Final Federal Register Notice October 4, 2012

Federal Register / Vol. 77, No. 193 / Thursday, October 4, 2012 / Notices
deterring defaults than the three percent
used in some earlier auctions. In light of
these considerations, the Bureaus
propose for Auction 94 an additional
default payment of twenty percent of
the relevant bid. Moreover, a twenty
percent additional default payment
amount is consistent with the
percentage used in recent auctions of
FM permits. The Bureaus seek comment
on this proposal.
V. Ex Parte Rules
43. This proceeding has been
designated as a ‘‘permit-but-disclose’’
proceeding in accordance with the
Commission’s ex parte rules. Persons
making oral ex parte presentations are
reminded that memoranda summarizing
the presentations must contain
summaries of the substance of the
presentations and not merely a listing of
the subjects discussed. More than a one
or two sentence description of the views
and arguments presented is generally
required. Other provisions pertaining to
oral and written ex parte presentations
in permit-but-disclose proceedings are
set forth in 47 CFR 1.1206(b).
Federal Communications Commisison.
Gary D. Michaels,
Deputy Chief, Auctions and Spectrum Access
Division, WTB.
[FR Doc. 2012–24544 Filed 10–3–12; 8:45 am]
BILLING CODE 6712–01–P

FEDERAL DEPOSIT INSURANCE
CORPORATION
Agency Information Collection
Activities: Submission for OMB
Review; Comment Request;
Registration of Mortgage Loan
Originators (3064–0171)
Federal Deposit Insurance
Corporation (FDIC).

AGENCY:

Withdrawal of notice and
request for comment.

ACTION:

The FDIC is withdrawing the
Notice of Submission for OMB Review;
Comment Request; Registration of
Mortgage Loan Originators (3064–0171)
published in the Federal Register on
September 27, 2012 (77 FR 59397). The
September 27, 2012 publication was an
inadvertent duplication of the Notice of
Submission for OMB Review; Comment
Request; Registration of Mortgage Loan
Originators (3064–0171) published in
the Federal Register on September 26,
2012 (77 FR 59192).

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SUMMARY:

Dated: September 27, 2012.

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Federal Deposit Insurance Corporation.
Pamela Johnson,
Regulatory Editing Specialist.
[FR Doc. 2012–24502 Filed 10–3–12; 8:45 am]
BILLING CODE 6714–01–P

FEDERAL RESERVE SYSTEM
Agency Information Collection
Activities: Announcement of Board
Approval Under Delegated Authority
and Submission to OMB
Board of Governors of the
Federal Reserve System.
SUMMARY: Notice is hereby given of the
final approval of proposed information
collection by the Board of Governors of
the Federal Reserve System (Board)
under OMB delegated authority, as per
5 CFR 1320.16 (OMB Regulations on
Controlling Paperwork Burdens on the
Public). Board-approved collections of
information are incorporated into the
official OMB inventory of currently
approved collections of information.
Copies of the Paperwork Reduction Act
Submission, supporting statements and
approved collection of information
instrument(s) are placed into OMB’s
public docket files. The Federal Reserve
may not conduct or sponsor, and the
respondent is not required to respond
to, an information collection that has
been extended, revised, or implemented
on or after October 1, 1995, unless it
displays a currently valid OMB control
number.
On July 6, 2012 the Federal Reserve
published a notice in the Federal
Register (77 FR 40051) requesting
public comment for 60 days to extend
for three years, with revision, the FR Y–
14A/Q/M. The comment period for this
notice expired on September 4, 2012.
The Federal Reserve received eight
comment letters. The substantive
comments are summarized and
addressed below.
FOR FURTHER INFORMATION CONTACT:
Federal Reserve Board Clearance
Officer—Cynthia Ayouch—Division of
Research and Statistics, Board of
Governors of the Federal Reserve
System, Washington, DC 20551 (202)
452–3829.
Telecommunications Device for the
Deaf (TDD) users may contact (202)
263–4869, Board of Governors of the
Federal Reserve System, Washington,
DC 20551.
OMB Desk Officer—Shagufta Ahmed
—Office of Information and Regulatory
Affairs, Office of Management and
Budget, New Executive Office Building,
Room 10235, 725 17th Street,
NW.,Washington, DC 20503.
AGENCY:

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Final approval under OMB delegated
authority of the extension for three
years, with revision, of the following
report:
Report title: Capital Assessments and
Stress Testing information collection.
Agency form number: FR Y–14A/Q/
M.
OMB Control number: 7100–0341.
Effective Date: September 30, 2012.
Frequency: Annually, quarterly, and
monthly.
Reporters: Large banking
organizations that meet an annual
threshold of $50 billion or more in total
consolidated assets (large Bank Holding
Companies or large BHCs), as defined by
the Capital Plan rule (12 CFR 225.8).1
Estimated annual reporting hours: FR
Y–14A: Summary, 25,080 hours; Macro
scenario, 930 hours; Counterparty credit
risk (CCR), 2,292 hours; Basel III/DoddFrank, 600 hours; and Regulatory
capital, 600 hours. FR Y–14 Q:
Securities risk, 1,200 hours; Retail risk,
1,920 hours; Pre-provision net revenue
(PPNR), 75,000 hours; Wholesale
corporate loans, 6,720 hours; Wholesale
commercial real estate (CRE) loans,
6,480 hours; Trading risk, 41,280 hours;
Basel III/Dodd-Frank, 1,800 hours;
Regulatory capital, 3,600 hours; and
Operational risk, 3,360 hours; and
Mortgage Servicing Rights (MSR)
Valuation, 864 hours; Supplemental,
960 hours; and Retail Fair Value
Option/Held for Sale (Retail FVO/HFS),
1,216 hours. FR Y–14M: Retail 1st lien
mortgage, 129,000 hours; Retail home
equity, 123,840 hours; and Retail credit
card, 77,400 hours. FR Y–14
Implementation and On-Going
Automation: Start-up for new
respondents, 79,200 hours; and Ongoing
revisions for existing respondents, 9,120
hours.
Estimated average hours per response:
FR Y–14A: Summary, 836 hours; Macro
scenario, 31 hours; CCR, 382 hours;
Basel III/Dodd-Frank, 20 hours; and
Regulatory capital, 20 hours. FR Y–14Q:
Securities risk, 10 hours; Retail risk, 16
hours; PPNR, 625 hours; Wholesale
corporate loans, 60 hours; Wholesale
CRE loans, 60 hours; Trading risk, 1,720
hours; Basel III/Dodd-Frank, 20 hours;
Regulatory capital, 40 hours;
Operational risk, 28 hours, MSR
Valuation, 24 hours; Supplemental, 8
hours; and Retail FVO/HFS, 16 hours.
FR Y–14M: Retail 1st lien mortgage, 430
hours; Retail home equity, 430 hours;
and Retail credit card, 430 hours. FR Y–
14 Implementation and On-Going
1 The Capital Plan rule applies to every top-tier
large BHC. This asset threshold is consistent with
the threshold established by section 165 of the
Dodd-Frank Act relating to enhanced supervision
and prudential standards for certain BHCs.

