Fifth Third Funds DEFA14A Additional proxy soliciting materials

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant [X]

Filed by a Party other than the Registrant [_]

Check the appropriate box:

[_]

[X]

[_]

Preliminary Proxy Statement

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

Definitive Proxy Statement

Definitive Additional Materials

Soliciting Material Pursuant to Sec. 240.14a-11(c) or Sec. 240.14a-12

Fifth Third Funds

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.

[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

Title of each class of securities to which transaction applies:

Aggregate number of securities to which transaction applies:

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

Proposed maximum aggregate value of transaction:

Total fee paid:

[_] Fee paid previously with preliminary proxy materials.

[_]	Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

1) Amount Previously Paid:

____________________________________________________________

2) Form, Schedule or Registration Statement No.:

____________________________________________________________

3) Filing Party:

____________________________________________________________

4) Date Filed:

____________________________________________________________

SUPPLEMENT DATED AUGUST 9, 2012

TO THE

JOINT PROSPECTUS/PROXY STATEMENT

DATED JULY 23, 2012

This Supplement updates certain information contained in the Joint Prospectus/Proxy Statement, dated July 23, 2012 (“Prospectus/Proxy Statement”), relating to the Joint Special Meeting of Shareholders of the Fifth Third Funds listed below. The Joint Special Meeting of Shareholders of the Fifth Third Funds listed below is scheduled for September 5, 2012 at the offices of Fifth Third Asset Management, Inc., 38 Fountain Square Plaza, Cincinnati, OH 45202, at 9:00 a.m., Eastern time.

Fifth Third Funds

Fifth Third Quality Growth Fund

Fifth Third Mid Cap Growth Fund

Fifth Third Disciplined Large Cap Value Fund

Fifth Third All Cap Value Fund

Fifth Third High Yield Bond Fund

Fifth Third Short Term Bond Fund

Fifth Third Total Return Bond Fund

Fifth Third LifeModel Aggressive FundSM

Fifth Third LifeModel Moderately Aggressive FundSM

Fifth Third LifeModel Moderate FundSM

Fifth Third LifeModel Moderately Conservative FundSM

Fifth Third LifeModel Conservative FundSM

Fifth Third Micro Cap Value Fund

Fifth Third Small Cap Value Fund

Fifth Third International Equity Fund

Fifth Third Strategic Income Fund

This Supplement updates information in the Prospectus/Proxy Statement relating to (1) the dividend policy for the Fifth Third Strategic Income Fund and (2) the after-tax performance information for certain series of the Fifth Third Funds. The information in this supplement should be read in conjunction with the Prospectus/Proxy Statement. You may obtain another copy of the Prospectus/Proxy Statement by calling (800) 282-5706 or by downloading a copy from the Fifth Third Funds’ website at www.FifthThirdFunds.com.

●	IF YOU HAVE PREVIOUSLY VOTED YOUR SHARES AND WISH TO CHANGE YOUR VOTE, you may do so by following the instructions on the proxy card that was included with the proxy materials previously mailed to you.

●	IF YOU HAVE PREVIOUSLY VOTED YOUR SHARES AND DO NOT WISH TO CHANGE YOUR VOTE, no action is necessary.

●	IF YOU HAVE NOT PREVIOUSLY VOTED YOUR SHARES, it is important that you cast your vote now by utilizing the options provided on the proxy card that was included with the proxy materials previously mailed to you. If you need another proxy card, call (800) 282-5706.

Your vote is important no matter how many shares you own and no matter how you vote on the proposal. Please submit your voting instructions prior to September 5, 2012. You may also attend the Joint Special Meeting of Shareholders and vote in person in accordance with the instructions provided in the proxy materials.

