10-Q

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(Mark One)
ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2013
OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                        to

Commission File Number: 1-15081

UnionBanCal Corporation
(Exact name of registrant as specified in its charter)

Delaware	94-1234979
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
400 California Street, San Francisco, California	94104-1302
(Address of principal executive offices)	(Zip Code)
(Registrant's telephone number, including area code) (415) 765-2969

        Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes þ    No o

        Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes þ    No o

        Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer o	Accelerated filer o
Non-accelerated filer þ (Do not check if a smaller reporting company)	Smaller reporting company o

        Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes o    No þ

        Number of shares of Common Stock outstanding at July 31, 2013: 136,330,830

        THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H (1) (a) AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM WITH THE REDUCED DISCLOSURE FORMAT.

UnionBanCal Corporation and Subsidiaries
Table of Contents

PART I. FINANCIAL INFORMATION	39
Item 1. Financial Statements	39
Consolidated Statements of Income (Unaudited)	39
Consolidated Statements of Comprehensive Income (Unaudited)	40
Consolidated Balance Sheets (Unaudited)	41
Consolidated Statements of Changes in Stockholder's Equity (Unaudited)	42
Consolidated Statements of Cash Flows (Unaudited)	43
Note 1—Summary of Significant Accounting Policies and Nature of Operations	44
Note 2—Business Combinations	46
Note 3—Securities	47
Note 4—Loans and Allowance for Loan Losses	53
Note 5—Variable Interest Entities	64
Note 6—Employee Pension and Other Postretirement Benefits	65
Note 7—Commercial Paper and Other Short-Term Borrowings	66
Note 8—Long-Term Debt	67
Note 9—Fair Value Measurement and Fair Value of Financial Instruments	68
Note 10—Derivative Instruments and Other Financial Instruments	74
Note 11—Accumulated Other Comprehensive Loss	79
Note 12—Commitments, Contingencies and Guarantees	80
Note 13—Business Segments	81
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	6
Consolidated Financial Highlights	6
Introduction	8
Executive Overview	8
Financial Performance	10
Balance Sheet Analysis	14
Quantitative and Qualitative Disclosures About Market Risk	24
Liquidity Risk	27
Business Segments	29
Critical Accounting Estimates	37
Item 3. Quantitative and Qualitative Disclosures About Market Risk	38
Item 4. Controls and Procedures	38
PART II. OTHER INFORMATION	86
Item 1. Legal Proceedings	86
Item 1A. Risk Factors	86
Item 6. Exhibits	92
SIGNATURES	93

2

NOTE REGARDING FORWARD-LOOKING STATEMENTS

        This report, along with other reports to the Securities and Exchange Commission (SEC) and other public documents include forward-looking statements, which include expectations for our operations and business and our assumptions for those expectations. Do not rely unduly on forward-looking statements. Actual results might differ significantly compared to our expectations. See Part I, Item 1A. "Risk Factors," in our 2012 Annual Report on Form 10-K, Part II, Item 1A. "Risk Factors" in this Form 10-Q, and the other risks described in this Form 10-Q and in our 2012 Annual Report on Form 10-K, for factors to be considered when reading any forward-looking statements in this filing.

        This report includes forward-looking statements, which are subject to the "safe harbor" created by section 27A of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended. We may make forward-looking statements in our SEC filings, press releases, news articles and when we are speaking on behalf of UnionBanCal Corporation. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. Often, they include the words "believe," "expect," "target," "anticipate," "intend," "plan," "seek," "estimate," "potential," "project," "forecast," "outlook," or words of similar meaning, or future or conditional verbs such as "will," "would," "should," "could," "might," or "may." These forward-looking statements are intended to provide investors with additional information with which they may assess our future potential. All of these forward-looking statements are based on assumptions about an uncertain future and are based on information known to our management at the date of these statements. We do not undertake to update forward-looking statements to reflect facts, circumstances, assumptions or events that occur after the date any forward-looking statements are made.

        Examples of forward-looking statements in this report include, but are not limited to, statements about:

•

Our business objectives, our strategies and initiatives, our organizational structure, the growth of our business, our competitive position and prospects, and the effect of competition on our business and strategies

•

Our assessment of significant factors and developments that have affected or may affect our results

•

Our assessment of economic conditions and trends and economic and credit cycles, and their impact on our business

•

The economic outlook for the California, U.S. and global economies

•

The impact of changes in interest rates, our strategy to manage our interest rate risk profile and our outlook for short-term and long-term interest rates and their effect on our net interest margin, investment portfolio and our borrowers' ability to service their loans

•

Our sensitivity to and management of market risk, including changes in interest rates, and the economic outlook within specific industries, for the U.S. in general, for particular states in the U.S. including California, Washington, New York, Oregon, Illinois and Texas, and in foreign countries (including Japan and the Euro-zone)

•

Pending and recent legislative and regulatory actions, and future legislative and regulatory developments, including the effects of legislation and other governmental measures, including the monetary policies of the Federal Reserve Board, introduced in response to the 2008-2009 financial crises, the following recession affecting the banking system, financial markets and the U.S. economy, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the Dodd-Frank Act), changes to the deposit insurance assessment policies of the Federal Deposit Insurance Corporation (FDIC), the effect on and application of foreign and other laws and regulations to our business and operations, and anticipated fees, costs or other impacts on our business and operations as a result of these developments

3

•

Our strategies and expectations regarding capital levels and liquidity, our funding base, core deposits, our expectations regarding the capital, liquidity and enhanced prudential standards adopted by the U.S. bank regulators as a result of or under the Dodd-Frank Act and the Basel Committee capital and liquidity standards and recently adopted and proposed regulations by the U.S. federal banking agencies and the effect of the foregoing on our business

•

Regulatory controls and processes and their impact on our business, including our operating costs and revenues

•

The costs and effects of legal actions, investigations, regulatory actions, criminal proceedings or similar matters, our anticipated litigation strategies, our assessment of the timing and ultimate outcome of legal actions, or adverse facts and developments related thereto

•

Our allowance for credit losses, including the conditions we consider in determining the unallocated allowance and our portfolio credit quality, risk grade and credit migration trends and loss factors

•

Loan portfolio composition and risk grade trends, residential loan delinquency rates compared to the industry average, portfolio credit quality, our strategy regarding troubled debt restructurings (TDRs), and our intent to sell or hold loans we originate

•

Our intent to sell or hold, and the likelihood that we would be required to sell, or expectations regarding recovery of the amortized cost basis of, various investment securities

•

Our hedging strategies and positions and expectations regarding reclassifications of gains or losses on hedging instruments into earnings

•

Expected rates of return, maturities, yields, loss exposure, growth rates, pension plan strategies, contributions and benefit payments, and projected results

•

Tax rates and taxes, the possible effect of changes in taxable profits of the U.S. operations of Mitsubishi UFJ Financial Group, Inc. (MUFG) on our state tax obligations and of expected tax credits or benefits

•

Critical accounting policies and estimates, the impact or anticipated impact of recent accounting pronouncements, guidance or changes in accounting principles and future recognition of impairments for the fair value of assets, including goodwill, financial instruments, intangible assets and other assets acquired in our acquisitions of Pacific Capital Bancorp, PB Capital Corporation, and Smartstreet and our April 2010 FDIC-assisted acquisitions

•

Decisions to downsize, sell or close units, dissolve subsidiaries, expand our branch network, pursue acquisitions, purchase banking facilities and equipment, or otherwise restructure, reorganize or change our business mix, and their timing and their impact on our business

•

Our expectations regarding the impact of acquisitions on our business and results of operations and amounts we expect to collect from the FDIC, or must pay to the FDIC, under loss share agreements

•

The impact of changes in our credit rating

•

Maintenance of casualty and liability insurance coverage appropriate for our operations

•

The relationship between our business and that of The Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU) and MUFG, the impact of their credit ratings, operations or prospects on our credit ratings and actions that may or may not be taken by BTMU and MUFG

•

Threats to the banking sector and our business due to cybersecurity issues and attacks

•

The reorganization of our affiliated HighMark Funds into shares of unaffiliated mutual funds

•

Our understanding that BTMU will continue to limit its participation in transactions with Iranian entities and individuals to certain types of transactions

4

•

Descriptions of assumptions underlying or relating to any of the foregoing

        Readers of this document should not rely unduly on any forward-looking statements, which reflect only our management's belief as of the date of this report. There are numerous risks and uncertainties that could cause actual outcomes and results to differ materially from those discussed in our forward-looking statements. Many of these factors are beyond our ability to control or predict and could have a material adverse effect on our financial condition, results of operations or prospects. Such risks and uncertainties include, but are not limited to, those described or referred to in Part I, Item 1 "Business" under the captions "Competition" and "Supervision and Regulation" of our Annual Report on Form 10-K and in Item 1A. "Risk Factors" of Part II and Item 2 "Management's Discussion and Analysis of Financial Condition and Results of Operations" of Part I of this Form 10-Q, and in our other reports to the SEC.

        Any factor described in this report could by itself, or together with one or more other factors, adversely affect our business, prospects, results of operations or financial condition.

5

Item 2.   Management's Discussion and Analysis of Financial Condition and Results of Operations

UnionBanCal Corporation and Subsidiaries
Consolidated Financial Highlights

	For the Three Months Ended									For the Six Months Ended
(Dollars in millions)	June 30, 2013			June 30, 2012			Percent Change			June 30, 2013			June 30, 2012			Percent Change
Results of operations:
Net interest income	$	666		$	646			3	%	$	1,314		$	1,287			2	%
Noninterest income		205			188			9			460			402			14
Total revenue		871			834			4			1,774			1,689			5
Noninterest expense		702			599			17			1,415			1,213			17
Pre-tax, pre-provision income(1)		169			235			(28	)		359			476			(25	)
(Reversal of) provision for loan losses		(3	)		(14	)		(79	)		(6	)		(15	)		(60	)
Income before income taxes and including noncontrolling interests		172			249			(31	)		365			491			(26	)
Income tax expense		34			67			(49	)		84			118			(29	)
Net income including noncontrolling interests		138			182			(24	)		281			373			(25	)
Deduct: Net loss from noncontrolling interests		3			5			(40	)		7			9			(22	)
Net income attributable to UnionBanCal Corporation (UNBC)	$	141		$	187			(25	)	$	288		$	382			(25	)
Balance sheet (period average):
Total assets	$	98,714		$	89,479			10	%	$	97,687		$	89,464			9	%
Total securities		23,183			24,223			(4	)		22,507			24,244			(7	)
Total loans held for investment		63,673			54,937			16			62,122			54,543			14
Earning assets		89,292			80,625			11			88,179			80,564			9
Total deposits		75,350			64,499			17			74,807			64,462			16
UNBC Stockholder's equity		12,599			11,905			6			12,591			11,763			7
Performance Ratios:
Return on average assets(2)		0.57	%		0.84	%					0.59	%		0.86	%
Return on average UNBC stockholder's equity(2)		4.49			6.32						4.58			6.53
Efficiency ratio(3)		80.55			71.83						79.70			71.84
Adjusted efficiency ratio(4)		69.60			66.18						68.66			67.38
Net interest margin(2)(5)		3.00			3.23						3.00			3.28
Net loans charged off to average total loans held for investment(2)		0.05			0.22						0.07			0.31
Net loans charged off to average total loans held for investment, excluding purchased credit-impaired loans and FDIC covered other real estate owned (OREO)(2)(11)		0.06			0.21						0.07			0.31

	As of
	June 30, 2013			December 31, 2012
Balance sheet (end of period):
Total assets	$	102,261		$	96,992		5	%
Total securities		24,415			22,455		9
Total loans held for investment		65,843			60,034		10
Nonperforming assets		589			616		(4	)
Core deposits(6)		65,533			63,769		3
Total deposits		77,310			74,255		4
Long-term debt		6,058			5,622		8
UNBC Stockholder's equity		12,399			12,491		(1	)
Capital ratios:
Tier 1 risk-based capital ratio		11.55	%		12.44	%
Total risk-based capital ratio		13.63			13.93
Leverage ratio		10.36			11.18
Tier 1 common capital ratio(7)		11.47			12.35
Tangible common equity ratio(8)		9.11			9.92
Credit Ratios:
Allowance for loan losses to total loans held for investment(9)		0.95	%		1.09	%
Allowance for loan losses to nonaccrual loans(9)		120.11			129.47
Allowance for credit losses to total loans held for investment(10)		1.16			1.28
Allowance for credit losses to nonaccrual loans(10)		146.34			152.67
Nonperforming assets to total loans held for investment and OREO		0.89			1.02
Nonperforming assets to total assets		0.58			0.63
Nonaccrual loans to total loans held for investment		0.79			0.84
Credit ratios, excluding purchased credit-impaired loans and FDIC covered OREO(11):
Allowance for loan losses to total loans held for investment(9)		0.97	%		1.11	%
Allowance for loan losses to nonaccrual loans(9)		125.69			137.40
Allowance for credit losses to total loans held for investment(10)		1.18			1.31
Allowance for credit losses to nonaccrual loans(10)		153.18			162.05
Nonperforming assets to total loans held for investment and OREO		0.81			0.88
Nonperforming assets to total assets		0.52			0.54
Nonaccrual loans to total loans held for investment		0.77			0.81

6

(1)

Pre-tax, pre-provision income is total revenue less noninterest expense. Management believes that this is a useful financial measure because it enables investors and others to assess the Company's ability to generate capital to cover loan losses through a credit cycle.

(2)

Annualized.

(3)

The efficiency ratio is total noninterest expense as a percentage of total revenue (net interest income and noninterest income).

(4)

The adjusted efficiency ratio, a non-GAAP financial measure, is adjusted noninterest expense (noninterest expense excluding privatization-related expenses and fair value amortization/accretion, foreclosed asset expense and other credit costs, (reversal of) provision for losses on off-balance sheet commitments, low income housing credit (LIHC) investment amortization expense, expenses of the LIHC consolidated variable interest entities (VIEs), merger costs related to acquisitions, certain costs related to productivity initiatives and intangible asset amortization) as a percentage of adjusted total revenue (net interest income (taxable-equivalent basis) and noninterest income), excluding the impact of privatization, gains from productivity initiatives related to the sale of certain business units in 2012, and other credit costs. Management discloses the adjusted efficiency ratio as a measure of the efficiency of our operations, focusing on those costs most relevant to our business activities. Refer to "Noninterest Expense" in this Form 10-Q for further information.

(5)

Amounts are presented on a taxable-equivalent basis using the federal statutory tax rate of 35 percent.

(6)

Core deposits exclude brokered deposits, foreign time deposits and domestic time deposits greater than $250,000.

(7)

The Tier 1 common capital ratio is the ratio of Tier 1 capital, less qualifying trust preferred securities, if any, to risk-weighted assets. The Tier 1 common capital ratio, a non-GAAP financial measure, facilitates the understanding of the Company's capital structure and is used to assess and compare the quality and composition of the Company's capital structure to other financial institutions. Refer to "Capital" in this Form 10-Q for further information.

(8)

The tangible common equity ratio, a non-GAAP financial measure, is calculated as tangible common equity divided by tangible assets. The methodology for determining tangible common equity may differ among companies. The tangible common equity ratio facilitates the understanding of the Company's capital structure and is used to assess and compare the quality and composition of UnionBanCal's capital structure to other financial institutions. Refer to "Capital" in this Form 10-Q for further information.

(9)

The allowance for loan losses ratios are calculated using the allowance for loan losses against end of period total loans held for investment or total nonaccrual loans, as appropriate.

(10)

The allowance for credit losses ratios include the allowances for loan losses and for losses on off-balance sheet commitments against end of period total loans held for investment or total nonaccrual loans, as appropriate.

(11)

These ratios exclude the impact of all purchased credit-impaired loans and FDIC covered OREO. Purchased credit-impaired loans and OREO related to the April 2010 acquisitions of certain assets and assumption of certain liabilities of Frontier Bank and Tamalpais Bank are covered under loss share agreements between Union Bank, N.A. and the Federal Deposit Insurance Corporation. Management believes the exclusion of purchased credit-impaired loans and FDIC covered OREO from certain asset quality ratios that include nonperforming loans, nonperforming assets, net loans charged off, total loans held for investment and the allowance for loan losses or credit losses in the numerator or denominator provides a better perspective into underlying asset quality trends.

7

        Please refer to our consolidated financial statements and the Notes to consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2012 (2012 Form 10-K) along with the following discussion and analysis of our consolidated financial condition and results of operations for the period ended June 30, 2013 in this Form 10-Q. Averages, as presented in the following tables, are substantially all based upon daily average balances.

        As used in this Form 10-Q, the term "UnionBanCal" or "the Company" and terms such as "we," "us" and "our" refer to UnionBanCal Corporation, one or more of its consolidated subsidiaries, or to all of them together.

Introduction

        We are a California-based financial holding company and bank holding company whose principal subsidiary is Union Bank, N.A. (the Bank). We are a wholly-owned subsidiary of The Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU) which is a wholly-owned subsidiary of Mitsubishi UFJ Financial Group, Inc. (MUFG). BTMU's global network includes the BTMU Headquarters for the Americas, or BTMU HQA, which oversees the branches and certain subsidiaries of BTMU's operations in the Americas.

        We provide a wide range of financial services to consumers, small businesses, middle-market companies and major corporations, primarily in California, Oregon, Washington, Texas, New York and Illinois, as well as nationally and internationally. We had consolidated assets of $102.3 billion at June 30, 2013.

        References to the privatization transaction in this report refer to the transaction on November 4, 2008, when we became a privately held company. All of our issued and outstanding shares of common stock are owned by BTMU.

Executive Overview

        We are providing you with an overview of what we believe are the most significant factors and developments that affected our second quarter 2013 results and that could influence our future results. Further detailed information can be found elsewhere in this Form 10-Q. In addition, we ask that you carefully read this entire document and any other reports that we refer to in this Form 10-Q for more detailed information that will assist your understanding of trends, events and uncertainties that impact us.

        Our sources of income are net interest income and noninterest income (collectively "total revenue"). Net interest income is generated predominantly from interest earned from loans, investment securities and other interest-earning assets, less interest incurred on deposits and borrowings. The primary sources of noninterest income are revenues from service charges on deposit accounts, trust and investment management fees, trading account activities and merchant banking fees. In the second quarter of 2013, revenue was comprised of 76 percent net interest income and 24 percent noninterest income. Changes in interest rates, credit quality, economic regulatory trends and the capital markets are primary factors that affect our revenue sources. A summary of our financial results is discussed below.

        Our primary sources of liquidity are core deposits, securities and wholesale funding. Core deposits exclude brokered deposits, foreign time deposits and domestic time deposits greater than $250,000. Wholesale funding includes unsecured funds raised from interbank and other sources, both domestic and international, and secured funds raised by selling securities under repurchase agreements and by borrowing from the Federal Home Loan Bank of San Francisco (FHLB). We evaluate and monitor the stability and reliability of our various funding sources to help ensure that we have sufficient liquidity when adverse situations arise.

        In the second quarter of 2013, we completed the purchase of PB Capital Corporation's (PB Capital) $3.5 billion institutional commercial real estate (CRE) lending portfolio. The acquisition expanded our CRE presence in the U.S., and provided geographic and asset class diversification.

        In December 2012, we completed the purchase of Pacific Capital Bancorp (PCBC), a bank holding company headquartered in Santa Barbara, California. The transaction enhanced our geographic footprint

8

within California's Central Coast region where PCBC's principal subsidiary, Santa Barbara Bank & Trust, N.A., conducted its banking activities. Union Bank acquired $3.8 billion in loans held for investment and $4.7 billion in deposits.

        In October 2012 we completed the acquisition of Smartstreet, formerly a division of PNC Bank, N.A., which provides banking services nationwide to homeowners associations and community association management companies. In the transaction, we acquired approximately $1.0 billion in deposits.

        Our results for the first half of 2013 reflect the impact of the aforementioned acquisitions.

BTMU and UnionBanCal Integrated Business Initiative

        In July 2013, we announced the formation of BTMU Americas Holdings, which will preside over all BTMU operations in the Americas region, including the Company. An integrated executive committee for this management structure has been appointed and is being chaired by our Chief Executive Officer, Masashi Oka, who also serves as the BTMU Chief Executive Officer for the Americas. The committee also includes other senior officers of BTMU HQA and the Company. The Company has adopted a new internal management structure as a result of this integrated business initiative, and plans to revise the composition of its management reporting operating segments in the third quarter of 2013 to reflect the new structure.

Performance Highlights

        In the second quarter of 2013, net income was $141 million, compared with $187 million in the second quarter of 2012. The decline in net income was primarily due to higher noninterest expense, which increased to $702 million in the second quarter of 2013, compared with $599 million in the second quarter of 2012. The increase in noninterest expense was primarily due to higher salaries and employee benefits expense and net occupancy and equipment expense resulting from acquisition-related activity. Partially offsetting this increase in noninterest expense was an increase in net interest income and noninterest income. Net interest income was $666 million in the second quarter of 2013, compared with $646 million in the second quarter of 2012. The increase in net interest income was primarily due to loan growth largely offset by a lower net interest margin, which declined to 3.00 percent for the quarter ended June 30, 2013 from 3.23 percent for the quarter ended June 30, 2012. The decline reflected lower yields on total loans held for investment and securities. We expect continued pressure on our net interest margin as our balance sheet continues to reprice downward in the current low interest rate environment. Noninterest income was $205 million in the second quarter of 2013, up $17 million, or 9 percent, from the second quarter of 2012 primarily due to higher trust and investment management fees as a result of higher average fees received on assets under management.

        The provision for loan losses was a benefit of $3 million for the quarter ended June 30, 2013 compared with a benefit of $14 million for the quarter ended June 30, 2012, reflecting a continuing, but moderating pace of credit quality improvement within our loan portfolio. Our ratio of nonaccrual loans to total loans held for investment was 0.79 percent at June 30, 2013 and 0.84 percent at December 31, 2012. Our ratio of allowance for loan losses to total loans held for investment decreased to 0.95 percent at June 30, 2013 from 1.09 percent at December 31, 2012. Annualized net loans charged off to average total loans held for investment was 0.05 percent for the quarter ended June 30, 2013 compared with 0.22 percent for the quarter ended June 30, 2012.

Capital Ratios

        At June 30, 2013, our regulatory Tier 1 and Total risk-based capital ratios were 11.55 percent and 13.63 percent, respectively, above the well-capitalized regulatory thresholds, compared with 12.44 percent and 13.93 percent, respectively, at December 31, 2012. Our tangible common equity ratio and Tier 1 common risk-based capital ratio decreased 81 basis points and 88 basis points to 9.11 percent and 11.47 percent, respectively, at June 30, 2013. The decline in the Company's capital ratios from December 31, 2012 reflects the acquisition of PB Capital.

9

Financial Performance

Net Interest Income

        The following tables show the major components of net interest income and net interest margin:

	For the Three Months Ended																Increase (Decrease)
	June 30, 2013								June 30, 2012														Interest Income/ Expense(1)
																	Average Balance
	Average Balance			Interest Income/ Expense(1)		Average Yield/ Rate(1)(2)			Average Balance			Interest Income/ Expense(1)		Average Yield/ Rate(1)(2)
(Dollars in millions)																	Amount			Percent			Amount			Percent
Assets
Loans held for investment:(3)
Commercial and industrial	$	21,701		$	185		3.42	%	$	20,155		$	181		3.60	%	$	1,546			8	%	$	4			2	%
Commercial mortgage		11,851			112		3.79			8,276			82		3.97			3,575			43			30			37
Construction		800			7		3.30			709			8		4.67			91			13			(1	)		(13	)
Lease financing		1,056			9		3.53			1,015			11		4.33			41			4			(2	)		(18	)
Residential mortgage		23,428			220		3.77			20,357			220		4.31			3,071			15			—			—
Home equity and other consumer loans		3,500			33		3.85			3,634			35		3.87			(134	)		(4	)		(2	)		(6	)
Loans, before purchased credit-impaired loans		62,336			566		3.64			54,146			537		3.97			8,190			15			29			5
Purchased credit-impaired loans		1,337			83		24.69			791			73		37.42			546			69			10			14
Total loans held for investment		63,673			649		4.08			54,937			610		4.45			8,736			16			39			6
Securities		23,183			122		2.11			24,223			135		2.22			(1,040	)		(4	)		(13	)		(10	)
Interest-bearing deposits in banks		1,923			1		0.25			1,093			—		0.26			830			76			1			nm
Federal funds sold and securities purchased under resale agreements		123			—		0.16			64			—		0.22			59			92			—			—
Trading account assets		162			—		0.36			175			—		0.57			(13	)		(7	)		—			—
Other earning assets		228			1		0.53			133			—		0.21			95			71			1			nm
Total earning assets		89,292			773		3.47			80,625			745		3.71			8,667			11			28			4
Allowance for loan losses		(642	)							(709	)							67			9
Cash and due from banks		1,355								1,313								42			3
Premises and equipment, net		704								659								45			7
Other assets		8,005								7,591								414			5
Total assets	$	98,714							$	89,479							$	9,235			10	%
Liabilities
Interest-bearing deposits:
Transaction and money market accounts	$	32,296		$	26		0.32		$	25,646		$	14		0.22		$	6,650			26		$	12			86
Savings		5,666			2		0.13			5,311			2		0.16			355			7			—			—
Time		12,710			39		1.25			13,119			41		1.26			(409	)		(3	)		(2	)		(5	)
Total interest-bearing deposits		50,672			67		0.53			44,076			57		0.52			6,596			15			10			18
Commercial paper and other short-term borrowings(4)		3,224			1		0.18			4,691			3		0.26			(1,467	)		(31	)		(2	)		(67	)
Long-term debt		5,326			35		2.64			5,679			36		2.54			(353	)		(6	)		(1	)		(3	)
Total borrowed funds		8,550			36		1.71			10,370			39		1.51			(1,820	)		(18	)		(3	)		(8	)
Total interest-bearing liabilities		59,222			103		0.70			54,446			96		0.71			4,776			9			7			7
Noninterest-bearing deposits		24,678								20,423								4,255			21
Other liabilities		1,945								2,445								(500	)		(20	)
Total liabilities		85,845								77,314								8,531			11
Equity
UNBC Stockholder's equity		12,599								11,905								694			6
Noncontrolling interests		270								260								10			4
Total equity		12,869								12,165								704			6
Total liabilities and equity	$	98,714							$	89,479							$	9,235			10	%
Net interest income/spread (taxable-equivalent basis)					670		2.77	%					649		3.00	%								21			3	%
Impact of noninterest-bearing deposits							0.20								0.19
Impact of other noninterest-bearing sources							0.03								0.04
Net interest margin							3.00								3.23
Less: taxable-equivalent adjustment					4								3											1			33
Net interest income				$	666							$	646										$	20			3

(1)

Yields and interest income are presented on a taxable-equivalent basis using the federal statutory tax rate of 35 percent.

(2)

Annualized.

(3)

Average balances on loans outstanding include all nonperforming loans. The amortized portion of net loan origination fees (costs) is included in interest income on loans, representing an adjustment to the yield.

