UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended September 30, 1997
Commission File Number 0-8076
FIFTH THIRD BANCORP
(Exact name of Registrant as specified in its charter)
Ohio 31-0854434
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
Fifth Third Center
Cincinnati, Ohio 45263
(Address of principal executive offices)
Registrant's telephone number, including area code: (513)579-5300
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the Registrant was required to file
such reports), and (2) has been subject to such filing
requirments for the past 90 days.
Yes X No
There were 154,886,683 shares of the Registrant's Common Stock,
without par value, outstanding as of September 30, 1997.
<PAGE>
FIFTH THIRD BANCORP
INDEX
Item 1. Financial Statements
Consolidated Balance Sheets -
September 30, 1997 and 1996 and December 31, 1996 3
Consolidated Statements of Income -
Three and Nine Months Ended
September 30, 1997 and 1996 4
Consolidated Statements of Cash Flows -
Nine Months Ended September 30, 1997 and 1996 5
Consolidated Statements of Changes in Stockholders' Equity -
Nine Months Ended September 30, 1997 and 1996 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operation 8
Part II. Other Information
Item 6. Exhibits 11
<PAGE>
FIFTH THIRD BANCORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
Sept. 30, December 31, Sept. 30,
($000's) 1997 1996 1996
ASSETS
Cash and Due from Banks $645,916 808,926 683,190
Securities Available
for Sale (a) 6,437,593 6,223,881 6,098,576
Securities Held
to Maturity (b) 76,426 176,804 166,145
Other Short-Term Investments 30,856 44,579 44,090
Loans and Leases
Commercial Loans 4,151,983 4,013,785 4,159,484
Construction Loans 367,008 375,938 350,153
Commercial Mortgage Loans 831,647 795,599 787,340
Commercial Lease Financing 1,227,045 1,093,422 923,461
Residential Mortgage Loans 2,320,986 2,150,626 2,148,405
Consumer Loans 2,616,872 2,600,169 2,560,138
Consumer Lease Financing 1,984,253 1,933,412 1,869,250
Unearned Income (475,815) (448,159) (404,945)
Reserve for Credit Losses (194,773) (187,278) (185,689)
----------- ----------------------
Total Loans and Leases 12,829,206 12,327,514 12,207,597
Bank Premises and Equipment 245,224 231,389 227,562
Accrued Income Receivable 170,519 182,854 167,282
Other Assets 491,262 553,051 492,546
----------- ----------------------
TOTAL ASSETS $20,927,002 20,548,998 20,086,988
=========== ======================
LIABILITIES
Deposits
Demand $2,270,998 2,495,839 2,147,417
Interest Checking 2,058,154 1,957,895 1,790,561
Savings 2,171,274 1,940,897 1,864,773
Money Market 1,186,817 1,462,794 1,499,387
Other Time 5,408,572 5,597,729 5,679,443
Certificates - $100,000
and Over 1,064,828 786,787 898,702
Foreign Office 434,088 132,715 696,405
----------- ----------------------
Total Deposits 14,594,731 14,374,656 14,576,688
Federal Funds Borrowed 1,130,637 1,420,694 710,376
Short-Term Bank Notes 675,000 806,000 874,993
Other Short-Term Borrowings 1,326,626 1,038,738 1,136,369
Accrued Taxes, Interest
and Expenses 475,030 374,304 389,640
Other Liabilities 124,367 112,820 90,480
Long-Term Debt 457,791 277,661 277,565
----------- ----------------------
TOTAL LIABILITIES 18,784,182 18,404,873 18,056,111
STOCKHOLDERS' EQUITY
Common Stock (c) 352,627 235,090 235,035
Capital Surplus 510,959 525,038 523,625
Retained Earnings 1,445,913 1,367,653 1,304,898
Unrealized Gains (Losses) on
Securities Available for Sale 49,224 16,598 (32,681)
Treasury Stock (215,903) (254) --
----------- ----------------------
TOTAL STOCKHOLDERS' EQUITY 2,142,820 2,144,125 2,030,877
----------- ----------------------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $20,927,002 20,548,998 20,086,988
=========== ======================
(a) Amortized cost: September 30, 1997 - $6,361,664,000, December
31, 1996 - $6,198,346,000 and September 30, 1996 - $6,148,857,000
(b) Market value: September 30, 1997 - $76,426,000, December 31,
1996 - $176,798,000 and September 30, 1996 - $166,145,000.