Dividend Policy for the Fifth Third Strategic Income Fund

Effective August 1, 2012, the Fifth Third Strategic Income Fund changed its dividend policy. The table below outlines when dividends, if any, are declared and paid by the Fifth Third Strategic Income Fund and its corresponding acquiring fund, the Touchstone Strategic Income Fund:

Acquired Fund	Dividends Declared/ Dividends Paid	Acquiring Fund	Dividends Declared/ Dividends Paid
Fifth Third Strategic Income Fund	Monthly/Monthly	Touchstone Strategic Income Fund	Monthly/Monthly

Performance Information

The Class A after-tax returns for certain series of the Fifth Third Funds in the section entitled “How do the Funds’ performance records compare?” in the Prospectus/Proxy Statement have been revised. The following information replaces in its entirety the information contained on pages 86, 88, 94, 96, 98, 100, 102, 104, 106, 107 and 108 in the Prospectus/Proxy Statement. This information should be read in conjunction with the Prospectus/Proxy Statement.

Fifth Third Disciplined Large Cap Value Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			10 Years
Class A Shares	1/27/97
Return Before Taxes			-7.72	%		-4.04	%		3.10	%
Return After Taxes on Distributions			-7.95	%		-4.79	%		1.94	%
Return After Taxes on Distributions and Sale of Fund Shares			-4.72	%		-3.63	%		2.34	%
Class B Shares	10/11/00
Return Before Taxes			-8.31	%		-4.11	%		3.02	%
Class C Shares	1/27/97
Return Before Taxes			-3.53	%		-3.77	%		2.85	%
Institutional Shares	8/11/98
Return Before Taxes			-2.61	%		-2.81	%		3.89	%
Russell 1000® Value Index (reflects no deduction for fees, expenses or taxes)			0.39	%		-2.64	%		3.89	%

* After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Your after-tax returns may differ from those shown and depend on your tax situation. The after-tax returns do not apply to shares held in an IRA, 401(k) or other tax-deferred account. After-tax returns are only shown for Class A shares and after-tax returns for other Classes will vary.

Touchstone Value Fund - Average Annual Total Returns*, **

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			10 Years
Class Y Shares	9/10/98
Return Before Taxes			4.45	%		-1.24	%		2.47	%
Return After Taxes on Distributions			3.78	%		-2.42	%		0.63	%
Return After Taxes on Distributions and Sale of Fund Shares			2.88	%		-1.53	%		1.80	%
Class A Shares***	7/31/03
Return Before Taxes			-1.76	%		-2.65	%		1.61	%
Russell 1000® Value Index (reflects no deduction for fees, expenses or taxes)			0.39	%		-2.64	%		3.89	%

* Class C shares began operations on April 16, 2012. Class C shares would have had substantially similar annual returns because the shares are invested in the same portfolio. Annual returns would differ only to the extent that the Classes have different expenses.

** After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Your after-tax returns may differ from those shown and depend on your tax situation. The after-tax returns do not apply to shares held in an IRA, 401(k) or other tax-deferred account. After-tax returns are only shown for Class Y shares and after-tax returns for other Classes will vary.

*** Class A shares performance was calculated using the historical performance of Class Y shares for the periods prior to July 31, 2003. The Class A shares performance for this period has been restated to reflect the impact of Class A shares fees and expenses.

Fifth Third All Cap Value Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			10 Years
Class A Shares	8/13/01
Return Before Taxes			-9.65	%		-4.58	%		3.31	%
Return After Taxes on Distributions			-9.82	%		-5.65	%		2.21	%
Return After Taxes on Distributions and Sale of Fund Shares			-6.04	%		-4.02	%		2.75	%
Class B Shares	8/13/01
Return Before Taxes			-10.32	%		-4.64	%		3.22	%
Class C Shares	8/13/01
Return Before Taxes			-5.57	%		-4.35	%		3.06	%
Institutional Shares	4/1/99
Return Before Taxes			-4.70	%		-3.39	%		4.09	%
Russell 3000® Value Index (reflects no deduction for fees, expenses or taxes)			-0.10	%		-2.58	%		4.08	%
Russell Midcap® Value Index (reflects no deduction for fees, expenses or taxes)			-1.38	%		0.04	%		7.67	%

