans and leases		(5	)		(7	)		(8	)		(10	)		(7	)

Total losses		(127	)		(190	)		(183	)		(141	)		(145	)
Recoveries of losses previously charged off:
Commercial and industrial loans		5			3			12			8			9
Commercial mortgage loans		2			2			5			6			5
Commercial construction loans		—			—			—			3			—
Commercial leases		—			—			—			—			—
Residential mortgage loans		3			4			2			3			3
Home equity		4			4			4			4			4
Automobile loans		5			4			5			4			6
Credit card		3			3			3			3			4
Other consumer loans and leases		4			2			4			1			2

Total recoveries		26			22			35			32			33
Net losses charged off:
Commercial and industrial loans		(31	)		(97	)		(66	)		(44	)		(33	)
Commercial mortgage loans		(9	)		(3	)		(8	)		(2	)		(10	)
Commercial construction loans		(8	)		(5	)		(4	)		2			—
Commercial leases		—			—			—			—			(2	)
Residential mortgage loans		(8	)		(15	)		(13	)		(12	)		(15	)
Home equity		(18	)		(16	)		(26	)		(19	)		(23	)
Automobile loans		(5	)		(8	)		(6	)		(6	)		(5	)
Credit card		(21	)		(19	)		(21	)		(19	)		(19	)
Other consumer loans and leases		(1	)		(5	)		(4	)		(9	)		(5	)

Total net losses charged off	$	(101	)	$	(168	)	$	(148	)	$	(109	)	$	(112	)

Net charge-off ratios:
Commercial and industrial loans		0.30	%		0.97	%		0.67	%		0.46	%		0.35	%
Commercial mortgage loans		0.44	%		0.16	%		0.40	%		0.14	%		0.50	%
Commercial construction loans		2.26	%		1.66	%		1.65	%		(1.16	%)		(0.04	%)
Commercial leases		0.00	%		(0.03	%)		(0.01	%)		(0.02	%)		0.18	%
Residential mortgage loans		0.24	%		0.49	%		0.39	%		0.39	%		0.48	%
Home equity		0.80	%		0.72	%		1.09	%		0.79	%		0.96	%
Automobile loans		0.15	%		0.29	%		0.20	%		0.19	%		0.16	%
Credit card		3.71	%		3.41	%		3.69	%		3.52	%		3.68	%
Other consumer loans and leases		4.08	%		6.58	%		6.03	%		9.09	%		5.02	%

Total net charge-off ratio		0.45	%		0.76	%		0.67	%		0.49	%		0.51	%

Fifth Third Bancorp and Subsidiaries

Asset Quality

$ in millions

(unaudited)


	For the Three Months Ended
	June 2014			March 2014			December 2013			September 2013			June 2013
Allowance for Credit Losses
Allowance for loan and lease losses, beginning	$	1,483		$	1,582		$	1,677		$	1,735		$	1,783
Total net losses charged off		(101	)		(168	)		(148	)		(109	)		(112	)
Provision for loan and lease losses		76			69			53			51			64

Allowance for loan and lease losses, ending	$	1,458		$	1,483		$	1,582		$	1,677		$	1,735
Reserve for unfunded commitments, beginning	$	153		$	162		$	167		$	166		$	168
Provision (benefit) for unfunded commitments		(11	)		(9	)		(5	)		1			(2	)

Reserve for unfunded commitments, ending	$	142		$	153		$	162		$	167		$	166

Components of allowance for credit losses:
Allowance for loan and lease losses	$	1,458		$	1,483		$	1,582		$	1,677		$	1,735
Reserve for unfunded commitments		142			153			162			167			166

Total allowance for credit losses	$	1,600		$	1,636		$	1,744		$	1,844		$	1,901

Nonperforming Assets and Delinquent Loans
Nonaccrual portfolio loans and leases:
Commercial and industrial loans	$	103		$	153		$	127		$	146		$	218
Commercial mortgage loans		86			96			90			106			169
Commercial construction loans		3			3			10			27			39
Commercial leases		2			3			3			1			1
Residential mortgage loans		56			68			83			83			96
Home equity		73			75			74			28			28
Automobile loans		—			—			—			—			—
Other consumer loans and leases		—			—			—			—			—

Total nonaccrual portfolio loans and leases (excludes restructured loans)		323			398			387			391			551
Restructured loans—commercial (nonaccrual)		202			209			228			241			196
Restructured loans—consumer (nonaccrual)		115			126			136			138			162

Total nonaccrual portfolio loans and leases		640			733			751			770			909
Repossessed property		18			6			7			7			6
Other real estate owned^(b)		174			207			222			237			235

Total nonperforming assets^(a)		832			946			980			1,014			1,150
Nonaccrual loans held for sale		5			3			6			11			15
Restructured loans—commercial (nonaccrual) held for sale		—			—			—			—			—

