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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 8, 2001
FIFTH THIRD BANCORP
(Exact name of registrant as specified in its charter)
Ohio 0-8076 31-0854434
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Fifth Third Center
38 Fountain Square Plaza, Cincinnati, Ohio 45263
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (513) 579-5300
Not Applicable
(Former name or address, if changed since last report)
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Item 5. Other Events and Regulation FD Disclosure
Fifth Third Bancorp and the U. S. Justice Department have agreed that, as a
condition to approving the merger of Old Kent Financial Corporation with Fifth
Third, six banking locations in areas where the two banks overlap will be sold:
Old Kent Northside Holland Banking Center at 91 Douglas; Old Kent Zeeland
Banking Center at 501 West Main; Old Kent St. Joseph Banking Center at 4009 Red
Arrow Highway; Old Kent St. Joseph Banking Center at 715 Ship Street; Fifth
Third Fremont Banking Center at 211 West Main; Fifth Third Grand Haven Banking
Center at 1600 Beacon Boulevard. These divestitures include the Banking Center
locations, related retail deposits and loans, and related commercial deposits
and loans.
On March 8, 2001, the Press Release attached hereto as Exhibit 99.1 was issued
regarding this agreement.
* * * * *
This document contains forward-looking statements about Fifth Third
Bancorp, Old Kent Financial Corporation and the combined company which we
believe are within the meaning of the Private Securities Litigation Reform Act
of 1995. This document contains certain forward-looking statements with respect
to the financial condition, results of operations, plans, objectives, future
performance and business of Fifth Third, Old Kent and the combined company
including statements preceded by, followed by or that include the words
"believes," "expects," "anticipates" or similar expressions. These
forward-looking statements involve certain risks and uncertainties. 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) competitive
pressures among depository institutions increase significantly; (2) changes in
the interest rate environment reduce interest margins; (3) prepayment speeds,
loan sale volumes, charge-offs and loan loss provisions; (4) general economic
conditions, either national or in the states in which Fifth Third and Old Kent
do business, are less favorable than expected; (5) legislative or regulatory
changes adversely affect the businesses in which Fifth Third and Old Kent are
engaged; (6) changes in the securities markets; and (7) the possibility that the
merger or the planned divestitures will not occur when or as anticipated.
Further information on other factors which could affect the financial results of
Fifth Third after the merger are included in Fifth Third's and Old Kent's
filings with the Securities and Exchange Commission. These documents are
available free of charge at the Commission's website at http://www.sec.gov
and/or from Fifth Third or Old Kent.
Item 7. Financial Statements and Exhibits
Exhibit 99.1 - Press Release dated March 8, 2001
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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 hereunto duly authorized.
FIFTH THIRD BANCORP
(Registrant)
March 9, 2001 /s/ Roger W. Dean
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Roger W. Dean
Senior Vice President
and Controller