Touchstone Value Fund - Average Annual Total Returns*, **

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			10 Years
Class Y Shares	9/10/98
Return Before Taxes			4.45	%		-1.24	%		2.47	%
Return After Taxes on Distributions			3.78	%		-2.42	%		0.63	%
Return After Taxes on Distributions and Sale of Fund Shares			2.88	%		-1.53	%		1.80	%
Class A Shares***	7/31/03
Return Before Taxes			-1.76	%		-2.65	%		1.61	%
Russell 1000® Value Index (reflects no deduction for fees, expenses or taxes)			0.39	%		-2.64	%		3.89	%

Fifth Third Total Return Bond Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			10 Years
Class A Shares	3/22/95
Return Before Taxes			4.36	%		2.87	%		3.55	%
Return After Taxes on Distributions			2.68	%		1.15	%		1.93	%
Return After Taxes on Distributions and Sale of Fund Shares			2.81	%		1.41	%		2.05	%
Class B Shares	10/29/01
Return Before Taxes			3.62	%		2.80	%		3.43	%
Class C Shares	10/29/01
Return Before Taxes			8.67	%		3.12	%		3.26	%
Institutional Shares	3/20/95
Return Before Taxes			9.78	%		4.16	%		4.30	%
Barclays U.S. Aggregate Bond Index (reflects no deduction for fees, expenses or taxes)			7.84	%		6.50	%		5.78	%

Touchstone Core Bond Fund - Average Annual Total Returns*, **

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			10 Years
Class A Shares	10/3/94
Return Before Taxes			3.03	%		5.53	%		4.79	%
Return After Taxes on Distributions			1.53	%		3.88	%		3.20	%
Return After Taxes on Distributions and Sale of Fund Shares			1.93	%		3.73	%		3.14	%
Class C Shares	10/3/94
Return Before Taxes			6.25	%		5.74	%		4.51	%
Barclays U.S. Aggregate Bond Index (reflects no deduction for fees, expenses or taxes)			7.84	%		6.50	%		5.78	%

* Performance for Class Y shares is not shown because the share class commenced operations on April 16, 2012. Class Y shares would have had substantially similar annual returns because the shares are invested in the same portfolio of securities and the annual returns would differ only to the extent that the share classes do not have the same expenses.

** After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Your after-tax returns may differ from those shown and depend on your tax situation. The after-tax returns do not apply to shares held in an IRA, 401(k) or other tax-deferred account. After-tax returns are only shown for Class A shares and after-tax returns for other Classes will vary.

Fifth Third LifeModel Aggressive FundSM - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception
Class A Shares	8/1/02
Return Before Taxes			-6.42	%		-2.46	%		4.59	%
Return After Taxes on Distributions			-6.64	%		-3.66	%		3.67	%
Return After Taxes on Distributions and Sale of Fund Shares			-3.98	%		-2.44	%		3.70	%
Class B Shares	8/1/02
Return Before Taxes			-7.05	%		-2.47	%		4.49	%
Class C Shares	8/1/02
Return Before Taxes			-2.29	%		-2.20	%		4.38	%
Institutional Shares	8/1/02
Return Before Taxes			-1.14	%		-1.19	%		5.46	%
LifeModel Aggressive Target Neutral 90% Russell 3000® Index/10% Barclays U.S. Intermediate Government/Credit Bond Index Blend (reflects no deduction for fees, expenses or taxes)			1.62	%		0.74	%		6.14	%
Barclays U.S. Intermediate Government/Credit Bond Index (reflects no deduction for fees, expenses or taxes)			5.80	%		5.88	%		5.20	%
Russell 3000® Index (reflects no deduction for fees, expenses or taxes)			1.03	%		-0.01	%		3.51	%