(c) Stated value $2.22 per share; authorized 300,000,000;
outstanding September 30, 1997 - 154,886,683 (excludes 3,954,468
treasury shares), December 31, 1996 - 105,892,554 (excludes 3,931
treasury shares) and September 30, 1996 - 105,871,574.
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
<PAGE>
FIFTH THIRD BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended September 30,
($000's) 1997 1996
INTEREST INCOME
Interest and Fees on Loans and Leases $265,049 254,019
Interest on Securities
Taxable 102,262 99,411
Exempt from Income Taxes 3,189 5,352
----------------------
Total Interest on Securities 105,451 104,763
Interest on Other Short-Term Investments 613 248
Total Interest Income 371,113 359,030
INTEREST EXPENSE
Interest on Deposits
Interest Checking 13,192 9,996
Savings 18,344 15,105
Money Market 9,961 13,351
Other Time 73,574 77,643
Certificates - $100,000 and Over 12,473 12,778
Foreign Office 6,477 9,858
----------------------
Total Interest on Deposits 134,021 138,731
Interest on Federal Funds Borrowed 18,750 14,569
Interest on Short-Term Bank Notes 10,168 10,643
Interest on Other Short-Term Borrowings 14,133 13,197
Interest on Long-Term Debt and Notes 7,675 4,791
----------------------
Total Interest Expense 184,747 181,931
----------------------
NET INTEREST INCOME 186,366 177,099
Provision for Credit Losses 17,841 16,431
----------------------
NET INTEREST INCOME AFTER
PROVISION FOR CREDIT LOSSES 168,525 160,668
OTHER OPERATING INCOME
Investment Advisors Income 23,314 18,486
Service Charges on Deposits 23,801 21,457
Data Processing Income 29,778 22,911
Other Service Charges and Fees 36,069 32,478
Securities Gains 2,072 18
----------------------
Total Other Operating Income 115,034 95,350
OPERATING EXPENSES
Salaries, Wages and Incentives 50,919 46,712
Employee Benefits 10,644 12,144
Equipment Expenses 5,658 4,899
Net Occupancy Expenses 9,136 9,080
Other Operating Expenses 52,357 48,216
One-Time SAIF Assessment -- 16,612
----------------------
Total Operating Expenses 128,714 137,663
----------------------
INCOME BEFORE INCOME TAXES 154,845 118,355
Applicable Income Taxes 51,421 39,300
----------------------
NET INCOME $103,424 79,055
======================
NET INCOME PER SHARE $ .67 .50
AVERAGE SHARES OUTSTANDING (000'S) 154,619 158,684
CASH DIVIDENDS DECLARED PER SHARE $ .22 .19 1/3
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
<PAGE>
FIFTH THIRD BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Nine Months Ended September 30,
($000's) 1997 1996
INTEREST INCOME
Interest and Fees on Loans and Leases $770,233 742,627
Interest on Securities
Taxable 317,342 266,390
Exempt from Income Taxes 10,831 16,067
----------------------
Total Interest on Securities 328,173 282,457
Interest on Other Short-Term Investments 1,731 627
Total Interest Income 1,100,137 1,025,711
INTEREST EXPENSE
Interest on Deposits
Interest Checking 37,215 26,159
Savings 50,746 38,441
Money Market 33,108 44,553
Other Time 222,823 227,839
Certificates - $100,000 and Over 33,350 35,858
Foreign Office 18,906 22,872
----------------------
Total Interest on Deposits 396,148 395,722
Interest on Federal Funds Borrowed 61,324 48,459
Interest on Short-Term Bank Notes 28,990 18,105
Interest on Other Short-Term Borrowings 40,823 36,222
Interest on Long-Term Debt and Notes 20,355 16,947
----------------------
Total Interest Expense 547,640 515,455
----------------------
NET INTEREST INCOME 552,497 510,256
Provision for Credit Losses 55,437 44,229
----------------------
NET INTEREST INCOME AFTER PROVISION
FOR CREDIT LOSSES 497,060 466,027
OTHER OPERATING INCOME
Investment Advisors Income 66,263 54,943
Service Charges on Deposits 69,912 61,538
Data Processing Income 79,090 63,273
Other Service Charges and Fees 104,076 90,625
Securities Gains 2,929 390
----------------------
Total Other Operating Income 322,270 270,769
OPERATING EXPENSES
Salaries, Wages and Incentives 146,918 139,945
Employee Benefits 31,015 35,759
Equipment Expenses 16,596 14,911
Net Occupancy Expenses 27,504 26,883
Other Operating Expenses 155,453 141,179
One-Time SAIF Assessment -- 16,612
----------------------
Total Operating Expenses 377,486 375,289
INCOME BEFORE INCOME TAXES 441,844 361,507
Applicable Income Taxes 147,843 120,063
----------------------
NET INCOME $294,001 241,444
======================
NET INCOME PER SHARE 1.90 1.56
AVERAGE SHARES OUTSTANDING (000'S) 155,133 155,041
CASH DIVIDENDS DECLARED PER SHARE .63 1/3 .54
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