(4)

Includes interest-bearing trading liabilities.

nm = not meaningful

10

	For the Six Months Ended																Increase (Decrease)
	June 30, 2013								June 30, 2012														Interest Income/ Expense(1)
																	Average Balance
	Average Balance			Interest Income/ Expense(1)		Average Yield/ Rate(1)(2)						Interest Income/ Expense(1)		Average Yield/ Rate(1)(2)
(Dollars in millions)									Average Balance								Amount			Percent			Amount			Percent
Assets
Loans held for investment:(3)
Commercial and industrial	$	21,522		$	362		3.39	%	$	19,902		$	356		3.59	%	$	1,620			8	%	$	6			2	%
Commercial mortgage		10,880			213		3.93			8,275			167		4.04			2,605			31			46			28
Construction		725			15		4.15			756			16		4.28			(31	)		(4	)		(1	)		(6	)
Lease financing		1,059			16		3.01			1,018			22		4.29			41			4			(6	)		(27	)
Residential mortgage		23,145			442		3.82			20,080			436		4.34			3,065			15			6			1
Home equity and other consumer loans		3,551			67		3.84			3,663			71		3.90			(112	)		(3	)		(4	)		(6	)
Loans, before purchased credit-impaired loans		60,882			1,115		3.68			53,694			1,068		3.98			7,188			13			47			4
Purchased credit-impaired loans		1,240			163		26.36			849			139		32.94			391			46			24			17
Total loans held for investment		62,122			1,278		4.13			54,543			1,207		4.43			7,579			14			71			6
Securities		22,507			243		2.16			24,244			277		2.29			(1,737	)		(7	)		(34	)		(12	)
Interest-bearing deposits in banks		2,986			4		0.25			1,412			2		0.26			1,574			111			2			100
Federal funds sold and securities purchased under resale agreements		147			—		0.18			63			—		0.22			84			133			—			—
Trading account assets		156			—		0.33			163			—		0.59			(7	)		(4	)		—			—
Other earning assets		261			1		0.46			139			—		0.16			122			88			1			nm
Total earning assets		88,179			1,526		3.47			80,564			1,486		3.70			7,615			9			40			3
Allowance for loan losses		(647	)							(737	)							90			12
Cash and due from banks		1,377								1,320								57			4
Premises and equipment, net		704								666								38			6
Other assets		8,074								7,651								423			6
Total assets	$	97,687							$	89,464							$	8,223			9	%
Liabilities
Interest-bearing deposits:
Transaction and money market accounts	$	32,002		$	48		0.30		$	25,627		$	28		0.22		$	6,375			25		$	20			71
Savings		5,760			4		0.13			5,295			4		0.16			465			9			—			—
Time		12,514			80		1.29			13,281			83		1.25			(767	)		(6	)		(3	)		(4	)
Total interest-bearing deposits		50,276			132		0.53			44,203			115		0.52			6,073			14			17			15
Commercial paper and other short-term borrowings(4)		2,534			2		0.19			4,513			6		0.28			(1,979	)		(44	)		(4	)		(67	)
Long-term debt		5,366			71		2.66			5,879			72		2.47			(513	)		(9	)		(1	)		(1	)
Total borrowed funds		7,900			73		1.86			10,392			78		1.52			(2,492	)		(24	)		(5	)		(6	)
Total interest-bearing liabilities		58,176			205		0.71			54,595			193		0.71			3,581			7			12			6
Noninterest bearing deposits		24,531								20,259								4,272			21
Other liabilities		2,122								2,584								(462	)		(18	)
Total liabilities		84,829								77,438								7,391			10
Equity
UNBC Stockholder's equity		12,591								11,763								828			7
Noncontrolling interests		267								263								4			2
Total equity		12,858								12,026								832			7
Total liabilities and equity	$	97,687							$	89,464							$	8,223			9	%
Net interest income/spread (taxable-equivalent basis)					1,321		2.76	%					1,293		2.99	%								28			2	%
Impact of noninterest-bearing deposits							0.21								0.19
Impact of other noninterest-bearing sources							0.03								0.03
Net interest margin							3.00								3.21
Less: taxable-equivalent adjustment					7								6											1			17
Net interest income				$	1,314							$	1,287										$	27			2

(1)

Yields and interest income are presented on a taxable-equivalent basis using the federal statutory tax rate of 35 percent.

(2)

Annualized.

(3)

Average balances on loans outstanding include all nonperforming loans. The amortized portion of net loan origination fees (costs) is included in interest income on loans, representing an adjustment to the yield.

(4)

Includes interest-bearing trading liabilities.

nm

= not meaningful

        Net interest income for the second quarter of 2013 increased $20 million, compared with the second quarter of 2012. The increase was primarily due to growth in total loans held for investment, reflecting the impact from both organic growth and the PCBC and PB Capital acquisitions. The increase in net interest income was largely offset by contraction in the net interest margin, reflecting declining yields on total loans held for investment and securities.

11

        Average total loans held for investment increased $8.7 billion for the quarter ended June 30, 2013 compared with the quarter ended June 30, 2012, primarily due to growth in commercial mortgage loans, residential mortgage loans, commercial and industrial loans, and the PCBC and PB Capital acquisitions. Average interest-bearing deposits increased $6.6 billion, and average noninterest-bearing deposits increased $4.3 billion, in the second quarter of 2013 compared with the second quarter of 2012, primarily reflecting the PCBC and Smartstreet acquisitions.

Noninterest Income and Noninterest Expense

        The following tables detail our noninterest income and noninterest expense for the three and six months ended June 30, 2013 and 2012:

Noninterest Income

	For the Three Months Ended												For the Six Months Ended
							Increase (Decrease)											Increase (Decrease)
	June 30, 2013			June 30, 2012									June 30, 2013			June 30, 2012
(Dollars in millions)							Amount			Percent								Amount			Percent
Service charges on deposit accounts	$	52		$	52		$	—			—	%	$	105		$	107		(2	)		(2	)%
Trust and investment management fees		38			27			11			41			73			57		16			28
Trading account activities		24			25			(1	)		(4	)		32			56		(24	)		(43	)
Securities gains, net		27			28			(1	)		(4	)		123			47		76			162
Credit facility fees		26			26			—			—			52			51		1			2
Merchant banking fees		23			19			4			21			39			42		(3	)		(7	)
Brokerage commissions and fees		12			11			1			9			24			21		3			14
Other investment income		9			2			7			350			12			3		9			300
Card processing fees, net		9			8			1			13			18			16		2			13
Other, net		(15	)		(10	)		(5	)		(50	)		(18	)		2		(20	)		nm
Total noninterest income	$	205		$	188		$	17			9	%	$	460		$	402	$	58			14	%

nm = not meaningful

        Noninterest income in the second quarter of 2013 was $205 million, compared with $188 million in the second quarter of 2012. Trust and investment management fees increased $11 million primarily due to higher fees on assets under management. Noninterest income for the first half of 2013 increased to $460 million from $402 million in the same period in 2012. The increase was primarily due to gains from the sale of securities in the first half of 2013 which increased by $76 million compared with the first half of 2012 due to securities portfolio rebalancing activities, partially offset by a decrease in trading account activities which decreased $24 million for the first half of 2013 compared with the same period in 2012. This decrease was due to lower fees received in the first quarter of 2013 due to decreased customer activity.

12

Noninterest Expense

	For the Three Months Ended												For the Six Months Ended
							Increase (Decrease)											Increase (Decrease)
	June 30, 2013			June 30, 2012									June 30, 2013		June 30, 2012
(Dollars in millions)							Amount			Percent								Amount			Percent
Salaries and other compensation	$	323		$	270		$	53			20	%	$	635	$	535		$	100			19	%
Employee benefits		90			81			9			11			199		180			19			11
Salaries and employee benefits		413			351			62			18			834		715			119			17
Net occupancy and equipment		84			64			20			31			159		132			27			20
Professional and outside services		62			47			15			32			120		93			27			29
Intangible asset amortization		17			21			(4	)		(19	)		33		42			(9	)		(21	)
Software		19			17			2			12			40		34			6			18
Regulatory assessments		20			16			4			25			40		34			6			18
Low income housing credit investment amortization		20			18			2			11			35		31			4			13
Advertising and public relations		14			13			1			8			31		24			7			29
Communications		11			10			1			10			22		20			2			10
Data processing		10			9			1			11			20		18			2			11
(Reversal of) provision for losses on off-balance sheet commitments		(2	)		(1	)		(1	)		(100	)		13		(3	)		16			nm
Other		34			34			—			—			68		73			(5	)		(7	)
Total noninterest expense	$	702		$	599		$	103			17	%	$	1,415	$	1,213		$	202			17	%

nm = not meaningful

        Noninterest expense in the second quarter of 2013 was $702 million compared with $599 million in the second quarter of 2012. Salaries and employee benefits increased $62 million primarily due to increased staff expenses, while net occupancy and equipment increased $20 million, both reflecting the acquisition of PCBC. Professional and outside services increased due to various regulatory and compliance projects and acquisition-related costs.

        The adjusted efficiency ratio is a non-GAAP financial measure used by management to measure the efficiency of our operations, focusing on those costs management believes to be most relevant to our business activities. Productivity initiative costs primarily consist of salaries and benefits associated with operational efficiency enhancements. Productivity initiative gains reflect the gain from the sale of certain business units in

13

the first quarter of 2012. The following table shows the calculation of this ratio for the three and six months ended June 30, 2013 and 2012:

	For the Three Months Ended						For the Six Months Ended
(Dollars in millions)	June 30, 2013			June 30, 2012			June 30, 2013			June 30, 2012
Noninterest Expense	$	702		$	599		$	1,415		$	1,213
Less: Foreclosed asset expense and other credit costs		(3	)		1			(4	)		2
Less: (Reversal of) provision for losses on off-balance sheet commitments		(2	)		(1	)		13			(3	)
Less: Productivity initiative costs		13			2			17			8
Less: LIHC investment amortization expense		20			18			35			31
Less: Expenses of the LIHC consolidated VIEs		6			8			12			15
Less: Merger costs related to acquisitions		44			3			84			4
Less: Net adjustments related to privatization transaction		14			21			28			43
Less: Intangible asset amortization		4			—			7			—
Net noninterest expense, as adjusted (a)	$	606		$	547		$	1,223		$	1,113
Total Revenue	$	871		$	834		$	1,774		$	1,689
Add: Net interest income taxable-equivalent adjustment		4			3			7			6
Less: Productivity initiative gains		—			—			—			23
Less: Accretion related to privatization-related fair value adjustments		3			10			8			21
Less: Other credit costs		2			—			(7	)		—
Total revenue, as adjusted (b)	$	870		$	827		$	1,780		$	1,651
Adjusted efficiency ratio (a)/(b)		69.60	%		66.18	%		68.66	%		67.38	%

Income Tax Expense

        The effective income tax rate was 20 percent in the second quarter of 2013 compared with 27 percent in the second quarter of 2012. The effective income tax rate was 23 percent in the six month period ended June 30, 2013 compared with 24 percent in the six month period ended June 30, 2012. The overall decrease in the effective tax rate for the second quarter of 2013 was primarily driven by the proportionately larger impact of low-income housing and alternative energy income tax benefits on lower pre-tax income.

        For further information regarding income tax expense, see "Management's Discussion and Analysis of Financial Condition and Results of Operations—Income Tax Expense" and "Changes in our tax rates could affect our future results" in "Risk Factors" in Part I, Item 1A and Note 11 to the consolidated financial statements in our 2012 Form 10-K.

Balance Sheet Analysis

Securities

        Our securities portfolio is primarily used for liquidity and interest rate risk management purposes, to invest cash resulting from excess liquidity, and to a lesser extent, to support our business development objectives. We strive to maximize total return while managing this objective within appropriate risk parameters. Securities available for sale are principally comprised of residential and commercial mortgage-backed securities, collateralized loan obligations (CLOs) and direct bank purchase bonds. Direct bank purchase bonds are instruments that are issued in bond form, accounted for as securities, but underwritten as loans with features that are typically found in commercial loans. Securities held to maturity consist of U.S. government and government-sponsored agency residential mortgage-backed securities and cash flow CLOs. A cash flow CLO is

14

a structured finance product that securitizes a diversified pool of loan assets into multiple classes of notes. Cash flow CLOs pay the note holders through the receipt of interest and principal repayments from the underlying loans, unlike other types of CLOs that pay note holders through the trading and sale of underlying collateral.

        The amortized cost, gross unrealized gains, gross unrealized losses and fair values of securities are detailed in Note 3 to our consolidated financial statements included in this Form 10-Q.

Loans Held for Investment

        The following table shows loans held for investment outstanding by loan type at the end of each period presented:

					Increase (Decrease)
	June 30, 2013		December 31, 2012
(Dollars in millions)					Amount			Percent
Loans held for investment:
Commercial and industrial	$	22,266	$	20,827	$	1,439			7	%
Commercial mortgage		13,008		9,939		3,069			31
Construction		808		627		181			29
Lease financing		984		1,104		(120	)		(11	)
Total commercial portfolio		37,066		32,497		4,569			14
Residential mortgage		23,835		22,705		1,130			5
Home equity and other consumer loans		3,456		3,647		(191	)		(5	)
Total consumer portfolio		27,291		26,352		939			4
Total loans held for investment, before purchased credit-impaired loans		64,357		58,849		5,508			9
Purchased credit-impaired loans		1,486		1,185		301			25
Total loans held for investment	$	65,843	$	60,034	$	5,809			10	%

        Loans held for investment increased from December 31, 2012 to June 30, 2013 primarily due to the acquisition of PB Capital's $3.5 billion institutional CRE lending portfolio and organic growth in the commercial and industrial and residential mortgage portfolios.

Cross-Border Outstandings

        Our cross-border outstandings reflect certain additional economic and political risks that are not reflected in domestic outstandings. These risks include those arising from exchange rate fluctuations and restrictions on the transfer of funds. Our total cross-border outstandings for Canada, the only country where such outstandings exceeded one percent of total assets, were $1.6 billion at June 30, 2013 and $1.5 billion at December 31, 2012. The cross-border outstandings are based on category and domicile of ultimate risk and are comprised of balances with banks, trading account assets, securities available for sale, securities purchased under resale agreements, loans, accrued interest receivable, acceptances outstanding and investments with foreign entities.

        As of June 30, 2013, our sovereign and non-sovereign debt exposure to European countries was insignificant.

15

Deposits

        The table below presents our deposits as of June 30, 2013 and December 31, 2012.

					Increase (Decrease)
	June 30, 2013		December 31, 2012
(Dollars in millions)					Amount			Percent
Interest checking	$	4,251	$	5,178	$	(927	)		(18	)%
Money market		29,034		25,169		3,865			15
Total interest-bearing transaction and money market accounts		33,285		30,347		2,938			10
Savings		5,637		5,853		(216	)		(4	)
Time		12,733		12,577		156			1
Total interest-bearing deposits		51,655		48,777		2,878			6
Noninterest-bearing deposits		25,655		25,478		177			1
Total deposits	$	77,310	$	74,255	$	3,055			4	%
Total interest-bearing deposits include the following brokered deposits:
Interest-bearing transaction and money market accounts	$	3,265	$	2,474	$	791			32	%
Time		3,173		2,959		214			7
Total brokered deposits	$	6,438	$	5,433	$	1,005			18	%
Core Deposits:
Total deposits	$	77,310	$	74,255	$	3,055			4	%
Less: Total brokered deposits		6,438		5,433		1,005			18
Less: Total foreign deposits and nonbrokered domestic time deposits of over $250,000		5,339		5,053		286			6
Total core deposits	$	65,533	$	63,769	$	1,764			3	%

        Total deposits and core deposits increased $3.1 billion and $1.8 billion, respectively, from December 31, 2012 to June 30, 2013, primarily due to organic retail deposit growth. Core deposits as a percentage of total deposits were 85 percent at June 30, 2013 and 86 percent at December 31, 2012.

Allowance for Credit Losses

Allowance Policy and Methodology

        We maintain an allowance for credit losses (defined as both the allowance for loan losses and the allowance for off-balance sheet commitment losses) to absorb losses inherent in the loan portfolio as well as for off-balance sheet commitments. Understanding our policies on the allowance for credit losses is fundamental to understanding our consolidated financial condition and consolidated results of operations. Accordingly, our significant accounting policies on the allowance for credit losses are discussed in detail in Note 1 to our consolidated financial statements and in the section "Allowances for Credit Losses" included in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our 2012 Form 10-K. For additional information regarding our allowance for loan losses, refer to Note 4 of our consolidated financial statements in this Form 10-Q.

Allowance and Related Provision for Credit Losses

        The allowance for loan losses decreased $28 million to $625 million as of June 30, 2013 compared with $653 million at December 31, 2012. This decrease is primarily due to improving credit quality in our

16

commercial and consumer portfolios, partially offset by an increase in reserve requirements for loans acquired in the PCBC and PB Capital acquisitions and updates to the attributions for certain sectors within the commercial portfolio segment. The unallocated allowance was $38 million at June 30, 2013, compared with $110 million at December 31, 2012. The allowance for credit losses for the commercial portfolio was updated to reflect an extension of the loss emergence period, which previously had been estimated within the unallocated allowance for loan losses.

        Our ratio of nonaccrual loans to total loans held for investment was 0.79 percent at June 30, 2013 and 0.84 percent at December 31, 2012. Our ratio of allowance for loan losses to total loans held for investment decreased to 0.95 percent at June 30, 2013 from 1.09 percent at December 31, 2012. Annualized net loans charged off to average total loans held for investment was 0.05 percent for the quarter ended June 30, 2013 compared with 0.22 percent for the quarter ended June 30, 2012. Criticized credits in the commercial segment increased from $1.3 billion at December 31, 2012 to $1.4 billion at June 30, 2013. Criticized credits are those that have regulatory risk grades of "special mention," "substandard" or "doubtful." Special mention credits are potentially weak, as the borrower has begun to exhibit deteriorating trends, which, if not corrected, could jeopardize repayment of the loan and result in further downgrade. Adversely classified credits are those that are internally risk graded as substandard or doubtful. Substandard credits have well-defined weaknesses, which, if not corrected, could jeopardize the full satisfaction of the debt. A credit classified as "doubtful" has critical weaknesses that make full collection improbable on the basis of currently existing facts and conditions.

17

Change in the Total Allowance for Loan Losses.

        The following table sets forth a reconciliation of changes in our allowance for loan losses:

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012
Balance, beginning of period	$	638		$	704		$	653		$	764
(Reversal of) provision for loan losses, excluding FDIC covered loans		(3	)		(13	)		(6	)		(12	)
(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification		—			(1	)		—			(3	)
Decrease in allowance covered by FDIC indemnification		(2	)		(3	)		—			(9	)
Loans charged off:
Commercial and industrial		(11	)		(10	)		(12	)		(44	)
Commercial mortgage		(1	)		(5	)		(3	)		(11	)
Construction		—			(11	)		—			(11	)
Total commercial portfolio		(12	)		(26	)		(15	)		(66	)
Residential mortgage		(3	)		(9	)		(10	)		(21	)
Home equity and other consumer loans		(5	)		(7	)		(11	)		(18	)
Total consumer portfolio		(8	)		(16	)		(21	)		(39	)
FDIC covered loans		—			(2	)		(3	)		(2	)
Total loans charged off		(20	)		(44	)		(39	)		(107	)
Recoveries of loans previously charged off:
Commercial and industrial		7			8			10			12
Commercial mortgage		2			—			2			3
Construction		—			5			—			6
Total commercial portfolio		9			13			12			21
Home equity and other consumer loans		1			—			2			1
Total consumer portfolio		1			—			2			1
FDIC covered loans		2			—			3			1
Total recoveries of loans previously charged off		12			13			17			23
Net loans charged off		(8	)		(31	)		(22	)		(84	)
Ending balance of allowance for loan losses	$	625		$	656		$	625		$	656
Components of allowance for loan losses and credit losses:
Allowance for loan losses, excluding allowance on purchased credit-impaired loans	$	624		$	652		$	624		$	652
Allowance for loan losses on purchased credit-impaired loans		1			4			1			4
Total allowance for loan losses		625			656			625			656
Allowance for losses on off-balance sheet commitments		136			130			136			130
Total allowance for credit losses	$	761		$	786		$	761		$	786

Nonperforming Assets

        Nonperforming assets consist of nonaccrual loans and OREO. Nonaccrual loans are those for which management has discontinued accrual of interest because there exists significant uncertainty as to the full and

18

timely collection of either principal or interest, or such loans have become contractually past due 90 days with respect to principal or interest. For a more detailed discussion of the accounting for nonaccrual loans, see Note 1 to our consolidated financial statements included in our 2012 Form 10-K. OREO includes property where the Bank acquired title through foreclosure or "deed in lieu" of foreclosure.

        The following table sets forth an analysis of nonperforming assets:

					Increase (Decrease)
	June 30, 2013		December 31, 2012
(Dollars in millions)					Amount			Percent
Commercial and industrial	$	69	$	48	$	21			44	%
Commercial mortgage		62		65		(3	)		(5	)
Total commercial portfolio		131		113		18			16
Residential mortgage		315		306		9			3
Home equity and other consumer loans		50		56		(6	)		(11	)
Total consumer portfolio		365		362		3			1
Total nonaccrual loans, before purchased credit-impaired loans		496		475		21			4
Purchased credit-impaired loans		24		30		(6	)		(20	)
Total nonaccrual loans		520		505		15			3
OREO, before FDIC covered OREO		25		45		(20	)		(44	)
FDIC covered OREO		44		66		(22	)		(33	)
Total nonperforming assets	$	589	$	616	$	(27	)		(4	)%
Total nonperforming assets, excluding purchased credit-impaired loans and FDIC covered OREO	$	521	$	520	$	1			—	%
Troubled debt restructurings:
Accruing	$	366	$	401	$	(35	)		(9	)%
Nonaccruing (included in total nonaccrual loans above)	$	245	$	209	$	36			17	%
Allowance for loan losses	$	625	$	653	$	(28	)		(4	)%
Allowance for credit losses	$	761	$	770	$	(9	)		(1	)%

Troubled Debt Restructurings

        Troubled debt restructurings (TDRs) are those loans for which we have granted a concession to a borrower as a result of the borrower experiencing financial difficulty and, consequently, we receive less than the current market-based compensation for loans with similar risk characteristics. Such loans are classified as impaired and are reviewed for specific reserves either individually or in pools with similar risk characteristics. Our loss mitigation strategies are designed to minimize economic loss and, at times, may result in changes to original terms, including interest rate changes, maturity extensions, principal paydowns, covenant waivers and payment deferrals, or some combination thereof. We evaluate whether these changes to the terms and conditions of our loans meet the TDR criteria after considering the specific situation of the borrower and all relevant facts and circumstances related to the modification. For our consumer portfolio segment, TDRs are initially placed on nonaccrual and typically, a minimum of six consecutive months of sustained performance is required before returning to accrual status. For our commercial portfolio segment, we generally determine accrual status for TDRs by performing an individual assessment of each loan, which may include, among other factors, the consideration of demonstrated performance by the borrower under the previous terms.

        Modifications of purchased credit-impaired loans that are accounted for within loan pools do not result in the removal of these loans from the pool even if the modification would otherwise be considered a TDR. Each

19

pool is accounted for as a single asset with a single composite interest rate and an aggregate expectation of cash flows. Accordingly, modifications of loans within such pools are not considered TDRs.

        The following table provides a summary of TDRs by loan type as of June 30, 2013 and December 31, 2012. Refer to Note 4 to our consolidated financial statements in this Form 10-Q for more information.

					As a Percentage of Ending Loan Balances
(Dollars in millions)	June 30, 2013		December 31, 2012		June 30, 2013			December 31, 2012
Commercial and industrial	$	246	$	215		1.10	%		1.03	%
Commercial mortgage		41		64		0.31			0.64
Construction		2		35		0.24			5.54
Total commercial portfolio		289		314		0.78			0.96
Residential mortgage		297		271		1.25			1.19
Home equity and other consumer loans		22		21		0.64			0.58
Total consumer portfolio		319		292		1.17			1.11
Total restructured loans, excluding purchased credit-impaired loans(1)	$	608	$	606		0.94	%		1.03	%

(1)

Amounts exclude $3 million and $4 million of TDRs covered by FDIC loss share agreements at June 30, 2013 and December 31, 2012, respectively.

Loans 90 Days or More Past Due and Still Accruing

        Loans held for investment 90 days or more past due and still accruing totaled $7 million and $1 million at June 30, 2013 and December 31, 2012, respectively. These amounts exclude purchased credit-impaired loans, which are generally accounted for within loan pools, of $210 million and $124 million at June 30, 2013 and December 31, 2012, respectively. The past due status of individual loans included within purchased credit-impaired loan pools is not a meaningful indicator of credit quality, as potential credit losses are measured at the loan pool level against prior expectations of cash flow performance.

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Capital

        The following tables summarize our risk-based capital, risk-weighted assets, and risk-based capital ratios:

UnionBanCal Corporation

(Dollars in millions)	June 30, 2013		December 31, 2012
Capital Components
Tier 1 capital	$	9,931	$	9,864
Tier 2 capital		1,789		1,184
Total risk-based capital	$	11,720	$	11,048
Risk-weighted assets	$	85,987	$	79,321
Average total assets for leverage capital purposes	$	95,862	$	88,265

	June 30, 2013					December 31, 2012					June 30, 2013 Minimum Regulatory Requirement					June 30, 2013 "Well-Capitalized" Regulatory Requirement
(Dollars in millions)	Amount		Ratio			Amount		Ratio			Amount		Ratio			Amount		Ratio
Capital Ratios
Tier 1 capital (to risk-weighted assets)	$	9,931		11.55	%	$	9,864		12.44	%	³$	3,439		4.0	%	³$	5,159		6.0	%
Total capital (to risk-weighted assets)		11,720		13.63			11,048		13.93		³	6,878		8.0		³	8,598		10.0
Tier 1 leverage(1)		9,931		10.36			9,864		11.18		³	3,834		4.0		³	na		na

(1)

Tier 1 capital divided by average total assets for leverage capital purposes (excluding certain intangible assets).

na—not applicable

Union Bank, N.A.

(Dollars in millions)	June 30, 2013		December 31, 2012
Capital Components
Tier 1 capital	$	9,234	$	9,192
Tier 2 capital		1,770		1,170
Total risk-based capital	$	11,004	$	10,362
Risk-weighted assets	$	85,121	$	78,674
Average total assets for leverage capital purposes	$	95,319	$	87,456

	June 30, 2013					December 31, 2012					June 30, 2013 Minimum Regulatory Requirement					June 30, 2013 "Well-Capitalized" Regulatory Requirement
(Dollars in millions)	Amount		Ratio			Amount		Ratio			Amount		Ratio			Amount		Ratio
Capital Ratios
Tier 1 capital (to risk-weighted assets)	$	9,234		10.85	%	$	9,192		11.68	%	³$	3,405		4.0	%	³$	5,107		6.0	%
Total capital (to risk-weighted assets)		11,004		12.93			10,362		13.17		³	6,810		8.0		³	8,512		10.0
Tier 1 leverage(1)		9,234		9.69			9,192		10.51		³	3,813		4.0		³	4,766		5.0

(1)

Tier 1 capital divided by average total assets for leverage capital purposes (excluding certain intangible assets).

        Both the Company and the Bank are subject to various regulations of the federal banking agencies, including requirements to maintain minimum ratios of Total and Tier 1 capital to risk-weighted assets and of Tier 1 capital to quarterly average assets (the leverage ratio). The Company and the Bank interact with the federal banking agencies regarding matters that pertain to capital management and during the course of those discussions become aware, from time to time, of evolving regulatory interpretations of capital adequacy

21

guidelines. As these interpretations are clarified, their resolution can result in changes to the methodologies applied to the computations of our capital ratios. As of June 30, 2013, management believes the capital ratios of the Company and the Bank met all regulatory requirements of "well-capitalized" institutions. During the second quarter of 2013, Union Bank issued $750 million of subordinated debt to BTMU. The subordinated debt qualifies as Tier 2 capital.

        In January 2013, the Company timely filed its Capital Plan Review (CapPR) with the Federal Reserve. The CapPR is an assessment of the capital plans of bank holding companies in the U.S. with total assets exceeding $50 billion that were not included in the Federal Reserve's Comprehensive Capital Analysis and Review (CCAR) of the largest U.S. bank holding companies. In March 2013, the Company was notified by the Federal Reserve that it did not object to the Company's planned capital actions. The Federal Reserve's regulations provide that a bank holding company may be required to revise and re-submit its capital plan if certain material events occur after adoption of its plan.

        Commencing in January 2014, the Company will file its annual capital plan under the provisions mandated by the Federal Reserve's CCAR program. The Company's 2014 CCAR submission will encompass a range of expected and stressed economic and financial market scenarios and will include an assessment of expected sources and uses of capital over a prescribed planning horizon, a description of all capital actions within that timeframe, and a discussion of any proposed business plan changes that are likely to have a material impact on capital adequacy. As part of the 2014 CCAR process, the Federal Reserve will also generate a supervisory stress test using the information provided by the Company to estimate performance and advise us as to whether it objects to any of our proposed capital actions. The Federal Reserve will publish its supervisory stress test results and the related CCAR results taking into account the Company's proposed capital actions.

        In addition to capital ratios determined in accordance with regulatory requirements, we consider the tangible common equity ratio and the Tier 1 common capital ratio when evaluating capital utilization and adequacy. These capital ratios are viewed by management, and presented below, to further facilitate the understanding of our capital structure and for use in assessing and comparing the quality and composition of UnionBanCal's capital structure to other financial institutions. These ratios are not defined by accounting principles generally accepted in the United States of America (U.S. GAAP) or federal banking regulations; therefore, they are considered non-GAAP financial measures. Our tangible common equity ratio calculation methods may differ from those used by other financial services companies.