Touchstone Growth Allocation Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception (9/30/04)
Class A Shares**	9/30/04
Return Before Taxes			-7.85	%		-3.21	%		2.78	%
Return After Taxes on Distributions			-8.18	%		-4.10	%		2.03	%
Return After Taxes on Distributions and Sale of Fund Shares			-5.10	%		-3.11	%		2.05	%
Class C Shares	9/30/04
Return Before Taxes			-3.98	%		-2.80	%		2.84	%
Class Y Shares***	12/9/05
Return Before Taxes			-2.06	%		-1.81	%		3.88	%
Standard & Poor’s Composite 1500 Index (reflects no deduction for fees, expenses or taxes)			1.75	%		0.11	%		4.16	%

** The performance table in the Fund’s most recent prospectus shows the after-tax returns of the Fund’s Institutional shares. The after-tax returns of the Fund’s Class A shares are being presented because Institutional shares are not being offered in the Reorganization.

*** Class Y shares performance was calculated using the historical performance of Institutional shares for the periods prior to December 9, 2005. Institutional shares are not being offered in the Reorganization.

Fifth Third LifeModel Moderately Aggressive FundSM - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception
Class A Shares	8/1/02
Return Before Taxes			-4.49	%		-1.18	%		4.90	%
Return After Taxes on Distributions			-4.94	%		-2.49	%		3.79	%
Return After Taxes on Distributions and Sale of Fund Shares			-2.75	%		-1.50	%		3.79	%
Class B Shares	8/1/02
Return Before Taxes			-5.10	%		-1.21	%		4.80	%
Class C Shares	8/1/02
Return Before Taxes			-0.10	%		-0.89	%		4.70	%
Institutional Shares	8/1/02
Return Before Taxes			0.92	%		0.10	%		5.73	%
LifeModel Moderately Aggressive Target Neutral 70% Russell 3000® Index/30% Barclays U.S. Intermediate Government/Credit Bond Index Blend (reflects no deduction for fees, expenses or taxes)			2.73	%		2.14	%		6.11	%
Barclays U.S. Intermediate Government/Credit Bond Index (reflects no deduction for fees, expenses or taxes)			5.80	%		5.88	%		5.20	%
Russell 3000® Index (reflects no deduction for fees, expenses or taxes)			1.03	%		-0.01	%		3.51	%

Touchstone Moderate Growth Allocation Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception (9/30/04)
Class A Shares**	9/30/04
Return Before Taxes			-6.12	%		-1.28	%		3.21	%
Return After Taxes on Distributions			-6.59	%		-2.44	%		2.26	%
Return After Taxes on Distributions and Sale of Fund Shares			-3.98	%		-1.66	%		2.28	%
Class C Shares	9/30/04
Return Before Taxes			-2.21	%		-0.88	%		3.27	%
Class Y Shares***	12/9/05
Return Before Taxes			-0.16	%		0.13	%		4.33	%
Barclays U.S. Aggregate Bond Index (reflects no deduction for fees, expenses or taxes)			7.84	%		6.50	%		5.53	%
Standard & Poor’s Composite 1500 Index (reflects no deduction for fees, expenses or taxes)			1.75	%		0.11	%		4.16	%

Fifth Third LifeModel Moderate FundSM - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception
Class A Shares	8/1/02
Return Before Taxes			-2.70	%		0.10	%		4.29	%
Return After Taxes on Distributions			-3.38	%		-1.28	%		3.10	%
Return After Taxes on Distributions and Sale of Fund Shares			-1.63	%		-0.56	%		3.13	%
Class B Shares	8/1/02
Return Before Taxes			-3.40	%		0.05	%		4.20	%
Class C Shares	8/1/02
Return Before Taxes			1.68	%		0.37	%		4.09	%
Institutional Shares	8/1/02
Return Before Taxes			2.60	%		1.39	%		5.13	%
LifeModel Moderate Target Neutral 50% Russell 3000® Index/50% Barclays U.S. Intermediate Government/Credit Bond Index Blend (reflects no deduction for fees, expenses or taxes)			3.74	%		3.40	%		5.95	%
Barclays U.S. Intermediate Government/Credit Bond Index (reflects no deduction for fees, expenses or taxes)			5.80	%		5.88	%		5.20	%
Russell 3000® Index (reflects no deduction for fees, expenses or taxes)			1.03	%		-0.01	%		3.51	%