<PAGE>
FIFTH THIRD BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30
($000'S) 1997 1996
OPERATING ACTIVITIES
Net Income 294,001 241,444
Adjustments to Reconcile Net Income to Net
Cash Provided by Operating Activities:
Provision for Credit Losses 55,437 44,229
Depreciation, Amortization and Accretion 40,804 38,842
Provision for Deferred Income Taxes 22,117 21,730
Realized Securities Gains (6,843) (2,076)
Realized Securities Losses 3,914 1,686
Proceeds from Sales of Residential
Mortgage Loans Held for Sale 267,478 401,356
Net Gains on Sales of Loans (5,366) (6,496)
Increase in Residential Mortgage
Loans Held for Sale (294,683) (485,780)
Decrease (Increase) in Accrued
Income Receivable 13,300 (31,212)
Decrease (Increase) in Other Assets 69,614 (75,779)
Increase in Accrued Taxes,
Interest and Expenses 61,041 71,815
Increase (Decrease) in Other Liabilities 8,053 (34,510)
----------------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 528,867 185,249
INVESTING ACTIVITIES
Proceeds from Sales of Securities
Available for Sale 1,190,638 266,571
Proceeds from Calls, Paydowns and Maturities
of Securities Available for Sale 674,899 666,104
Purchases of Securities Available for Sale (1,636,795)(2,222,110)
Proceeds from Calls, Paydowns and Maturities
of Securities Held to Maturity 154,329 243,849
Purchases of Securities Held to Maturity (53,951) (223,447)
Decrease (Increase) in Other
Short-Term Investments 13,723 (33,780)
Purchases of Loans in Acquisitions (186) (224,313)
Proceeds from Securitization and
Sale of Automobile Loans -- 824,607
Proceeds from Sale of Loans 281,814 --
Increase in Loans and Leases (1,009,168)(1,739,504)
Purchases of Bank Premises and Equipment (28,206) (28,663)
Proceeds from Disposal of Bank
Premises and Equipment 4,106 1,441
Net Cash Paid in Acquisitions (10,906) (175,572)
----------------------
NET CASH USED IN INVESTING ACTIVITIES (419,703)(2,644,817)
FINANCING ACTIVITIES
Purchases of Deposits 123,401 1,921,019
Increase (Decrease) in Core Deposits (608,811) 222,274
Increase (Decrease) in CDs - $100,000 and
Over, including Foreign 573,888 (268,524)
Increase (Decrease) in Federal
Funds Borrowed (290,057) 157,335
Increase (Decrease) in Short-Term Bank Notes (181,000) 424,993
Increase in Other Short-Term Borrowings 287,888 133,915
Proceeds from Issuance of Long-Term
Debt and Notes 200,000 10,125
Repayment of Long-Term Debt (20,130) (15,257)
Payment of Cash Dividends (94,649) (80,204)
Purchases of Treasury Stock (276,307) (53)
Other 13,603 8,600
----------------------
NET CASH PROVIDED (USED) BY FINANCING
ACTIVITIES (272,174) 2,514,223
INCREASE (DECREASE) IN CASH AND DUE ----------------------
FROM BANKS (163,010) 54,655
CASH AND DUE FROM BANKS AT BEGINNING
OF PERIOD 808,926 628,535
----------------------
CASH AND DUE FROM BANKS AT END OF PERIOD $645,916 683,190
======================
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
<PAGE>
FIFTH THIRD BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES
IN STOCKHOLDERS' EQUITY (UNAUDITED)
FOR THE NINE MONTHS ENDED SEPTEMBER 30
($000'S) 1997 1996
BALANCE AT JANUARY 1 $2,144,125 1,724,575
Net Income 294,001 241,444
Cash Dividends Declared (1997 - $.63 1/3 Per Share
and 1996 - $.54 Per Share) (98,006) (84,797)
Stock Options Exercised,
Including Treasury Shares Issued 13,800 8,643
Stock Issued in Conversion of
Subordinated Notes -- 143,255
Shares Acquired for Treasury (276,307) (53)
Fractional Shares Issued (197) (36)
Stock Issued in Acquisitions and Other 32,778 45,329
Change in Unrealized Gains/Losses on
Securities Available for Sale 32,626 (47,483)
----------------------
BALANCE AT SEPTEMBER 30 $2,142,820 2,030,877
======================
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
<PAGE>
FINANCIAL INFORMATION
Item 1. Notes to Consolidated Financial Statements
1. In the opinion of management, the unaudited consolidated
financial statements include all adjustments (which consist of
only normal, recurring accruals) necessary to present fairly the
consolidated financial position as of September 30, 1997 and
1996, and the results of operations for the three and nine
months ended September 30, 1997 and 1996 and cash flows for the
nine months ended September 30, 1997 and 1996. In accordance
with generally accepted accounting principles for interim
financial information, these statements do not include all of the
information and footnotes required by generally accepted
accounting principles for complete annual financial statements.