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Automation: Start-up for new
respondents, 7,200 hours; and On-going
revisions for existing respondents, 480
hours.
Number of respondents: 30.
General description of report: The FR
Y–14 series of reports are authorized by
section 165 of the Dodd-Frank Wall
Street Reform and Consumer Protection
Act (Dodd-Frank Act), which requires
the Federal Reserve to ensure that
certain bank holding companies (BHCs)
and nonbank financial companies
supervised by the Federal Reserve are
subject to enhanced risk based and
leverage standards in order to mitigate
risks to the financial stability of the
United States (12 U.S.C. 5365).
Additionally, section 5 of the BHC Act
authorizes the Board to issue regulations
and conduct information collections
with regard to the supervision of BHCs
(12 U.S.C. 1844).
As these data are collected as part of
the supervisory process, they are subject
to confidential treatment under
exemption 8 of the Freedom of
Information Act (FOIA) (5 U.S.C.
552(b)(8)). In addition, commercial and
financial information contained in these
information collections may be exempt
from disclosure under FOIA exemption
4 (5 U.S.C. 552(b)(4)). Such exemptions
will be made on a case-by-case basis.
Abstract: The data collected through
the FR Y–14A/Q/M provides the Federal
Reserve with the additional information
and perspective needed to help ensure
that large BHCs have strong, firm-wide
risk measurement and management
processes supporting their internal
assessments of capital adequacy and
that their capital resources are sufficient
given their business focus, activities,
and resulting risk exposures. The
annual Comprehensive Capital Analysis
and Review (CCAR) is also
complemented by other Federal Reserve
supervisory efforts aimed at enhancing
the continued viability of large BHCs,
including (1) continuous monitoring of
BHCs’ planning and management of
liquidity and funding resources, and (2)
regular assessments of credit, market
and operational risks, and associated
risk management practices. Information
gathered in this data collection is also
used in the supervision and regulation
of these financial institutions. In order
to fully evaluate the data submissions,
the Federal Reserve may conduct follow
up discussions with or request
responses to follow up questions from
respondents, as needed. Respondent
BHCs are required to complete and
submit up to 17 filings each year: one
annual FR Y–14A filing, four quarterly
FR Y–14Q filings, and 12 monthly FR

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Y–14M filings. Compliance with these
information collections is mandatory.
The annual FR Y–14A collects large
BHCs’ quantitative projections of
balance sheet, income, losses, and
capital across a range of macroeconomic
scenarios and qualitative information on
methodologies used to develop internal
projections of capital across scenarios.2
The quarterly FR Y–14Q collects
granular data on BHCs’ various asset
classes and PPNR for the reporting
period, which are used to support
supervisory stress test models and for
continuous monitoring efforts.3 The
monthly FR Y–14M comprises three
loan- and portfolio-level collections,
and one detailed address matching
collection to supplement the two loan
level collections.
Under section 165 of the Dodd-Frank
Act, the Federal Reserve is required to
issue regulations relating to stress
testing (DFAST) for certain BHCs and
nonbank financial companies
supervised by the Board. On January 5,
2012, the Board published a proposal
(77 FR 594) which includes new
reporting requirements found in
proposed regulations at 12 CFR
252.134(a), 252.146(a), and 252.146(b)
all related to stress testing. The Federal
Reserve anticipates that further detail
regarding these proposed reporting
requirements and the PRA burden
associated with these requirements
would be addressed in a future FR Y–
14 proposal.4
Current actions: On July 6, 2012, the
Federal Reserve published a notice in
the Federal Register (77 FR 40051)
requesting public comment for 60 days
to extend for three years, with revision,
the FR Y–14 information collection. The
2 BHCs that must re-submit their capital plan
generally also must provide a revised FR Y–14A in
connection with their resubmission.
3 BHCs are required to submit both quarterly and
annual schedules for third quarter data, and with
the exception of the Basel III/Dodd-Frank and
Regulatory Capital Instruments schedules. For these
schedules, only data for the annual schedules are
submitted for the third quarter data.
4 The proposed rules would implement the
enhanced prudential standards required to be
established under section 165 of the Dodd-Frank
Act and the early remediation framework
established under section 166 of the Act. The
enhanced standards include risk-based capital and
leverage requirements, liquidity standards,
requirements for overall risk management, single
counterparty credit limits, DFAST requirements,
and debt-to-equity limits for companies that the
Financial Stability Oversight Council has
determined pose a grave threat to financial stability.
The 2011 proposal implementing the FR Y–14A and
Q acknowledged the impending publication of the
DFAST reporting requirements under section 165 of
the Dodd-Frank Act. That proposal included a
statement noting that revisions to the quarterly and
annual data collections, based on the enhanced
standards rulemaking, would be incorporated into
the FR Y–14A and Q information collection.

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comment period expired on September
4, 2012. The Federal Reserve received
eight comment letters from four BHCs
and six trade associations.5 All
substantive comments are summarized
and addressed below. Also addressed
are comments related to the collection
of data on legal reserves for pending and
probable litigation claims which were
originally proposed in February 2012.6
The FR Y–14A/Q/M revisions
proposed in the Federal Reserve’s July
2012 Federal Register notice, effective
September 30, 2012, included (1)
implementing three new quarterly
reporting schedules (Mortgage Servicing
Rights Valuation, Supplemental, and
Retail Fair Value Option/Held For Sale
schedules), (2) revising the respondent
panel, (3) enhancing data items
previously collected on various
schedules, (4) deleting data items that
are no longer needed, (5) adding
attestation of data accuracy, and (6)
collecting contact information. The
Federal Reserve proposed the revisions
based on experience gained from
previous capital review and stress
testing efforts. The revisions provide the
Federal Reserve with new information
to refine its analysis, while removing
data items that are no longer deemed
necessary for such analysis.
Summary of Comments
The Federal Reserve received
comments from the industry by letter,
email, and orally through industry
outreach calls. Most of the comments
received requested clarification of the
instructions for the information to be
reported, or were technical in nature.
Response to these comments will be
addressed in the final FR Y–14 reporting
instructions. The Federal Reserve also
received a number of comments on
matters that were not directly related to
the FR Y–14 information collection,
such as a request to use a consistent file
format and requests for clarification of
general CCAR procedures and timeline.
The Federal Reserve plans to take these
comments under consideration and
address them at a later date, as
appropriate. The following is a detailed
discussion of aspects of the proposed FR
5 Three trade associations submitted a joint
comment letter.
6 Notice of this proposal action was published in
the Federal Register (77 FR 10525, February 22,
2012). The Federal Reserve received six comment
letters addressing the proposed changes to the FR
14A and Q. In response to public concerns over the
sensitivity of these legal reserves data, the Federal
Reserve postponed implementing the data items
and reopened the public comment period (77 FR
32970, June 4, 2012). The comment period expired
on August 6, 2012 (77 FR 38289, June 27, 2012).
The Federal Reserve received four additional
comment letters addressing the collection of the
legal reserves data items.