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        The following table summarizes the calculation of our tangible common equity ratio and Tier 1 common capital ratio as of June 30, 2013 and December 31, 2012:

							Increase (Decrease)
	June 30, 2013			December 31, 2012
(Dollars in millions)							Amount			Percent
Total UNBC stockholder's equity	$	12,399		$	12,491		$	(92	)		(1	)%
Goodwill		(3,186	)		(2,942	)		(244	)		(8	)
Intangible assets, except mortgage servicing rights (MSRs)		(321	)		(373	)		52			14
Deferred tax liabilities related to goodwill and intangible assets		118			129			(11	)		(9	)
Tangible common equity (a)	$	9,010		$	9,305		$	(295	)		(3	)
Tier 1 capital, determined in accordance with regulatory requirements	$	9,931		$	9,864		$	67			1
Junior subordinated debt payable to trusts		(66	)		(66	)		—			—
Tier 1 common equity (b)	$	9,865		$	9,798		$	67			1
Total assets	$	102,261		$	96,992		$	5,269			5
Goodwill		(3,186	)		(2,942	)		(244	)		(8	)
Intangible assets, except MSRs		(321	)		(373	)		52			14
Deferred tax liabilities related to goodwill and intangible assets		118			129			(11	)		(9	)
Tangible assets (c)	$	98,872		$	93,806		$	5,066			5
Risk-weighted assets, determined in accordance with regulatory requirements (d)	$	85,987		$	79,321		$	6,658			8	%
Tangible common equity ratio (a)/(c)		9.11	%		9.92	%
Tier 1 common capital ratio (b)/(d)		11.47			12.35

        In July 2013, the Federal Reserve Board and the other U.S. federal banking agencies adopted final rules making significant changes to the U.S. regulatory capital framework for U.S. banking organizations and to conform this framework to the Basel Committee's current international regulatory capital accord (Basel III). These rules, upon their effectiveness, will replace the federal banking agencies' general risk-based capital rules, advanced approaches rule, market risk rule, and leverage rules in accordance with certain transition provisions. Under the rules as adopted, banking organizations will be required to determine their regulatory capital requirements under either the advanced approaches or the standardized approach. Banking organizations may elect to use the advanced approaches (with regulatory approval), and certain banking organizations will be required to use the advanced approaches (e.g., those with total assets of $250 billion or more). For banking organizations whose regulatory capital requirements are determined under the advanced approaches, which we expect will include the Company, the effective date and the beginning of the transitional adjustments will be January 1, 2014, and for other banking organizations, January 1, 2015. The final rules establish more restrictive capital definitions, create additional categories and higher risk weightings for certain asset classes and off-balance sheet exposures, higher minimum capital and leverage ratios and capital conservation buffers that will be added to the minimum capital requirements and must be met for banking organizations to avoid being subject to certain limitations on dividends and discretionary bonus payments to executive officers. The final rules will provide for increased minimum capital ratios as follows: (a) a common equity Tier 1 capital ratio of 4.5%; (b) a Tier 1 capital ratio of 6%; (c) a total capital ratio of 8%; and (d) a Tier 1 leverage ratio to average consolidated assets of 4%. The advanced approaches banking organizations will also be subject to a new and separate supplementary leverage ratio under which they will be required to maintain capital against not only on-balance sheet assets but also certain off-balance sheet assets and exposures, including derivative exposures. Banking organizations that are subject to the advanced approaches must include most elements of their accumulated other comprehensive income (AOCI) in determining their

23

regulatory capital; banking organizations using the standardized approach may make a one-time permanent opt-out election to exclude most AOCI elements from regulatory capital. Advanced approaches banking organizations must also determine their capital ratios with reference to the lower of the standardized or advanced approaches.

        The Company is evaluating the impact that these recently adopted rules of the U.S. federal banking agencies will have on its capital position and capital management policy and expects that it will be able to satisfy the minimum capital requirements within the prescribed implementation timelines. For additional information, see Item 1A. Risk Factors— "The effects of changes or increases in, or supervisory enforcement of, banking or other laws and regulations or governmental fiscal or monetary policies could adversely affect us" in this Form 10-Q and "Supervision and Regulation—Regulatory Capital Standards" in our 2012 Report on Form 10-K.

Quantitative and Qualitative Disclosures About Market Risk

        The objective of market risk management is to mitigate any adverse impact on earnings and capital arising from changes in interest rates and other market variables. Market risk management supports our broad objective of enhancing shareholder value, which encompasses the achievement of stable earnings growth while promoting capital stability over time. Market risk is defined as the risk of loss arising from an adverse change in the market value of financial instruments caused by fluctuations in market prices or rates. The primary market risk to which we are exposed is interest rate risk. Substantially all of our interest rate risk arises from instruments, positions and transactions entered into for purposes other than trading. These include loans, securities, deposits, borrowings and derivative financial instruments. To a much lesser degree, we are exposed to market risk in our trading portfolio.

Risk Governance

        The Board of Directors (Board), directly or through its appropriate committee, approves our Asset Liability Management Policy (ALM Policy), which governs the management of market and liquidity risks and guides our investment, derivatives, trading and funding activities. The ALM Policy establishes the Company's risk tolerance by outlining standards for measuring market and liquidity risks, creates Board-level limits for specific market risks, establishes Asset Liability Management Committee (ALCO) responsibilities and requires independent review and oversight of market and liquidity risk activities.

        The Risk & Capital Committee (RCC), composed of selected senior officers of the Company strives, among other things, to ensure that the Company has an effective process to identify, monitor, measure, and manage market risk as required by the ALM Policy. The RCC provides the broad and strategic guidance of market risk management by defining the risk and return direction for the Company, delegating to and reviewing market risk management activities of the ALCO and by approving the investment, derivatives and trading policies that govern the Company's activities. ALCO, as authorized by the RCC, is responsible for the management of market risk and approves specific risk management programs including those related to interest rate hedging, investment securities, wholesale funding and trading activities.

        The Treasurer is primarily responsible for the implementation of risk management strategies approved by ALCO and for operational management of market risk through the funding, investment and derivatives hedging activities of Corporate Treasury. The manager of Global Capital Markets (GCM) is responsible for managing price risk through the trading activities conducted in GCM. The Market Risk Management (MRM) unit is responsible for the monitoring of market risk and functions independently of all operating and management units.

        The Company has separate and distinct methods for managing the market risk associated with our asset and liability management activities and our trading activities, as described below.

24

Interest Rate Risk Management (Other Than Trading)

        ALCO monitors interest rate risk monthly through a variety of modeling techniques that are used to quantify the sensitivity of net interest income to changes in interest rates. Our net interest income policy measurement typically involves a simulation in which we estimate the net interest income impact of gradual parallel shifts in the yield curve of up and down 200 basis points over a 12-month horizon using a forecasted balance sheet. Due to the current and persistently low interest rate environment, the -200 basis point parallel scenario was replaced with a -100 basis point parallel scenario.

Net Interest Income Sensitivity

        The table below presents the estimated increase (decrease) in net interest income given a gradual parallel shift in the yield curve up 200 basis points and down 100 basis points over a 12-month horizon.

(Dollars in millions)	June 30, 2013			December 31, 2012
Effect on net interest income:
Increase 200 basis points	$	136.5		$	118.8
as a percentage of base case net interest income		5.12	%		4.42	%
Decrease 100 basis points	$	(59.4	)	$	(49.1	)
as a percentage of base case net interest income		(2.23	)%		(1.83	)%

        An increase in rates increases net interest income. During the second quarter of 2013, the Company's asset sensitive profile increased slightly as changes were made to balance sheet composition and as a result of new activity forecasted to occur over the next twelve months. We believe that our simulation provides management with a comprehensive view of the sensitivity of net interest income to changes in interest rates over the measurement horizon. However, as with any financial model, the underlying assumptions are inherently uncertain and subject to refinement. In particular, two significant models used in interest rate risk measurement address residential mortgage prepayment speeds and non-maturity deposit rate and balance behaviors. The mortgage prepayment model is periodically calibrated to reflect changes in customer behavior, but in the current low-interest rate and credit environment, may be prone to lowered predictive capability when determining the borrower's propensity or ability to prepay their mortgage. The deposit model uses the Company's historical deposit pricing to forecast future deposit pricing in its scenarios. Management's response to future rate scenarios may deviate from historic responses as the 2008 financial crisis may have changed customer behaviors and future competitive responses with respect to deposit repricing. Actual results may differ from those derived in the simulation analysis due to extraordinary market events, unanticipated changes in customer behavior, market interest rates, product pricing and investment, funding and hedging activities.

Investment Securities

        Our ALM securities portfolio is composed of available for sale and held to maturity securities. As of June 30, 2013, this portfolio totaled $22.5 billion and was composed of $21.6 billion of available for sale securities and $0.9 billion of held to maturity securities. As of December 31, 2012, this portfolio totaled $20.9 billion and was composed of $19.8 billion of available for sale securities and $1.1 billion of held to maturity securities. The expected weighted average life of our ALM securities portfolio was 5.1 years at June 30, 2013. Based on current prepayment projections, the estimated ALM securities portfolio's effective duration was 3.9 at June 30, 2013, compared with 2.3 at December 31, 2012. Effective duration is a measure of price sensitivity of a bond portfolio to immediate parallel shifts in interest rates. An effective duration of 3.9 suggests an expected price decrease of approximately 3.9 percent for an immediate 1 percent parallel increase in interest rates. At June 30, 2013, approximately $7.0 billion of the portfolio was pledged to secure trust and public deposits and for other purposes as required or permitted by law.

        In addition to our ALM securities, our securities available for sale portfolio includes approximately $1.7 billion of direct bank purchase bonds which are managed within our Corporate Banking operating

25

segment. These instruments are accounted for as securities, but underwritten as loans with terms that are closely aligned with traditional commercial loan features, and are subject to national bank regulatory lending authority standards. These instruments typically are not issued in bearer form, nor are they registered with the SEC or the Depository Trust Company. Additionally, these instruments generally contain certain transferability restrictions and are not assigned external credit ratings.

ALM Derivatives

        Since December 31, 2012, the notional amount of the ALM derivatives portfolio decreased by $6.4 billion. The Bank terminated $4.6 billion of receive fixed interest rate swap contracts previously used to hedge floating rate commercial loans and $2.0 billion of interest rate caps previously used to hedge interest-bearing deposits. In addition, $750 million of interest rate swaps and $1.0 billion of interest rate caps matured during the period. The interest rate swaps were partly replaced by $2.0 billion of new receive fixed interest rate swap contracts to hedge floating rate commercial loans.

        The fair value of the ALM derivatives portfolio decreased as a result of the terminations noted above and the decline in the value of interest rate swap contracts due to increases in interest rates. For additional discussion of derivative instruments and our hedging strategies, see Note 10 to our consolidated financial statements in this Form 10-Q and Note 17 to our consolidated financial statements included in our 2012 Form 10-K.

(Dollars in millions)	June 30, 2013			December 31, 2012		Increase (Decrease)
Total gross notional amount of positions held for purposes other than trading:
Interest rate swap receive fixed contracts	$	2,000		$	5,300	$	(3,300	)
Interest rate cap purchased contracts		—			3,100		(3,100	)
Other contracts		176			109		67
Total interest rate contracts	$	2,176		$	8,509	$	(6,333	)
Fair value of positions held for purposes other than trading:
Gross positive fair value	$	3		$	29	$	(26	)
Gross negative fair value		12			3		9
Positive (negative) fair value of positions, net	$	(9	)	$	26	$	(35	)

Trading Activities

        We enter into trading account activities primarily as a financial intermediary for customers and, to a much lesser extent, for our own account. By acting as a financial intermediary, we are able to provide our customers with access to a range of products from the securities, foreign exchange and derivatives markets. In acting for our own account, we may take positions in certain securities, foreign exchange and interest rate instruments, subject to various limits in amount, tenor and other respects, with the objective of generating trading profits.

        We believe that the risks associated with these positions are prudently managed. We utilize a combination of position limits, Value-at-Risk (VaR), and stop-loss limits, applied at an aggregated level and to various sub-components within those limits. Positions are controlled and reported both in notional and VaR terms. Our calculation of VaR estimates how high the loss in fair value might be, at a 99 percent confidence level, due to an adverse shift in market prices over a period of ten business days. VaR at the trading activity level is managed within the maximum limit of $14 million established by Board policy for total trading positions. The VaR model incorporates assumptions on key parameters, including holding period and historical volatility.

26

        Consistent with our business strategy of focusing on meeting the needs of our customers through the sale of capital markets products, we manage our trading risk exposures at relatively low levels. Our foreign exchange business continues to derive the majority of its revenue from customer-related transactions. We take trading positions with other banks only on a limited basis and we do not take any large or long-term strategic positions in the market for our own portfolio. Similarly, we continue to generate most of our trading income from customer-related transactions.

        As of June 30, 2013, we had notional amounts of $43.9 billion of interest rate derivative contracts, $3.2 billion of foreign exchange derivative contracts and $4.1 billion of commodity derivative contracts. We enter into these agreements for the principal purpose of accommodating the needs of our customers. We generally take offsetting positions in these transactions to mitigate our exposure to market risk. As of June 30, 2013, notional amounts of $1.1 billion, $2.1 billion and $3.7 billion of foreign exchange, commodity and equity contracts, respectively, represented our exposure to the embedded bifurcated derivatives and the related hedges contained in our market-linked certificates of deposit.

        The following table provides the notional value and the fair value of our trading derivatives portfolio as of June 30, 2013 and December 31, 2012, and the change in fair value between June 30, 2013 and December 31, 2012:

(Dollars in millions)	June 30, 2013		December 31, 2012		Increase (Decrease)
Total gross notional amount of positions held for trading purposes:
Interest rate contracts	$	43,941	$	37,790	$	6,151
Commodity contracts		6,249		5,595		654
Foreign exchange contracts(1)		4,252		4,050		202
Equity contracts		3,746		3,631		115
Total	$	58,188	$	51,066	$	7,122
Fair value of positions held for trading purposes:
Gross positive fair value	$	1,141	$	1,413	$	(272	)
Gross negative fair value		999		1,317		(318	)
Positive fair value of positions, net	$	142	$	96	$	46

(1)

Excludes spot contracts with a notional amount of $0.3 billion and $0.5 billion at June 30, 2013 and December 31, 2012, respectively.

Liquidity Risk

        Liquidity risk is the risk that the Company's financial condition or overall safety and soundness is adversely affected by an inability, or perceived inability, to meet its contractual, including contingent, obligations. The objective of liquidity risk management is to maintain a sufficient amount of liquidity and diversity of funding sources to allow the Company to meet obligations in both stable and adverse conditions.

        The management of liquidity risk is governed by the ALM Policy under the oversight of the RCC and the Audit & Finance Committee of the Board. ALCO oversees liquidity risk management activities. The Company's corporate treasury department (Corporate Treasury) formulates the Company's liquidity and contingency planning strategies and is responsible for identifying, managing and reporting on liquidity risk. Market Risk Management, which is part of the Enterprise Wide Risk Reporting and Analysis unit, partners with Corporate Treasury to establish sound policy and effective risk controls. Our Contingency Funding Plan identifies actions to be taken to help ensure adequate liquidity if an event should occur that disrupts or adversely affects the Company's normal funding activities.

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        Liquidity risk is managed using a total balance sheet perspective that analyzes all sources and uses of liquidity including loans, investments, deposits and borrowings, as well as off-balance sheet exposures. Management does not rely on any one source of liquidity and manages availability in response to changing balance sheet needs. Various tools are used to measure and monitor liquidity, including pro-forma forecasting of the sources and uses of cash flows over a 12-month time horizon, stress testing of the pro-forma forecast and assessment of the Bank's capacity to raise incremental unsecured and secured funding. Stress testing, which incorporates both bank-specific and systemic market scenarios that would adversely affect the Bank's liquidity position and profile, facilitates the identification of appropriate remedial measures to help ensure that the Bank maintains adequate liquidity in adverse conditions. Such measures may include extending the maturity profile of liabilities, optimizing liability levels through pricing strategies, adding new funding sources, altering dependency on certain funding sources or selling assets.

        Our primary sources of liquidity are core deposits (described below), our securities portfolio and wholesale funding. Wholesale funding includes unsecured funds raised from interbank and other sources, both domestic and international, including both senior and subordinated debt. Also included are secured funds raised by selling securities under repurchase agreements and by borrowing from the FHLB. We evaluate and monitor the stability and reliability of our various funding sources to help ensure that we have sufficient liquidity in adverse circumstances. We generally view our core deposits to be relatively stable. Secured borrowings via repurchase agreements and advances from the FHLB are also recognized as highly reliable funding sources, and we, therefore, maintain access to these sources primarily to meet our contingency funding needs.

        Wholesale funding increased to $13.6 billion at June 30, 2013, up $3.6 billion from $10.0 billion at December 31, 2012. Total deposits increased $3.0 billion from $74.3 billion at December 31, 2012 to $77.3 billion at June 30, 2013.

        Core deposits, which exclude brokered deposits, foreign time deposits and domestic time deposits greater than $250,000, provide us with a sizable source of relatively stable and low-cost funds. At June 30, 2013, our core deposits totaled $65.5 billion and our total loan-to-total core deposit ratio was 100.0 percent.

        The Bank maintains a variety of funding sources, secured and unsecured, which management believes will be adequate to meet the Bank's liquidity needs, including the following:

•

The Bank has secured borrowing facilities with the FHLB and the Federal Reserve Bank. As of June 30, 2013, the Bank had $1.8 billion of secured borrowings outstanding with the FHLB, and the Bank had a remaining combined unused borrowing capacity from the FHLB and the Federal Reserve Bank of $31.4 billion.

•

Our securities portfolio provides liquidity through either securities sales or repurchase agreements. Total unpledged securities increased by $2.5 billion from $12.9 billion at December 31, 2012 to $15.4 billion at June 30, 2013.

•

The Bank has an $8.0 billion unsecured Bank Note Program, of which $4.7 billion was available for issuance at June 30, 2013. We do not have any firm commitments in place to sell securities under the Bank Note Program.

•

In addition to the funding provided by the Bank, we raise funds at the holding company level. The Company has in place a shelf registration statement with the SEC permitting ready access to the public debt markets. As of June 30, 2013, $1.1 billion of debt or other securities were available for issuance under this shelf registration statement. We do not have any firm commitments in place to sell securities under this shelf registration statement.

        We believe that these sources provide a stable funding base. As a result, we have not historically relied on BTMU for our funding needs.

        Our costs and ability to raise funds in the capital markets are influenced by our credit ratings. Our credit ratings could be impacted by changes in the credit ratings of BTMU and MUFG. For further information, see

28

"The Bank of Tokyo-Mitsubishi UFJ's and Mitsubishi UFJ Financial Group's credit ratings and financial or regulatory condition could adversely affect our operations" in Part II, Item 1A. "Risk Factors" in this Form 10-Q. The following table provides our credit ratings as of June 30, 2013:

		Union Bank, N.A.	UnionBanCal Corporation
Standard & Poor's	Long-term	A+	A
	Short-term	A-1	A-1
Moody's	Long-term	A2	A3
	Short-term	P-1	—
Fitch	Long-term	A	A
	Short-term	F1	F1

Business Segments

        We have three operating segments: Retail Banking Group, Corporate Banking Group and Pacific Rim Corporate Group. The Pacific Rim Corporate Group is included in "Other." We have two reportable business segments: Retail Banking and Corporate Banking. Unlike financial accounting, there is no authoritative body of guidance for management accounting equivalent to U.S. GAAP. Consequently, reported results are not necessarily comparable with those presented by other companies, and they are not necessarily indicative of the results that would be reported by our business units if they were unique economic entities. The information, set forth in the tables that follow, is prepared using various management accounting methodologies to measure the performance of the individual segments. For a description of these methodologies, see Note 13 to our consolidated financial statements included in this Form 10-Q.

	Retail Banking										Corporate Banking
	As of and for the Three Months Ended June 30,				Increase (Decrease)						As of and for the Three Months Ended June 30,				Increase (Decrease)
	2013		2012		Amount			Percent			2013		2012		Amount		Percent
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	303	$	272	$	31			11	%	$	362	$	324	$	38		12	%
Noninterest income (expense)		60		58		2			3			166		151		15		10
Total revenue		363		330		33			10			528		475		53		11
Noninterest expense (income)		302		263		39			15			277		243		34		14
Credit expense (income)		7		6		1			17			39		38		1		3
Income (loss) before income taxes and including noncontrolling interests		54		61		(7	)		(11	)		212		194		18		9
Income tax expense (benefit)		21		24		(3	)		(13	)		52		50		2		4
Net income (loss) including noncontrolling interest		33		37		(4	)		(11	)		160		144		16		11
Deduct: Net loss from noncontrolling interests(1)		—		—		—			—			—		—		—		—
Net income (loss) attributable to UNBC	$	33	$	37	$	(4	)		(11	)	$	160	$	144	$	16		11
Average balances—Market View (Dollars in millions):
Total loans held for investment	$	29,283	$	25,081	$	4,202			17		$	36,125	$	31,333	$	4,792		15
Total assets		30,700		26,113		4,587			18			42,727		36,439		6,288		17
Total deposits		33,032		25,116		7,916			32			40,383		34,841		5,542		16

29

	Other												Reconciling Items
	As of and for the Three Months Ended June 30,						Increase (Decrease)						As of and for the Three Months Ended June 30,
	2013			2012			Amount			Percent			2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	20		$	71		$	(51	)		(72	)%	$	(19	)	$	(21	)
Noninterest income (expense)		(4	)		(6	)		2			33			(17	)		(15	)
Total revenue		16			65			(49	)		(75	)		(36	)		(36	)
Noninterest expense (income)		137			104			33			32			(14	)		(11	)
Credit expense (income)		(49	)		(58	)		9			16			—			—
Income (loss) before income taxes and including noncontrolling interests		(72	)		19			(91	)		(479	)		(22	)		(25	)
Income tax expense (benefit)		(31	)		2			(33	)		nm			(8	)		(9	)
Net income (loss) including noncontrolling interest		(41	)		17			(58	)		(341	)		(14	)		(16	)
Deduct: Net loss from noncontrolling interests(1)		3			5			(2	)		(40	)		—			—
Net income (loss) attributable to UNBC	$	(38	)	$	22		$	(60	)		(273	)	$	(14	)	$	(16	)
Average balances—Market View (Dollars in millions):
Total loans held for investment	$	438		$	717		$	(279	)		(39	)	$	(2,173	)	$	(2,194	)
Total assets		27,514			29,165			(1,651	)		(6	)		(2,227	)		(2,238	)
Total deposits		4,925			6,981			(2,056	)		(29	)		(2,990	)		(2,439	)

	UnionBanCal Corporation
	As of and for the Three Months Ended June 30,						Increase (Decrease)
	2013			2012			Amount			Percent
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	666		$	646		$	20			3
Noninterest income (expense)		205			188			17			9
Total revenue		871			834			37			4
Noninterest expense (income)		702			599			103			17
Credit expense (income)		(3	)		(14	)		11			(79	)
Income (loss) before income taxes and including noncontrolling interests		172			249			(77	)		(31	)
Income tax expense (benefit)		34			67			(33	)		(49	)
Net income (loss) including noncontrolling interest		138			182			(44	)		(24	)
Deduct: Net loss from noncontrolling interests(1)		3			5			(2	)		(40	)
Net income (loss) attributable to UNBC	$	141		$	187		$	(46	)		(25	)
Average balances—Market View (Dollars in millions):
Total loans held for investment	$	63,673		$	54,937		$	8,736			16
Total assets		98,714			89,479			9,235			10
Total deposits		75,350			64,499			10,851			17

(1)

Reflects net loss attributed to noncontrolling interest related to our consolidated VIEs.

nm = not meaningful

30

	Retail Banking									Corporate Banking
	As of and for the Six Months Ended June 30,				Increase (Decrease)					As of and for the Six Months Ended June 30,				Increase (Decrease)
	2013		2012		Amount		Percent			2013		2012		Amount			Percent
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	612	$	540	$	72		13	%	$	717	$	647	$	70			11	%
Noninterest income (expense)		120		114		6		5			323		300		23			8
Total revenue		732		654		78		12			1,040		947		93			10
Noninterest expense (income)		602		527		75		14			550		483		67			14
Credit expense (income)		13		12		1		8			77		77		—			—
Income (loss) before income taxes and including noncontrolling interests		117		115		2		2			413		387		26			7
Income tax expense (benefit)		46		45		1		2			101		102		(1	)		(1	)
Net income (loss) including noncontrolling interest		71		70		1		1			312		285		27			9
Deduct: Net loss from noncontrolling interests(1)		—		—		—		—			—		—		—			—
Net income (loss) attributable to UNBC	$	71	$	70	$	1		1		$	312	$	285	$	27			9
Average balances—Market View (Dollars in millions):
Total loans held for investment	$	29,092	$	24,819	$	4,273		17		$	34,776	$	31,136	$	3,640			12
Total assets		30,533		25,854		4,679		18			41,382		36,151		5,231			14
Total deposits		32,221		24,977		7,244		29			40,570		34,506		6,064			18

	Other												Reconciling Items
	As of and for the Six Months Ended June 30,						Increase (Decrease)						As of and for the Six Months Ended June 30,
	2013			2012			Amount			Percent			2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	23		$	141		$	(118	)		(84	)%	$	(38	)	$	(41	)
Noninterest income (expense)		49			18			31			172			(32	)		(30	)
Total revenue		72			159			(87	)		(55	)		(70	)		(71	)
Noninterest expense (income)		290			226			64			28			(27	)		(23	)
Credit expense (income)		(96	)		(104	)		8			8			—			—
Income (loss) before income taxes and including noncontrolling interests		(122	)		37			(159	)		(430	)		(43	)		(48	)
Income tax expense (benefit)		(46	)		(11	)		(35	)		(318	)		(17	)		(18	)
Net income (loss) including noncontrolling interest		(76	)		48			(124	)		(258	)		(26	)		(30	)
Deduct: Net loss from noncontrolling interests(1)		7			9			(2	)		(22	)		—			—
Net income (loss) attributable to UNBC	$	(69	)	$	57		$	(126	)		(221	)	$	(26	)	$	(30	)
Average balances—Market View (Dollars in millions):
Total loans held for investment	$	439		$	781		$	(342	)		(44	)	$	(2,185	)	$	(2,193	)
Total assets		28,008			29,694			(1,686	)		(6	)		(2,236	)		(2,235	)
Total deposits		4,771			7,389			(2,618	)		(35	)		(2,755	)		(2,410	)

31

	UnionBanCal Corporation
	As of and for the Six Months Ended June 30,						Increase (Decrease)
	2013			2012			Amount			Percent
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	1,314		$	1,287		$	27			2	%
Noninterest income (expense)		460			402			58			14
Total revenue		1,774			1,689			85			5
Noninterest expense (income)		1,415			1,213			202			17
Credit expense (income)		(6	)		(15	)		9			60
Income (loss) before income taxes and including noncontrolling interests		365			491			(126	)		(26	)
Income tax expense (benefit)		84			118			(34	)		(29	)
Net income (loss) including noncontrolling interest		281			373			(92	)		(25	)
Deduct: Net loss from noncontrolling interests(1)		7			9			(2	)		(22	)
Net income (loss) attributable to UNBC	$	288		$	382		$	(94	)		(25	)
Average balances—Market View (Dollars in millions):
Total loans held for investment	$	62,122		$	54,543		$	7,579			14
Total assets		97,687			89,464			8,223			9
Total deposits		74,807			64,462			10,345			16

(1)

Reflects net loss attributed to noncontrolling interest related to our consolidated VIEs.

Retail Banking

        Retail Banking provides deposit and lending products delivered through our branches and relationship managers to individuals and small businesses. Retail Banking is focused on executing a strategy to identify targeted opportunities within the consumer and small business markets, and develop product, marketing and sales strategies to attract new customers in these identified target markets.

Retail Banking is comprised of two major divisions:

•

the Community Banking Division serves its customers through 358 full-service branches in California and 48 full-service branches in Washington and Oregon. Customers may also access our services 24 hours-a-day by telephone or through our website at www.unionbank.com. In addition, the branches offer automated teller and point-of-sale merchant services.

The Community Banking Division is organized geographically and serves its customers in the following ways:

—

through banking branches and ATMs, which serve consumers and businesses with checking and deposit products and services, as well as various types of consumer financing and investment services;



—

through its call centers and internet banking services, which augment its physical delivery channels by providing an array of customer transaction, bill payment and loan payment services; and



—

through alliances with other financial institutions, the Community Banking Division offers additional products and services, such as credit cards and merchant services.

•

the Consumer Lending Division provides the centralized origination, underwriting, processing, servicing, collection and administration for consumer assets including residential mortgages.

32

        Residential mortgage loans are originated and secured by one-to-four family residential properties, through our multiple channel network (including branches, private bankers, mortgage brokers, and telephone centers) throughout California, Oregon and Washington. Additionally, we periodically purchase loans in our market area. We hold the majority of the loans we originate.

        At June 30, 2013, 57 percent of our residential mortgage loans had current payment terms in which the monthly payment covers the full amount of interest due, but does not reduce the principal balance. At origination, these interest-only loans had strong credit profiles and had weighted average loan-to-value (LTV) ratios of approximately 66 percent. The remainder of the portfolio consists of regularly amortizing loans and a small amount of balloon loans. Refer to Note 4 of our consolidated financial statements included in this Form 10-Q for additional information on refreshed Fair Isaac Corporation (FICO) scores and refreshed LTV ratios for our residential mortgage loans at June 30, 2013.

        We do not have a program for originating or purchasing subprime loan products. The Bank's "no doc" and "low doc" loan origination programs were discontinued in 2008, except for a streamlined refinance process for existing Bank mortgages that was discontinued in 2011. At June 30, 2013, the outstanding balances of the "no doc" and "low doc" portfolios were approximately 30 percent of our total residential loan portfolio. At June 30, 2013, the aggregate balance of "no doc" and "low doc" loans past due 30 days or more was $140 million, compared with $154 million at December 31, 2012. These loan delinquency rates remained below the industry average for California prime loans.