Total nonperforming assets including loans held for sale	$	837		$	949		$	986		$	1,025		$	1,165

Restructured portfolio consumer loans and leases (accrual)	$	1,623		$	1,682		$	1,685		$	1,694		$	1,671
Restructured portfolio commercial loans and leases (accrual)	$	914		$	847		$	869		$	499		$	475
Ninety days past due loans and leases:
Commercial and industrial loans	$	—		$	1		$	—		$	3		$	—
Commercial mortgage loans		—			—			—			—			—
Commercial construction loans		—			—			—			—			—
Commercial leases		—			—			—			—			—

Total commercial loans and leases		—			1			—			3			—

Residential mortgage loans		60			56			66			73			71
Home equity		—			—			—			46			48
Automobile loans		8			7			8			8			6
Credit card		26			30			29			26			27
Other consumer loans and leases		—			—			—			—			—

Total consumer loans and leases		94			93			103			153			152

Total ninety days past due loans and leases	$	94		$	94		$	103		$	156		$	152

Ratios
Net losses charged off as a percent of average loans and leases		0.45	%		0.76	%		0.67	%		0.49	%		0.51	%
Allowance for loan and lease losses:
As a percent of portfolio loans and leases		1.61	%		1.65	%		1.79	%		1.92	%		1.99	%
As a percent of nonperforming loans and leases^(a)		228	%		202	%		211	%		218	%		191	%
As a percent of nonperforming assets^(a)		175	%		157	%		161	%		165	%		151	%
Nonperforming loans and leases as a percent of portfolio loans, leases and other assets , including other real estate owned^(a)		0.70	%		0.82	%		0.84	%		0.88	%		1.04	%
Nonperforming assets as a percent of portfolio loans, leases and other assets, including other real estate owned^(a)		0.92	%		1.05	%		1.10	%		1.16	%		1.32	%
Nonperforming assets as a percent of total loans, leases and other assets, including other real estate owned		0.92	%		1.05	%		1.10	%		1.15	%		1.30	%

(a)

Does not include nonaccrual loans held for sale

(b)

Excludes OREO related to government insured loans

Fifth Third Bancorp and Subsidiaries

Regulation G Non-GAAP Reconciliation

$ and shares in millions

(unaudited)


	For the Three Months Ended
	June			March			December			September			June
	2014			2014			2013			2013			2013
Income before income taxes (U.S. GAAP)	$	606		$	438		$	561		$	604		$	841
Add: Provision expense (U.S. GAAP)		76			69			53			51			64

Pre-provision net revenue		682			507			614			655			905
Net income available to common shareholders (U.S. GAAP)		416			309			383			421			582
Add: Intangible amortization, net of tax		1			1			1			1			1

Tangible net income available to common shareholders		417			310			384			422			583
Tangible net income available to common shareholders (annualized) (a)		1,673			1,257			1,523			1,674			2,338
Average Bancorp shareholders’ equity (U.S. GAAP)		15,157			14,862			14,757			14,440			14,221
Less: Average preferred stock		(1,119	)		(1,034	)		(703	)		(593	)		(717	)
Average goodwill		(2,416	)		(2,416	)		(2,416	)		(2,416	)		(2,416	)
Average intangible assets		(17	)		(19	)		(20	)		(22	)		(24	)

Average tangible common equity (b)		11,605			11,393			11,618			11,409			11,064
Total Bancorp shareholders’ equity (U.S. GAAP)		15,469			14,826			14,589			14,641			14,239
Less: Preferred stock		(1,331	)		(1,034	)		(1,034	)		(593	)		(991	)
Goodwill		(2,416	)		(2,416	)		(2,416	)		(2,416	)		(2,416	)
Intangible assets		(17	)		(18	)		(19	)		(21	)		(23	)

Tangible common equity, including unrealized gains / losses (c)		11,705			11,358			11,120			11,611			10,809
Less: Accumulated other comprehensive income		(382	)		(196	)		(82	)		(218	)		(149	)

Tangible common equity, excluding unrealized gains / losses (d)		11,323			11,162			11,038			11,393			10,660
Add: Preferred stock		1,331			1,034			1,034			593			991

Tangible equity (e)		12,654			12,196			12,072			11,986			11,651
Total assets (U.S. GAAP)		132,562			129,654			130,443			125,673			123,360
Less: Goodwill		(2,416	)		(2,416	)		(2,416	)		(2,416	)		(2,416	)
Intangible assets		(17	)		(18	)		(19	)		(21	)		(23	)

Tangible assets, including unrealized gains / losses (f)		130,129			127,220			128,008			123,236			120,921
Less: Accumulated other comprehensive income / loss, before tax		(588	)		(302	)		(126	)		(335	)		(229	)