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Y–14 collection for which the Federal
Reserve received one or more
substantive comments and an
evaluation of, and response to, the
comments received.
A. General
In general, commenters expressed
support for the objectives of the
proposal to revise the FR Y–14;
however, they expressed concerns about
the overall expansion of the information
collection and the increased granularity
of the data being collected. Specifically,
several commenters noted that the
proposal substantially increased the
number of data items on various
schedules, leaving BHCs insufficient
time to make appropriate changes to
their models, modify reporting systems,
and integrate these systems with
internal controls structure. These
commenters also requested delayed
implementation of the revisions to
several schedules or guidance for BHCs
that have missing or incomplete data.
The commenters also provided
suggestions around operational aspects
of the collection and requested
additional clarification on the proposed
revisions.
The Federal Reserve weighed the
potential increase in respondent burden
against the need to collect additional
information to enhance the Federal
Reserve’s ability to conduct supervisory
stress testing and made certain
modifications to the proposal in
response to the comments received.
Specifically, the Federal Reserve will
eliminate certain proposed data items
from selected data schedules and also
delay the effective date of the new
Mortgage Servicing Right (MSR)
Valuation schedule as noted below.
Commenters generally expressed
concerns about the proposed attestation
requirement for the FR Y–14
submission. Several commenters noted
that the Federal Reserve has continued
to revise the information collection
since first implementing it in 2011;
therefore, the scope and form of the
information collection have not been
sufficiently solidified to allow BHCs to
establish the infrastructure, general
controls, and system validation
requirements to comply with the
proposed attestation requirement.
Several commenters opposed a nearterm attestation requirement, requested
that any future attestation requirement
be tailored to the FR Y–14, suggested
various modifications to the attestation
requirement, and opposed an attestation
requirement for projected financial data.
One commenter suggested a safe harbor
provision for any attestation of projected
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The Federal Reserve acknowledges
that BHCs require time to continue
developing and improving the
infrastructure and controls needed to
accommodate the FR Y–14 collection
and to support attestation. As such, the
final schedules and instructions do not
include an attestation requirement at
this time to allow BHCs time to make
these improvements. However, the
Federal Reserve believes appropriate
controls are crucial to ensure data
quality and that attestation is an
important affirmation of data quality,
and may revisit the attestation
requirement in a future proposal. The
Federal Reserve also notes that under
federal law, BHCs are prohibited from
making a false entry in a report to the
Federal Reserve.7
One commenter indicated that foreign
privacy and blocking laws may restrict
BHCs from reporting on the FR Y–14
any identifiable client information about
their foreign clients. In response to this
comment, the Federal Reserve will
revise the final FR Y–14 reporting
schedules and instructions to provide
that a BHC will not be required to report
a particular data item if a foreign law
prohibits the BHC from providing the
information to the Federal Reserve.
However, the Federal Reserve is
authorized by law to collect information
from a BHC regarding its credit
exposures, including foreign exposures,
and a BHC will be required to include
with its data submission a legal analysis
of the foreign law that prohibits
reporting the data to the Federal
Reserve.8 As noted above, data collected
through the FR Y–14 schedules is
confidential information and the
Federal Reserve has no present
intention to make the information
public.
One commenter noted the difficulty
in completing FR Y–14Q/M schedules
during acquisitions as the acquiring
institution would not yet have the
acquired institution’s data on their
general ledger or loans systems on the
date when the acquisition is finalized.
Referencing the final Federal Register
notice issued on June 4, 2012,9 which
noted that the Federal Reserve would
consider requests to file delayed
submissions for newly acquired data
following an acquisition, the commenter
asked the Federal Reserve to establish a
formal process and criteria for
requesting and determining a grace
7 See,

for example, 18 U.S.C. 1005.
for example, 12 U.S.C. 1844(c).
9 During the public comment period for proposed
revisions implemented on June 30, 2012, a similar
industry comment was received. The comment was
addressed in the final Federal Register notice
published on June 4, 2012 (77 FR 32970).
8 See,

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period. The Federal Reserve agrees with
this comment and is considering ways
to formalize the process and criteria, as
appropriate.
Several commenters provided
suggestions for reducing the burden
associated with the information
collection, including suggestions related
to the use of consistent file formats. The
Federal Reserve appreciates these
suggestions and will work to improve
the data collection process, considering
all suggestions aimed at reducing
reporting burden. During the public
comment period, the Federal Reserve
sought additional feedback from firsttime respondents on ways to reduce
reporting burden. One commenter
responded that a tailored materiality
threshold would increase, rather than
decrease burden by adding complexity.
This commenter noted that a transition
period that takes into consideration
related and overlapping deadlines
would be useful in reducing reporting
burden. The Federal Reserve will
provide first-time respondents with a
transition phase including extended
filing deadlines, as follows: For the Y–
14Q schedules, the filing deadline will
be extended to (1) 90 days after the
quarter-end for the first two quarterly
submissions and (2) 65 days after the
quarter-end for the third and fourth
quarterly submissions. Beginning with
the fifth quarterly submission, these
respondents will be required to adhere
to the standard Consolidated Financial
Statements of BHCs (FR Y–9C; OMB No.
7100–0128) reporting deadlines.10 For
the Y–14M schedules, the initial
deadline will be 90 days after the end
of the reporting month, at which time
data for all three intervening months
would be due. For example, a new
respondent for the September 30
reporting period will be expected to
submit data corresponding to the
September 30, October 31, and
November 30 reporting periods by
December 31. The Federal Reserve will
implement the filing deadline for the Y–
14A schedules as proposed.
B. FR Y–14A