Financial information as of December 31, 1996 has been derived
from the audited consolidated financial statements of the
Registrant. The results of operations and cash flows for the
nine months ended September 30, 1997 and 1996 are not necessarily
indicative of the results to be expected for the full year. For
further information, refer to the consolidated financial
statements and footnotes thereto for the year ended December 31,
1996, included in the Registrant's Annual Report on Form 10-K.
2. The Registrant adopted Statement of Financial Accounting
Standards (SFAS) No. 125, "Accounting for Transfers and Servicing
of Financial Assets and Extinguishments of Liabilities,"
effective January 1, 1997. The standard provides accounting and
reporting standards for transfers and servicing of financial
assets and extinguishments of liabilities. The adoption of SFAS
No. 125 did not have a material effect on the Consolidated
Financial Statements.
3. SFAS No. 128, "Earnings Per Share" was issued in February 1997
and is effective for financial periods ending after December 15,
1997. Earlier application is not permitted. The statement
requires dual presentation of basic and diluted earnings per
share on the face of the income statement and provides guidance
on other computational changes. Management has determined that
earnings per share amounts computed under the new standard will
not be materially different from the amounts reported herein.
4. SFAS No. 130, "Reporting Comprehensive Income" was issued in
June 1997 and is effective for fiscal years beginning after
December 15, 1997. The statement requires additional reporting
of items that affect comprehensive income but not net income.
Examples relevant to the Registrant include unrealized gains and
losses on securities. Upon its adoption, this statement will
result in additional financial statement disclosures.
5. Per share amounts and average shares have been adjusted for the
three-for-two stock split effected in the form of a stock dividend
paid July 15, 1997.
<PAGE>
Item 1. Notes to Consolidated Financial Statements (continued)
6. SFAS No. 131, "Disclosures about Segments of an Enterprise and
Related Information" was issued in June 1997 and is effective for
fiscal years beginning after December 15, 1997. The statement
requires financial disclosure and descriptive information about
reportable operating segments. Upon its adoption, this statement
may result in additional financial statement disclosures.
7. Residential mortgage loans held for sale, which are valued at
the lower of aggregate cost or market value, were $2,089,000,
$15,756,000 and $10,216,000 at September 30, 1997, December 31,
1996 and September 30, 1996, respectively.
8. In the first nine months of 1997, the Registrant paid
$564,728,000 in interest and $66,500,000 in Federal income taxes.
In the first nine months of 1996, the Registrant paid $515,216,000
in interest and $80,500,000 in Federal income taxes. In the first
nine months of 1997 and 1996, the Registrant had noncash investing
activities consisting of the securitization of $377,355,000 and
$639,600,000 of residential mortgage loans, respectively. In
connection with the acquisition of Suburban Bancorpation, the
Registrant acquired $178 million of loans and assumed $126 million
of deposits.
9. On September 26, 1997, the Registrant purchased the Ohio
branches and deposits of Great Lakes National Bank Ohio with $129
million in deposits and eight branches for $11 million.
10. On July 25, 1997, the Registrant purchased Suburban
Bancorporation, Inc., a savings and loan holding company with
assets of $200 million, headquartered in Cincinnati, Ohio, for
$33 million. The transaction was accounted for as a purchase.
11. Certain prior year's data has been reclassified to conform to
current presentation.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
The following is management's discussion and analysis of certain
significant factors which have affected the Registrant's financial
condition and results of operations during the periods included in
the consolidated financial statements which are a part of this
filing.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations (continued)
Results of Operations
The Registrant's net income was $103.4 million for the third
quarter of 1997 and $294.0 million for the first nine months, up
31 percent and 22 percent, respectively, compared to $79.1
million and $241.4 million for the same periods last year. Fully
diluted net income per share for the third quarter was $.66, a 32
percent increase over 1996's $.50 and $1.86 for the first nine
months, up 22 percent over 1996's $1.53.