Touchstone Balanced Allocation Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception (9/30/04)
Class A Shares**	9/30/04
Return Before Taxes			-4.64	%		0.93	%		4.01	%
Return After Taxes on Distributions			-5.28	%		-0.54	%		2.77	%
Return After Taxes on Distributions and Sale of Fund Shares			-3.01	%		-0.03	%		2.77	%
Class C Shares	9/30/04
Return Before Taxes			-0.57	%		1.38	%		4.11	%
Class Y Shares***	12/9/05
Return Before Taxes			1.35	%		2.38	%		5.12	%
Barclays U.S. Aggregate Bond Index (reflects no deduction for fees, expenses or taxes)			7.84	%		6.50	%		5.53	%
Standard & Poor’s Composite 1500 Index (reflects no deduction for fees, expenses or taxes)			1.75	%		0.11	%		4.16	%

Fifth Third LifeModel Moderately Conservative FundSM - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception
Class A Shares	8/1/02
Return Before Taxes			-1.65	%		0.84	%		3.98	%
Return After Taxes on Distributions			-2.47	%		-0.65	%		2.61	%
Return After Taxes on Distributions and Sale of Fund Shares			-0.97	%		-0.01	%		2.74	%
Class B Shares	8/1/02
Return Before Taxes			-2.24	%		0.79	%		3.90	%
Class C Shares	8/1/02
Return Before Taxes			2.73	%		1.10	%		3.76	%
Institutional Shares	8/1/02
Return Before Taxes			3.77	%		2.13	%		4.81	%
LifeModel Moderately Conservative Target Neutral 40% Russell 3000® Index/60% Barclays U.S. Intermediate Government/Credit Bond Index Blend (reflects no deduction for fees, expenses or taxes)			4.20	%		3.97	%		5.83	%
Barclays U.S. Intermediate Government/Credit Bond Index (reflects no deduction for fees, expenses or taxes)			5.80	%		5.88	%		5.20	%
Russell 3000® Index (reflects no deduction for fees, expenses or taxes)			1.03	%		-0.01	%		3.51	%

Touchstone Conservative Allocation Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception (9/30/04)
Class A Shares**	9/30/04
Return Before Taxes			-3.18	%		2.95	%		4.13	%
Return After Taxes on Distributions			-4.07	%		1.32	%		2.76	%
Return After Taxes on Distributions and Sale of Fund Shares			-2.07	%		1.58	%		2.76	%
Class C Shares	9/30/04
Return Before Taxes			1.06	%		3.39	%		4.22	%
Class Y Shares***	12/9/05
Return Before Taxes			3.06	%		4.44	%		5.25	%
Barclays U.S. Aggregate Bond Index (reflects no deduction for fees, expenses or taxes)			7.84	%		6.50	%		5.53	%
Standard & Poor’s Composite 1500 Index (reflects no deduction for fees, expenses or taxes)			1.75	%		0.11	%		4.16	%

Fifth Third LifeModel Conservative FundSM - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception
Class A Shares	8/1/02
Return Before Taxes			-0.25	%		1.52	%		3.58	%
Return After Taxes on Distributions			-1.29	%		0.05	%		2.17	%
Return After Taxes on Distributions and Sale of Fund Shares			-0.11	%		0.48	%		2.29	%
Class B Shares	8/1/02
Return Before Taxes			-0.78	%		1.47	%		3.50	%
Class C Shares	8/1/02
Return Before Taxes			4.26	%		1.80	%		3.39	%
Institutional Shares	8/1/02
Return Before Taxes			5.23	%		2.82	%		4.42	%
LifeModel Conservative Target Neutral 20% Russell 3000® Index/80% Barclays U.S. Intermediate Government/Credit Bond Index Blend (reflects no deduction for fees, expenses or taxes)			5.06	%		5.00	%		5.49	%
Barclays U.S. Intermediate Government/Credit Bond Index (reflects no deduction for fees, expenses or taxes)			5.80	%		5.88	%		5.20	%
Russell 3000® Index (reflects no deduction for fees, expenses or taxes)			1.03	%		-0.01	%		3.51	%