Summary Schedule

1. Income Statement and Balance Sheet
Worksheets
The Federal Reserve proposed
revising 14 of the 19 worksheets 11 in
10 The standard FR Y–9C reporting deadlines are:
40 calendar days after the calendar quarter-end for
March, June, and September and 45 calendar days
after the calendar quarter-end for December.
11 The worksheets include: Income Statement,
Balance Sheet, ASC 310–30, Retail Balance and
Loss Projections, Retail Repurchase, Securities
OTTI by Portfolio, Securities OTTI Methodology,
Securities AFS Market Shock, Securities Market

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the Summary schedule (which, for the
most part, collects current quarter data
plus nine quarters of projections for the
same data items), which included
adding more granular breakouts on
various schedules. Several commenters
noted that the proposed collection of
more granular projections data for
portfolio balances and associated losses
does not align with BHCs’ internal
reporting and projections. The Federal
Reserve acknowledges the proposed
increase in respondent burden;
however, the Federal Reserve believes
that these additional data items will
substantially enhance the ability to
evaluate BHCs’ stress test results
consistently across BHCs. Each
proposed product type has a unique risk
profile, and, therefore, projecting
balances at the granular product level
should provide a better understanding
of BHCs’ overall risk exposure.
Originally, the Federal Reserve
proposed adding to the Income
Statement and Balance Sheet
worksheets granular breakouts of the
Allowance for Loan and Lease Losses
(ALLL) and loan-loss provisions by loan
category. Two commenters questioned
the need for the proposed disaggregation
of the ALLL, noting that the FR Y–14
proposal was not consistent with the
proposed revision to Schedule RI–C of
the commercial bank Consolidated
Reports of Condition and Income (Call
Report; FFIEC 031 and 041; OMB No.
7100–0036), as described in the Federal
Register (76 FR 72035, November 21,
2011).12 The asset categories on the
Income Statement and Balance Sheet
worksheets of the FR Y–14A Summary
schedule generally parallel those of the
FR Y–9C and Call Report, but differ
when the stress testing process requires
different categorizations. At a more
aggregate level, the categories for the
ALLL and loan-loss provisions are
generally aligned with those on the
Income Statement and Balance Sheet
worksheets. In order to assess whether
BHCs’ provisions are consistent with
projected losses, the Federal Reserve
will implement the revisions, as
proposed.
2. Retail Balance and Loss Projections
Worksheet
Several commenters noted that the
proposed increase in the granularity of
balance and loss projections does not
align with BHCs’ internal reporting and
projections. The Federal Reserve
acknowledges that the increase in data
Value Sources, Trading Risk, Counterparty Risk
Worksheet, and three PPNR worksheets.
12 This revision to the Call Report has been
proposed but not yet implemented.

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items will increase respondent burden,
but believes that these data items will
enhance the Federal Reserve’s ability to
conduct supervisory stress tests. Each
proposed product type has a unique risk
profile, therefore, projecting balances at
the granular product level should
provide a better understanding of BHCs’
overall risk exposure. However, to
reduce burden, the Federal Reserve will
reduce the granularity associated with
certain product types to which the
industry generally has less exposure.
In an effort to streamline the
Summary schedule, the Federal Reserve
proposed combining the Retail Balance
and Loss Projections worksheets, and
adding data items to capture more
details about balance projections. The
Federal Reserve proposed that BHCs
break out projected credit card balances
into two segments: balance projections
on existing accounts and balance
projections on new accounts. One
commenter suggested not collecting
balance projections for credit card
products by vintage given that BHCs do
not necessarily project credit card
balances by vintage. The Federal
Reserve recognizes that there is burden
associated with breaking out balance
projections by vintage, and therefore
will eliminate the projections by vintage
for certain portfolios to which the
industry generally has less exposure.
3. Retail ASC 310–30 Worksheet
The Federal Reserve originally
proposed significantly revising the
Retail ASC 310–30 worksheet, which
collects data on purchased credit
impaired (PCI) loans, by expanding the
number of data items requested in order
to better align with accounting
definitions for the loans reported in the
PCI portfolio. The new data items would
collect information about the portfolios’
carrying value, allowance, provisions to
and charge-offs from the allowance,
estimates of cash flows to be collected
over the life of the loan, the
nonaccretable difference and its
components, changes to the
nonaccretable difference, and the
accretable yield and its components.
Several commenters expressed concern
about their ability to split requested data
items into principal and interest
components, the difficulty of projecting
cash-flows in the various
macroeconomic scenarios, and the
difficulty with gathering the data
requested from their loan processing
systems and accounting systems.
In response to the industry comments,
the Federal Reserve will revise the
worksheet to reduce the number of
required data items from 32 to 13. The
Federal Reserve will remove the

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distinction between principal and
interest, as well as delete certain data
items related to cash flows, changes to
the non-accretable difference, and
changes to the accretable yield. These
will be replaced with data items
requesting unpaid principal balance, the
total original contractual amount of PCI
loans that would be deemed charged off
or identified as loss under a non-PCI
charge-off policy (i.e. losses in the
quarter that would be offset at some
point against the non-accretable
difference and/or the PCI Allowance)
and overall movement of the nonaccretable difference. The Federal
Reserve believes that the revised
schedule will substantially alleviate the
burden associated with procuring the
data from the BHCs information
systems.
C. Summary Schedule (Capital
Worksheet) and Annual Basel III/DoddFrank Schedule
The Capital worksheet contained in
the annual Summary schedule and the
annual Basel III/Dodd-Frank schedule
are being modified to reflect anticipated
final rules that would implement the
stress test requirements under DoddFrank. The Capital worksheet
instructions will be modified to require
BHCs to provide an additional Capital
worksheet for each of the adverse,
baseline, and severely adverse scenarios
using capital assumptions that are
required under any final stress testing
rules that the Federal Reserve may
issue. The annual Basel III/Dodd-Frank
schedule instructions will be modified
to require BHCs to provide an additional
schedule for the baseline scenario only
using capital assumptions that are
required under any final stress testing
rules that the Federal Reserve may
issue.
D. FR Y–14A/Q Pre-Provision Net
Revenue (PPNR) Annual Worksheet and
Quarterly Schedule
In an effort to better understand the
core drivers of BHCs revenues and
expenses, the Federal Reserve originally
proposed revising certain annual and
quarterly PPNR data items, increasing
granularity of several data items, and
adding a new business line into the
components of revenues (on the annual
PPNR Projections worksheet and the
quarterly PPNR Submission
worksheet).13
13 The proposed revisions included: a new
breakout for credit card revenues would split
interchange revenues from reward activity and
partner-sharing contra-revenue; revenue from the
mortgage and home equity business line would be
split into production and servicing income;
provisions to reserves for representations and