Total assets were $20.9 billion at quarter end, compared to 1996's
quarter-end assets of $20.1 billion. Return on average equity was
20.1 percent and return on average assets was 2.02 percent for the
third quarter of 1997, compared to 17.5 percent and 1.79 percent,
respectively, for the same quarter of last year.
The Registrant's net interest income on a fully taxable equivalent
basis for the third quarter of 1997 was $197.2 million, a six
percent increase over the $186.6 million for the same period of
1996. This increase resulted primarily from an increase of 16
basis points in the net interest margin.
The net provision for credit losses was $17.8 million in the
third quarter of 1997 and $16.4 million in the third quarter of
1996. Net charge-offs for the third quarter were .53 percent of
average loans loans and leases, compared with .52 percent for
last quarter and .46 percent for the third quarter of 1996. The
net charge-off ratio remains near the Registrant's historical
10-year average of .49 percent and the reserve for credit losses
is in excess of four times nonperforming assets.
Nonperforming assets as a percentage of total loans, leases and
other real estate owned were .33 percent at September 30, 1997
compared to .38 percent at September 30, 1996. The reserve for
credit losses as a percentage of total loans and leases was 1.50
percent at both September 30, 1997 and 1996.
Total other operating income, excluding securities gains,
increased to $113.0 million for the third quarter of 1997, an 18
percent increase over the third quarter of 1996. Investment
Advisors income and data processing income increased 26 percent
and 30 percent, respectively, over the same period in 1996.
Other service charges and fees increased 11 percent over the same
period last year which includes increased fees from consumer
lending.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations (continued)
The overhead ratio (operating expenses divided by the sum of
taxable equivalent net interest income and other operating
income) for the quarter improved to 41.2 percent, compared to
42.9 percent for the third quarter of 1996. Total operating
expenses, excluding the SAIF assessment, increased just six
percent for the quarter over the same period of 1996. Salaries,
wages, incentives and employee benefits increased just 5 percent
compared to last year. Equipment and net occupancy expenses
increased six percent over 1996 from the addition of nearly 123
ATM machines and investments to upgrade processing technology and
improve productivity. Other operating expenses increased nine
percent over the third quarter of 1996, as reductions in FDIC
premiums were offset by volume-related expenses from our
processing and fee businesses.
Financial Condition
The Registrant continues to focus on slower balance sheet growth
and improved asset mix. Improved earning asset yields combined
with relatively stable funding costs led to net interest income
growth. During the past year, transaction deposit balances have
grown 12 percent. The commercial leasing portfolio continues to
climb with a 33 percent increase in outstandings. Direct
installment loan originations exceeded $255 million this quarter
compared to $209 million in the same quarter a year ago.
Residential mortgage originations were $455 million this quarter
compared to $441 million last quarter and $368 million in the
third quarter last year. Also, during the first quarter, the
Registrant, through its wholly-owned Fifth Third Capital Trust I,
a Delaware statutory business trust (the "Trust"), issued $200
million of 8.136 percent Capital Securities. These securities,
representing Junior Subordinate Deferrable Interest Debentures,
are classified as long-term debt in the Consolidated Balance
Sheet and qualify as Tier 1 regulatory capital.
Liquidity and Capital Resources
The maintenance of an adequate level of liquidity is necessary to
ensure sufficient funds are available to meet customer loan
demand and deposit withdrawals. The banking subsidiaries'
liquidity sources consist of short-term marketable securities,
maturing loans and federal funds loaned and selected
securitizable loan assets. Liquidity has also been obtained
through liabilities such as customer-related core deposits,
funds borrowed, certificates of deposit and public funds deposits.
At September 30, 1997, stockholders' equity was $2.143 billion,
compared to $2.031 billion at September 30, 1996, an increase of
$112 million, or six percent. Stockholders' equity as a
percentage of total assets as of September 30, 1997 was 10
percent. The Federal Reserve Board has adopted risk-based
capital guidelines which assign risk weightings to assets and
off- balance sheet items and also define and set minimum capital
requirements (risk-based capital ratios). The guidelines also
define "well-capitalized" ratios of Tier 1, total capital and
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations (continued)
leverage as 6 percent, 10 percent and 5 percent, respectively.