Touchstone Conservative Allocation Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception (9/30/04)
Class A Shares**	9/30/04
Return Before Taxes			-3.18	%		2.95	%		4.13	%
Return After Taxes on Distributions			-4.07	%		1.32	%		2.76	%
Return After Taxes on Distributions and Sale of Fund Shares			-2.07	%		1.58	%		2.76	%
Class C Shares	9/30/04
Return Before Taxes			1.06	%		3.39	%		4.22	%
Class Y Shares***	12/9/05
Return Before Taxes			3.06	%		4.44	%		5.25	%
Barclays U.S. Aggregate Bond Index (reflects no deduction for fees, expenses or taxes)			7.84	%		6.50	%		5.53	%
Standard & Poor’s Composite 1500 Index (reflects no deduction for fees, expenses or taxes)			1.75	%		0.11	%		4.16	%

Fifth Third Small Cap Value Fund (Acquired Fund) and Touchstone Small Company Value Fund (Acquiring Fund)

The Acquiring Fund does not have any operating history or performance information and it is expected that upon completion of the proposed Reorganization, the Acquiring Fund will continue the historical performance information of the Acquired Fund. The bar chart and performance table below illustrate some indication of the risks of investing in the Acquired Fund by showing changes in the Acquired Fund’s performance from year to year (before taxes) and by showing how the Acquired Fund’s average annual total returns for 1 year, 5 years and since inception compare with those of a broad measure of market performance. The bar chart does not reflect any sales charges, which would reduce your return. The Acquired Fund’s past performance (before and after taxes) does not necessarily indicate how the Acquired Fund (or the Acquiring Fund) will perform in the future. Updated performance for the Acquired Fund is available at no cost by visiting http://fifththirdfunds.com/performance or by calling 1.800.282.5706.

Fifth Third Small Cap Value Fund - Class A Total Returns as of December 31

Best Quarter: 2nd Quarter 2009 +26.20% Worst Quarter: 4th Quarter 2008 -27.57%

The year-to-date return for the Fund’s Class A shares as of June 30, 2012 is +2.73%.

Fifth Third Small Cap Value Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			Since Inception
Class A Shares	4/1/03
Return Before Taxes			-4.63	%		0.72	%		8.37	%
Return After Taxes on Distributions			-5.47	%		-0.08	%		6.66	%
Return After Taxes on Distributions and Sale of Fund Shares			-1.91	%		0.40	%		6.57	%
Class B Shares	4/1/03
Return Before Taxes			-5.02	%		0.65	%		8.27	%
Class C Shares	4/1/03
Return Before Taxes			-0.34	%		1.00	%		8.19	%
Institutional Shares	4/1/03
Return Before Taxes			0.63	%		2.03	%		9.29	%
Russell 2000® Value Index (reflects no deduction for fees, expenses or taxes)			-5.50	%		-1.87	%		6.40	%

Fifth Third International Equity Fund (Acquired Fund) and Touchstone International Value Fund (Acquiring Fund)

The Acquiring Fund does not have any operating history or performance information and it is expected that upon completion of the proposed Reorganization, the Acquiring Fund will continue the historical performance information of the Acquired Fund. The bar chart and performance table below illustrate some indication of the risks of investing in the Acquired Fund by showing changes in the Acquired Fund’s performance from year to year (before taxes) and by showing how the Acquired Fund’s average annual total returns for 1 year, 5 years and 10 years compare with those of a broad measure of market performance. The bar chart does not reflect any sales charges, which would reduce your return. The Acquired Fund’s past performance (before and after taxes) does not necessarily indicate how the Acquired Fund (or the Acquiring Fund) will perform in the future. Updated performance for the Acquired Fund is available at no cost by visiting http://fifththirdfunds.com/performance or by calling 1.800.282.5706.