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One commenter noted that, in some
instances, certain historical data may
not be available due to organizational
restructuring. The Federal Reserve
agrees with this comment and is
considering ways to develop a process
and criteria to address this issue, as
appropriate.
Another commenter requested
eliminating the disclosure of legal
reserves data to be consistent with other
FR Y–14 schedules regarding the level
and frequency of reporting legal reserves
data. In response to the comment, the
Federal Reserve will delete the data
items for ‘‘Provisions to Litigation
Reserves/Liability Specific to Sold
Residential Mortgage Claims’’ on the
annual PPNR Projections worksheet and
on the quarterly Submission worksheet
(PPNR Submission/Projections). Such
provisions will instead be reported, in
the aggregate, as part of the Operational
Risk Expense in both the quarterly
PPNR schedule and annual PPNR
worksheets. Furthermore, the Federal
Reserve will delete the ‘‘Legal Expenses
and Litigation Settlements & Penalties
(unrelated to Operational Risk and not
reported elsewhere)’’ data item and
instruct the BHCs to add the ‘‘Legal
Expenses’’ (i.e. the routine ‘‘business as
usual’’ legal expenses) to the
‘‘Professional and Outside Services
Expenses’’ data item and the ‘‘Litigation
Settlements & Penalties’’ to the
‘‘Operational Risk Expenses’’ data item.
Currently, BHCs with deposits equal
to at least one-third of liabilities may
choose either the PPNR Submission/
Projections worksheet or the PPNR Net
Interest Income worksheet as ‘‘Primary
Net Interest Income’’ with the other
worksheet designated as
‘‘Supplementary Net Interest Income.’’
Reporting requirements are reduced on
the net interest income portion of the
‘‘Supplementary’’ worksheet. BHCs that
have deposits equal to less than onethird of total liabilities must designate
the PPNR Submission/Projections
worksheet as Primary and are not
required to report any data on the PPNR
Net Interest Income worksheet. In the
proposal that was published for
comment, the Federal Reserve proposed
removing the Primary/Supplementary
distinction and making all data items
mandatory (subject to certain criteria
described in the instructions).
warranties and repurchase obligations and other
liabilities related to sold mortgages also would be
split out; revenue related to retail and small
business deposits would separate overdraft fees;
and a new business line for Merchant Banking/
Private Equity would be added; previously this
business line had been included among the other
business lines, typically Investment Banking.

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The trade associations and one other
commenter suggested retaining the
Primary/Supplementary distinction.
One commenter also suggested allowing
BHCs to report average balances and
yields on the PPNR Net Interest Income
worksheet at a lower level of detail than
was proposed. The commenters cited
concerns including increased burden
and limited usefulness of data created
for purposes outside BHCs’ regular
internal practice. In response to these
comments, the Federal Reserve will
retain the Primary/Supplementary
designation but change how the
primary/supplementary designation is
assigned and make all net interest
income data items mandatory (subject to
certain criteria). Further, for all BHCs
with deposits above the threshold, the
PPNR Net Interest Income worksheet
should be designated as ‘‘Primary Net
Interest Income’’ and for BHCs that are
not required to complete the PPNR Net
Interest Income worksheet that the
PPNR Submission/Projections
worksheet should be designated as
‘‘Primary Net Interest Income.’’ The
Federal Reserve also proposed lowering
the reporting threshold for the PPNR
Net Interest Income worksheet to
deposits equal to one-quarter of total
liabilities. Since no comments were
specifically received, the Federal
Reserve will implement the reporting
threshold revision as proposed.
The trade associations commented
that reporting the proposed data items
on the PPNR Net Interest Income
worksheet would require time and
suggested providing a delayed
submission deadline (as was done with
the submission deadline when the FR
Y–14 was implemented in 2011).
Although the Federal Reserve
acknowledges the increase in
respondent burden for certain BHCs, the
Federal Reserve believes that these data
items will enhance the ability to
identify the vulnerability of BHCs to
macroeconomic stress and will
implement the revisions on the
proposed timeline.
Originally, the Federal Reserve
proposed adding credit card rewards
and partner-sharing in the non-interest
income and non-interest expense
sections of the PPNR Submission/
Projections worksheets. The trade
associations requested additional
guidance regarding credit and debit card
rewards and partner-sharing contrarevenue and expense data items. In the
case of credit cards, they also requested
clarification around how rewards and
partner-sharing data should be reported
across net interest income, non-interest
income, and non-interest expense
components of PPNR. In response, and

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to reduce burden, the Federal Reserve
will eliminate the breakout of credit
card rewards and partner-sharing on the
PPNR Submission/Projections
worksheets. The Federal Reserve will
also add a credit card rewards and
partner sharing data item to the PPNR
Metrics worksheet. BHCs will be
required to indicate which data items on
the PPNR Submission/Projections
worksheet include the credit card
rewards and partner-sharing data item.
One commenter asked whether the
‘‘Sales and Trading Segment/Prime
Brokerage/Total Revenue (incl. Net
Interest Income)’’ data item in the PPNR
Metrics worksheet should be defined as
the combination of the ‘‘Prime
Brokerage’’ non-interest income data
item and the portion of the ‘‘Sales and
Trading’’ net interest income data item
related to prime brokerage in the PPNR
Submission worksheet. To simplify the
reporting of these data items, the
Federal Reserve will remove the ‘‘Sales
and Trading Segment/Prime Brokerage/
Total Revenue (incl. Net Interest
Income)’’ data item on PPNR Metrics
worksheet and break out Net Interest
Income for the Sales and Trading data
item into ‘‘Prime Brokerage’’ and
‘‘Other’’ on the PPNR Submission/
Projection worksheet.
One commenter requested
clarification on the types of accounts
that should be included in the ‘‘Total
Deposit Accounts’’ data item in the
‘‘Retail and Small Business Segment’’
on the PPNR Metrics worksheet. The
Federal Reserve will revise the data item
to require the reporting of only ‘‘Total
Open Checking and Money Market
Accounts’’ as of the end of the reporting
period.
One commenter requested
clarification on the definition of the
term ‘‘curve’’ in relation to the ‘‘New
Business Pricing for Time Deposits’’
data item in the ‘‘Average Retail Deposit
Repricing Beta’’ section of the PPNR
Metrics worksheet. To clarify the
requested data item, the Federal Reserve
will provide an additional option for
reporting ‘‘New Business Pricing for
Time Deposits.’’ Specifically, if BHCs
only assume a single maturity term for
new issuances, then they would provide
the relative index and spread used to
estimate new business pricing in lieu of
the curve.
E. FR Y–14Q MSR Valuation Schedule
Originally, the Federal Reserve
proposed implementing the quarterly
MSR Valuation schedule that would
collect information on the data that
BHCs use to value their MSRs and the
sensitivities of those valuations to
changes in economic factors. Several