Tangible assets, excluding unrealized gains / losses (g)		129,541			126,918			127,882			122,901			120,692
Total Bancorp shareholders’ equity (U.S. GAAP)		15,469			14,826			14,589			14,641			14,239
Goodwill and certain other intangibles		(2,484	)		(2,490	)		(2,492	)		(2,492	)		(2,496	)
Unrealized gains		(382	)		(196	)		(82	)		(218	)		(149	)
Qualifying trust preferred securities		60			60			60			810			810
Other		(19	)		(18	)		19			21			22

Tier I capital		12,644			12,182			12,094			12,762			12,426
Less: Preferred stock		(1,331	)		(1,034	)		(1,034	)		(593	)		(991	)
Qualifying trust preferred securities		(60	)		(60	)		(60	)		(810	)		(810	)
Qualifying noncontrolling interests in consolidated subsidiaries		(1	)		(1	)		(37	)		(39	)		(38	)

Tier I common equity (h)		11,252			11,087			10,963			11,320			10,587
Common shares outstanding (i)		844			848			855			887			851
Risk-weighted assets, determined in accordance with prescribed regulatory requirements (j)		117,127			116,622			115,969			113,801			111,559
Ratios:
Return on average tangible common equity (a) / (b)		14.4	%		11.0	%		13.1	%		14.7	%		21.1	%
Tangible equity (e) / (g)		9.77	%		9.61	%		9.44	%		9.75	%		9.65	%
Tangible common equity (excluding unrealized gains/losses) (d) / (g)		8.74	%		8.79	%		8.63	%		9.27	%		8.83	%
Tangible common equity (including unrealized gains/losses) (c) / (f)		9.00	%		8.93	%		8.69	%		9.42	%		8.94	%
Tangible common equity as a percent of risk-weighted assets (excluding unrealized gains/losses) (d) / (j)		9.67	%		9.57	%		9.52	%		10.01	%		9.56	%
Tangible book value per share (c) / (i)	$	13.86		$	13.40		$	13.00		$	13.09		$	12.69
Tier I common equity (h) / (j)		9.61	%		9.51	%		9.45	%		9.95	%		9.49	%

Basel III-Estimated Tier I common equity ratio


	June			March			December			September
	2014			2014			2013			2013
Tier I common equity (Basel I)		11,252			11,087			10,963			11,320
Add: Adjustment related to capital components		96			99			82			88

Estimated Tier I common equity under final Basel III rules without AOCI (opt out)^(k)		11,348			11,186			11,045			11,408
Add: Adjustment related to AOCI		382			196			82			218

Estimated Tier I common equity under final Basel III rules with AOCI (non opt out)^(l)		11,730			11,382			11,127			11,626

Estimated risk-weighted assets under final Basel III rules ^(m)		122,460			122,659			122,851			120,447

Estimated Tier I common equity ratio under final Basel III rules (opt out) (k) / (m)		9.27	%		9.12	%		8.99	%		9.47	%
Estimated Tier I common equity ratio under final Basel III rules (non opt out) (l) / (m)		9.58	%		9.28	%		9.06	%		9.65	%

(k)(l)

Under the final Basel III rules, non-advanced approach banks are permitted to make a one-time election to opt out of the requirement to include AOCI in Tier I common equity. Other adjustments include mortgage servicing rights and deferred tax assets subject to threshold limitations and deferred tax liabilities related to intangible assets.

(m)

Key differences under Basel III in the calculation of risk-weighted assets compared to Basel I include: (1) Risk weighting for commitments under 1 year; (2) Higher risk weighting for exposures to securitizations, past due loans, foreign banks and certain commercial real estate; (3) Higher risk weighting for mortgage servicing rights and deferred tax assets that are under certain thresholds as a percent of Tier I capital; and (4) Derivatives are differentiated between exchange clearing and over-the-counter and the 50% risk-weight cap is removed.

Fifth Third Bancorp and Subsidiaries

Segment Presentation

$ in millions

(unaudited)


For the three months ended June 30, 2014	Commercial Banking			Branch Banking			Consumer Lending			Investment Advisors			Other/ Eliminations			Total
Net interest income^(a)	$	414		$	377		$	65		$	29		$	20		$	905
Provision for loan and lease losses		(40	)		(47	)		(13	)		(1	)		25			(76	)

Net interest income after provision for loan and lease losses		374			330			52			28			45			829
Total noninterest income		219			170			89			101			157			736
Total noninterest expense		(330	)		(384	)		(164	)		(111	)		35			(954	)

Net income before taxes		263			116			(23	)		18			237			611
Applicable income taxes^(a)		(49	)		(41	)		8			(6	)		(84	)		(172	)

Net income		214			75			(15	)		12			153			439
Net income attributable to noncontrolling interest		—			—			—			—			—			—