        Home equity and other consumer loans are originated principally through our branch network and Private Banking offices. We had approximately 33 percent and 34 percent of these home equity loans and lines supported by first liens on residential properties at June 30, 2013 and December 31, 2012. To manage risk associated with lending commitments, we review all equity-secured lines annually for creditworthiness and reduce or freeze limits, to the extent permitted by laws and regulations.

        During the first half of 2013, net income for Retail Banking increased 1 percent compared with the same period in 2012, resulting from a 13 percent increase in net interest income and a 5 percent increase in noninterest income, partially offset by a 14 percent increase in noninterest expense. The increases in net interest income and noninterest expense were primarily related to our PCBC acquisition. Average asset growth in the first half of 2013 compared with the same period in 2012 was primarily driven by a 17 percent increase in average loans held for investment, mainly in residential mortgages, reflecting both our PCBC acquisition and organic loan growth. Average deposits increased 29 percent during the first half of 2013 compared with the same period in 2012, driven by both the PCBC acquisition and organic deposit generation. Retail Banking continues to focus on marketing activities to attract new consumer and small business deposits, customer cross-sell, and relationship management.

Corporate Banking

        Corporate Banking offers a range of financial products to U.S.-based middle-market and corporate businesses. Corporate Banking focuses its activities on certain specialized industries, such as power and utilities, oil and gas, real estate, healthcare, equipment leasing and commercial finance, as well as lending in U.S. regional markets. Corporate Banking relationship managers provide credit services including commercial loans, accounts receivable and inventory financing, project financing, trade financing and real estate financing. In addition to credit services, Corporate Banking offers its customers a range of noncredit services, which include global treasury management solutions, capital market, foreign exchange and various interest rate risk and commodity risk management products. These products are delivered through treasury relationship managers and product specialists with expertise in the industry segments described above.

        One of the primary strategies of our Corporate Banking business units is to target industries and companies for which we can reasonably expect to be one of our customers' preferred banks. Consistent with this strategy, Corporate Banking attempts to serve a large part of the targeted customers' credit and depository needs. Corporate Banking competes with other banks primarily on the basis of the quality of our relationship

33

managers, the level of industry expertise, the delivery of quality customer service, and our reputation as a commercial lending institution. We also compete with a variety of other financial services companies as well as non-bank companies. Competitors include other major California banks, as well as regional, national and international banks. In addition, we compete with investment banks, commercial finance companies, leasing companies and insurance companies.

        Corporate Banking initiatives continue to expand commercial and loan relationship strategies that include originating, underwriting and syndicating loans in core competency markets, such as in our West Coast commercial lending markets, as well as our national specialty markets, including real estate, energy, equipment leasing and commercial finance.

Corporate Banking is comprised of the following main divisions:

•

the Commercial Banking Division, which includes the following operating units:



—

Commercial Banking, which provides commercial lending products and treasury management services to middle-market and corporate companies primarily in California, Oregon and Washington;



—

Power and Utilities, which provides treasury management products and commercial lending products, including commercial lines of credit and project financing, to independent power producers as well as regulated utility companies;



—

Petroleum, which provides commercial lending products, including reserve-based lines of credit, commercial lines of credit as well as treasury management products, to oil and gas companies;



—

National Banking, which provides commercial lending and treasury management products to corporate clients on a national basis, in states outside of California, Oregon, and Washington. National Banking also targets certain defined industries, such as entertainment and technology; and



—

Specialized Industries, which provides commercial lending and treasury products to middle-market and corporate clients in specific industries on a national basis, including commercial finance, funds finance, environmental services, non-profits, healthcare, aerospace and defense.

•

the Real Estate Industries Division serves professional real estate investors and developers with products such as construction loans, commercial mortgages and bridge financing. Additionally, through our Community Development Finance unit, we make tax credit investments in affordable housing projects, as well as provide construction and permanent financing;

•

the Global Capital Markets Division helps to serve our customers with their foreign exchange, interest rate and energy risk management needs in addition to facilitating merchant and investment banking related transactions. The division takes market risk when buying and selling securities, interest rate derivatives and foreign exchange contracts for its own account and accepts limited market risk when providing commodity and equity derivative contracts, since a significant portion of the market risk for these products is offset with third parties. Additionally, the division's leasing arm provides lease and other financing services to corporate customers;

•

the Global Treasury Management Division targets numerous industry relationship markets with deep industry and product expertise. The Global Treasury Management Division provides working capital solutions to meet deposit, investment and global treasury management services to businesses of all sizes. This division manages Union Bank's web strategies for retail, small business, wealth management and commercial clients, as well as commercial product development. The client base of Global Trust Services consists of financial institutions, corporations, government agencies, insurance companies, mutual funds, investment managers and non-profit organizations. Institutional custody

34

provides both domestic and international asset portfolio safekeeping and settlement services in addition to money markets and liquidity management products. Corporate Trust acts as agent or trustee for corporate and municipal debt issues, and provides escrow and project finance agent services; and

•

the Wealth Markets Division consists of the following operating units:



—

The Private Bank focuses primarily on delivering financial services to high net worth individuals with sophisticated financial needs as well as to professional service firms, foundations and endowments. Specific products and services include trust and estate services, financial planning, investment account management services, and deposit and credit products;



—

UnionBanc Investment Services LLC (UBIS) is a subsidiary of Union Bank and is our registered broker-dealer and registered investment advisor. UBIS provides services to retail and institutional clients in several core products areas, including annuities, mutual funds, and fixed income products. Retail services are delivered through dedicated investment specialists located throughout the Bank's geographical footprint. Institutional services are delivered through a dedicated trading desk and sales force specializing in fixed income products; and



—

Asset Management includes HighMark Capital Management, Inc., a subsidiary of Union Bank and a registered investment advisor, which provides investment management and advisory services to institutional clients as well as investment advisory services to the affiliated HighMark Funds. During the third quarter 2013, the reorganization of the affiliated HighMark Funds into shares of unaffiliated mutual funds is expected to be completed, after which HighMark Capital Management, Inc. will provide investment management sub-advisory services to unaffiliated mutual funds. HighMark Capital Management, Inc. also provides investment management services to Union Bank with respect to most of its trust and agency clients, including corporations, pension funds and individuals.

        Commercial and industrial loans are extended principally to corporations, middle-market businesses and small businesses and are originated primarily through our commercial banking offices. These offices, which rely extensively on relationship-oriented banking, provide a variety of services including cash management, lines of credit, accounts receivable and inventory financing. Separately, we originate or participate in a variety of financial services to major corporations. These services include traditional commercial banking and specialized financing tailored to the needs of each customer's specific industry. We are active in, among other sectors, power and utilities, oil and gas, manufacturing, finance and insurance services, wholesale trade, real estate and leasing, and communications. These industries comprise the majority of our commercial and industrial portfolio. While loans extended within these sectors comprise the majority of our commercial and industrial portfolio, no individual industry sector exceeded 10 percent of our total loans held for investment at either June 30, 2013 or December 31, 2012.

        Construction and commercial mortgage loans are secured by deeds of trust or mortgages. Construction loans are extended primarily to commercial property developers and to residential builders. Geographically, 58 percent of the construction loan portfolio was domiciled in California as of June 30, 2013. The commercial mortgage loan portfolio consists of loans secured by commercial income properties, 63 percent of which were to borrowers located in California, 8 percent in New York, 5 percent in Washington, and the remaining 24 percent in various other states as of June 30, 2013.

        Lease financing includes either direct financing leases, where the assets leased are acquired without additional financing from other sources, or leveraged leases, where a substantial portion of the financing is provided by debt with no recourse to us. At June 30, 2013, we had leveraged leases of $584 million, which were net of non-recourse debt of approximately $1.0 billion. In accordance with accounting guidance for leveraged leases, the gross lease receivable is offset by the qualifying non-recourse debt. In leveraged lease transactions, the third-party lender may only look to the collateral value of the leased assets for repayment in the event of lessee default.

35

        During the first half of 2013, net income for Corporate Banking increased 9 percent compared with the same period in 2012, primarily resulting from an 11 percent increase in net interest income and an 8 percent increase in noninterest income. The increase in net interest income was the result of strong asset growth, as well as our PCBC and PB Capital acquisitions. The increase in noninterest income included gains on the sale of lease financings, partially offset by lower trading income. During the first half of 2013, average deposits increased 18 percent compared with the same period in 2012, primarily due to a 22 percent increase in noninterest-bearing deposits and a 15 percent increase in interest-bearing deposits, partially reflecting the impact of our PCBC and Smartstreet acquisitions.

Other

        "Other" includes the following:

•

The Pacific Rim Corporate Group, which offers a range of credit, deposit, and investment management products and services to companies located primarily in the U.S. that are affiliated with companies headquartered in Japan and other Asian countries;

•

the funds transfer pricing results for our entire company, which allocates to the business segments their cost of funds on all asset categories and credit for funds on all liability categories;

•

Corporate Treasury, which is responsible for our ALM, wholesale funding and the ALM investment and derivatives hedging portfolios. These Treasury management activities are carried out to manage the net interest rate and liquidity risks of our balance sheet and to manage those risks within the guidelines established by ALCO. For additional discussion regarding these risk management activities, see "Quantitative and Qualitative Disclosures About Market Risk" in Part I, Item 2 of this Form 10-Q;

•

the adjustment between the credit expense (income) under the expected credit loss allocation methodology and (reversal of) provision for credit losses under U.S. GAAP;

•

the residual costs of support groups;

•

corporate activities that are not directly attributable to one of the two business segments. Included in this category are certain other items such as the results of operations of certain subsidiaries of UnionBanCal, and the elimination of the fully taxable-equivalent basis amount;

•

goodwill, intangible assets, and related amortization/accretion associated with our privatization transaction;

•

the FDIC covered assets; and

•

the adjustment between the tax expense calculated using the adjusted statutory tax rate of 39.29 percent and our consolidated effective tax rate.

        During the first half of 2013, net income decreased by $126 million compared with the same period in 2012, resulting from a $118 million decrease in net interest income and a $64 million increase in noninterest expense, partially offset by a $31 million increase in noninterest income. The decrease in net interest income was primarily the result of decreased income from securities that were sold as part of the Company's portfolio rebalancing activities. The increase in noninterest expense was primarily due to an increase in salaries and employee benefits, as well as a $13 million provision for losses on off-balance sheet commitments in the first half of 2013, compared with a benefit of $3 million in the same period in 2012. The increase in noninterest income was primarily due to a $76 million increase in gains on the sale of securities. The increase was partially offset by a $26 million gain on the sale of certain business units related to productivity initiatives in the first half of 2012 and a $12 million decrease in indemnification asset accretion, driven by better than expected FDIC covered loans performance, in the first half of 2013.

36

Critical Accounting Estimates

        UnionBanCal Corporation's consolidated financial statements are prepared in accordance with U.S. GAAP, which include management estimates and judgments. The financial information contained within our statements is, to a significant extent, financial information that is based on approximate measures of the financial effects of transactions and events that have already occurred. A variety of factors could affect the ultimate value that is obtained either when earning income, recognizing an expense, recovering an asset or relieving a liability. For example, we use discount factors and other assumptions to measure certain assets and liabilities. A change in the discount factor or other important assumptions could significantly increase or decrease the reported amounts of those assets and liabilities and result in either a beneficial or an adverse impact to our financial results. We use historical loss factors, adjusted for current conditions, to estimate the credit loss inherent in our loan and lease portfolios held for investment and certain off-balance sheet commitments on the balance sheet date. Actual losses could differ significantly from the loss factors that we use. Other significant estimates that we use include the valuation of certain derivatives and securities, the expected cash flows related to our acquired loans and FDIC indemnification asset, the assumptions used in measuring our pension obligations, and assumptions regarding our effective tax rates.

        For each financial reporting period, our most significant estimates are presented to and discussed with the Audit & Finance Committee of our Board of Directors.

        Understanding our accounting policies is fundamental to understanding our consolidated financial condition and consolidated results of operations. Accordingly, both our critical accounting estimates and our significant accounting policies are discussed in detail in our 2012 Form 10-K. There have been no material changes to these critical accounting estimates during the second quarter of 2013.

Disclosure of Iranian Activities under Section 13(r) of the Securities Exchange Act of 1934

        We are disclosing the following information pursuant to Section 13(r) of the U.S. Securities Exchange Act of 1934 (Exchange Act), which requires an issuer to disclose whether it or any of its affiliates knowingly engaged in certain activities, transactions or dealings relating to Iran or with natural persons or entities designated by the U.S. government under specified Executive Orders. The scope of activities that must be reported includes activities not prohibited by U.S. law and conducted outside the United States in compliance with applicable local law. Because we are indirectly wholly-owned by MUFG, a Japanese corporation, our disclosure includes activities, transactions or dealings conducted outside the United States by non-U.S. affiliates of MUFG which are not controlled by us. We have requested that MUFG provide us a detailed description of reportable activity under Section 13(r) and have received the following information:

        During the quarter ended June 30, 2013, a non-U.S. affiliate of MUFG engaged in business activities with entities in or affiliated with Iran, including counterparties owned or controlled by the Iranian government. These activities were consistent with rules and regulations applicable to MUFG's non-U.S. affiliate. Specifically, MUFG's non-U.S. banking subsidiary, BTMU, issued letters of credit and guarantees and provided remittance and other settlement services mainly in connection with customer transactions related to the purchase and exportation of Iranian crude oil to Japan, and in some cases, in connection with other petroleum-related transactions with Iran by its customers. These transactions did not involve U.S. dollars nor clearing services of U.S. banks for the settlement of payments, and were reviewed for compliance with applicable U.S. and non-U.S. laws and regulations. For the quarter ended June 30, 2013, the aggregate interest and fee income relating to these transactions was less than ¥25 million, representing less than 0.005 percent of MUFG's total interest and fee income. Some of these transactions were conducted through the use of non-U.S. dollar correspondent accounts and other similar settlement accounts maintained with BTMU outside the United States by Iranian financial institutions and other entities in or affiliated with Iran. In addition to such accounts, BTMU receives deposits in Japan from and provides settlement services in Japan to fewer than ten Iranian government-related entities and fewer than 100 Iranian government-related individuals such as Iranian diplomats, and maintains settlement accounts outside the United States for certain other financial

37

institutions specified in Executive Order 13382, which settlement accounts were frozen in accordance with applicable laws and regulations. For the quarter ended June 30, 2013, the average aggregate balance of deposits held in these accounts represented less than 0.005 percent of the average balance of MUFG's total deposits. The fee income from the transactions attributable to these account holders was less than ¥1 million, representing less than 0.001 percent of MUFG's total fee income. BTMU also holds loans that were arranged prior to changes in applicable laws and regulations to borrowers in or affiliated with Iran, including entities owned by the Iranian government, the outstanding balance of which was approximately ¥500 million, representing less than 0.001 percent of MUFG's total loans, as of June 30, 2013. For the quarter ended June 30, 2013, the aggregate gross interest and fee income relating to these loan transactions was less than ¥20 million, representing less than 0.005 percent of MUFG's total interest and fee income.

        We understand that BTMU will continue to limit its participation in these types of transactions mainly to arrange financing transactions relating to customer imports of Iranian crude oil into Japan, maintain accounts in Japan of Iranian entities and individuals, and obtain interest and fee income and repayment of principal in connection with existing loans to borrowers in or affiliated with Iran, in each case to the extent permitted by applicable laws and regulations.

        As of the date of this report, to our knowledge, there are no other activities, transactions or dealings by us during the quarter ended June 30, 2013 that require disclosure in this Form 10-Q under Section 13(r) of the Exchange Act. For affiliates that we do not control and that are or may be our affiliates solely due to their possible common control by our parent MUFG, we have relied upon MUFG for information regarding their activities, transactions and dealings.

Item 3.   Quantitative and Qualitative Disclosures About Market Risk

        A discussion of our market risk exposure is incorporated by reference to Part I, Item 2 of this Form 10-Q under the caption "Quantitative and Qualitative Disclosures About Market Risk" and to Part II, Item 1A of this Form 10-Q under the caption "Risk Factors."

Item 4.   Controls and Procedures

        Disclosure Controls and Procedures.    Our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer) have concluded that the design and operation of our disclosure controls and procedures are effective as of June 30, 2013. This conclusion is based on an evaluation conducted under the supervision, and with the participation, of management. Disclosure controls and procedures are those controls and procedures that are designed to ensure that information required to be disclosed in this filing is recorded, processed, summarized and reported in a timely manner and in accordance with the SEC's rules and regulations and to ensure that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

        Internal Control Over Financial Reporting.    During the second quarter of 2013, there were no changes in our internal control over financial reporting that materially affected, or were reasonably likely to materially affect, our internal control over financial reporting.

38

PART I. FINANCIAL INFORMATION

Item 1.   Financial Statements

UnionBanCal Corporation and Subsidiaries
Consolidated Statements of Income
(Unaudited)

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012
Interest Income
Loans	$	649		$	608		$	1,278		$	1,202
Securities		118			134			236			276
Interest income—other		2			—			5			2
Total interest income		769			742			1,519			1,480
Interest Expense
Deposits		67			57			132			115
Long-term debt		35			36			71			72
Commercial paper and other short-term borrowings		1			3			2			6
Total interest expense		103			96			205			193
Net Interest Income		666			646			1,314			1,287
(Reversal of) provision for loan losses		(3	)		(14	)		(6	)		(15	)
Net interest income after (reversal of) provision for loan losses		669			660			1,320			1,302
Noninterest Income
Service charges on deposit accounts		52			52			105			107
Trust and investment management fees		38			27			73			57
Trading account activities		24			25			32			56
Securities gains, net		27			28			123			47
Credit facility fees		26			26			52			51
Merchant banking fees		23			19			39			42
Brokerage commissions and fees		12			11			24			21
Card processing fees, net		9			8			18			16
Other, net		(6	)		(8	)		(6	)		5
Total noninterest income		205			188			460			402
Noninterest Expense
Salaries and employee benefits		413			351			834			715
Net occupancy and equipment		84			64			159			132
Professional and outside services		62			47			120			93
Intangible asset amortization		17			21			33			42
Regulatory assessments		20			16			40			34
(Reversal of) provision for losses on off-balance sheet commitments		(2	)		(1	)		13			(3	)
Other		108			101			216			200
Total noninterest expense		702			599			1,415			1,213
Income before income taxes and including noncontrolling interests		172			249			365			491
Income tax expense		34			67			84			118
Net Income Including Noncontrolling Interests		138			182			281			373
Deduct: Net loss from noncontrolling interests		3			5			7			9
Net Income Attributable to UnionBanCal Corporation (UNBC)	$	141		$	187		$	288		$	382

See accompanying notes to consolidated financial statements.

39

UnionBanCal Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
(Unaudited)

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012
Net Income Attributable to UNBC	$	141		$	187		$	288		$	382
Other Comprehensive Income (Loss), Net of Tax:
Net change in unrealized gains (losses) on cash flow hedges		(3	)		15			(3	)		20
Net change in unrealized gains (losses) on investment securities		(330	)		47			(394	)		86
Foreign currency translation adjustment		(2	)		(1	)		(3	)		—
Net change in gains (losses) on pension and other postretirement benefits		17			14			35			30
Total other comprehensive income (loss)		(318	)		75			(365	)		136
Comprehensive Income (Loss) Attributable to UNBC		(177	)		262			(77	)		518
Comprehensive loss from noncontrolling interests		(3	)		(5	)		(7	)		(9	)
Total Comprehensive Income (Loss)	$	(180	)	$	257		$	(84	)	$	509

See accompanying notes to consolidated financial statements.

40

UnionBanCal Corporation and Subsidiaries
Consolidated Balance Sheets
(Unaudited)

(Dollars in millions except for per share amount)	June 30, 2013			December 31, 2012
Assets
Cash and due from banks	$	1,405		$	1,845
Interest bearing deposits in banks		1,899			3,477
Federal funds sold and securities purchased under resale agreements		50			169
Total cash and cash equivalents		3,354			5,491
Trading account assets (includes $4 at June 30, 2013 and $1 at December 31, 2012 of assets pledged as collateral)		844			1,208
Securities available for sale		23,510			21,352
Securities held to maturity (Fair value: June 30, 2013, $891; December 31, 2012, $1,135)		905			1,103
Loans held for investment		65,843			60,034
Allowance for loan losses		(625	)		(653	)
Loans held for investment, net		65,218			59,381
Premises and equipment, net		699			710
Intangible assets		322			376
Goodwill		3,186			2,942
FDIC indemnification asset		233			338
Other assets		3,990			4,091
Total assets	$	102,261		$	96,992
Liabilities
Deposits:
Noninterest bearing	$	25,655		$	25,478
Interest bearing		51,655			48,777
Total deposits		77,310			74,255
Commercial paper and other short-term borrowings		3,792			1,363
Long-term debt		6,058			5,622
Trading account liabilities		566			895
Other liabilities		1,866			2,102
Total liabilities		89,592			84,237
Commitments, contingencies and guarantees—See Note 12
Equity
UNBC stockholder's equity:
Preferred stock:
Authorized 5,000,000 shares; no shares issued or outstanding		—			—
Common stock, par value $1 per share:
Authorized 300,000,000 shares, 136,330,830 shares issued and outstanding as of June 30, 2013 and December 31, 2012		136			136
Additional paid-in capital		5,979			5,994
Retained earnings		7,163			6,875
Accumulated other comprehensive loss		(879	)		(514	)
Total UNBC stockholder's equity		12,399			12,491
Noncontrolling interests		270			264
Total equity		12,669			12,755
Total liabilities and equity	$	102,261		$	96,992

See accompanying notes to consolidated financial statements.

41

UnionBanCal Corporation and Subsidiaries
Consolidated Statements of Changes in Stockholder's Equity
(Unaudited)

	UNBC Stockholder's Equity
(in millions, except shares)	Common stock		Additional paid-in capital			Retained earnings		Accumulated other comprehensive income (loss)			Noncontrolling interests			Total equity
BALANCE DECEMBER 31, 2011	$	136	$	5,989		$	6,246	$	(809	)	$	268		$	11,830
Net income (loss)							382					(9	)		373
Other comprehensive income (loss), net of tax									136						136
Compensation—restricted stock units				(4	)										(4	)
Other												(6	)		(6	)
Net change		—		(4	)		382		136			(15	)		499
BALANCE JUNE 30, 2012	$	136	$	5,985		$	6,628	$	(673	)	$	253		$	12,329
BALANCE DECEMBER 31, 2012	$	136	$	5,994		$	6,875	$	(514	)	$	264		$	12,755
Net income (loss)							288					(7	)		281
Other comprehensive income (loss), net of tax									(365	)					(365	)
Compensation—restricted stock units				(15	)										(15	)
Other												13			13
Net change		—		(15	)		288		(365	)		6			(86	)
BALANCE JUNE 30, 2013	$	136	$	5,979		$	7,163	$	(879	)	$	270		$	12,669

See accompanying notes to consolidated financial statements.

42

UnionBanCal Corporation and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)

	For the Six Months Ended June 30,
(Dollars in millions)	2013			2012
Cash Flows from Operating Activities:
Net income including noncontrolling interests	$	281		$	373
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
(Reversal of) provision for loan losses		(6	)		(15	)
(Reversal of) provision for losses on off-balance sheet commitments		13			(3	)
Depreciation, amortization and accretion, net		229			234
Stock-based compensation—restricted stock units		10			(4	)
Deferred income taxes		(28	)		(15	)
Net gains on sales of securities		(123	)		(47	)
Net decrease (increase) in trading account assets		364			(102	)
Net decrease (increase) in other assets		(238	)		82
Net increase (decrease) in trading account liabilities		(329	)		(63	)
Net increase (decrease) in other liabilities		64			(430	)
Loans originated for sale		(52	)		(6	)
Net proceeds from sale of loans originated for sale		76			6
Other, net		26			(52	)
Total adjustments		6			(415	)
Net cash provided by (used in) operating activities		287			(42	)
Cash Flows from Investing Activities:
Proceeds from sales of securities available for sale		5,585			4,124
Proceeds from paydowns and maturities of securities available for sale		2,015			3,125
Purchases of securities available for sale		(9,996	)		(4,830	)
Proceeds from paydowns and maturities of securities held to maturity		212			78
Purchases of premises and equipment		(53	)		(41	)
Proceeds from sales of loans		199			189
Net decrease (increase) in loans		(2,640	)		(2,043	)
Proceeds from FDIC loss share agreements		7			36
Net cash paid for acquisitions		(3,688	)		—
Other, net		13			(10	)
Net cash provided by (used in) investing activities		(8,346	)		628
Cash Flows from Financing Activities:
Net increase (decrease) in deposits		3,055			(977	)
Net increase (decrease) in commercial paper and other short-term borrowings		2,429			(648	)
Proceeds from issuance of subordinated debt due to BTMU		750			—
Proceeds from issuance of long-term debt		—			895
Repayment of long-term debt		(300	)		(1,125	)
Other, net		(25	)		1
Change in noncontrolling interests		13			(6	)
Net cash provided by (used in) financing activities		5,922			(1,860	)
Net change in cash and cash equivalents		(2,137	)		(1,274	)
Cash and cash equivalents at beginning of period		5,491			4,195
Cash and cash equivalents at end of period	$	3,354		$	2,921
Cash Paid During the Period For:
Interest	$	204		$	205
Income taxes, net		21			175
Supplemental Schedule of Noncash Investing and Financing Activities:
Net transfer of loans held for investment to loans held for sale		214			143
Transfer of loans held for investment to other real estate owned assets (OREO)		17			52
Securities available for sale transferred to securities held to maturity		—			155

See accompanying notes to consolidated financial statements.

43

Note 1—Summary of Significant Accounting Policies and Nature of Operations

        The unaudited consolidated financial statements of UnionBanCal Corporation, its subsidiaries, and its consolidated variable interest entities (the Company) have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial reporting and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Rules and Regulations of the Securities and Exchange Commission (SEC). However, they do not include all of the disclosures necessary for annual financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation have been included. The results of operations for the second quarter of 2013 are not necessarily indicative of the operating results anticipated for the full year. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in UnionBanCal Corporation's Annual Report on Form 10-K for the year ended December 31, 2012 (2012 Form 10-K).

        The preparation of financial statements in conformity with U.S. GAAP also requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Although such estimates contemplate current conditions and management's expectations of how they may change in the future, it is reasonably possible that actual results could differ significantly from those estimates. This could materially affect the Company's results of operations and financial condition in the near term. Significant estimates made by management in the preparation of the Company's financial statements include, but are not limited to, the evaluation of other-than-temporary impairment on investment securities (Note 3), allowance for credit losses (Note 4), purchased credit-impaired loans (Note 4), annual goodwill impairment analysis, pension accounting (Note 6), fair value of financial instruments (Note 9), and income taxes.

        UnionBanCal Corporation is a financial holding company and bank holding company whose principal subsidiary is Union Bank, N.A. (the Bank). The Company provides a wide range of financial services to consumers, small businesses, middle-market companies and major corporations, primarily in California, Oregon, Washington, Texas, New York, and Illinois, as well as nationally and internationally.

        Beginning in 2013, fees associated with certain unused commitment balances are classified within credit facility fees in noninterest income. Such fees were previously recorded in loan interest income and totaled $13 million for the three months ended June 30, 2012 and $25 million for the six months ended June 30, 2012. The Company has corrected the prior period presentation to conform to the presentation adopted at the beginning of 2013.

Recently Issued Accounting Pronouncements That Are Not Yet Effective

Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation Is Fixed at the Reporting Date

        In February 2013, the FASB issued ASU 2013-04, Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation Is Fixed at the Reporting Date, which provides guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements for which the total amount of the obligation is fixed at the reporting date. Examples of obligations within the scope of this guidance include debt arrangements, other contractual obligations, and settled litigation and judicial rulings. This guidance is effective for interim and annual periods beginning on January 1, 2014 and must be retroactively applied to prior periods presented. Early adoption is permitted. Management is currently assessing the impact of this guidance on the Company's financial position or results of operations.

44

Note 1—Summary of Significant Accounting Policies and Nature of Operations (Continued)

Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity

        In March 2013, the FASB issued ASU 2013-05, Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity, which provides guidance on releasing cumulative translation adjustments out of accumulated comprehensive income when a parent deconsolidates or derecognizes a subsidiary or group of assets that is a not for profit activity or a business within a foreign entity or deconsolidates or derecognizes investments in a foreign entity. This guidance is effective prospectively for interim and annual periods beginning on January 1, 2014. Early adoption is permitted. Management does not expect the adoption of this guidance to significantly impact the Company's financial position or results of operations.

Investment Companies—Amendments to the Scope, Measurement, and Disclosure Requirements

        In June 2013, the FASB issued ASU 2013-08, Financial Services—Investment Companies (Topic 946)—Amendments to the Scope, Measurement, and Disclosure Requirements, which changes the criteria for determining whether an entity meets the definition of an investment company, requires investment companies to measure noncontrolling ownership interests in other investment companies at fair value (rather than using the equity method of accounting), and requires additional disclosures for investment companies. This guidance is effective for interim and annual periods beginning on January 1, 2014. The revised investment company accounting must be applied to all entities that meet the new investment company definition on the effective date, with a cumulative effect adjustment to beginning retained earnings. Management is currently assessing the impact of this guidance on the Company's financial position and results of operations.