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commenters stated that the proposal did
not provide sufficient time to properly
modify and validate the MSR modeling
changes required to produce the data.
The Federal Reserve agrees with the
comments and further concedes that
BHCs should be allotted sufficient time
to implement model changes and
validate the changes in compliance with
SR 11–7 (Guidance for Model Risk
Management). The Federal Reserve will
delay the implementation of the new
quarterly MSR schedule until March 31,
2013.
One trade association expressed
various concerns with the proposed new
MSR schedule, stating that: (1) It
appeared to collect duplicative data
already available through other external
reporting mechanisms, including a
survey conducted by the Office of the
Comptroller of the Currency (OCC); (2)
the questions should be included in preexamination requests instead of
requiring servicers to report the data on
a quarterly basis (if the purpose of the
MSR schedule was to gather information
in advance of a safety and soundness
examination); and (3) many servicers are
not part of a BHC and therefore, the
schedule would not necessarily include
data from all major market makers that
affect fair value. Further, the commenter
noted that the proposed restrictions on
MSR assets contained in the Basel III
notices of proposed rulemaking (NPR) 14
may dramatically change the servicing
competitive landscape, with more and
more servicing being performed by nondepository institutions, and therefore,
the overall data received could become
less meaningful.
Prior to proposing the new MSR
schedule, the Federal Reserve evaluated
the feasibility of obtaining MSR data
from external sources; however, several
potential supervisory concerns were
noted with this approach. First, not all
BHCs supervised by the Federal Reserve
complete the external surveys
mentioned above. Second, certain
metrics collected via external sources
differ by type or by construct, or are not
collected at all, which may generate a
lack of comparability across BHCs. The
Federal Reserve concluded that the
proposed FR Y–14Q schedule would
facilitate the timely supervision of BHCs
on both a continuous monitoring and
examination basis; therefore, the Federal
Reserve will implement the data
requirements for the MSR schedule as
proposed.
14 On August 30, 2012, the OCC, the Board, and
the Federal Deposit Insurance Corporation
published for comment three NPRs that would
revise and replace the agencies’ current capital
rules (77 FR 52791, 52887, and 52997).

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One commenter noted that the MSR
schedule would not increase the
comparability of MSR valuations across
all BHCs due to the range of valuation
techniques, various prepayment and
default models, different assumptions,
and servicing portfolio characteristics
unique to each BHC. The Federal
Reserve recognizes that modeling
methodologies, assumptions, and
product structures are unique to each
BHC, and these differences are
considered when evaluating BHC MSR
valuation. In addition, the Federal
Reserve may augment this data
collection with other information, such
as information collected from BHC
examinations, which will allow the
Federal Reserve to better assess the risk
of each BHC’s MSR portfolio.
One commenter stated that the
proposed MSR valuation sensitivity
metrics in the MSR schedule, including
metrics related to implied swaption
volatility, servicing cost, sensitivity to
macroeconomic conditions, and
ancillary income, should be revised
because they may not be direct inputs
into some of the models used by the
industry. The Federal Reserve believes
that the delayed implementation, as
well as clarifying the instructions, will
address these issues.
F. FR Y–14A Regulatory Capital
Instruments Schedule
One commenter noted an error on the
Capital Position Reconciliation
worksheet. In the draft schedule posted
for public comment, the funded
instruments data items erroneously
referred to the Proj. Actions & Balances
worksheet. The Federal Reserve will
revise the annual Regulatory Capital
Instruments schedule to reflect the
correct references in the Capital
Position Reconciliation worksheet.
G. FR Y–14A and Q Basel III/DoddFrank Schedule
Originally, the Federal Reserve
proposed revising the annual and
quarterly Basel III/Dodd-Frank
schedules. To both schedules, the
Federal Reserve proposed making
definitional and calculation revisions
consistent with the final Market Risk
Capital rulemaking (Market Risk rule).
To the FR Y–14A schedule, the Federal
Reserve proposed adding two
worksheets and refining the Planned
Action worksheet. To the FR Y–14Q
schedule, the Federal Reserve proposed
adding worksheets and data items.
Several commenters noted errors or
inconsistencies in the draft annual and
quarterly schedules published for public
comment. In response to those
comments, the Federal Reserve will

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shorten the projection period for the
annual schedule from 2019 to 2017, add
a Comprehensive Risk Measure (CRM)
surcharge data item to the annual
schedule, and revise the quarterly
schedule to include the correct start
date of third quarter 2012.
Due to the timing of the publication
of the FR Y–14 initial Federal Register
and publication of the three capital
NPRs, the Federal Reserve published
questions in the FR Y–14 initial Federal
Register notice directly soliciting
feedback on the requirements for
preparing both the annual and quarterly
Basel III/Dodd-Frank schedules.
Together, three trade associations
provided a detailed comment requesting
confirmation whether, for purposes of
CCAR 2013, BHCs’ capital plans and the
FR Y–14A Basel III/Dodd-Frank
schedule would be prepared (1) based
upon the proposed requirements in the
Basel III NPR and the Advanced
Approaches NPR but (2) without regard
to the proposed requirements in the
Standardized Approach NPR. While this
comment was specific to the annual
schedule, the Federal Reserve will
require BHCs to use the Basel III NPR
and the Advanced Approaches NPR to
prepare the annual and quarterly Basel
III/Dodd-Frank schedules consistently
instead of the Basel Committee on
Banking Supervision (BCBS) guidance
which was used during the prior CCAR
exercise.
Specifically, the Federal Reserve will
revise the Basel III/Dodd-Frank
schedules to be consistent with the
NPRs, including (1) revising the
Accumulated Other Comprehensive
Income calculator, (2) revising the 10%
and 15% regulatory threshold
deductions, (3) breaking out additional
Tier 1 capital deductions, (4) collecting
data and corresponding calculations
consistent with the final Market Risk
rule and the proposed requirements of
the Advanced Approaches NPR (for
applicable BHCs), (5) revising the
Market RWA calculation to reflect the
Market Risk rule’s CRM, (6) revising the
Credit RWA associated with Credit
Valuation Adjustment capital charges,
(7) collecting data relevant to the Tier 1
Leverage Ratio and Supplementary
Leverage Ratio, and (8) revising data
descriptions relevant to the
Supplementary Leverage Ratio.
H. FR Y–14Q Retail Risk Schedule
Originally, the Federal Reserve
proposed revising the Retail Risk
schedule to remove data items no longer
needed and add risk characteristics to
existing portfolios. One commenter
noted that the Domestic Auto portfolio
was not included with the files posted

