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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
Cincinnati Financial Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
172062101
(CUSIP Number)
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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CUSIP NO. 172062101
- --------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fifth Third Bancorp
31-0854434
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio corporation
5 SOLE VOTING POWER
3,341,901
---------
NUMBER OF --------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 161,933
OWNED BY -------
EACH --------------------------------------------
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH 1,582,606
---------
--------------------------------------------
8 SHARED DISPOSITIVE POWER
265,146
-------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,503,834
---------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.38%
-----
12 TYPE OF REPORTING PERSON*
HC
* See Instructions
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ITEM 1 (a) NAME OF ISSUER:
Cincinnati Financial Corporation
ITEM 1 (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
6200 South Gilmore Road
Fairfield, Ohio 45014-5141
ITEM 2 (a) - (c) NAMES, ADDRESSES & CITIZENSHIP OF PERSONS FILING:
<TABLE>
<CAPTION>
Name and Address Citizenship
---------------- ----------------
<S> <C> <C>
Fifth Third Bancorp Ohio corporation
38 Fountain Square Plaza
Cincinnati, Ohio 45263
</TABLE>
ITEM 2 (d) TITLE OF CLASS OF SECURITIES:
Common Stock
ITEM 2 (e) CUSIP NUMBER:
172062101
ITEM 3 If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the filing Person is a:
(a) [ ] Broker or dealer registered under Section 15 of the
Act.
(b) [ ] Bank as defined in Section 3 (a) (6) of the Act.
(c) [ ] Insurance company as defined in Section 3 (a) (19) of
the Act.
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act.
(e) [ ] Investment adviser registered under Section 203 of the
Investment Advisers Act of 1940.
(f) [ ] Employee benefit plan, pension fund which is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 or endowment fund; see
Section 240.13d-1 (b) (1) (ii) (F).
(g) [X] Parent holding company, in accordance with Section
240.13d-1 (b) (ii) (G).
(h) [ ] Group, in accordance with Section 240.13d-1 (b) (1)
(ii) (H).
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ITEM 4 Ownership:
This report relates to beneficial holdings by Fifth Third
Bancorp of 1,003,500 shares of the Common Stock of Cincinnati
Financial Corporation, and to the beneficial ownership,
through several of its banking subsidiaries, of an additional
aggregate 2,500,334 outstanding shares of the Common Stock of
Cincinnati Financial Corporation.
The following tabulations set forth the shares with respect of
which voting rights are held or shared and those shares to
which there is the power of disposal.
(a) Amount Beneficially Owned:
Fifth Third Bancorp, through fiduciary accounts held in its
banking subsidiaries, has neither voting power nor dispositive
power with respect to 1,657,359 shares and are not deemed to
be beneficially owned.
The following are held in fiduciary accounts in Fifth Third
Bancorp's banking subsidiaries and are deemed to be
beneficially owned:
Powers: No. of Shares
Full voting; full dispositive 1,582,606
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Full voting; shared dispositive 103, 213
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Full voting; no dispositive 652,582
---------
Shared voting; full dispositive 0
---------
Shared voting; shared dispositive 161,933
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Shared voting; no dispositive 0
---------
No voting; full dispositive 0
---------
No voting; shared dispositive 0
---------
No voting; not dispositive 1,657,359
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(b) Percentage of Class:
Fifth Third Bancorp has aggregate beneficial ownership of 6.38%.
(c) Number of Shares as to which such Person has:
(i) Sole Power to Vote or to Direct
the Vote 2,338,401
---------
(ii) Shared Power to Vote or to Direct
the Vote 161,933
---------
(iii) Sole Power to Dispose or to Direct
the Disposition of 1,582,606
---------
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(iv) Shared Power to Dispose or to Direct
the disposition of 265,146
---------
ITEM 5 OWNERSHIP OF 5 PERCENT OR LESS OF A CLASS.
Not Applicable
ITEM 6 OWNERSHIP OF MORE THAN 5 PERCENT ON BEHALF OF ANOTHER PERSON.
Not applicable
ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
Fifth Third Bancorp, as parent holding company of the banking
subsidiaries listed below, has filed this schedule. The
subsidiaries are filing in accordance with Section 240.13d-1
(b) (ii) (G), none of which hold more than 5% of the
outstanding stock of the Issuer.
<TABLE>
<CAPTION>
List of Banking Subsidiaries Federal Tax ID Number Item 3 Classification
- ---------------------------- --------------------- -----------------
<S> <C> <C>
Fifth Third Bank 31-0854433 BK
Fifth Third Bank of Columbus 31-1137357 BK
Fifth Third Bank of Northwestern Ohio 34-4208980 BK
Fifth Third Bank of Florida 59-3085783 BK
Fifth Third Bank of Northern Kentucky 61-0335110 BK
Fifth Third Bank of Central Indiana 35-0545660 BK
Fifth Third Bank of Western Ohio 31-0676865 BK
Fifth Third Bank of Kentucky, Inc. 61-0290030 BK
Fifth Third Bank of Northeastern Ohio 34-1796329 BK
Fifth Third Bank of Southern Ohio 31-1005680 BK
</TABLE>
ITEM 8 IDENTIFICATION AND CLASSIFICATION OF THE GROUP
Not Applicable
ITEM 9 NOTICE OF DISSOLUTION OF GROUP
Not Applicable
ITEM 10 CERTIFICATION
By signing below the undersigned certifies that, to the best of his
knowledge and belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose of
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and do not have the effect of changing or influencing the control of the issuer
of such securities and were not acquired in connection with or as a participant
in any transaction having such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: February 13, 1998
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<S> <C>
FIFTH THIRD BANCORP
By: /s/ PAUL L. REYNOLDS
Paul L. Reynolds, Counsel and Assistant
Secretary
</TABLE>
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