Inclusion of the Fed Funds Effective Swap Rate as a Benchmark Interest Rate for Hedge Accounting Purposes

        In July 2013, the FASB issued ASU 2013-10, Inclusion of the Fed Funds Effective Swap Rate (or Overnight Index Swap Rate) as a Benchmark Interest Rate for Hedge Accounting Purposes, which will now permit the Fed Funds Effective Swap Rate (or Overnight Index Swap Rate) to be used as a U.S. benchmark interest rate for hedge accounting purposes. The guidance also removes the existing restriction on using different benchmark rates for similar hedge accounting relationships. This guidance is effective prospectively for qualifying new or redesignated hedging relationships entered into on or after July 17, 2013. Management does not expect the adoption of this guidance to significantly impact the Company's financial position or results of operations.

Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists

        In July 2013, the FASB issued ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists, which specifies that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. However, to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented as a liability and should not be combined with deferred tax assets. This guidance is applied prospectively beginning on January 1, 2014 to all unrecognized tax benefits

45

Note 1—Summary of Significant Accounting Policies and Nature of Operations (Continued)

that exist on that date, with retrospective application permitted. Early adoption is also permitted. Management does not expect the adoption of this guidance to significantly impact the Company's financial position or results of operations.

Note 2—Business Combinations

        On December 1, 2012, the Company completed its acquisition of Pacific Capital Bancorp (PCBC), a bank holding company headquartered in Santa Barbara, California, for $1.5 billion in cash.

        The assets acquired and liabilities assumed from PCBC were recorded at their estimated fair values on the acquisition date. These fair value estimates are considered provisional, as additional analysis will be performed on certain assets and liabilities in which fair values were primarily determined through the use of inputs that were not observable from market-based information. During the first six months of 2013, management reviewed and, where necessary, adjusted the acquisition date fair values for circumstances that existed as of the acquisition date. Management may further adjust the provisional fair values for a period of up to one year from the date of acquisition. The assets and liabilities that continue to be provisional include loans, intangible assets, OREO, and the residual effects the adjustments would have on goodwill.

        The following table presents the net assets acquired from PCBC and the estimated purchase accounting adjustments as of the acquisition date. During the first six months of 2013, measurement period adjustments were applied to the acquisition date fair values, which increased goodwill by $17 million.

(Dollars in millions)	December 1, 2012
Purchase price	$	1,516
Net assets acquired		859
Purchase accounting adjustments:
Securities available for sale		8
Loans held for investment		141
Intangible assets		18
Other assets		128
Deposits		(12	)
Other short-term borrowings		(36	)
Long-term debt		(14	)
Other liabilities		11
Total purchase accounting adjustments		244
Fair value of net assets acquired		1,103
Goodwill	$	413

        For further information related to the PCBC acquisition, see Note 2 to the consolidated financial statements in the Company's 2012 Form 10-K. For further information related to goodwill, see Note 5 to the consolidated financial statements in the Company's 2012 Form 10-K.

Acquisition of PB Capital

        During the second quarter of 2013, the Company acquired PB Capital Corporation's (PB Capital) institutional commercial real estate (CRE) lending division for $3.7 billion in cash. The acquisition will expand the Company's CRE presence in the U.S., and provide geographic and asset class diversification. Excluding the effects of purchase accounting adjustments, the Company acquired approximately $3.5 billion in loans. The

46

Note 2—Business Combinations (Continued)

assets acquired were recorded at acquisition date fair values of $3.4 billion, resulting in goodwill as of the acquisition date of $227 million, which was allocated to the Company's Corporate Banking reportable business segment. These fair value estimates are considered provisional and are subject to change for up to one year after the closing date of the acquisition as additional information relative to closing date fair values becomes available.

Note 3—Securities

Securities Available for Sale

        At June 30, 2013 and December 31, 2012, the amortized cost, gross unrealized gains, gross unrealized losses, and fair values of securities are presented below.

	June 30, 2013
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. government sponsored agencies	$	362	$	2	$	—	$	364
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies		14,930		57		314		14,673
Privately issued		330		4		6		328
Commercial mortgage-backed securities		3,904		24		178		3,750
Collateralized loan obligations (CLOs)		2,414		33		2		2,445
Asset-backed and other		79		1		—		80
Asset Liability Management securities		22,019		121		500		21,640
Other debt securities:
Direct bank purchase bonds		1,708		33		38		1,703
Other		155		3		6		152
Equity securities		15		—		—		15
Total securities available for sale	$	23,897	$	157	$	544	$	23,510

47

Note 3—Securities (Continued)

	December 31, 2012
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. government-sponsored agencies	$	866	$	19	$	—	$	885
Residential mortgage-backed securities:
U.S. government agency and government-sponsored agencies		13,104		232		3		13,333
Privately issued		445		8		10		443
Commercial mortgage-backed securities		2,863		114		6		2,971
CLOs		1,996		7		44		1,959
Asset-backed and other		145		1		—		146
Asset Liability Management securities		19,419		381		63		19,737
Other debt securities:
Direct bank purchase bonds		1,482		27		71		1,438
Other		156		6		4		158
Equity securities		19		—		—		19
Total securities available for sale	$	21,076	$	414	$	138	$	21,352

        The Company's securities available for sale with a continuous unrealized loss position at June 30, 2013 and December 31, 2012 are shown below, identified for periods less than 12 months and 12 months or more.

	June 30, 2013
	Less than 12 months				12 months or more				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies	$	11,885	$	314	$	1	$	—	$	11,886	$	314
Privately issued		88		2		68		4		156		6
Commercial mortgage-backed securities		2,851		178		—		—		2,851		178
CLOs		233		1		27		1		260		2
Asset-backed and other		5		—		1		—		6		—
Asset Liability Management securities		15,062		495		97		5		15,159		500
Other debt securities:
Direct bank purchase bonds		1,131		38		—		—		1,131		38
Other		55		1		37		5		92		6
Total securities available for sale	$	16,248	$	534	$	134	$	10	$	16,382	$	544

48

Note 3—Securities (Continued)

	December 31, 2012
	Less than 12 months				12 months or more				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies	$	1,152	$	3	$	13	$	—	$	1,165	$	3
Privately issued		32		—		137		10		169		10
Commercial mortgage-backed securities		675		6		—		—		675		6
CLOs		168		1		980		43		1,148		44
Asset-backed and other		32		—		3		—		35		—
Asset Liability Management securities		2,059		10		1,133		53		3,192		63
Other debt securities:
Direct bank purchase bonds		1,019		71		—		—		1,019		71
Other		34		3		13		1		47		4
Total securities available for sale	$	3,112	$	84	$	1,146	$	54	$	4,258	$	138

        At June 30, 2013, the Company did not have the intent to sell any securities in an unrealized loss position before a recovery of the amortized cost, which may be at maturity. The Company also believes that it is more likely than not that it will not have to sell the securities prior to recovery of amortized cost.

        Agency residential mortgage-backed securities consist of securities guaranteed by a U.S. government corporation or a government-sponsored enterprise (GSE) such as Fannie Mae, Freddie Mac, and Ginnie Mae. These securities are collateralized by residential mortgage loans and may be prepaid at par prior to maturity. The unrealized losses on agency residential mortgage-backed securities resulted from changes in interest rates and not credit quality. At June 30, 2013, the Company expects to recover the entire amortized cost basis of these securities because the Company determined that the strength of the issuers' guarantees through direct obligations or support from the U.S. government is sufficient to protect the Company from losses.

        Commercial mortgage-backed securities are collateralized by commercial mortgage loans and are generally subject to prepayment penalties. The unrealized losses on commercial mortgage-backed securities resulted from higher market yields since purchase. The Company estimated loss projections for each security by assessing the loans collateralizing each security. The Company estimates the portion of loss attributable to credit based on the expected cash flows of the underlying collateral using estimates of current key assumptions, such as default rates, loss severity and prepayment rates. Based on the analysis performed as of June 30, 2013, the Company expects to recover the entire amortized cost basis of these securities.

        Other debt securities primarily consist of direct bank purchase bonds, which are not rated by external credit rating agencies. The unrealized losses on these bonds resulted from a higher return on capital expected by the secondary market compared with the return on capital required at the time of origination when the bonds were purchased. The Company estimated loss projections for each security by assessing the underlying collateral of each security. The Company estimates the portion of loss attributable to credit based on the expected cash flows of the underlying collateral using estimates of current key assumptions, such as probability of default and loss severity. Cash flow analysis of the underlying collateral provides an estimate of other-than-temporary impairment, which is performed quarterly when the fair value of a security is lower than its amortized cost and potential impairment is identified. Based on the analysis performed as of June 30, 2013, the Company expects to recover the entire amortized cost basis of these securities.

49

Note 3—Securities (Continued)

        The fair value of debt securities available for sale by contractual maturity are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to prepay obligations with or without prepayment penalties.

	June 30, 2013
(Dollars in millions)	One Year or Less		Over One Year Through Five Years		Over Five Years Through Ten Years		Over Ten Years		Total Fair Value
U.S. government sponsored agencies	$	364	$	—	$	—	$	—	$	364
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies		5		87		819		13,762		14,673
Privately issued		—		—		6		322		328
Commercial mortgage-backed securities		—		—		921		2,829		3,750
CLOs		—		404		647		1,394		2,445
Asset-backed and other		—		71		9		—		80
Asset Liability Management securities		369		562		2,402		18,307		21,640
Other debt securities
Direct bank purchase bonds		90		235		974		404		1,703
Other		—		32		21		99		152
Total debt securities available for sale	$	459	$	829	$	3,397	$	18,810	$	23,495

        The proceeds from sales of securities available for sale and gross realized gains and losses are shown below. The specific identification method is used to calculate realized gains and losses on sales.

	For the Three Months Ended June 30,				For the Six Months Ended June 30,
(Dollars in millions)	2013		2012		2013		2012
Proceeds from sales	$	487	$	2,873	$	5,585	$	4,124
Gross realized gains		27		30		126		49
Gross realized losses		—		1		—		1

50

Note 3—Securities (Continued)

Securities Held to Maturity

        The securities held to maturity consist of CLOs and U.S. government and government sponsored agencies residential mortgage-backed securities. Management has asserted the positive intent and ability to hold these securities to maturity. At June 30, 2013 and December 31, 2012, the amortized cost, gross unrealized gains and losses recognized in other comprehensive income (OCI), carrying amount, gross unrealized gains and losses not recognized in OCI, and fair values of securities held to maturity are presented below.

	June 30, 2013
			Recognized in OCI						Not Recognized in OCI
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Carrying Amount		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
CLOs	$	16	$	—	$	2	$	14	$	3	$	—	$	17
U.S. government agency and government sponsored agencies—residential mortgage backed securities		888		3		—		891		—		17		874
Total securities held to maturity	$	904	$	3	$	2	$	905	$	3	$	17	$	891

	December 31, 2012
			Recognized in OCI						Not Recognized in OCI
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Carrying Amount		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
CLOs	$	118	$	—	$	17	$	101	$	20	$	—	$	121
U.S. government agency and government sponsored agencies—residential mortgage backed securities		997		5		—		1,002		12		—		1,014
Total securities held to maturity	$	1,115	$	5	$	17	$	1,103	$	32	$	—	$	1,135

        For securities held to maturity, the amount recognized in OCI primarily reflects the unrealized gain or loss at date of transfer to the held to maturity classification, net of amortization. Amortized cost is defined as the original purchase cost, adjusted for any accretion or amortization of a purchase discount or premium, less principal payments and any impairment previously recognized in earnings.

51

Note 3—Securities (Continued)

        The Company's securities held to maturity with a continuous unrealized loss position at June 30, 2013 and December 31, 2012 are shown below, separately for periods less than 12 months and 12 months or more.

	June 30, 2013
	Less than 12 months						12 months or more						Total
			Unrealized Losses						Unrealized Losses						Unrealized Losses
(Dollars in millions)	Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI
CLOs	$	—	$	—	$	—	$	17	$	2	$	—	$	17	$	2	$	—
U.S. government agency and government sponsored agencies—residential mortgage backed securities		874		—		17		—		—		—		874		—		17
Total securities held to maturity	$	874	$	—	$	17	$	17	$	2	$	—	$	891	$	2	$	17

	December 31, 2012
	Less than 12 months						12 months or more						Total
			Unrealized Losses						Unrealized Losses						Unrealized Losses
(Dollars in millions)	Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI
CLOs	$	—	$	—	$	—	$	121	$	17	$	—	$	121	$	17	$	—

        The carrying amount and fair value of securities held to maturity by contractual maturity are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to prepay obligations with or without prepayment penalties.

	June 30, 2013
	Over One Year Through Five Years				Over Ten Years				Total
(Dollars in millions)	Carrying Amount		Fair Value		Carrying Amount		Fair Value		Carrying Amount		Fair Value
CLOs	$	14	$	17	$	—	$	—	$	14	$	17
U.S. government agency and government sponsored agencies—residential mortgage backed securities		—		—		891		874		891		874
Total securities held to maturity	$	14	$	17	$	891	$	874	$	905	$	891

Securities Pledged as Collateral

        Transactions involving purchases of securities under agreements to resell (reverse repurchase agreements or reverse repos) or sales of securities under agreements to repurchase (repurchase agreements or repos) are accounted for as collateralized financings except where the Company does not have an agreement to sell (or purchase) the same or substantially the same securities before maturity at a fixed or determinable price. The Company's policy is to obtain possession of collateral with a market value equal to or in excess of the principal

52

Note 3—Securities (Continued)

amount loaned under resale agreements. Collateral is valued daily, and the Company may require counterparties to deposit additional collateral or return collateral pledged, when appropriate.

        The Company separately identifies in the consolidated balance sheets, securities pledged as collateral in secured borrowings and other arrangements when the secured party can sell or repledge the securities. If the secured party cannot resell or repledge the securities that have been placed as collateral, those securities are not separately identified. At June 30, 2013, the Company had $7.0 billion of securities available for sale pledged as collateral where the secured party cannot resell or repledge such securities. These available for sale securities have been pledged to secure borrowings ($0.7 billion), to support unrealized losses on derivative transactions reported in trading liabilities ($0.3 billion) and to secure public and trust deposits ($6.0 billion).

        At June 30, 2013 and December 31, 2012, the Company accepted securities as collateral that it is permitted by contract to sell or repledge of $15 million (none of which has been repledged) and $19 million (none of which has been repledged), respectively. These securities were received as collateral for secured lending.

Note 4—Loans and Allowance for Loan Losses

        The following table provides the outstanding balances of loans at June 30, 2013 and December 31, 2012:

(Dollars in millions)	June 30, 2013			December 31, 2012
Loans held for investment:
Commercial and industrial	$	22,266		$	20,827
Commercial mortgage		13,008			9,939
Construction		808			627
Lease financing		984			1,104
Total commercial portfolio		37,066			32,497
Residential mortgage		23,835			22,705
Home equity and other consumer loans		3,456			3,647
Total consumer portfolio		27,291			26,352
Total loans held for investment, before purchased credit-impaired loans		64,357			58,849
Purchased credit-impaired loans(1)		1,486			1,185
Total loans held for investment(2)		65,843			60,034
Allowance for loan losses		(625	)		(653	)
Loans held for investment, net	$	65,218		$	59,381

(1)

Includes $348 million and $421 million as of June 30, 2013 and December 31, 2012, respectively, of loans for which the Company will be reimbursed a substantial portion of any future losses under the terms of the FDIC loss share agreements. Of these FDIC covered loans, $21 million and $24 million as of June 30, 2013 and December 31, 2012, respectively, were not accounted for under accounting guidance for loans acquired with deteriorated credit quality.

(2)

Includes $54 million and $5 million at June 30, 2013 and December 31, 2012, respectively, for net unamortized discounts and premiums and deferred fees and costs.

53

Note 4—Loans and Allowance for Loan Losses (Continued)

Allowance for Loan Losses

        The following tables provide a reconciliation of changes in the allowance for loan losses by portfolio segment:

	For the Three Months Ended June 30, 2013
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated		Total
Allowance for loan losses, beginning of period	$	486		$	113		$	1		$	38	$	638
(Reversal of) provision for loan losses		(3	)		—			—			—		(3	)
Decrease in allowance covered by FDIC indemnification		—			—			(2	)		—		(2	)
Loans charged off		(12	)		(8	)		—			—		(20	)
Recoveries of loans previously charged off		9			1			2			—		12
Allowance for loan losses, end of period	$	480		$	106		$	1		$	38	$	625

	For the Three Months Ended June 30, 2012
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated		Total
Allowance for loan losses, beginning of period	$	439		$	128		$	10		$	127	$	704
(Reversal of) provision for loan losses		(38	)		14			—			11		(13	)
(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification		—			—			(1	)		—		(1	)
Decrease in allowance covered by FDIC indemnification		—			—			(3	)		—		(3	)
Loans charged off		(26	)		(16	)		(2	)		—		(44	)
Recoveries of loans previously charged off		13			—			—			—		13
Allowance for loan losses, end of period	$	388		$	126		$	4		$	138	$	656

	For the Six Months Ended June 30, 2013
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated			Total
Allowance for loan losses, beginning of period	$	418		$	124		$	1		$	110		$	653
(Reversal of) provision for loan losses		65			1			—			(72	)		(6	)
Loans charged off		(15	)		(21	)		(3	)		—			(39	)
Recoveries of loans previously charged off		12			2			3			—			17
Allowance for loan losses, end of period	$	480		$	106		$	1		$	38		$	625

54

Note 4—Loans and Allowance for Loan Losses (Continued)

	For the Six Months Ended June 30, 2012
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated		Total
Allowance for loan losses, beginning of period	$	474		$	138		$	17		$	135	$	764
(Reversal of) provision for loan losses		(41	)		26			—			3		(12	)
(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification		—			—			(3	)		—		(3	)
Decrease in allowance covered by FDIC indemnification		—			—			(9	)		—		(9	)
Loans charged off		(66	)		(39	)		(2	)		—		(107	)
Recoveries of loans previously charged off		21			1			1			—		23
Allowance for loan losses, end of period	$	388		$	126		$	4		$	138	$	656

        The following tables show the allowance for loan losses and related loan balances by portfolio segment as of June 30, 2013 and December 31, 2012:

	June 30, 2013
(Dollars in millions)	Commercial		Consumer		Purchased Credit- Impaired		Unallocated		Total
Allowance for loan losses:
Individually evaluated for impairment	$	33	$	14	$	—	$	—	$	47
Collectively evaluated for impairment		447		92		—		38		577
Purchased credit-impaired loans		—		—		1		—		1
Total allowance for loan losses	$	480	$	106	$	1	$	38	$	625
Loans held for investment:
Individually evaluated for impairment	$	325	$	319	$	4	$	—	$	648
Collectively evaluated for impairment		36,741		26,972		—		—		63,713
Purchased credit-impaired loans		—		—		1,482		—		1,482
Total loans held for investment	$	37,066	$	27,291	$	1,486	$	—	$	65,843

	December 31, 2012
(Dollars in millions)	Commercial		Consumer		Purchased Credit- Impaired		Unallocated		Total
Allowance for loan losses:
Individually evaluated for impairment	$	24	$	18	$	—	$	—	$	42
Collectively evaluated for impairment		394		106		—		110		610
Purchased credit-impaired loans		—		—		1		—		1
Total allowance for loan losses	$	418	$	124	$	1	$	110	$	653
Loans held for investment:
Individually evaluated for impairment	$	330	$	292	$	5	$	—	$	627
Collectively evaluated for impairment		32,167		26,060		—		—		58,227
Purchased credit-impaired loans		—		—		1,180		—		1,180
Total loans held for investment	$	32,497	$	26,352	$	1,185	$	—	$	60,034

55

Note 4—Loans and Allowance for Loan Losses (Continued)

Nonaccrual and Past Due Loans

        The following table presents nonaccrual loans as of June 30, 2013 and December 31, 2012:

(Dollars in millions)	June 30, 2013		December 31, 2012
Commercial and industrial	$	69	$	48
Commercial mortgage		62		65
Total commercial portfolio		131		113
Residential mortgage		315		306
Home equity and other consumer loans		50		56
Total consumer portfolio		365		362
Total nonaccrual loans, before purchased credit-impaired loans		496		475
Purchased credit-impaired loans		24		30
Total nonaccrual loans	$	520	$	505
Troubled debt restructured loans that continue to accrue interest	$	366	$	401
Troubled debt restructured nonaccrual loans (included in the total nonaccrual loans above)	$	245	$	209

        The following table shows an aging of the balance of loans held for investment, excluding purchased credit-impaired loans, by class as of June 30, 2013 and December 31, 2012:

	June 30, 2013
	Aging Analysis of Loans
(Dollars in millions)	Current		30 to 89 Days Past Due		90 Days or More Past Due		Total Past Due		Total
Commercial and industrial	$	23,169	$	66	$	15	$	81	$	23,250
Commercial mortgage		12,851		136		21		157		13,008
Construction		808		—		—		—		808
Total commercial portfolio		36,828		202		36		238		37,066
Residential mortgage		23,548		152		135		287		23,835
Home equity and other consumer loans		3,416		24		16		40		3,456
Total consumer portfolio		26,964		176		151		327		27,291
Total loans held for investment, excluding purchased credit-impaired loans	$	63,792	$	378	$	187	$	565	$	64,357

56

Note 4—Loans and Allowance for Loan Losses (Continued)

	December 31, 2012
	Aging Analysis of Loans
(Dollars in millions)	Current		30 to 89 Days Past Due		90 Days or More Past Due		Total Past Due		Total
Commercial and industrial	$	21,861	$	68	$	2	$	70	$	21,931
Commercial mortgage		9,869		57		13		70		9,939
Construction		622		5		—		5		627
Total commercial portfolio		32,352		130		15		145		32,497
Residential mortgage		22,351		181		173		354		22,705
Home equity and other consumer loans		3,584		44		19		63		3,647
Total consumer portfolio		25,935		225		192		417		26,352
Total loans held for investment, excluding purchased credit-impaired loans	$	58,287	$	355	$	207	$	562	$	58,849

        Loans 90 days or more past due and still accruing totaled $7 million and $1 million at June 30, 2013 and December 31, 2012, respectively. Purchased credit-impaired loans that were 90 days or more past due and still accruing totaled $210 million and $124 million at June 30, 2013 and December 31, 2012, respectively.

Credit Quality Indicators

        Management analyzes the Company's loan portfolios by applying specific monitoring policies and procedures that vary according to the relative risk profile and other characteristics within the various loan portfolios. For further information related to the credit quality indicators the Company uses to monitor the portfolio, see Note 4 to the consolidated financial statements in the Company's 2012 Form 10-K.

57

Note 4—Loans and Allowance for Loan Losses (Continued)

        The following tables summarize the loans in the commercial portfolio segment and commercial loans within the purchased credit-impaired loans segment monitored for credit quality based on internal ratings, excluding $302 million and $365 million covered by Federal Deposit Insurance Corporation (FDIC) loss share agreements, at June 30, 2013 and December 31, 2012, respectively. The amounts presented reflect unpaid principal balances less charge-offs. The amounts presented for purchased credit-impaired loans also reflect purchase price adjustments as of the acquisition date.

	June 30, 2013
(Dollars in millions)	Pass		Special Mention		Classified		Total
Commercial and industrial	$	22,248	$	535	$	356	$	23,139
Construction		792		16		—		808
Commercial mortgage		12,366		243		212		12,821
Total commercial portfolio		35,406		794		568		36,768
Purchased credit-impaired loans		74		351		442		867
Total	$	35,480	$	1,145	$	1,010	$	37,635

	December 31, 2012
(Dollars in millions)	Pass		Special Mention		Classified		Total
Commercial and industrial	$	20,961	$	438	$	380	$	21,779
Construction		610		17		—		627
Commercial mortgage		9,298		194		248		9,740
Total commercial portfolio		30,869		649		628		32,146
Purchased credit-impaired loans		21		153		301		475
Total	$	30,890	$	802	$	929	$	32,621

        The Company monitors the credit quality of its consumer portfolio segment and consumer loans within the purchased credit-impaired loans segment based primarily on payment status. The following tables summarize the loans in the consumer portfolio segment and purchased credit-impaired loans segment, which excludes $46 million and $57 million of loans covered by FDIC loss share agreements, at June 30, 2013 and December 31, 2012, respectively:

	June 30, 2013
(Dollars in millions)	Accrual		Nonaccrual		Total
Residential mortgage	$	23,520	$	315	$	23,835
Home equity and other consumer loans		3,406		50		3,456
Total consumer portfolio		26,926		365		27,291
Purchased credit-impaired loans		270		1		271
Total	$	27,196	$	366	$	27,562

58

Note 4—Loans and Allowance for Loan Losses (Continued)

	December 31, 2012
(Dollars in millions)	Accrual		Nonaccrual		Total
Residential mortgage	$	22,399	$	306	$	22,705
Home equity and other consumer loans		3,591		56		3,647
Total consumer portfolio		25,990		362		26,352
Purchased credit-impaired loans		288		—		288
Total	$	26,278	$	362	$	26,640

        The Company also monitors the credit quality for substantially all of its consumer portfolio segment using credit scores provided by Fair Isaac Corporation (FICO) and refreshed weighted average loan-to-value (LTV) ratios. FICO credit scores are refreshed at least quarterly to monitor the quality of the portfolio. Refreshed LTV measures the principal balance of the loan as a percentage of the estimated current value of the property securing the loan. Home equity loans are evaluated using combined LTV, which measures the principal balance of the combined loans that have liens against the property (including unused amounts for home equity line products) as a percentage of the estimated current value of the property securing the loans. The LTV ratios are refreshed on a quarterly basis, using the most recent home pricing index (HPI) data available for the property location.

        The following tables summarize the loans in the consumer portfolio segment and consumer loans within the purchased credit-impaired loans segment monitored for credit quality based on refreshed FICO scores and refreshed LTV ratios at June 30, 2013 and December 31, 2012. These tables exclude loans serviced by third-parties and loans covered by FDIC loss share agreements, as discussed above. The amounts presented reflect unpaid principal balances less partial charge-offs.

	June 30, 2013
	FICO scores
(Dollars in millions)	720 and above			Below 720			No FICO available(1)			Total
Residential mortgage	$	17,824		$	4,909		$	208		$	22,941
Home equity and other consumer loans		2,405			921			54			3,380
Total consumer portfolio		20,229			5,830			262			26,321
Purchased credit-impaired loans		95			164			12			271
Total	$	20,324		$	5,994		$	274		$	26,592
Percentage of total		76	%		23	%		1	%		100	%

59

Note 4—Loans and Allowance for Loan Losses (Continued)

	December 31, 2012
	FICO scores
(Dollars in millions)	720 and above			Below 720			No FICO available(1)			Total
Residential mortgage	$	17,103		$	4,666		$	395		$	22,164
Home equity and other consumer loans		2,464			986			122			3,572
Total consumer portfolio		19,567			5,652			517			25,736
Purchased credit-impaired loans		106			172			10			288
Total	$	19,673		$	5,824		$	527		$	26,024
Percentage of total		76	%		22	%		2	%		100	%

(1)

Represents loans for which management was not able to obtain an updated FICO score (e.g., due to recent profile changes).

	June 30, 2013
	LTV ratios
(Dollars in millions)	Less than 80 percent			80 - 100 percent			Greater than 100 percent			No LTV available(1)			Total
Residential mortgage	$	20,609		$	1,906		$	422		$	4		$	22,941
Home equity loans		2,470			446			298			58			3,272
Total consumer portfolio		23,079			2,352			720			62			26,213
Purchased credit-impaired loans		158			50			57			—			265
Total	$	23,237		$	2,402		$	777		$	62		$	26,478
Percentage of total		88	%		9	%		3	%		—	%		100	%

	December 31, 2012
	LTV ratios
(Dollars in millions)	Less than 80 percent			80 - 100 percent			Greater than 100 percent			No LTV available(1)			Total
Residential mortgage	$	17,771		$	3,031		$	1,232		$	130		$	22,164
Home equity loans		2,216			618			540			113			3,487
Total consumer portfolio		19,987			3,649			1,772			243			25,651
Purchased credit-impaired loans		72			50			153			13			288
Total	$	20,059		$	3,699		$	1,925		$	256		$	25,939
Percentage of total		77	%		14	%		8	%		1	%		100	%

(1)

Represents loans for which management was not able to obtain refreshed property values.

Troubled Debt Restructurings

        The following table provides a summary of the Company's recorded investment in troubled debt restructurings (TDRs) as of June 30, 2013 and December 31, 2012. The summary includes those TDRs that are on nonaccrual status and those that continue to accrue interest. The Company had $42 million in

60

Note 4—Loans and Allowance for Loan Losses (Continued)

commitments to lend additional funds to borrowers with loan modifications classified as TDRs as of June 30, 2013.