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to the Federal Reserve Board’s public
Web site during the public comment
period, even though the OMB
Supporting Statement noted that a
revision (from the Vintage segment to
Age) was proposed for all FR Y–14Q
Retail schedules that included the
Vintage segment. The Federal Reserve
acknowledges that the template was not
provided and will apply the revision
consistently across all FR Y–14Q Retail
templates, including the Domestic Auto
portfolio.
To the Domestic Student Loan
portfolio, the Federal Reserve originally
proposed adding a segment variable to
capture the level of education being
pursued by the borrower. One
commenter suggested adding a new
category to the Level of Education
segment in the FR Y–14Q Domestic
Student Loan portfolio to allow for the
reporting of consolidated loans for
which level of education is not
applicable. The Federal Reserve will
clarify the instructions to specify that,
for consolidated loans, the highest level
of education pursued by the borrower
should be reported. Further, the Federal
Reserve will add a new category for
instances in which the level of
education of the borrower is not
available.

emcdonald on DSK67QTVN1PROD with NOTICES

I. FR Y–14Q Supplemental Schedule
Originally, the Federal Reserve
proposed implementing the quarterly
Supplemental schedule to ensure that
they would have a consistent view of
BHCs’ exposures that are collected at
different levels of granularity. The
proposed schedule would allow the
Federal Reserve to identify factors
contributing to the gaps between the FR
Y–9C aggregate data and the data
collected in the FR Y–14. One
commenter noted material
inconsistencies between definitions in
the Supplemental schedule and the
Retail Small Business Loan worksheet,
Retail Small Business and Corporate
Card worksheet, and Wholesale
Corporate Loan collection. The Federal
Reserve agrees that inconsistencies in
certain definitions exist and will
enhance the reporting requirements to
allow flexibility for BHCs to report the
data in a way that is consistent with the
definitions in the other FR Y–14Q and
M schedules.
J. FR Y–14Q Trading, Private Equity,
and Other Fair Value Assets (Trading
Risk) Schedule
Originally, the Federal Reserve
proposed revising various worksheets
and adding a worksheet to the Trading
Risk schedule. Several commenters
made suggestions related to the

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Corporate Credit—Advance, Corporate
Credit—Emerging, IDR,15 and Credit
Correlation worksheets, including:
adding a row to capture exposures that
do not readily fit into the specified
segments, making the reporting
categories across worksheets consistent,
and deleting the crossover category in
the Corporate Credit worksheet as it
could be implied from market
observations. The Federal Reserve will
revise the worksheets to make them
consistent and add new rows to capture
exposures that do not readily fit into the
specific segments. While the Federal
Reserve agrees that the way in which
the crossover category was presented
leaves ambiguity as to what was
requested, the Federal Reserve does not
agree that the underlying information is
sufficiently implied from market
observations. As such, the Federal
Reserve will adjust the Corporate
Credit—Advanced, Corporate Credit—
EM, Credit Correlation, and IDR—
Corporate Credit worksheets to more
precisely capture the information in the
crossover and related indexes.
One commenter noted that the
attachment/detachment points in the
Credit Correlation worksheet are not
feasible for market values and notionals
since the positions would have very
large overlapping attachment and
detachment points. Further, the
commenter suggested simplifying the
long and short breakout tables to only
three buckets for clarity and
consistency: (1) An ‘‘Equity Tranche’’
bucket for a position that has an
attachment point of 0%, (2) a
‘‘Mezzanine Tranche’’ for any position
that has a non-0% attachment and non100% detachment, and (3) a ‘‘Super
Senior Tranche’’ for positions with a
detachment point of 100%.
The Federal Reserve agrees that, for
bespoke products, the breakouts in the
proposal would be challenging to report.
However, for index tranches, which are
standardized, the Federal Reserve
believes that the breakouts in the
proposal will be feasible. Further,
having such breakouts will enhance the
ability to understand correlation
sensitivity. Therefore, the Federal
Reserve will implement the approach
suggested by the commenter for bespoke
products but will implement the more
granular breakouts for index tranches as
originally proposed.
One commenter noted that the
schedule currently requires the
reporting of corporate owned and
business owned life insurance (COLI/
BOLI) on the Other Sector/Industry row
of the Other Fair Value Assets
15 IDR

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worksheet, and suggested creating a
separate category so that BHCs could
explicitly state how much exposure
BHCs have to COLI/BOLI. Given the size
of these exposures, the Federal Reserve
agrees with this comment, and will add
a row to capture COLI/BOLI separate
from the Other Sector/Industry
exposures.
One commenter suggested
disaggregating the Municipal worksheet
into taxable and tax exempt bonds.
While the Federal Reserve agrees that
the suggested disaggregation has merit,
they believe such disaggregation might
be more challenging for some BHCs than
for others and will investigate the
challenges further before disaggregating
the worksheet.
K. FR Y–14Q Operational Risk
Schedule
The February 2012 proposal requested
event level data for each legal reserve
and required that BHCs (1) associate
each reserve with an accounting date,
Basel level 1 event type and business
line; (2) note whether the reserve had
been included in the BHCs’ capital
models; (3) give the amount of the
reserve and (4) provide a description for
events over $250k. Several commenters
expressed concern with the proposed
method as they feared if the data were
to be disclosed, or if it became
discoverable as part of ongoing
litigation, it would risk prejudicing the
outcome of a pending case.
Additionally, commenters stated that
because the reserve amount was often
highly dependent on the judgment of
BHCs’ legal counsel, it could be a
violation of attorney-client privilege. In
a letter dated May 24, 2012, the joint
trade associations submitted several
possible alternatives.
In response to the comments, the
Federal Reserve held a meeting on July
16, 2012, to discuss alternative methods
proposed by both the Federal Reserve
and the joint trade associations. The
Federal Reserve circulated a document
that articulated three alternative
methods. The commenters expressed
concern that these methods did not
adequately address the possibility of
deriving event-specific reserve
information by combining the proposed
data with other available data.
During the extended comment period,
the Federal Reserve held three
discussions with industry
representatives and put forth two
additional methods (for a total of five
alternative methods) for collecting the
legal reserves data in an effort to address
concerns over the sensitive nature of the
data. One of these methods suggested
comingling legal reserve data with the