Fifth Third International Equity Fund - Class A Total Returns as of December 31

Best Quarter: 2nd Quarter 2009 +24.57% Worst Quarter: 3rd Quarter 2008 -21.83%

The year-to-date return for the Fund’s Class A shares as of June 30, 2012 is +1.88%.

Fifth Third International Equity Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			10 Years
Class A Shares	8/18/94
Return Before Taxes			-17.97	%		-6.69	%		2.68	%
Return After Taxes on Distributions			-18.21	%		-8.10	%		1.64	%
Return After Taxes on Distributions and Sale of Fund Shares			-11.11	%		-5.84	%		2.04	%
Class B Shares	10/11/00
Return Before Taxes			-18.54	%		-6.66	%		2.57	%
Class C Shares	4/25/96
Return Before Taxes			-14.29	%		-6.43	%		2.39	%
Institutional Shares	10/9/98
Return Before Taxes			-13.39	%		-5.47	%		3.44	%
Morgan Stanley Capital International EAFE Index, Net (reflects no deduction for fees, expenses or taxes)			-12.14	%		-4.72	%		4.67	%

Fifth Third Strategic Income Fund (Acquired Fund) and Touchstone Strategic Income Fund (Acquiring Fund)

The Acquiring Fund does not have any operating history or performance information and it is expected that upon completion of the proposed Reorganization, the Acquiring Fund will continue the historical performance information of the Acquired Fund. The bar chart and performance table below illustrate some indication of the risks of investing in the Acquired Fund by showing changes in the Acquired Fund’s performance from year to year (before taxes) and by showing how the Acquired Fund’s average annual total returns for 1 year, 5 years and 10 years compare with those of a broad measure of market performance. The bar chart does not reflect any sales charges, which would reduce your return. The Acquired Fund’s past performance (before and after taxes) does not necessarily indicate how the Acquired Fund (or the Acquiring Fund) will perform in the future. Updated performance for the Acquired Fund is available at no cost by visiting http://fifththirdfunds.com/performance or by calling 1.800.282.5706.

Fifth Third Strategic Income Fund - Class A Total Returns as of December 31

Best Quarter: 2nd Quarter 2009 +21.98% Worst Quarter: 3rd Quarter 2008 -18.49%

The year-to-date return for the Fund’s Class A shares as of June 30, 2012 is +5.20%.

Fifth Third Strategic Income Fund - Average Annual Total Returns*

For the period ended December 31, 2011

	Inception Date	1 Year			5 Years			10 Years
Class A Shares**	4/1/04
Return Before Taxes			0.50	%		3.47	%		5.07	%
Return After Taxes on Distributions			-0.90	%		1.29	%		3.12	%
Return After Taxes on Distributions and Sale of Fund Shares			0.60	%		1.67	%		3.19	%
Class B Shares**	4/1/04
Return Before Taxes			-0.09	%		3.44	%		5.04	%
Class C Shares	10/29/01
Return Before Taxes			4.97	%		3.75	%		4.86	%
Institutional Shares	9/1/98
Return Before Taxes			5.94	%		4.77	%		5.90	%
Barclays U.S. Aggregate Bond Index (reflects no deduction for fees, expenses or taxes)			7.84	%		6.50	%		5.78	%

** The performance figures for Class A and Class B shares for periods prior to April 1, 2004 reflect the performance for the Fifth Third/Maxus Income Fund Investor Shares with an inception date of March 10, 1985 and are adjusted to reflect expenses and applicable sales charges for the respective share class.

PLEASE RETAIN THIS SUPPLEMENT FOR FUTURE REFERENCE

Fifth Third Funds Inactive DEFA14AAdditional proxy soliciting materials