The Registrant exceeded these "well-capitalized" ratios at
September 30, 1997 and 1996. At September 30, 1997, the
Registrant had a Tier 1 risk-based capital ratio of 11.7 percent,
a total risk-based capital ratio of 14.3 percent and a leverage
ratio of 10.0 percent. At September 30, 1996, the Registrant had
a Tier 1 risk-based capital ratio of 11.2 percent, a total
risk-based capital ratio of 14.0 percent and a leverage ratio
or 9.0 percent.
The Registrant repurchased 5.2 million shares during the first
nine months of 1997 at an aggregate cost of approximately $276
million through open market purchases. Under the repurchase plan
announced in December 1996, the Registrant has authorization to
continue to repurchase up to 7.5 million shares.
Item 6. Exhibits
1. Exhibit No. 11 - Computation of Consolidated Net Income Per
Share for the Three and Nine Months Ended September 30, 1997
and 1996.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
Fifth Third Bancorp
Registrant
Date: November 14, 1997 /s/ Neal E. Arnold
----------------------
Neal E. Arnold
Chief Financial Officer
<TABLE>
EXHIBIT 11
FIFTH THIRD BANCORP
COMPUTATION OF CONSOLIDATED NET INCOME PER SHARE
($000's except per share data)
<CAPTION>
For the Three Months For the Nine Month s
Ended September 30, Ended September 30,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Net Income $ 103,424 79,055 294,001 241,444
Net income per common share - assuming no dilution:
Weighted average number of shares outstanding (000 154,619 158,684 155,133 155,041
Per share (net income divided by the weighted
average number of shares outstanding) $ 0.67 0.50 1.90 1.56
Net income per common and common equivalent share:
Net income $ 103,424 79,055 294,001 241,444
Add - Interest on 4 1/4% convertible subordinated
notes due 1998, net of applicable income taxes 0 0 0 1,637
Adjusted net income $ 103,424 79,055 294,001 243,081
Adjusted weighted average number of shares outstanding -
after giving effect to the conversion of stock options
and convertible subordinated notes (000's) 157,354 160,046 157,545 159,231
Per share (adjusted net income divided by the adjusted
weighted average number of shares outstanding) $ 0.66 0.50 1.87 1.53
Net income per common share - assuming full dilution:
Adjusted net income $ 103,424 79,055 294,001 243,081
Adjusted weighted average number of shares outstanding -
after giving effect to the conversion of stock options
and convertible subordinated notes (000's) 157,550 160,328 158,032 159,485
Per share (adjusted net income divided by the adjusted
weighted average number of shares outstanding) $ 0.66 0.50 1.86 1.53
<S> <C> <C> <C> <C>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SECHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM FIFTH THIRD BANCORP'S QUARTERLY REPORT ON FORM 10-Q FOR THE
NINE MONTHS ENDED SEPTEMBER 30, 1997, AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 645,916
<INT-BEARING-DEPOSITS> 28,306
<FED-FUNDS-SOLD> 2,550
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 6,437,593
<INVESTMENTS-CARRYING> 76,426
<INVESTMENTS-MARKET> 76,426
<LOANS> 13,023,979
<ALLOWANCE> 194,773
<TOTAL-ASSETS> 20,927,002
<DEPOSITS> 14,594,731
<SHORT-TERM> 3,132,263
<LIABILITIES-OTHER> 599,397
<LONG-TERM> 457,791
0
0
<COMMON> 352,627
<OTHER-SE> 1,790,193
<TOTAL-LIABILITIES-AND-EQUITY> 20,927,002
<INTEREST-LOAN> 770,233
<INTEREST-INVEST> 328,173
<INTEREST-OTHER> 1,731
<INTEREST-TOTAL> 1,100,137
<INTEREST-DEPOSIT> 396,148
<INTEREST-EXPENSE> 547,640
<INTEREST-INCOME-NET> 552,497
<LOAN-LOSSES> 55,437
<SECURITIES-GAINS> 2,929
<EXPENSE-OTHER> 377,486
<INCOME-PRETAX> 441,844
<INCOME-PRE-EXTRAORDINARY> 294,001
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 294,001
<EPS-PRIMARY> 1.87
<EPS-DILUTED> 1.86
<YIELD-ACTUAL> 4.09
<LOANS-NON> 39,226
<LOANS-PAST> 43,354
<LOANS-TROUBLED> 104
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 187,278
<CHARGE-OFFS> 68,005
<RECOVERIES> 17,358
<ALLOWANCE-CLOSE> 194,773
<ALLOWANCE-DOMESTIC> 194,773
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