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BHC’s entire operational loss data set
submitted under the FR Y–14Q and
eliminating the requirement of a
detailed description item. The
commenters felt that this alternative did
not address their overall concerns.
Another method suggested that the
BHCs submit quarterly the frequency of
events, aggregated by Basel level I event
type, business line, and quarter of
establishment; and a total BHC-wide
aggregated legal reserve dollar amount.
This level of aggregation would reduce
the possibility that an outside observer
could identify the existence and value
of reserves related to any particular
event. Commenters continued to express
concern that the relationship between
the yearly total reserve amount and an
individual reserve might be inferred
when a BHC reserved for a small
number of events over a given year.
However, the commenters also noted
that this method appeared to be the
most viable method of submitting legal
reserve data that would allow the
Federal Reserve to conduct its capital
assessment and stress testing.
Based on the comments received and
discussions with the industry, the
Federal Reserve will revise the FR Y–
14Q Operational Risk schedule to
implement the latter method as
described above. BHCs will report, on a
quarterly basis, the number of legal
reserves, categorized by quarter of
establishment (starting in 2008), Basel
level I event type, and business line.
As part of the proposal to revise the
FR Y–14 as of September 30, 2012, the
Federal Reserve proposed collecting
various data items related to legal
reserves on the FR Y–14A Summary
schedule. One commenter requested
that the Federal Reserve ensure that any
other references to legal reserves be
consistent with the decision reached on
the FR Y–14Q Operational Risk
schedule. Based on the concerns over
data sensitivity expressed by the
industry, the Federal Reserve will not
implement the legal reserves data items
specifically for litigation involving retail
mortgage repurchases/claims on three
worksheets in the Summary schedule:
Retail Repurchase, PPNR Projections,
and Income Statement. The Federal
Reserve has previously used data on
legal reserves related to repurchase
litigation to adjust downward the
supervisory mortgage repurchase loss
projections, and anticipates that it may
do so again. However, several BHCs
commented that their repurchase
litigation reserves were immaterial to
their capital projections and the BHCs
would prefer not to reveal them even if
the Federal Reserve were not to use
them to adjust the supervisory

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projections. Accordingly, the Federal
Reserve will establish a voluntary data
item related to repurchase litigation
reserves. The Federal Reserve will only
adjust its supervisory mortgage
repurchase loss projections if the BHCs
provided that data in a new FR Y–14A
Operational Risk schedule (described
below).
L. FR Y–14A
Schedule

New Operational Risk

Based on the comments received
related to legal reserves data and in an
effort to streamline the collection of
annual operational risk data, the Federal
Reserve will implement a new FR Y–
14A Operational Risk schedule. The
schedule will contain two worksheets
related to operational risk data
submitted annually. The Legal Reserves
worksheet will collect the mandatory
‘‘Legal Reserves’’ data item, and the
voluntary data item, ‘‘Legal Reserves
Pertaining to Repurchase Litigation.’’ 16
In addition, the OpRisk Historical
Capital worksheet (currently contained
within the Summary schedule), which
collects only historical data (not
projection data as with the other
worksheets contained within the
Summary schedule) will be moved from
the current FR Y–14A Summary
schedule to the new Operational Risk
schedule. As with the Summary
schedule, only Basel II Mandatory or
‘‘Opt-In’’ BHCs will be required to
complete the OpRisk Historical Capital
worksheet in the new FR Y–14A
Operational Risk schedule.
Board of Governors of the Federal Reserve
System, September 28, 2012.
Margaret McCloskey Shanks,
Associate Secretary of the Board.
[FR Doc. 2012–24482 Filed 10–3–12; 8:45 am]
BILLING CODE 6210–01–P

FEDERAL RESERVE SYSTEM
Change in Bank Control Notices;
Acquisitions of Shares of a Bank or
Bank Holding Company
The notificants listed below have
applied under the Change in Bank
Control Act (12 U.S.C. 1817(j)) and
§ 225.41 of the Board’s Regulation Y (12
CFR 225.41) to acquire shares of a bank
or bank holding company. The factors
that are considered in acting on the
notices are set forth in paragraph 7 of
the Act (12 U.S.C. 1817(j)(7)).
16 In each firm’s first submission of the FR Y–14A
Operational Risk Schedule, it would be required to
provide the historical data of the Legal Reserves
data item annually as of September 30 of each year
starting with 2008.

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The notices are available for
immediate inspection at the Federal
Reserve Bank indicated. The notices
also will be available for inspection at
the offices of the Board of Governors.
Interested persons may express their
views in writing to the Reserve Bank
indicated for that notice or to the offices
of the Board of Governors. Comments
must be received not later than October
19, 2012.
A. Federal Reserve Bank of St. Louis
(Glenda Wilson, Community Affairs
Officer) P.O. Box 442, St. Louis,
Missouri 63166–2034:
1. Michael Cripps and Helen Cripps,
both of Murphysboro, Illinois; to acquire
voting shares of First of Murphysboro,
Corp., and thereby indirectly acquire
voting shares of The First Bank and
Trust of Murphysboro, both in
Murphysboro, Illinois.
Board of Governors of the Federal Reserve
System, October 1, 2012.
Michael J. Lewandowski,
Assistant Secretary of the Board.
[FR Doc. 2012–24515 Filed 10–3–12; 8:45 am]
BILLING CODE 6210–01–P

FEDERAL RESERVE SYSTEM
Formations of, Acquisitions by, and
Mergers of Bank Holding Companies
The companies listed in this notice
have applied to the Board for approval,
pursuant to the Bank Holding Company
Act of 1956 (12 U.S.C. 1841 et seq.)
(BHC Act), Regulation Y (12 CFR part
225), and all other applicable statutes
and regulations to become a bank
holding company and/or to acquire the
assets or the ownership of, control of, or
the power to vote shares of a bank or
bank holding company and all of the
banks and nonbanking companies
owned by the bank holding company,
including the companies listed below.
The applications listed below, as well
as other related filings required by the
Board, are available for immediate
inspection at the Federal Reserve Bank
indicated. The applications will also be
available for inspection at the offices of
the Board of Governors. Interested
persons may express their views in
writing on the standards enumerated in
the BHC Act (12 U.S.C. 1842(c)). If the
proposal also involves the acquisition of
a nonbanking company, the review also
includes whether the acquisition of the
nonbanking company complies with the
standards in section 4 of the BHC Act
(12 U.S.C. 1843). Unless otherwise
noted, nonbanking activities will be
conducted throughout the United States.
Unless otherwise noted, comments
regarding each of these applications

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