(Dollars in millions)	June 30, 2013		December 31, 2012
Commercial and industrial	$	246	$	215
Commercial mortgage		41		64
Construction		2		35
Total commercial portfolio		289		314
Residential mortgage		297		271
Home equity and other consumer loans		22		21
Total consumer portfolio		319		292
Total restructured loans, excluding purchased credit-impaired loans(1)	$	608	$	606

(1)

Amounts exclude $3 million and $4 million of TDRs covered by FDIC loss share agreements at June 30, 2013 and December 31, 2012, respectively.

        For the second quarter of 2013, TDR modifications in the commercial portfolio segment were primarily composed of interest rate changes, maturity extensions, principal paydowns, covenant waivers and payment deferrals, or some combination thereof. In the consumer portfolio segment, primarily all of the modifications were composed of interest rate reductions and maturity extensions. There were no charge-offs related to TDR modifications in the second quarter of 2013. For the commercial and consumer portfolio segments, the allowance for loan losses for TDRs is measured on an individual loan basis or in pools with similar risk characteristics.

        The following tables provide the pre- and post-modification outstanding recorded investment amounts of TDRs as of the date of the restructuring that occurred during the three and six months ended June 30, 2013:

	For the Three Months Ended June 30, 2013				For the Six Months Ended June 30, 2013
(Dollars in millions)	Pre-Modification Outstanding Recorded Investment(1)		Post-Modification Outstanding Recorded Investment(2)		Pre-Modification Outstanding Recorded Investment(1)		Post-Modification Outstanding Recorded Investment(2)
Commercial and industrial	$	49	$	47	$	125	$	121
Commercial mortgage		4		4		15		15
Construction		—		—		—		—
Total commercial portfolio		53		51		140		136
Residential mortgage		30		30		55		54
Home equity and other consumer loans		3		2		4		3
Total consumer portfolio		33		32		59		57
Total	$	86	$	83	$	199	$	193

(1)

Represents the recorded investment in the loan immediately prior to the restructuring event.

(2)

Represents the recorded investment in the loan immediately following the restructuring event. It includes the effect of paydowns that were required as part of the restructuring terms.

61

Note 4—Loans and Allowance for Loan Losses (Continued)

        The following table provides the recorded investment amounts of TDRs at the date of default, for which there was a payment default during the second quarter of 2013, and where the default occurred within the twelve months after modification into a TDR. A payment default is defined as the loan being 60 days or more past due.

(Dollars in millions)	For the Three Months Ended June 30, 2013		For the Six Months Ended June 30, 2013
Commercial and industrial	$	3	$	8
Residential mortgage		7		9
Home equity and other consumer loans		1		1
Total consumer portfolio		8		10
Total	$	11	$	18

        For the consumer portfolio, historical payment defaults and the propensity to redefault are some of the factors considered when determining the allowance for loan losses for situations where impairment is measured using the present value of expected future cash flows discounted at the loan's effective interest rate.

Loan Impairment

        Loans that are individually evaluated for impairment include larger commercial and industrial, construction, commercial mortgage loans, and loans modified in a TDR. When the value of an impaired loan is less than the recorded investment in the loan, the Company records an impairment allowance.

        The following tables show information about impaired loans by class as of June 30, 2013 and December 31, 2012:

	June 30, 2013
	Recorded Investment								Unpaid Principal Balance
(Dollars in millions)	With an Allowance		Without an Allowance		Total		Allowance for Impaired Loans		With an Allowance		Without an Allowance
Commercial and industrial	$	230	$	36	$	266	$	30	$	234	$	37
Commercial mortgage		29		28		57		3		31		38
Construction		2		—		2		—		3		—
Total commercial portfolio		261		64		325		33		268		75
Residential mortgage		189		108		297		14		203		123
Home equity and other consumer loans		3		19		22		—		3		33
Total consumer portfolio		192		127		319		14		206		156
Total, excluding purchased credit-impaired loans		453		191		644		47		474		231
Purchased credit-impaired loans		1		3		4		—		1		9
Total	$	454	$	194	$	648	$	47	$	475	$	240

62

Note 4—Loans and Allowance for Loan Losses (Continued)

	December 31, 2012
	Recorded Investment								Unpaid Principal Balance
(Dollars in millions)	With an Allowance		Without an Allowance		Total		Allowance for Impaired Loans		With an Allowance		Without an Allowance
Commercial and industrial	$	156	$	64	$	220	$	24	$	167	$	64
Commercial mortgage		15		60		75		—		18		70
Construction		—		35		35		—		—		38
Total commercial portfolio		171		159		330		24		185		172
Residential mortgage		186		85		271		18		199		97
Home equity and other consumer loans		3		18		21		—		3		31
Total consumer portfolio		189		103		292		18		202		128
Total, excluding purchased credit-impaired loans		360		262		622		42		387		300
Purchased credit-impaired loans		—		4		4		—		1		14
Total	$	360	$	266	$	626	$	42	$	388	$	314

        The following tables present the average recorded investment in impaired loans and the amount of interest income recognized for impaired loans during the three and six months ended June 30, 2013 and 2012 for the commercial, consumer and purchased credit-impaired loans portfolio segments.

	For the Three Months Ended June 30,								For the Six Months Ended June 30,
	2013				2012				2013				2012
(Dollars in millions)	Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income
Commercial and industrial	$	265	$	5	$	197	$	2	$	250	$	8	$	205	$	3
Commercial mortgage		53		1		117		1		60		1		121		1
Construction		2		—		52		1		13		—		57		2
Total commercial portfolio		320		6		366		4		323		9		383		6
Residential mortgage		288		2		175		4		282		5		164		5
Home equity and other consumer loans		22		1		2		—		21		1		2		—
Total consumer portfolio		310		3		177		4		303		6		166		5
Total, excluding purchased credit-impaired loans		630		9		543		8		626		15		549		11
Purchased credit-impaired loans		4		—		10		1		4		—		11		1
Total	$	634	$	9	$	553	$	9	$	630	$	15	$	560	$	12

        The Company transferred a net $215 million of loans from held for investment to held for sale and sold $199 million in loans during the second quarter of 2013.

Loans Acquired in Business Combinations

        The Company accounts for certain loans acquired in business combinations in accordance with accounting guidance related to loans acquired with deteriorated credit quality (purchased credit-impaired loans). The following table presents the outstanding balances and carrying amounts of the Company's purchased credit-impaired loans as of June 30, 2013 and December 31, 2012.

(Dollars in millions)	June 30, 2013		December 31, 2012
Total outstanding balance	$	2,346	$	2,155
Carrying amount	$	1,465	$	1,161

63

Note 4—Loans and Allowance for Loan Losses (Continued)

        The accretable yield for purchased credit-impaired loans for the three and six months ended June 30, 2013 and 2012 was as follows:

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012
Accretable yield, beginning of period	$	501		$	441		$	590		$	424
Additions		31			—			31			—
Accretion		(81	)		(72	)		(160	)		(135	)
Reclassifications from nonaccretable difference during the period		28			105			18			185
Accretable yield, end of period	$	479		$	474		$	479		$	474

Note 5—Variable Interest Entities

        The Company has interests in various entities that are considered to be variable interest entities (VIEs). Generally, a VIE is a corporation, partnership, trust or any other legal structure where the equity investors do not have sufficient equity at risk in the entity to allow the entity to independently finance its activities, lack the power to direct the significant activities of the entity through voting or similar rights, or do not have an obligation to absorb the entity's losses or the right to receive the entity's returns. The Company's investments in VIEs primarily consist of equity investments in low income housing credit (LIHC) structures, renewable energy projects and leasing trusts involved in railcar leasing, which are designed to generate returns principally through the realization of federal tax credits and deductions. For further information related to the Company's consolidated VIEs and those that were not consolidated, see Note 7 to the consolidated financial statements in the Company's 2012 Form 10-K.

Consolidated VIEs

        At June 30, 2013, assets of $292 million and liabilities of $7 million were consolidated by the Company on its consolidated balance sheet related to two LIHC investment fund structures because the Company sponsors, manages and syndicates the funds. The assets are included in other assets as well as interest-bearing deposits in banks, the liabilities are primarily included in long-term debt, and third-party investor interests are included in stockholder's equity as noncontrolling interests. Neither creditors nor equity investors in the LIHC investments have any recourse to the general credit of the Company, and the Company's creditors do not have any recourse to the assets of the consolidated LIHC investments.

        At June 30, 2013, the Company consolidated $156 million of assets related to trusts that own and lease renewable energy facilities because the Company directs the significant activities of these trusts. The assets are included in loans held for investment on the Company's consolidated balance sheets. At June 30, 2013, the Company also consolidated $97 million in assets related to trusts that own and lease railcars because the Company directs the significant activities of these trusts. The assets are primarily included in other assets on the Company's consolidated balance sheets.

        For the three and six months ended June 30, 2013, the Company recorded $6 million and $11 million, respectively, of revenue related to its consolidated VIEs in other noninterest income and interest income on loans on the Company's consolidated statements of income. For the three and six months ended June 30, 2013, the Company recorded $7 million and $14 million, respectively, of expenses related to its consolidated VIEs. For the three and six months ended June 30, 2012, the Company recorded $8 million and $15 million, respectively, of expenses related to its consolidated VIEs. These expenses are included in other noninterest expense on the Company's consolidated statements of income.

64

Note 5—Variable Interest Entities (Continued)

Unconsolidated VIEs in which the Company has a Variable Interest

        The following table presents the Company's carrying amounts and maximum exposure to loss related to its involvement with the unconsolidated VIEs at June 30, 2013. The maximum exposure to loss represents the carrying amount of the Company's involvement plus any legally binding unfunded commitments in the unlikely event that all of the assets in the VIEs become worthless.

	June 30, 2013
(Dollars in millions)	Total Assets		Total Liabilities		Maximum Exposure to Loss
LIHC investments	$	906	$	377	$	906
Renewable energy investments		497		—		497
Private capital investments		18		—		19
Total unconsolidated VIEs	$	1,421	$	377	$	1,422

Note 6—Employee Pension and Other Postretirement Benefits

        The following tables summarize the components of net periodic benefit cost for the three and six months ended June 30, 2013 and 2012:

	Pension Benefits						Other Benefits						Superannuation, SERP(1) and ESBP(2)
	For the Three Months Ended June 30,						For the Three Months Ended June 30,						For the Three Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012			2013		2012
Components of net periodic benefit cost:
Service cost	$	21		$	21		$	3		$	3		$	—	$	—
Interest cost		24			24			3			3			1		1
Expected return on plan assets		(42	)		(36	)		(4	)		(3	)		—		—
Recognized net actuarial loss		27			21			2			2			—		—
Total net periodic benefit cost	$	30		$	30		$	4		$	5		$	1	$	1

	Pension Benefits						Other Benefits						Superannuation, SERP(1) and ESBP(2)
	For the Six Months Ended June 30,						For the Six Months Ended June 30,						For the Six Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012			2013		2012
Components of net periodic benefit cost:
Service cost	$	43		$	39		$	7		$	6		$	—	$	—
Interest cost		49			50			6			6			2		2
Expected return on plan assets		(83	)		(73	)		(8	)		(6	)		—		—
Recognized net actuarial loss		54			44			3			4			1		1
Total net periodic benefit cost	$	63		$	60		$	8		$	10		$	3	$	3

(1)

Supplemental Executives Retirement Plan (SERP).

(2)

Executive Supplemental Benefit Plans (ESBP).

65

Note 7—Commercial Paper and Other Short-Term Borrowings

        The following table is a summary of the Company's commercial paper and other short-term borrowings:

(Dollars in millions)	June 30, 2013		December 31, 2012
Federal funds purchased and securities sold under repurchase agreements with weighted average interest rates of 0.07% and 0.96% at June 30, 2013 and December 31, 2012, respectively	$	137	$	123
Commercial paper, with weighted average interest rates of 0.17% and 0.20% at June 30, 2013 and December 31, 2012, respectively		3,655		1,240
Total commercial paper and other short-term borrowings	$	3,792	$	1,363

66

Note 8—Long-Term Debt

        The following is a summary of the Company's long-term debt:

(Dollars in millions)	June 30, 2013		December 31, 2012
Debt issued by UnionBanCal Corporation
Senior debt:
Fixed rate 3.50% notes due June 2022	$	397	$	397
Subordinated debt:
Fixed rate 5.25% notes due December 2013		402		406
Total debt issued by UnionBanCal Corporation		799		803
Debt issued by Union Bank, N.A. and other subsidiaries
Senior debt:
Fixed and floating rate Federal Home Loan Bank advances with maturities ranging from September 2013 to February 2016. These notes bear a combined weighted-average rate of 1.32% at June 30, 2013 and 1.39% at December 31, 2012		1,800		2,100
Floating rate notes due June 2014. These notes, which bear interest at 0.95% above 3-month LIBOR, had a rate of 1.23% at June 30, 2013 and 1.26% at December 31, 2012		300		300
Fixed rate 2.125% notes due December 2013		400		399
Fixed rate 3.00% notes due June 2016		699		699
Fixed rate 2.125% notes due June 2017		499		499
Note payable:
Fixed rate 6.03% notes due July 2014 (related to consolidated VIE)		6		6
Subordinated debt:
Fixed rate 5.95% notes due May 2016		724		729
Subordinated debt due to BTMU:
Floating rate subordinated debt due June 2023. This note, which bears interest at 1.2% above 3-month LIBOR, had a rate of 1.48% at June 30, 2013		750		—
Junior subordinated debt payable to trusts(1):
Floating rate notes with maturities ranging from March 2033 to September 2036. These notes bear a combined weighted-average rate of 2.62% at June 30, 2013 and 2.66% at December 31, 2012		66		66
Capital lease obligations with a combined weighted average interest rate of 4.88% at June 30, 2013 and 4.72% at December 31, 2012(1)		15		21
Total debt issued by Union Bank, N.A. and other subsidiaries		5,259		4,819
Total long-term debt	$	6,058	$	5,622

(1)

Long-term debt assumed through PCBC acquisition

Subordinated debt due to BTMU

        On June 28, 2013, the Bank borrowed $750 million from The Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU) under a subordinated debt agreement. The subordinated debt bears interest at a rate of three-month LIBOR plus 1.2%, payable quarterly, and will mature on June 28, 2023. The terms and conditions of the agreement are equivalent to those which would apply in a similar transaction with a non-related party. The

67

Note 8—Long-Term Debt (Continued)

subordinated debt due to BTMU is a junior obligation to the Bank's existing and future outstanding senior indebtedness, and qualifies as Tier 2 capital under the federal banking agency risk-based capital guidelines.

Note 9—Fair Value Measurement and Fair Value of Financial Instruments

Valuation Methodologies

        Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., an exit price) in an orderly transaction between willing market participants at the measurement date. The Company has an established and documented process for determining fair value for financial assets and financial liabilities that are measured at fair value on either a recurring or nonrecurring basis. When available, quoted market prices are used to determine fair value. If quoted market prices are not available, fair value is based upon valuation techniques that use, where possible, current market-based or independently sourced parameters, such as yield curves, foreign exchange rates, credit spreads, commodity prices, and implied volatilities. Valuation adjustments may be made to ensure the financial instruments are recorded at fair value. These adjustments include amounts that reflect counterparty credit quality and that consider the Company's creditworthiness in determining the fair value of its trading liabilities. For further information related to the valuation methodologies used for certain financial assets and financial liabilities measured at fair value, see Note 16 to the consolidated financial statements in the Company's 2012 Form 10-K.

Fair Value Hierarchy

        In determining fair value, the Company maximizes the use of observable market inputs and minimizes the use of unobservable inputs. Observable inputs reflect market-derived or market-based information obtained from independent sources, while unobservable inputs reflect the Company's estimate about market data. Based on the observability of the significant inputs used, the Company classifies its fair value measurements in accordance with the three-level hierarchy as defined by U.S. GAAP. This hierarchy is based on the quality, observability, and reliability of the information used to determine fair value. For further information related to the fair value hierarchy, see Note 16 to the consolidated financial statements in the Company's 2012 Form 10-K.

Valuation Processes

        The Company has established a Valuation Committee (VC) to oversee its valuation framework for measuring fair value and to establish valuation policies and procedures. The VC's responsibilities include reviewing and approving all fair value measurements and categorizations within the fair value hierarchy and monitoring the use of pricing sources, mark-to-model valuations, dealer quotes, and other valuation processes. The VC reports to the Company's Risk & Capital Committee and meets at least quarterly.

        Independent price verification (IPV) is performed periodically by the Company to test the market data and valuations of substantially all instruments measured at fair value on a recurring basis. As part of its IPV procedures, the Company utilizes third party valuations and both internal and external models to compare pricing sources and perform analysis. Results are formally reported on a quarterly basis to the VC. For further information related to valuation processes, see Note 16 to the consolidated financial statements in the Company's 2012 Form 10-K.

68

Note 9—Fair Value Measurement and Fair Value of Financial Instruments (Continued)

Fair Value Measurements on a Recurring Basis

        The following tables present financial assets and financial liabilities measured at fair value on a recurring basis as of June 30, 2013 and December 31, 2012, by major category and by valuation hierarchy level:

	June 30, 2013
(Dollars in millions)	Level 1			Level 2			Level 3			Netting Adjustment(1)			Fair Value
Assets
Trading account assets:
U.S. Treasury	$	—		$	4		$	—		$	—		$	4
U.S. government sponsored agencies		—			100			—			—			100
State and municipal		—			23			—			—			23
Commercial paper		—			20			—			—			20
Interest rate derivative contracts		3			790			—			(167	)		626
Commodity derivative contracts		—			106			12			(112	)		6
Foreign exchange derivative contracts		1			59			3			(23	)		40
Equity derivative contracts		—			—			167			(142	)		25
Total trading account assets		4			1,102			182			(444	)		844
Securities available for sale:
U.S. government sponsored agencies		—			364			—			—			364
Residential mortgage-backed securities:
U.S. government and government sponsored agencies		—			14,673			—			—			14,673
Privately issued		—			328			—			—			328
Commercial mortgage-backed securities		—			3,750			—			—			3,750
CLOs		—			2,445			—			—			2,445
Asset-backed and other		—			80			—			—			80
Other debt securities:
Direct bank purchase bonds		—			—			1,703			—			1,703
Other		—			93			59			—			152
Equity securities		15			—			—			—			15
Total securities available for sale		15			21,733			1,762			—			23,510
Other assets:
Interest rate hedging contracts		—			1			—			—			1
Other derivative contracts		—			—			2			—			2
Total other assets		—			1			2			—			3
Total assets	$	19		$	22,836		$	1,946		$	(444	)	$	24,357
Percentage of Total		—	%		94	%		8	%		(2	)%		100	%
Percentage of Total Company Assets		—	%		22	%		2	%		—	%		24	%
Liabilities
Trading account liabilities:
Interest rate derivative contracts	$	3		$	694		$	—		$	(404	)	$	293
Commodity derivative contracts		—			94			12			(39	)		67
Foreign exchange derivative contracts		1			24			3			(5	)		23
Equity derivative contracts		—			—			168			—			168
Securities sold, not yet purchased		—			15			—			—			15
Total trading account liabilities		4			827			183			(448	)		566
Other liabilities:
FDIC clawback liability		—			—			90			—			90
Interest rate hedging contracts		—			7			—			—			7
Other derivative contracts		—			1			4			—			5
Total other liabilities		—			8			94			—			102
Total liabilities	$	4		$	835		$	277		$	(448	)	$	668
Percentage of Total		1	%		125	%		42	%		(67	)%		100	%
Percentage of Total Company Liabilities		—	%		1	%		—	%		(1	)%		1	%

(1)

Amounts represent the impact of legally enforceable master netting agreements between the same counterparties that allow the Company to net settle all contracts.

69

Note 9—Fair Value Measurement and Fair Value of Financial Instruments (Continued)

	December 31, 2012
(Dollars in millions)	Level 1			Level 2			Level 3			Netting Adjustment(1)			Fair Value
Assets
Trading account assets:
U.S. Treasury	$	—		$	1		$	—		$	—		$	1
U.S. government sponsored agencies		—			113			—			—			113
State and municipal		—			15			—			—			15
Commercial paper		—			10			—			—			10
Interest rate derivative contracts		—			1,075			—			(87	)		988
Commodity derivative contracts		—			137			30			(127	)		40
Foreign exchange derivative contracts		1			65			3			(28	)		41
Equity derivative contracts		—			—			103			(103	)		—
Total trading account assets		1			1,416			136			(345	)		1,208
Securities available for sale:
U.S. government sponsored agencies		—			885			—			—			885
Residential mortgage-backed securities:
U.S government and government sponsored agencies		—			13,333			—			—			13,333
Privately issued		—			443			—			—			443
Commercial mortgage-backed securities		—			2,971			—			—			2,971
CLOs		—			1,959			—			—			1,959
Asset-backed and other					146									146
Other debt securities:
Direct bank purchase bonds		—			—			1,438			—			1,438
Other		—			97			61			—			158
Equity securities		19			—			—			—			19
Total securities available for sale		19			19,834			1,499			—			21,352
Other assets:
Interest rate hedging contracts		—			28			—			(24	)		4
Other derivative contracts		—			1			—			(1	)		—
Total other assets		—			29			—			(25	)		4
Total assets	$	20		$	21,279		$	1,635		$	(370	)	$	22,564
Percentage of Total		—	%		94	%		7	%		(1	)%		100	%
Percentage of Total Company Assets		—	%		22	%		1	%		—	%		23	%
Liabilities
Trading account liabilities:
Interest rate derivative contracts	$	5		$	1,004		$	—		$	(407	)	$	602
Commodity derivative contracts		—			110			30			(42	)		98
Foreign exchange derivative contracts		1			61			3			—			65
Equity derivative contracts		—			—			103			—			103
Securities sold, not yet purchased		—			27			—			—			27
Total trading account liabilities		6			1,202			136			(449	)		895
Other liabilities:
FDIC clawback liability		—			—			92			—			92
Other derivative contracts		—			—			3			—			3
Total other liabilities		—			—			95			—			95
Total liabilities	$	6		$	1,202		$	231		$	(449	)	$	990
Percentage of Total		1	%		121	%		23	%		(45	)%		100	%
Percentage of Total Company Liabilities		—	%		2	%		—	%		(1	)%		1	%

(1)

Amounts represent the impact of legally enforceable master netting agreements between the same counterparties that allow the Company to net settle all contracts.

70

Note 9—Fair Value Measurement and Fair Value of Financial Instruments (Continued)

        The following tables present a reconciliation of the assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three and six months ended June 30, 2013 and 2012. Level 3 available for sale securities at June 30, 2013 and 2012 primarily consisted of direct bank purchase bonds. The Company's policy is to recognize transfers in and out of Level 1, 2 and 3 as of the end of a reporting period.

	For the Three Months Ended
	June 30, 2013														June 30, 2012
(Dollars in millions)	Trading Assets			Securities Available for Sale			Other Assets		Trading Liabilities			Other Liabilities			Trading Assets			Securities Available for Sale		Trading Liabilities			Other Liabilities
Asset (liability) balance, beginning of period	$	186		$	1,592		$	1	$	(187	)	$	(96	)	$	153		$	43	$	(153	)	$	(63	)
Total gains (losses) (realized/unrealized):
Included in income before taxes		(5	)		—			1		5			2			(34	)		—		34			(9	)
Included in other comprehensive income		—			18			—		—			—			—			1		—			—
Purchases/additions		1			192			—		—			—			2			1,090		(2	)		—
Sales		—			—			—		(1	)		—			(3	)		—		3			—
Settlements		—			(40	)		—		—			—			—			—		—			—
Asset (liability) balance, end of period	$	182		$	1,762		$	2	$	(183	)	$	(94	)	$	118		$	1,134	$	(118	)	$	(72	)
Changes in unrealized gains (losses) included in income before taxes for assets and liabilities still held at end of period	$	(5	)	$	—		$	1	$	5		$	2		$	(34	)	$	—	$	34		$	(9	)

	For the Six Months Ended
	June 30, 2013													June 30, 2012
(Dollars in millions)	Trading Assets		Securities Available for Sale			Other Assets		Trading Liabilities			Other Liabilities			Trading Assets			Securities Available for Sale			Trading Liabilities			Other Liabilities
Asset (liability) balance, beginning of period	$	136	$	1,499		$	—	$	(136	)	$	(95	)	$	—		$	48		$	—		$	(51	)
Total gains (losses) (realized/unrealized):
Included in income before taxes		42		—			1		(43	)		1			(34	)		—			34			(21	)
Included in other comprehensive income		—		37			—		—			—			—			(4	)		—			—
Purchases/additions		4		329			1		—			—			2			1,090			(2	)		—
Sales		—		(14	)		—		(4	)		—			(3	)		—			3			—
Settlements		—		(89	)		—		—			—			—			—			—			—
Transfers into Level 3		—		—			—		—			—			153			—			(153	)		—
Asset (liability) balance, end of period	$	182	$	1,762		$	2	$	(183	)	$	(94	)	$	118		$	1,134		$	(118	)	$	(72	)
Changes in unrealized gains (losses) included in income before taxes for assets and liabilities still held at end of period	$	42	$	—		$	1	$	(43	)	$	1		$	(34	)	$	—		$	34		$	(21	)

71

Note 9—Fair Value Measurement and Fair Value of Financial Instruments (Continued)

        The following table presents information about significant unobservable inputs related to the Company's significant Level 3 assets and liabilities at June 30, 2013.

	June 30, 2013
(Dollars in millions)	Level 3 Fair Value		Valuation Technique(s)	Significant Unobservable Input(s)	Range of Inputs			Weighted Average
Securities available for sale:
Direct bank purchase bonds	$	1,703	Return on equity	Market-required return on capital		8.0 - 10.0	%		10.0	%
				Probability of default		0.0 - 8.0	%		0.6	%
				Loss severity		10.0 - 75.0	%		34.7	%
Other liabilities:
FDIC clawback liability	$	90	Discounted cash flow	Probability of default		0.1 - 100.0	%		55.5	%
				Loss severity		20.0 - 100.0	%		43.3	%

        The direct bank purchase bonds use a return on equity valuation technique. This technique uses significant unobservable inputs such as market-required return on capital, probability of default, and loss severity. Increases (decreases) in any of these inputs in isolation would result in a lower (higher) fair value measurement.

        The FDIC clawback liability uses a discounted cash flow valuation technique. This technique uses significant unobservable inputs such as probability of default and loss severity. Increases (decreases) in probability of default and loss severity would result in a lower (higher) liability.

Fair Value Measurement on a Nonrecurring Basis

        Certain assets may be measured at fair value on a nonrecurring basis. These assets are subject to fair value adjustments that result from the application of the lower of cost or fair value accounting or write-downs of individual assets. For assets measured at fair value on a nonrecurring basis during the second quarters of 2013 and 2012 that were still held on the consolidated balance sheet as of the respective periods ended, the following tables present the fair value of such financial instruments by the level of valuation assumptions used to determine each fair value adjustment:

	June 30, 2013
(Dollars in millions)	Fair Value		Level 1		Level 2		Level 3		Loss for the Three Months Ended June 30, 2013			Loss for the Six Months Ended June 30, 2013
Loans:
Impaired loans	$	91	$	—	$	—	$	91	$	(11	)	$	(23	)
Other assets:
OREO		37		—		—		37		(3	)		(6	)
Total	$	128	$	—	$	—	$	128	$	(14	)	$	(29	)

	June 30, 2012
(Dollars in millions)	Fair Value		Level 1		Level 2		Level 3		Loss for the Three Months Ended June 30, 2012			Loss for the Six Months Ended June 30, 2012
Loans:
Impaired loans	$	114	$	—	$	—	$	114	$	(33	)	$	(36	)
Other assets:
OREO		66		—		—		66		(9	)		(17	)
Private equity investments		—		—		—		—		—			(2	)
Total	$	180	$	—	$	—	$	180	$	(42	)	$	(55	)

72

Note 9—Fair Value Measurement and Fair Value of Financial Instruments (Continued)

        Loans include individually impaired loans that are measured at fair value based on appraised values of the underlying collateral or market pricing for the loan, adjusted for management judgment, as of the measurement date. The fair value of OREO was primarily based on independent appraisals.

Fair Value of Financial Instruments Disclosures

        The tables below present the carrying amount and estimated fair value of financial assets and liabilities not measured at fair value in the balance sheet but for which fair value is required to be disclosed by the level of valuation assumptions held by the Company as of June 30, 2013 and as of December 31, 2012:

	June 30, 2013
(Dollars in millions)	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Assets
Cash and cash equivalents	$	3,354	$	3,354	$	3,354	$	—	$	—
Securities held to maturity		905		891		—		891		—
Loans held for investment, net of allowance for loan losses(1)		64,243		65,964		—		—		65,964
FDIC indemnification asset		233		131		—		—		131
Other assets		2		2		—		—		2
Liabilities
Deposits	$	77,310	$	77,512	$	—	$	77,512	$	—
Commercial paper and other short-term borrowings		3,792		3,792		—		3,792		—
Long-term debt		6,058		6,184		—		6,184		—
Off-Balance Sheet Instruments
Commitments to extend credit and standby and commercial letters of credit	$	277	$	277	$	—	$	—	$	277

(1)

Excludes lease financing, net of related allowance.

