Fifth Third Bancorp/DLP, Inc. SC 13G/A


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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b), (c) and (d) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(b) UNDER THE SECURITIES EXCHANGE ACT OF 1934

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

DPL, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

233293109

(CUSIP Number)

April 30, 2007

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

þ Rule 13d-1(b)

o Rule 13d-1(c)

o Rule 13d-1(d)

* 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. Fifth Third Bank is the successor to Old Kent Bank. Fifth Third Financial Corporation is the successor to Old Kent Financial Corporation.

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).

Page 1 of 7 pages


CUSIP No.		233293109	Schedule 13G	Page		2		of		7 Pages


1		NAMES OF REPORTING PERSONS: FIFTH THIRD BANCORP

		I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
		31-0854434

2		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
		(a) o
		(b) o

3		SEC USE ONLY:



4		CITIZENSHIP OR PLACE OF ORGANIZATION:

		OHIO

This report relates to beneficial holdings by Fifth Third Bancorp, through several of its subsidiaries, of outstanding shares of the Common Stock of the Issuer. The following tabulations set forth the shares with respect of which voting rights are held or shared and those shares to which there is dispositive power. The following are held in fiduciary accounts in Fifth Third Bancorp’s subsidiaries and are deemed beneficially owned:

Number of Shares Beneficially Owned by Each Reporting Person With:



		5	SOLE VOTING POWER:

NUMBER OF			5,488,855 shares

SHARES		6	SHARED VOTING POWER:
BENEFICIALLY
OWNED BY			0 shares

EACH		7	SOLE DISPOSITIVE POWER:
REPORTING
PERSON			45,434 shares

WITH:		8	SHARED DISPOSITIVE POWER:

			10,920 shares

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:

	5,488,855

10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):

	þ

11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):

	4.85%

12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):

	HC

TABLE OF CONTENTS


	Item 1(a). Name of Issuer:
	Item 1(b). Address of Issuer’s Principal Executive Offices:
	Item 2(a). Name of Person Filing:
	Item 2(b). Address of Principal Business Office or, if None, Residence:
	Item 2(c). Citizenship:
	Item 2(d). Title of Class of Securities:
	Item 2(e). CUSIP Number:
	Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
	Item 4. Ownership
	Item 5. Ownership of Five Percent or Less of a Class
	Item 6. Ownership of More than Five Percent on Behalf of Another Person
	Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
	Item 8. Identification and Classification of Members of the Group
	Item 9. Notice of Dissolution of Group
	Item 10. Certifications
SIGNATURE

Securities and Exchange Commission
Schedule 13G
Page 3 of 7 pages

Item 1(a). Name of Issuer:

DPL, Inc.

Item 1(b). Address of Issuer’s Principal Executive Offices:

1065 Woodman Drive
Dayton, OH 45432

Item 2(a). Name of Person Filing:

Fifth Third Bancorp

Item 2(b). Address of Principal Business Office or, if None, Residence:

Fifth Third Center, Cincinnati, Ohio 45263

Item 2(c). Citizenship:

Ohio

Item 2(d). Title of Class of Securities:

Common Stock

Item 2(e). CUSIP Number:

233293109

Securities and Exchange Commission
Schedule 13G
Page 4 of 7 pages

Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:


(a)	o	Broker or dealer registered under Section 15 of the Act;

(b)	o	Bank as defined in Section 3(a)(6) of the Act;

(c)	o	Insurance company as defined in Section 3(a)(19) of the Act;

(d)	o	Investment company registered under Section 8 of the Investment Company Act;

(e)	o	Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)	o	Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)	þ	Parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)	o	Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)	o	Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

(j)	o	Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Securities and Exchange Commission
Schedule 13G
Page 5 of 7 pages

Item 4. Ownership


(a)	Amount Beneficially Owned:		5,488,855shares

(b)	Percent of Class:		4.85%

(c)	Number of shares as to which such person has:
	(i)	Sole power to vote or to direct the vote	5,488,855shares
	(ii)	Shared power to vote or to direct the vote	0shares
	(iii)	Sole power to dispose or to direct the disposition of	45,434shares
	(iv)	Shared power to dispose or to direct the disposition of	10,920shares

Item 5. Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following þ.

Item 6. Ownership of More than Five Percent on Behalf of Another Person

n/a

Securities and Exchange Commission
Schedule 13G
Page 6 of 7 pages

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 subsidiaries listed below, has filed this schedule. The subsidiaries are filing in accordance with Rule 13d-1(b)(1)(ii)(G).


Subsidiary		Item 3 Classification

Fifth Third Bank		Bank
Fifth Third Bank (Tennessee)		Bank
Fifth Third Bank (Michigan)		Bank
Fifth Third Asset Management, Inc.		Investment Adviser

Item 8. Identification and Classification of Members of the Group

Not Applicable

Item 9. Notice of Dissolution of Group

Not Applicable

Securities and Exchange Commission
Schedule 13G
Page 7 of 7 pages

Item 10. Certifications

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose 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


Fifth Third Bancorp

/S/ Charles Drucker		May 10, 2007

Executive Vice President		Today’s Date

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