Net income attributable to Bancorp		214			75			(15	)		12			153			439
Dividends on preferred stock		—			—			—			—			23			23

Net income available to common shareholders	$	214		$	75		$	(15	)	$	12		$	130		$	416


For the three months ended March 31, 2014	Commercial Banking			Branch Banking			Consumer Lending			Investment Advisors			Other/ Eliminations			Total
Net interest income^(a)	$	409		$	385		$	64		$	32		$	8		$	898
Provision for loan and lease losses		(97	)		(45	)		(25	)		—			98			(69	)

Net interest income after provision for loan and lease losses		312			340			39			32			106			829
Total noninterest income		210			172			118			103			(39	)		564
Total noninterest expense		(334	)		(390	)		(166	)		(110	)		50			(950	)

Net income before taxes		188			122			(9	)		25			117			443
Applicable income taxes^(a)		(24	)		(42	)		3			(8	)		(53	)		(124	)

Net income		164			80			(6	)		17			64			319
Net income attributable to noncontrolling interest		—			—			—			—			1			1

Net income attributable to Bancorp		164			80			(6	)		17			63			318
Dividends on preferred stock		—			—			—			—			9			9

Net income available to common shareholders	$	164		$	80		$	(6	)	$	17		$	54		$	309

For the three months ended December 31, 2013^(b)	Commercial Banking			Branch Banking			Consumer Lending			Investment Advisors			Other/ Eliminations			Total
Net interest income^(a)	$	426		$	354		$	66		$	45		$	14		$	905
Provision for loan and lease losses		(73	)		(54	)		(21	)		—			95			(53	)

Net interest income after provision for loan and lease losses		353			300			45			45			109			852
Total noninterest income		201			187			133			100			82			703
Total noninterest expense		(323	)		(397	)		(130	)		(108	)		(31	)		(989	)

Net income before taxes		231			90			48			37			160			566
Applicable income taxes^(a)		(42	)		(32	)		(16	)		(13	)		(61	)		(164	)

Net income		189			58			32			24			99			402
Net income attributable to noncontrolling interest		—			—			—			—			—			—

Net income attributable to Bancorp		189			58			32			24			99			402
Dividends on preferred stock		—			—			—			—			19			19

Net income available to common shareholders	$	189		$	58		$	32		$	24		$	80		$	383

For the three months ended September 30, 2013^(b)	Commercial Banking			Branch Banking			Consumer Lending			Investment Advisors			Other/ Eliminations			Total
Net interest income^(a)	$	406		$	347		$	76		$	38		$	31		$	898
Provision for loan and lease losses		(39	)		(50	)		(20	)		—			58			(51	)

Net interest income after provision for loan and lease losses		367			297			56			38			89			847
Total noninterest income		216			187			136			99			83			721
Total noninterest expense		(314	)		(394	)		(168	)		(107	)		24			(959	)

Net income before taxes		269			90			24			30			196			609
Applicable income taxes^(a)		(53	)		(31	)		(9	)		(10	)		(85	)		(188	)

Net income		216			59			15			20			111			421
Net income attributable to noncontrolling interest		—			—			—			—			—			—

Net income attributable to Bancorp		216			59			15			20			111			421
Dividends on preferred stock		—			—			—			—			—			—

Net income available to common shareholders	$	216		$	59		$	15		$	20		$	111		$	421

For the three months ended June 30, 2013^(b)	Commercial Banking			Branch Banking			Consumer Lending			Investment Advisors			Other/ Eliminations			Total
Net interest income^(a)	$	392		$	332		$	85		$	35		$	41		$	885
Provision for loan and lease losses		(39	)		(49	)		(22	)		(1	)		47			(64	)

Net interest income after provision for loan and lease losses		353			283			63			34			88			821
Total noninterest income		210			185			250			99			316			1,060
Total noninterest expense		(301	)		(393	)		(208	)		(123	)		(10	)		(1,035	)

Net income before taxes		262			75			105			10			394			846
Applicable income taxes^(a)		(49	)		(27	)		(38	)		(3	)		(138	)		(255	)

Net income		213			48			67			7			256			591
Net income attributable to noncontrolling interest		—			—			—			—			—			—

Net income attributable to Bancorp		213			48			67			7			256			591
Dividends on preferred stock		—			—			—			—			9			9

Net income available to common shareholders	$	213		$	48		$	67		$	7		$	247		$	582

(a)

Includes taxable equivalent adjustments of $5 million for the three months ended June 30, 2014, $5 million for the three months ended March 31, 2014, $5 million for the three months ended December 31, 2013, $5 million for the three months ended September 30, 2013 and $5 million for the three months ended June 30, 2013.

(b)

Prior period balances have been adjusted for changes in the structure of the reporting units.

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