	December 31, 2012
(Dollars in millions)	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Assets
Cash and cash equivalents	$	5,491	$	5,491	$	5,491	$	—	$	—
Securities held to maturity		1,103		1,135		—		1,135		—
Loans held for investment, net of allowance for loan losses(1)		58,284		59,613		—		—		59,613
FDIC indemnification asset		338		151		—		—		151
Other assets		3		3		—		—		3
Liabilities
Deposits	$	74,255	$	74,524	$	—	$	74,524	$	—
Commercial paper and other short-term borrowings		1,363		1,363		—		1,363		—
Long-term debt		5,622		5,861		—		5,861		—
Off-Balance Sheet Instruments
Commitments to extend credit and standby and commercial letters of credit	$	262	$	262	$	—	$	—	$	262

(1)

Excludes lease financing, net of related allowance.

        For further information on methodologies for approximating fair values, see Note 16 to the consolidated financial statements in the Company's 2012 Form 10-K.

73

Note 10—Derivative Instruments and Other Financial Instruments

        The Company enters into certain derivative and other financial instruments for trading purposes, which includes customer accommodation derivative contracts, and for other-than-trading purposes, which are predominantly used for risk management.

        Credit and market risks are inherent in derivative instruments. Credit risk is defined as the possibility that a loss may occur from the failure of another party to perform in accordance with the terms of the contract, which exceeds the value of the existing collateral, if any. The Company utilizes master netting and collateral support annex (CSA) agreements in order to reduce its exposure to credit risk. Additionally, the Company considers the potential loss in the event of counterparty default in estimating the fair value amount of the derivative instrument. Market risk is defined as the risk of loss arising from an adverse change in the market value of financial instruments caused by fluctuations in market prices or rates.

        Derivatives are primarily used to manage exposure to interest rate, commodity, foreign currency and credit risk, and to assist customers with their risk management objectives. The Company designates derivative instruments as those used for trading or other-than-trading purposes. All derivative instruments are recognized as assets or liabilities on the consolidated balance sheet at fair value.

        The tables below present the notional amounts, and the location and fair value amounts of the Company's derivative instruments reported on the consolidated balance sheet, segregated between derivative instruments designated and qualifying as hedging instruments and all other derivative instruments as of June 30, 2013 and December 31, 2012. Asset and liability values are presented gross, excluding the impact of legally enforceable master netting and CSA agreements.

	June 30, 2013
			Asset Derivatives			Liability Derivatives
(Dollars in millions)	Notional Amount		Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as other than trading
Designated as hedging instruments:
Interest rate contracts	$	2,000	Other assets	$	1	Other liabilities	$	7
Not designated as hedging instruments:
Other contracts	$	176	Other assets	$	2	Other liabilities	$	5
Total derivatives designated as other than trading	$	2,176		$	3		$	12
Trading derivatives:
Interest rate contracts	$	43,941	Trading account assets	$	793	Trading account liabilities	$	697
Commodity contracts		6,249	Trading account assets		118	Trading account liabilities		106
Foreign exchange contracts		4,597	Trading account assets		63	Trading account liabilities		28
Equity contracts		3,746	Trading account assets		167	Trading account liabilities		168
Total trading derivatives	$	58,533		$	1,141		$	999
Total derivative instruments	$	60,709		$	1,144		$	1,011

74

Note 10—Derivative Instruments and Other Financial Instruments (Continued)

	December 31, 2012
			Asset Derivatives			Liability Derivatives
(Dollars in millions)	Notional Amount		Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as other than trading
Designated as hedging instruments:
Interest rate contracts	$	8,400	Other assets	$	28	Other liabilities	$	—
Not designated as hedging instruments:
Other contracts	$	109	Other assets	$	1	Other liabilities	$	3
Total derivatives designated as other than trading	$	8,509		$	29		$	3
Trading derivatives:
Interest rate contracts	$	37,790	Trading account assets	$	1,075	Trading account liabilities	$	1,009
Commodity contracts		5,595	Trading account assets		167	Trading account liabilities		140
Foreign exchange contracts		4,593	Trading account assets		69	Trading account liabilities		65
Equity contracts		3,631	Trading account assets		103	Trading account liabilities		103
Total trading derivatives	$	51,609		$	1,414		$	1,317
Total derivative instruments	$	60,118		$	1,443		$	1,320

Derivatives Used for Other-Than-Trading Purposes

        The Company uses interest rate derivatives to manage the financial impact on the Company from changes in market interest rates. These instruments are used to manage interest rate risk relating to specified groups of assets and liabilities, primarily LIBOR-based commercial loans, certificates of deposit (CDs), borrowings, and future debt issuances. Derivatives that qualify for hedge accounting are designated as either fair value or cash flow hedges. For the six months ended June 2013 and 2012, the Company did not have fair value hedges. For further information related to the Company's hedging strategy, see Note 17 to the consolidated financial statements in the Company's 2012 Form 10-K.

Cash Flow Hedges

        The Company used interest rate swaps with a notional amount of $2.0 billion at June 30, 2013 to hedge the risk of changes in cash flows attributable to changes in the designated benchmark interest rate on LIBOR indexed loans. To the extent effective, payments received (or paid) under the swap contract offset fluctuations in interest income on loans caused by changes in the relevant LIBOR index. At June 30, 2013, the weighted average remaining life of the currently active cash flow hedges was approximately 3.65 years.

        For cash flow hedges, the effective portion of the gain or loss on the hedging instruments is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged cash flows are recognized in net interest income. Gains and losses representing hedge ineffectiveness are recognized in earnings in the period in which they arise. At June 30, 2013, the Company expects to reclassify approximately $33 million of income from accumulated other comprehensive income to net interest income during the twelve months ending June 30, 2014. This amount could differ from amounts actually realized due to changes in interest rates and the addition of other hedges subsequent to June 30, 2013.

75

Note 10—Derivative Instruments and Other Financial Instruments (Continued)

        The following tables present the amount and location of the net gains and losses recorded in the Company's consolidated statements of income and changes in stockholder's equity for derivatives designated as cash flow hedges for the three and six months ended June 30, 2013 and 2012:

	Amount of Gain or (Loss) Recognized in OCI on Derivative Instruments (Effective Portion)				Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)							Gain or (Loss) Recognized in Income on Derivative Instruments (Ineffective Portion and Amount Excluded from Effectiveness Testing)
	For the Three Months Ended June 30,					For the Three Months Ended June 30,							For the Three Months Ended June 30,
(Dollars in millions)	2013		2012		Location	2013			2012			Location	2013		2012
Derivatives in cash flow hedging relationships
					Interest income		8			4
Interest rate contracts	$	3	$	28	Interest expense	$	(1	)	$	(1	)	Noninterest expense(1)	$	—	$	—
Total	$	3	$	28		$	7		$	3			$	—	$	—

	Amount of Gain or (Loss) Recognized in OCI on Derivative Instruments (Effective Portion)				Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)							Gain or (Loss) Recognized in Income on Derivative Instruments (Ineffective Portion and Amount Excluded from Effectiveness Testing)
	For the Six Months Ended June 30,					For the Six Months Ended June 30,							For the Six Months Ended June 30,
(Dollars in millions)	2013		2012		Location	2013			2012			Location	2013		2012
Derivatives in cash flow hedging relationships
					Interest income		15			6
Interest rate contracts	$	9	$	38	Interest expense	$	(1	)	$	(1	)	Noninterest expense(1)	$	—	$	—
Total	$	9	$	38		$	14		$	5			$	—	$	—

(1)

Amount recognized was less than $1 million.

Trading Derivatives

        Derivative instruments classified as trading include both derivatives entered into for the Company's own account and as an accommodation for customers. Trading derivatives are included in trading assets or trading liabilities with changes in fair value reflected in income from trading account activities. The majority of the Company's derivative transactions for customers were essentially offset by contracts with third parties that reduce or eliminate market risk exposures.

        The Company offers market-linked CDs, which allow the client to earn the higher of either a minimum fixed rate of interest or a return tied to either equity, commodity or currency indices. The Company hedges its exposure to the embedded derivative contained in market-linked CDs with a matched over-the-counter option. Both the embedded derivative and hedge options are recorded at fair value with the realized and unrealized changes in fair value recorded in noninterest income within trading account activities.

76

Note 10—Derivative Instruments and Other Financial Instruments (Continued)

        The following table presents the amount of the net gains and losses reported in the consolidated statement of income under the heading trading account activities for derivative instruments classified as trading for the three and six months ended June 30, 2013 and 2012:

	Gain or (Loss) Recognized in Income on Derivative Instruments				Gain or (Loss) Recognized in Income on Derivative Instruments
	For the Three Months Ended				For the Six Months Ended
(Dollars in millions)	June 30, 2013		June 30, 2012		June 30, 2013		June 30, 2012
Trading derivatives:
Interest rate contracts	$	10	$	7	$	9	$	21
Equity contracts		3		4		6		9
Foreign exchange contracts		5		6		8		13
Commodity contracts		1		4		—		4
Other contracts		—		—		1		—
Total	$	19	$	21	$	24	$	47

Offsetting Assets and Liabilities

        During the first quarter of 2013, the Company adopted ASU 2011-11, Disclosures about Offsetting Assets and Liabilities, which establishes new disclosures about an entity's rights of setoff and arrangements associated with its financial instruments and derivative instruments. The Company primarily enters into derivative contracts and repurchase agreements with counterparties utilizing a standard International Swaps and Derivatives Association master netting agreement (ISDA MNA) or master repurchase agreements, which generally establish the terms and conditions of the transactions, including a legal right to set-off amounts payable and receivable between the Company and a counterparty, regardless of whether or not such amounts have matured or have contingency features.

        The following tables present the offsetting of financial assets and liabilities as of June 30, 2013 and December 31, 2012:

	June 30, 2013
							Gross Amounts Not Offset in Balance Sheet
(Dollars in millions)	Gross Amounts of Recognized Assets/Liabilities		Gross Amounts Offset in Balance Sheet		Net Amounts Presented in Balance Sheet		Financial Instruments		Cash Collateral Received/Pledged		Net Amount
Financial Assets:
Derivative Assets	$	1,144	$	444	$	700	$	62	$	—	$	638
Securities purchased under resale agreements		15		—		15		15		—		—
Total	$	1,159	$	444	$	715	$	77	$	—	$	638
Financial Liabilities:
Derivative Liabilities	$	1,011	$	448	$	563	$	249	$	2	$	312
Securities sold under repurchase agreements		4		—		4		4		—		—
Total	$	1,015	$	448	$	567	$	253	$	2	$	312

77

Note 10—Derivative Instruments and Other Financial Instruments (Continued)

	December 31, 2012
							Gross Amounts Not Offset in Balance Sheet
(Dollars in millions)	Gross Amounts of Recognized Assets/Liabilities		Gross Amounts Offset in Balance Sheet		Net Amounts Presented in Balance Sheet		Financial Instruments		Cash Collateral Received/Pledged		Net Amount
Financial Assets:
Derivative Assets	$	1,443	$	370	$	1,073	$	21	$	2	$	1,050
Securities purchased under resale agreements		19		—		19		19		—		—
Total	$	1,462	$	370	$	1,092	$	40	$	2	$	1,050
Financial Liabilities:
Derivative Liabilities	$	1,320	$	449	$	871	$	491	$	121	$	259
Securities sold under repurchase agreements		5		—		5		5		—		—
Total	$	1,325	$	449	$	876	$	496	$	121	$	259

78

Note 11—Accumulated Other Comprehensive Loss

        The following table presents the change in each of the components of accumulated other comprehensive loss and the related tax effect of the change allocated to each component:

(Dollars in millions)	Before Tax Amount			Tax Effect			Net of Tax
For the Six Months Ended June 30, 2012:
Cash flow hedge activities:
Unrealized net gains on hedges arising during the period	$	38		$	(15	)	$	23
Less: Reclassification adjustment for net losses on hedges included in net income		(5	)		2			(3	)
Net change in unrealized losses on hedges		33			(13	)		20
Securities:
Unrealized holding gains arising during the period on securities available for sale		147			(58	)		89
Reclassification adjustment for net gains on securities available for sale included in net income		(47	)		18			(29	)
Less: accretion of fair value adjustment on securities available for sale		(1	)		1			—
Less: accretion of fair value adjustment on held to maturity securities		(14	)		6			(8	)
Less: amortization of net unrealized losses on held to maturity securities		56			(22	)		34
Net change in unrealized losses on securities		141			(55	)		86
Foreign currency translation adjustment		(1	)		1			—
Reclassification adjustment for pension and other benefits included in net income:
Recognized net actuarial loss(1)		49			(19	)		30
Net change in pension and other benefits(1)		49			(19	)		30
Net change in accumulated other comprehensive loss	$	222		$	(86	)	$	136
For the Six Months Ended June 30, 2013:
Cash flow hedge activities:
Unrealized net gains on hedges arising during the period	$	9		$	(3	)	$	6
Less: Reclassification adjustment for net losses on hedges included in interest income for loans and interest expense on long-term debt		(14	)		5			(9	)
Net change in unrealized gains on hedges		(5	)		2			(3	)
Securities:
Unrealized holding gains arising during the period on securities available for sale		(503	)		197			(306	)
Reclassification adjustment for net gains on securities available for sale included in securities gains, net		(123	)		49			(74	)
Less: accretion of fair value adjustment on securities available for sale		(38	)		16			(22	)
Less: accretion of fair value adjustment on held to maturity securities		(11	)		4			(7	)
Less: amortization of net unrealized losses on held to maturity securities		25			(10	)		15
Net change in unrealized gains on securities		(650	)		256			(394	)
Foreign currency translation adjustment		(5	)		2			(3	)
Reclassification adjustment for pension and other benefits included in net income:
Recognized net actuarial loss(1)		58			(23	)		35
Net change in pension and other benefits(1)		58			(23	)		35
Net change in accumulated other comprehensive loss	$	(602	)	$	237		$	(365	)

(1)

These amounts are included in the computation of net periodic pension cost. For further information, see Note 6 to these consolidated financial statements.

79

Note 11—Accumulated Other Comprehensive Loss (Continued)

        The following table presents the change in accumulated other comprehensive loss balances:

(Dollars in millions)	Net Unrealized Gains (Losses) on Cash Flow Hedges			Net Unrealized Gains (Losses) on Securities			Foreign Currency Translation Adjustment			Pension and Other Benefits Adjustment			Accumulated Other Comprehensive Loss
Balance, December 31, 2011	$	(17	)	$	(107	)	$	—		$	(685	)	$	(809	)
Other comprehensive income before reclassifications		23			115			—			—			138
Amounts reclassified from accumulated other comprehensive loss		(3	)		(29	)		—			30			(2	)
Balance, June 30, 2012	$	3		$	(21	)	$	—		$	(655	)	$	(673	)
Balance, December 31, 2012	$	24		$	159		$	1		$	(698	)	$	(514	)
Other comprehensive income before reclassifications		6			(320	)		(3	)		—			(317	)
Amounts reclassified from accumulated other comprehensive loss		(9	)		(74	)		—			35			(48	)
Balance, June 30, 2013	$	21		$	(235	)	$	(2	)	$	(663	)	$	(879	)

Note 12—Commitments, Contingencies and Guarantees

        The following table summarizes the Company's commitments:

(Dollars in millions)	June 30, 2013
Commitments to extend credit	$	30,455
Standby and commercial letters of credit		5,882
Other commitments		240

        Commitments to extend credit are legally binding agreements to lend to a customer provided there are no violations of any condition established in the contract. Commitments have fixed expiration dates or other termination clauses and may require maintenance of compensatory balances. Since many of the commitments to extend credit may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash flow requirements.

        Standby and commercial letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. Standby letters of credit generally are contingent upon the failure of the customer to perform according to the terms of the underlying contract with the third party, while commercial letters of credit are issued specifically to facilitate foreign or domestic trade transactions. Additionally, the Company enters into risk participations in bankers' acceptances wherein a fee is received to guarantee a portion of the credit risk on an acceptance of another bank. The majority of these types of commitments have terms of one year or less. At June 30, 2013, the carrying amount of the Company's risk participations in bankers' acceptances and standby and commercial letters of credit totaled $4 million. Estimated exposure to loss related to these commitments is covered by the allowance for losses on off-balance sheet commitments. The carrying amounts of the standby and commercial letters of credit and the allowance for losses on off-balance sheet commitments are included in other liabilities on the consolidated balance sheet.

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Note 12—Commitments, Contingencies and Guarantees (Continued)

        The credit risk involved in issuing loan commitments and standby and commercial letters of credit is essentially the same as that involved in extending loans to customers and is represented by the contractual amount of these instruments. Collateral may be obtained based on management's credit assessment of the customer.

        Other commitments include commitments to fund principal investments and other securities.

        Principal investments include direct investments in private and public companies. The Company issues commitments to provide equity and mezzanine capital financing to private and public companies through direct investments. The timing of future cash requirements to fund such commitments is generally dependent on the investment cycle. This cycle, the period over which privately held companies are funded by private equity investors and ultimately sold, merged, or taken public through an initial offering, can vary based on overall market conditions as well as the nature and type of industry in which the companies operate.

        The Company occasionally enters into financial guarantee contracts where a premium is received from another financial institution counterparty to guarantee a portion of the credit risk on interest rate swap contracts entered into between the financial institution and its customer. The Company becomes liable to pay the financial institution only if the financial institution is unable to collect amounts owed to them by their customer. As of June 30, 2013, the current exposure to loss under these contracts totaled $25 million, and the maximum potential exposure to loss in the future was estimated at $42 million.

        The Company is subject to various pending and threatened legal actions that arise in the normal course of business. The Company maintains liabilities for losses from legal actions that are recorded when they are determined to be both probable in their occurrence and can be reasonably estimated. Management believes the disposition of all claims currently pending, including potential losses from claims that may exceed the liabilities recorded, and claims for loss contingencies that are considered reasonably possible to occur, will not have a material effect, either individually or in the aggregate, on the Company's consolidated financial condition, results of operations or liquidity.

Note 13—Business Segments

        The Company has three operating segments: Retail Banking Group, Corporate Banking Group and Pacific Rim Corporate Group. The Pacific Rim Corporate Group is included in "Other." The Company has two reportable business segments: Retail Banking and Corporate Banking.

•

Retail Banking offers a range of banking products and services, primarily to individuals and small businesses, delivered generally through a network of branches and ATMs and telephone and internet access 24-hours-a-day. These products offered include mortgages, home equity lines of credit, consumer and commercial loans, and deposit accounts.

•

Corporate Banking provides credit, depository and cash management services, investment and risk management products to businesses, individuals and target specialty niches. Services include commercial and project finance loans, real estate financing, asset-based financing, trade finance and letters of credit, lease financing, customized cash management services and capital markets products, as well as trust, private banking, investment and asset management services for individuals and institutions.

        "Other" is comprised of certain subsidiaries of UnionBanCal Corporation; the transfer pricing center; the amount of the provision for credit losses over/(under) the expected loss for the period; the residual costs of support groups; goodwill, intangible assets, and the related amortization/accretion associated with the Company's privatization transaction; the elimination of the fully taxable-equivalent basis amount; and the difference between the marginal tax rate and the consolidated effective tax rate. In addition, "Other" includes

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Note 13—Business Segments (Continued)

the Pacific Rim Corporate Group, which offers a range of credit, deposit, and investment management products and services to companies located primarily in the U.S. that are affiliated with companies headquartered in Japan and other Asian countries, Corporate Treasury, which is responsible for Asset-Liability Management (ALM), wholesale funding, the ALM investment securities and derivatives hedging portfolios, and the FDIC covered assets.

        The information, set forth in the tables that follow, is prepared using various management accounting methodologies to measure the performance of the individual segments. Unlike financial accounting, there is no authoritative body of guidance for management accounting equivalent to U.S. GAAP. Consequently, reported results are not necessarily comparable with those presented by other companies, and they are not necessarily indicative of the results that would be reported by our business units if they were unique economic entities. The management reporting accounting methodologies, which are enhanced from time to time, measure segment profitability by assigning balance sheet and income statement items to each operating segment. Methodologies that are applied to the measurement of segment profitability include:

•

A funds transfer pricing system, which assigns a cost of funds or a credit for funds to assets or liabilities based on their type, maturity or repricing characteristics.

•

An activity-based costing methodology, in which certain indirect costs, such as operations and technology expense, are allocated to the segments based on studies of billable unit costs for product or data processing. Other indirect costs, such as corporate overhead, are allocated to the segments based on internal surveys and metrics that serve as proxies for estimated usage.

•

An expected credit loss allocation methodology, in which credit expense is charged to an operating segment based upon expected losses arising from credit risk. As a result of the methodology used in this model, differences between the provision for credit losses and credit expense in any one period could be significant. However, over an economic cycle, the cumulative provision for credit losses and credit expense for expected losses should be substantially the same.

        The Company reflects a "market view" perspective in measuring the business segments. The market view is a measurement of customer markets aggregated to show all revenues generated and expenses incurred from all products and services sold to those customers regardless of where product areas organizationally report. Therefore, revenues and expenses are included in both the business segment that provides the service and the business segment that manages the customer relationship. The duplicative results from this internal management accounting view are eliminated in "Reconciling Items."

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Note 13—Business Segments (Continued)

        The reportable business segment results for prior periods have been adjusted to reflect changes in the transfer pricing and overhead methodologies that have occurred.

	Retail Banking				Corporate Banking
	As of and for the Three Months Ended June 30,				As of and for the Three Months Ended June 30,
	2013		2012		2013		2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	303	$	272	$	362	$	324
Noninterest income (expense)		60		58		166		151
Total revenue		363		330		528		475
Noninterest expense (income)		302		263		277		243
Credit expense (income)		7		6		39		38
Income (loss) before income taxes and including noncontrolling interests		54		61		212		194
Income tax expense (benefit)		21		24		52		50
Net income (loss) including noncontrolling interest		33		37		160		144
Deduct: Net loss from noncontrolling interests		—		—		—		—
Net income (loss) attributable to UNBC	$	33	$	37	$	160	$	144
Total assets, end of period—Market View (Dollars in millions):	$	31,081	$	26,459	$	44,736	$	36,377

	Other						Reconciling Items
	As of and for the Three Months Ended June 30,						As of and for the Three Months Ended June 30,
	2013			2012			2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	20		$	71		$	(19	)	$	(21	)
Noninterest income (expense)		(4	)		(6	)		(17	)		(15	)
Total revenue		16			65			(36	)		(36	)
Noninterest expense (income)		137			104			(14	)		(11	)
Credit expense (income)		(49	)		(58	)		—			—
Income (loss) before income taxes and including noncontrolling interests		(72	)		19			(22	)		(25	)
Income tax expense (benefit)		(31	)		2			(8	)		(9	)
Net income (loss) including noncontrolling interest		(41	)		17			(14	)		(16	)
Deduct: Net loss from noncontrolling interests		3			5			—			—
Net income (loss) attributable to UNBC	$	(38	)	$	22		$	(14	)	$	(16	)
Total assets, end of period—Market View (Dollars in millions):	$	28,681		$	27,346		$	(2,237	)	$	(2,243	)

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Note 13—Business Segments (Continued)

	UnionBanCal Corporation
	As of and for the Three Months Ended June 30,
	2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	666		$	646
Noninterest income (expense)		205			188
Total revenue		871			834
Noninterest expense (income)		702			599
Credit expense (income)		(3	)		(14	)
Income (loss) before income taxes and including noncontrolling interests		172			249
Income tax expense (benefit)		34			67
Net income (loss) including noncontrolling interest		138			182
Deduct: Net loss from noncontrolling interests		3			5
Net income (loss) attributable to UNBC	$	141		$	187
Total assets, end of period—Market View (Dollars in millions):	$	102,261		$	87,939

	Retail Banking				Corporate Banking
	As of and for the Six Months Ended June 30,				As of and for the Six Months Ended June 30,
	2013		2012		2013		2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	612	$	540	$	717	$	647
Noninterest income (expense)		120		114		323		300
Total revenue		732		654		1,040		947
Noninterest expense (income)		602		527		550		483
Credit expense (income)		13		12		77		77
Income (loss) before income taxes and including noncontrolling interests		117		115		413		387
Income tax expense (benefit)		46		45		101		102
Net income (loss) including noncontrolling interest		71		70		312		285
Deduct: Net loss from noncontrolling interests		—		—		—		—
Net income (loss) attributable to UNBC	$	71	$	70	$	312	$	285
Total assets, end of period—Market View (Dollars in millions):	$	31,081	$	26,459	$	44,736	$	36,377

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Note 13—Business Segments (Continued)

	Other						Reconciling Items
	As of and for the Six Months Ended June 30,						As of and for the Six Months Ended June 30,
	2013			2012			2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	23		$	141		$	(38	)	$	(41	)
Noninterest income (expense)		49			18			(32	)		(30	)
Total revenue		72			159			(70	)		(71	)
Noninterest expense (income)		290			226			(27	)		(23	)
Credit expense (income)		(96	)		(104	)		—			—
Income (loss) before income taxes and including noncontrolling interests		(122	)		37			(43	)		(48	)
Income tax expense (benefit)		(46	)		(11	)		(17	)		(18	)
Net income (loss) including noncontrolling interest		(76	)		48			(26	)		(30	)
Deduct: Net loss from noncontrolling interests		7			9			—			—
Net income (loss) attributable to UNBC	$	(69	)	$	57		$	(26	)	$	(30	)
Total assets, end of period—Market View (Dollars in millions):	$	28,681		$	27,346		$	(2,237	)	$	(2,243	)

	UnionBanCal Corporation
	As of and for the Six Months Ended June 30,
	2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	1,314		$	1,287
Noninterest income (expense)		460			402
Total revenue		1,774			1,689
Noninterest expense (income)		1,415			1,213
Credit expense (income)		(6	)		(15	)
Income (loss) before income taxes and including noncontrolling interests		365			491
Income tax expense (benefit)		84			118
Net income (loss) including noncontrolling interest		281			373
Deduct: Net loss from noncontrolling interests		7			9
Net income (loss) attributable to UNBC	$	288		$	382
Total assets, end of period—Market View (Dollars in millions):	$	102,261		$	87,939

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PART II. OTHER INFORMATION

Item 1.   Legal Proceedings

        We are subject to various pending and threatened legal actions that arise in the normal course of business. We maintain liabilities for losses from legal actions that are recorded when they are determined to be both probable in their occurrence and can be reasonably estimated. We believe the disposition of all claims currently pending, including potential losses from claims that may exceed the liabilities recorded, and claims for loss contingencies that are considered reasonably possible to occur, will not have a material effect, either individually or in the aggregate, on our consolidated financial position, results of operations, or liquidity.

Item 1A.   Risk Factors

        For a discussion of risk factors relating to our business, please refer to Item 1A of Part I of our 2012 Form 10-K, which is incorporated by reference herein, in addition to the following information.

Industry Factors

The effects of changes or increases in, or supervisory enforcement of, banking or other laws and regulations or governmental fiscal or monetary policies could adversely affect us

        We are subject to significant federal and state banking regulation and supervision, which is primarily for the benefit and protection of our customers and the Federal Deposit Insurance Fund and not for the benefit of investors in our securities. In the past, our business has been materially affected by these regulations. This will continue and likely intensify in the future. Laws, regulations or policies, including accounting standards and interpretations, currently affecting us and our subsidiaries may change at any time. Regulatory authorities may also change their interpretation of and intensify their examination of compliance with these statutes and regulations. Therefore, our business may be adversely affected by changes in laws, regulations, policies or interpretations or regulatory approaches to compliance and enforcement, as well as by supervisory action or criminal proceedings taken as a result of noncompliance, which could result in the imposition of significant civil money penalties or fines. Changes in laws and regulations may also increase our expenses by imposing additional supervision, fees, taxes or restrictions on our operations. Compliance with laws and regulations, especially new laws and regulations, increases our operating expenses and may divert management attention from our business operations.

        On July 21, 2010, President Obama signed into law the Dodd-Frank Act. This important legislation has affected U.S. financial institutions, including UnionBanCal Corporation and Union Bank, in many ways, some of which have increased, or may increase in the future, the cost of doing business and present other challenges to the financial services industry. Due to our size of over $50 billion in assets, we are regarded as "systemically significant" to the financial health of the U.S. economy and, as a result, are subject to additional regulations as discussed further below. Many of the law's provisions are still in the process of being implemented by rules and regulations of the federal banking agencies, the scope and impact of which cannot yet be fully determined. The law contains many provisions that may have particular relevance to the business of UnionBanCal Corporation and Union Bank. The Dodd-Frank Act authorized the creation of the CFPB, which has direct supervision and examination authority over banks with more than $10 billion in assets, including Union Bank. While the full effect of these provisions of the Dodd-Frank Act on Union Bank cannot be predicted at this time, they have resulted in adjustments to our FDIC deposit insurance premiums, and may result in increased capital and liquidity requirements, increased supervision, increased regulatory and compliance risks and costs and other operational costs and expenses, reduced fee-based revenues and restrictions on some aspects of our operations, and increased interest expense on our demand deposits, some or all of which may be material.

        In July 2013, a Federal district court held that the Federal Reserve Board's regulation under the Dodd-Frank Act allowing banks to receive an interchange fee on debit card transactions of up to the sum of $0.21 per transaction and five basis points multiplied by the value of the transaction was not valid under the

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Act's standard that the fee be "reasonable and proportional" to the cost of processing the debit card transaction; the court held that the Federal Reserve Board's regulation improperly included certain categories of costs in applying the statutory standard. It also held that the regulation improperly failed to give merchants the ability to choose from among multiple networks to process debit card transactions. The court temporarily stayed its ruling to allow briefing on the time needed to adopt new regulations complying with the Act. This decision, upon its effectiveness, which could be after the resolution of any appeal, could further reduce the fee revenues that banks, including Union Bank, receive from the business of processing debit card transactions.

        The Dodd-Frank Act will have a significant impact on our Global Capital Markets activities due to enhanced oversight of derivatives and swap activities by multiple regulatory agencies (CFTC, the SEC and bank regulators) and the potential need to "push out" of Union Bank certain non-conforming swap activity to a nonbank affiliate. The Dodd-Frank Act's Volcker Rule will require reporting of quantitative measures and the establishment of a compliance regime covering capital markets and principal risk-taking activities. The Federal Reserve Board has confirmed that financial institutions will have until at least July 21, 2014 to conform to the restrictions on proprietary trading activities and on hedge fund and private equity fund activities and investments set forth in the Volcker Rule. See "Supervision and Regulation" in Item 1 of our 2012 Form 10-K for additional information.

        Proposals to reform the housing finance market in the U.S. could also significantly affect our business. These proposals, among other things, consider winding down the government sponsored entities Fannie Mae and Freddie Mac (GSEs) and reducing or eliminating over time the role of the GSEs in guaranteeing mortgages and providing funding for mortgage loans, as well as the implementation of reforms relating to borrowers, lenders, and investors in the mortgage market, including reducing the maximum size of a loan that the GSEs can guarantee, phasing in a minimum down payment requirement for borrowers, improving underwriting standards, and increasing accountability and transparency in the securitization process. While the specific nature of these reforms and their impact on the financial services industry in general, and on Union Bank in particular, is uncertain at this time, such reforms, if enacted, are likely to have a substantial impact on the mortgage market and could potentially reduce our income from mortgage originations by increasing mortgage costs or lowering originations. The GSE reforms could also reduce real estate prices, which could reduce the value of collateral securing outstanding mortgage loans. This reduction of collateral value could negatively impact the value or perceived collectability of these mortgage loans and may increase our allowance for loan losses. Such reforms may also include changes to the Federal Home Loan Bank System, which could adversely affect a significant source of term funding for lending activities by the banking industry, including Union Bank. These reforms may also result in higher interest rates on residential mortgage loans, thereby reducing demand, which could have an adverse impact on our residential mortgage lending business.

        President Obama's proposed 2014 U.S. budget includes a "Financial Crisis Responsibility Fee" that would apply to banks with greater than $50 billion in assets. This fee would be effective January 1, 2015 and would be intended to recover taxpayer funds provided to U.S. financial institutions through the U.S. Treasury's Troubled Asset Relief Program (TARP). On May 21, 2012, the U.S. Treasury announced its final rule to establish an assessment fee on institutions with greater than $50 billion in assets to fund the Office of Financial Research. Although we did not receive, and were not eligible to receive, direct TARP investment from the U.S. Treasury, as we have greater than $50 billion in assets, under the final rule we are subject to this fee. In April 2013, the Federal Reserve proposed a rule to implement Section 318 of the Dodd-Frank Act which would impose a new supervisory assessment on institutions with greater than $50 billion in assets, which would be assessed at the MUFG level, and would be based on an average of the total combined assets of MUFG from U.S. operations, net of U.S. intercompany balances and allowed transactions. Therefore, our operating costs over time can be expected to increase due to these assessments, which are based, among other things, on the projected operating expenses of this new office and the aggregate assessable assets of the subject banks.

        Several cities in the United States (including, Los Angeles and San Diego) have adopted so-called "responsible banking acts", and other cities are considering the adoption of similar ordinances. These city

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ordinances generally require banks that hold city government deposits to provide detailed accounts of their lending practices in low-income communities, as well as their participation in foreclosure prevention and home loan principal reduction programs. Performance under these ordinances is used as a basis for awarding the city's financial services contracts. The adoption of these ordinances by municipalities for which Union Bank is a provider of cash management or other banking services could result in increased regulatory and compliance costs and other operational costs and expenses, making this business less desirable to the Bank and potentially resulting in reduced opportunities for the Bank to provide these services.

        International laws, regulations and policies affecting us, our subsidiaries and the business we conduct may change at any time and affect our business opportunities and competitiveness in these jurisdictions. Due to our ownership by BTMU, laws, regulations, policies, fines and other supervisory actions adopted or enforced by the Government of Japan and the Federal Reserve Board may adversely affect our activities and investments and those of our subsidiaries in the future.

        In July 2013, the Federal Reserve Board and the other U.S. federal banking agencies adopted final rules making significant changes to the U.S. regulatory capital framework for U.S. banking organizations and to conform this framework to the Basel Committee's current international regulatory capital accord (Basel III). These rules, upon their effectiveness, will replace the federal banking agencies' general risk-based capital rules, advanced approaches rule, market risk rule, and leverage rules in accordance with certain transition provisions. Under the rules as adopted, banking organizations will be required to determine their regulatory capital requirements under either the advanced approaches or the standardized approach. Banking organizations may elect to use the advanced approaches (with regulatory approval), and certain banking organizations will be required to use the advanced approaches (e.g., those with total assets of $250 billion or more). For banking organizations whose regulatory capital requirements are determined under the advanced approaches, which we expect will include the Company, the effective date and the beginning of the transitional adjustments will be January 1, 2014, and for other banking organizations, January 1, 2015. The final rules establish more restrictive capital definitions, create additional categories and higher risk weightings for certain asset classes and off-balance sheet exposures, higher minimum capital and leverage ratios and capital conservation buffers that will be added to the minimum capital requirements and must be met for banking organizations to avoid being subject to certain limitations on dividends and discretionary bonus payments to executive officers. The final rules will provide for increased minimum capital ratios as follows: (a) a common equity Tier 1 capital ratio of 4.5%; (b) a Tier 1 capital ratio of 6%; (c) a total capital ratio of 8%; and (d) a Tier 1 leverage ratio to average consolidated assets of 4%. The advanced approaches banking organizations will also be subject to a new and separate supplementary leverage ratio under which they will be required to maintain capital against not only on-balance sheet assets but also certain off-balance sheet assets and exposures, including derivative exposures. Banking organizations that are subject to the advanced approaches must include most elements of their accumulated other comprehensive income (AOCI) in determining their regulatory capital; banking organizations using the standardized approach may make a one-time permanent opt-out election to exclude most AOCI elements from regulatory capital. Advanced approaches banking organizations must also determine their capital ratios with reference to the lower of the standardized or advanced approaches.

        In addition, on December 20, 2011, the Federal Reserve Board announced a proposed rule to implement the enhanced prudential standards required by the Dodd-Frank Act for larger bank holding companies. The proposed enhanced prudential standards, which will apply to us, include increased capital, liquidity and leverage standards as well as enhanced risk management and governance. Also, new liquidity standards are expected to be adopted by U.S. bank regulatory agencies to conform, with some modifications, the liquidity requirements for U.S. banking organizations to those provided for in the Basel III global regulatory framework. These new liquidity standards could require that we raise and maintain additional liquidity.

        In December 2012, the Federal Reserve Board proposed enhanced prudential standards and early remediation rules for Foreign Banking Organizations (FBOs), operating in the U.S. such as our Company. This proposal could result in increased capital, liquidity and other financial and compliance costs for our Company

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and the other U.S. operations of MUFG and BTMU. Included is a proposed intermediate holding company (IHC) concept which would require that MUFG's and BTMU's U.S. operations and businesses, including our Company, be held under a single IHC located in the U.S. (excluding, however, BTMU's U.S. branches which could be maintained separately). MUFG and BTMU are analyzing the potential impact of the FBO proposed rules on their U.S. operations (including UnionBanCal) and will make appropriate structural, operational and financial changes to comply with the FBO rules. Until the FBO rules are finalized, the significance of their impact on UnionBanCal, and MUFG's and BTMU's operations in the U.S. generally, cannot be determined.

        The newly-adopted capital rules of the Federal banking agencies, as described above, as well as the various proposed regulations described above, if adopted, may restrict our ability to grow during favorable market conditions, require us to raise additional capital and sources of liquidity, generally increase our cost of doing business, lead us to stop or reduce our offerings of various credit products and curtail our flexibility in the operation of our investment portfolio.

        We maintain systems and procedures designed to comply with applicable laws and regulations. However, some legal/regulatory frameworks provide for the imposition of criminal or civil penalties (which can be substantial) for noncompliance. In some cases, liability may attach even if the noncompliance was inadvertent or unintentional and even if compliance systems and procedures were in place at the time. There may be other negative consequences from a finding of noncompliance, including restrictions on certain activities and damage to our reputation.

        Additionally, our business is affected significantly by the fiscal and monetary policies of the U.S. federal government and its agencies. We are particularly affected by the policies of the Federal Reserve Board, which regulates the supply of money and credit in the U.S. Under the Dodd-Frank Act and a long-standing policy of the Federal Reserve Board, a bank holding company is expected to act as a source of financial and managerial strength for its subsidiary banks. As a result of that policy, we may be required to commit financial and other resources to our subsidiary bank in circumstances where we might not otherwise do so. Among the instruments of monetary policy available to the Federal Reserve Board are (a) conducting open market operations in U.S. Government securities, (b) changing the discount rates on borrowings by depository institutions and the federal funds rate, and (c) imposing or changing reserve requirements against certain borrowings by banks and their affiliates. These methods are used in varying degrees and combinations to directly affect the availability of bank loans and deposits, as well as the interest rates charged on loans and paid on deposits. The policies of the Federal Reserve Board can be expected to have a material effect on our business, prospects, results of operations and financial condition.

        Refer to "Supervision and Regulation" in Item 1 of our 2012 Form 10-K for discussion of certain existing and proposed laws and regulations that may affect our business.

        The increasing regulation of the financial services industry has required and can be expected to continue to require significant investments in technology, personnel or other resources. Our competitors may be subject to different or reduced degrees of regulation due to their asset size or types of products offered and may also be able to more efficiently utilize resources to comply with regulations and to more efficiently absorb increased regulatory compliance costs into their existing cost structure.

Fluctuations in interest rates on deposits or other funding sources could adversely affect our margin spread

        Changes in market interest rates on deposits or other funding sources, including changes in the relationship between short-term and long-term market interest rates or between different interest rate indices, can impact, and has in past years impacted, our net interest margin (that is, the difference between the interest rates we charge on interest earning assets, such as loans, and the interest rates we pay on interest-bearing liabilities, such as deposits or other borrowings). This impact could result in a decrease in our interest income relative to interest expense. Increases in interest rates may also adversely impact the value of our investment securities portfolio and impact loan performance by making it more difficult for borrowers with adjustable rate

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loans to service their debts. For the past several years, the banking industry has operated in an extremely low interest rate environment relative to historical averages, and the Federal Reserve Board has pursued highly accommodative monetary policies (including a very low federal funds rate and substantial purchases of long-term U.S. Treasury and agency securities) in an effort to facilitate growth in the U.S. economy and a reduction in levels of unemployment. This environment has placed downward pressure on the net interest margins of U.S. banks, including Union Bank. We cannot predict with any certainty whether or to what extent these Federal Reserve policies will continue.

Company Factors

The Bank of Tokyo-Mitsubishi UFJ's and Mitsubishi UFJ Financial Group's credit ratings and financial or regulatory condition could adversely affect our operations

        Adverse changes to our credit ratings, reputation or creditworthiness could have a negative effect on our operations. We fund our operations in substantial part independently of BTMU and MUFG and believe our business is not necessarily closely related to the business or outlook of BTMU or MUFG. However, if BTMU and MUFG's credit ratings or financial condition or prospects were to decline, this could adversely affect our credit rating or harm our reputation or perceived creditworthiness.

        At this time, we cannot predict actions, if any, which the rating agencies may take regarding the Government of Japan, MUFG or BTMU, nor the ultimate effect of these developments on our credit rating.

        BTMU and MUFG are also subject to regulatory oversight, review and supervisory action (which can include fines or penalties) by Japanese and U.S. regulatory authorities. Our business operations and expansion plans could be negatively affected by regulatory concerns or supervisory action in the U.S. and in Japan against BTMU or MUFG. In June 2013, BTMU entered into a consent agreement with the New York State Department of Financial Services under which it was assessed a fine of $250,000,000 in connection with alleged violations of New York law with respect to certain clearing transactions entered into between 2002 and 2007 involving parties and countries sanctioned by the Office of Foreign Assets Control (OFAC).

        BTMU has received requests and subpoenas for information from government agencies in some jurisdictions, including the United States, Europe and Japan, which are conducting investigations into past submissions made by panel members, including BTMU, to the bodies that set various interbank offered rates. BTMU is cooperating with these investigations and has been conducting an internal investigation. Union Bank is not a member of any of these panels. In addition, BTMU and other panel members have been named as defendants in a number of civil lawsuits, including putative class actions, in the United States relating to similar matters. It is currently not possible for us to predict the scope and ultimate outcome of these investigations or lawsuits, including any possible effect on us as a member of MUFG.

Significant legal or regulatory proceedings could subject us to substantial uninsured liabilities

        We are from time to time subject to claims and proceedings related to our present or previous operations including claims by customers and our employees and our contractual counterparties. These claims, which could include supervisory or enforcement actions by bank regulatory authorities, or criminal proceedings by prosecutorial authorities, could involve demands for large monetary amounts, including civil money penalties or fines imposed by government authorities, and significant defense costs. To mitigate the cost of some of these claims, we maintain insurance coverage in amounts and with deductibles that we believe are appropriate for our operations. However, our insurance coverage does not cover any civil money penalties or fines imposed by government authorities and may not cover all other claims that have been or might be brought against us or continue to be available to us at a reasonable cost. As a result, we may be exposed to substantial uninsured liabilities, which could adversely affect our business, prospects, results of operations and financial condition. The federal bank regulators have announced regulatory enforcement actions against a number of large bank holding companies and banks arising from deficiencies in processes, procedures and controls involving anti-money laundering measures and compliance with the economic sanctions that affect transactions with

90

designated foreign countries, nationals and others as provided for in the regulations of the Office of Foreign Assets Control of the U.S. Treasury Department. These actions evidence an intensification of the U.S. government's expectations for compliance with these regulatory regimes on the part of banks operating in the U.S., including Union Bank, and may result in increased compliance costs and increased risks of regulatory sanctions.

We are subject to operational risks, including cybersecurity risks

        We are subject to many types of operational risks throughout our organization. Operational risk is the potential loss from our operations due to factors, such as failures in internal control, systems failures, cybersecurity risks or external events, that do not fall into the market risk or credit risk categories described in "Management's Discussion and Analysis of Financial Condition and Results of Operations: Allowance for Credit Losses; Quantitative and Qualitative Disclosures about Market Risk; and Liquidity Risk." Operational risk includes execution risk related to operational initiatives, including implementation of our technology enhancement projects, increased reliance on internally developed models for risk and finance management, reputational risk, legal and compliance risk, the risk of fraud or theft by employees, customers or outsiders, unauthorized transactions by employees or operational errors, including clerical or record-keeping errors or those resulting from faulty or disabled computer or telecommunications systems, and operational risks related to use of third party service providers. A discussion of risks associated with regulatory compliance appears above under the caption "The effects of changes or increases in, or supervisory enforcement of, banking or other laws and regulations or governmental fiscal or monetary policies could adversely affect us."

        Our operations rely on the secure processing, storage, transmission and reporting of personal, confidential and other sensitive information or data in our computer systems, networks and business applications. Although we take protective measures, our computer systems may be vulnerable to breaches, unauthorized access, misuse, computer viruses or other malicious code, and other events that could have significant negative consequences to us. Such events could result in interruptions or malfunctions in our or our customers' operations, interception, misuse or mishandling of personal, confidential or proprietary information and data, or processing of unauthorized transactions or loss of funds. These events could result in litigation and financial losses that are either not insured against or not fully covered by our insurance, regulatory consequences or reputational harm, any of which could harm our competitive position, operating results and financial condition. These types of incidents can remain undetected for extended periods of time, thereby increasing the associated risks. We may also be required to expend significant resources to modify our protective measures or to investigate and remediate vulnerabilities or exposures arising from cybersecurity risks.

        Union Bank and reportedly other financial institutions have been the target of various denial-of-service or other cyber attacks as part of what appears to be a coordinated effort to disrupt the operations of financial institutions and potentially test their cybersecurity in advance of future and more advanced cyber attacks. These denial-of-service attacks have not breached the Company's data security systems, but require substantial resources to defend, and may affect customer satisfaction and behavior. To date we have not experienced any material losses relating to cyber attacks or other information security breaches, but there can be no assurance that we will not suffer such losses or information security breaches in the future. While we have a variety of cybersecurity measures in place, the consequences to our business of such attacks cannot be predicted with any certainty.

        We depend on the continued efficacy of our technical systems, operational infrastructure, relationships with third parties and our employees in our day-to-day and ongoing operations. Our dependence upon automated systems to record and process transactions may further increase the risk that technical system flaws or employee tampering or manipulation of those systems will result in losses that are difficult to detect or data which is not reliable. With regard to the physical infrastructure that supports our operations, we have taken measures to implement backup systems and other safeguards, but our ability to conduct business may be adversely affected by any disruption to that infrastructure. Failures in our internal control or operational systems, security breaches or service interruptions could impair our ability to operate our business and result in

91

potential liability to customers, reputational damage and regulatory intervention, any of which could harm our operating results and financial condition.

        In addition, there have been increasing efforts on the part of third parties to breach data security at financial institutions or with respect to financial transactions, including through the use of social engineering schemes such as "phishing." The ability of our customers to bank remotely, including online and through mobile devices, requires secure transmissions of confidential information and increases the risk of data security breaches which would expose us to financial claims by customers or others and which could adversely affect our reputation. Even if cyberattacks and similar tactics are not directed specifically at Union Bank, such attacks on other large financial institutions could disrupt the overall functioning of the financial system and undermine consumer confidence in banks generally, to the detriment of other financial institutions, including Union Bank.

        We may also be subject to disruptions of our operating systems arising from other events that are wholly or partially beyond our control, such as electrical, internet or telecommunications outages or unexpected difficulties with the implementation of our technology enhancement projects, which may give rise to disruption of service to customers and to financial loss or liability. Our business recovery plan may not work as intended or may not prevent significant interruptions of our operations.

Item 6.   Exhibits

        A list of exhibits to this Form 10-Q is set forth on the Exhibit Index immediately preceding such exhibits and is incorporated herein by reference.

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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, thereunto duly authorized.

	UNIONBANCAL CORPORATION (Registrant)
Date:    August 9, 2013	By:	/s/ MASASHI OKA Masashi Oka President and Chief Executive Officer (Principal Executive Officer)
Date:    August 9, 2013	By:	/s/ JOHN F. WOODS John F. Woods Vice Chairman and Chief Financial Officer (Principal Financial Officer)
Date:    August 9, 2013	By:	/s/ ROLLAND D. JURGENS Rolland D. Jurgens Executive Vice President, Controller and Chief Accounting Officer (Principal Accounting Officer)

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EXHIBIT INDEX

No.		Description
	31.1	Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(1)
	31.2	Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(1)
	32.1	Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(1)(2)
	32.2	Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(1)(2)
	101	Pursuant to Rule 405 of Regulation S-T, the following financial information from the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2013, is formatted in XBRL interactive data files: (i) Consolidated Statements of Income; (ii) Consolidated Statements of Comprehensive Income; (iii) Consolidated Balance Sheets; (iv) Consolidated Statements of Changes in Stockholder's Equity; (v) Consolidated Statements of Cash Flows; and (vi) Notes to Financial Statements.(3)

(1)

Filed herewith

(2)

In accordance with Item 601(b)(32)(ii) of Regulation S-K and SEC Release No. 34-47986, the certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Form 10-Q and will not be deemed "filed" for purposes of Section 18 of the Exchange Act. Such certifications will not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act.

(3)

As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Exchange Act and is not otherwise subject to liability under those sections.

94

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Masashi Oka, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of UnionBanCal Corporation (the "Registrant");



2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;



3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;



4.

The Registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:



a)

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;



b)

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;



c)

evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and



d)

disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting;



5.

The Registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's board of directors (or persons performing the equivalent functions):



a)

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize and report financial information; and



b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting.

Date: August 9, 2013

By: /s/ MASASHI OKA
Masashi Oka
President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, John F. Woods, certify that:

1.

I have reviewed this quarterly report on Form 10-Q of UnionBanCal Corporation (the "Registrant");



2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;



3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;



4.

The Registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a–15(e) and 15d–15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:



a)

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;



b)

designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;



c)

evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and



d)

disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting;



5.

The Registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's board of directors (or persons performing the equivalent functions):



a)

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize and report financial information; and



b)

any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting.

Date: August 9, 2013

By: /s/ JOHN F. WOODS
John F. Woods
Vice Chairman and Chief Financial Officer

EX-32.1

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Exhibit 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with this Quarterly Report of UnionBanCal Corporation (the "Company") on Form 10-Q for the period ended June 30, 2013 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Masashi Oka, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

(1)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and



(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 9, 2013

By: /s/ MASASHI OKA
Masashi Oka
Chief Executive Officer

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Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

EX-32.2

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Exhibit 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with this Quarterly Report of UnionBanCal Corporation (the "Company") on Form 10-Q for the period ended June 30, 2013 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, John F. Woods, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

(1)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and



(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 9, 2013

By: /s/ JOHN F. WOODS
John F. Woods
Chief Financial Officer

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Exhibit 32.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

XML

Business Segments - Reportable Business Segments (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Segment Reporting Information [Line Items]
Net interest income (expense)	$ 666	$ 646	$ 1,314	$ 1,287
Noninterest income (expense)	205	188	460	402
Total revenue	871	834	1,774	1,689
Noninterest expense (income)	702	599	1,415	1,213
Credit expense (income)	(3)	(14)	(6)	(15)
Income before income taxes and including noncontrolling interests	172	249	365	491
Income tax expense (benefit)	34	67	84	118
Net income (loss) including noncontrolling interest	138	182	281	373
Deduct: Net loss from noncontrolling interests	3	5	7	9
Net income (loss) attributable to UNBC	141	187	288	382
Total assets, end of period-Market View	102,261	87,939	102,261	87,939	96,992
Retail Banking [Member]
Segment Reporting Information [Line Items]
Net interest income (expense)	303	272	612	540
Noninterest income (expense)	60	58	120	114
Total revenue	363	330	732	654
Noninterest expense (income)	302	263	602	527
Credit expense (income)	7	6	13	12
Income before income taxes and including noncontrolling interests	54	61	117	115
Income tax expense (benefit)	21	24	46	45
Net income (loss) including noncontrolling interest	33	37	71	70
Net income (loss) attributable to UNBC	33	37	71	70
Total assets, end of period-Market View	31,081	26,459	31,081	26,459
Corporate Banking [Member]
Segment Reporting Information [Line Items]
Net interest income (expense)	362	324	717	647
Noninterest income (expense)	166	151	323	300
Total revenue	528	475	1,040	947
Noninterest expense (income)	277	243	550	483
Credit expense (income)	39	38	77	77
Income before income taxes and including noncontrolling interests	212	194	413	387
Income tax expense (benefit)	52	50	101	102
Net income (loss) including noncontrolling interest	160	144	312	285
Net income (loss) attributable to UNBC	160	144	312	285
Total assets, end of period-Market View	44,736	36,377	44,736	36,377
Other [Member]
Segment Reporting Information [Line Items]
Net interest income (expense)	20	71	23	141
Noninterest income (expense)	(4)	(6)	49	18
Total revenue	16	65	72	159
Noninterest expense (income)	137	104	290	226
Credit expense (income)	(49)	(58)	(96)	(104)
Income before income taxes and including noncontrolling interests	(72)	19	(122)	37
Income tax expense (benefit)	(31)	2	(46)	(11)
Net income (loss) including noncontrolling interest	(41)	17	(76)	48
Deduct: Net loss from noncontrolling interests	3	5	7	9
Net income (loss) attributable to UNBC	(38)	22	(69)	57
Total assets, end of period-Market View	28,681	27,346	28,681	27,346
Reconciling Items [Member]
Segment Reporting Information [Line Items]
Net interest income (expense)	(19)	(21)	(38)	(41)
Noninterest income (expense)	(17)	(15)	(32)	(30)
Total revenue	(36)	(36)	(70)	(71)
Noninterest expense (income)	(14)	(11)	(27)	(23)
Income before income taxes and including noncontrolling interests	(22)	(25)	(43)	(48)
Income tax expense (benefit)	(8)	(9)	(17)	(18)
Net income (loss) including noncontrolling interest	(14)	(16)	(26)	(30)
Net income (loss) attributable to UNBC	(14)	(16)	(26)	(30)
Total assets, end of period-Market View	$ (2,237)	$ (2,243)	$ (2,237)	$ (2,243)

XML

Derivative Instruments and Other Financial Instruments Used For Hedging - Additional Information (Detail) (USD $)	6 Months Ended
	Jun. 30, 2013
Derivative Instruments, Gain (Loss) [Line Items]
Income from accumulated other comprehensive income to net interest income	$ 33,000,000
Cash Flow Hedges [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Weighted average remaining life of the currently active cash flow hedges	3 years 7 months 24 days
LIBOR indexed loans [Member] | Interest rate swaps [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative notional amount	$ 2,000,000,000

XML

Derivative Instruments and Other Financial Instruments Used For Hedging - Schedule of Derivatives Designated as Cash Flow Hedges (Parenthetical) (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Derivative Instruments And Hedging Activities Disclosure [Abstract]
Amount recognized relates to interest expenses	$ 1	$ 1	$ 1	$ 1

XML

Derivative Instruments and Other Financial Instruments

6 Months Ended

Jun. 30, 2013

Derivative Instruments And Hedging Activities Disclosure [Abstract]

Derivative Instruments and Other Financial Instruments

Note 10—Derivative Instruments and Other Financial Instruments

        The Company enters into certain derivative and other financial instruments for trading purposes, which includes customer accommodation derivative contracts, and for other-than-trading purposes, which are predominantly used for risk management.

        Credit and market risks are inherent in derivative instruments. Credit risk is defined as the possibility that a loss may occur from the failure of another party to perform in accordance with the terms of the contract, which exceeds the value of the existing collateral, if any. The Company utilizes master netting and collateral support annex (CSA) agreements in order to reduce its exposure to credit risk. Additionally, the Company considers the potential loss in the event of counterparty default in estimating the fair value amount of the derivative instrument. Market risk is defined as the risk of loss arising from an adverse change in the market value of financial instruments caused by fluctuations in market prices or rates.

        Derivatives are primarily used to manage exposure to interest rate, commodity, foreign currency and credit risk, and to assist customers with their risk management objectives. The Company designates derivative instruments as those used for trading or other-than-trading purposes. All derivative instruments are recognized as assets or liabilities on the consolidated balance sheet at fair value.

        The tables below present the notional amounts, and the location and fair value amounts of the Company's derivative instruments reported on the consolidated balance sheet, segregated between derivative instruments designated and qualifying as hedging instruments and all other derivative instruments as of June 30, 2013 and December 31, 2012. Asset and liability values are presented gross, excluding the impact of legally enforceable master netting and CSA agreements.

	June 30, 2013
			Asset Derivatives			Liability Derivatives
(Dollars in millions)	Notional Amount		Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as other than trading
Designated as hedging instruments:
Interest rate contracts	$	2,000	Other assets	$	1	Other liabilities	$	7
Not designated as hedging instruments:
Other contracts	$	176	Other assets	$	2	Other liabilities	$	5
Total derivatives designated as other than trading	$	2,176		$	3		$	12
Trading derivatives:
Interest rate contracts	$	43,941	Trading account assets	$	793	Trading account liabilities	$	697
Commodity contracts		6,249	Trading account assets		118	Trading account liabilities		106
Foreign exchange contracts		4,597	Trading account assets		63	Trading account liabilities		28
Equity contracts		3,746	Trading account assets		167	Trading account liabilities		168
Total trading derivatives	$	58,533		$	1,141		$	999
Total derivative instruments	$	60,709		$	1,144		$	1,011

	December 31, 2012
			Asset Derivatives			Liability Derivatives
(Dollars in millions)	Notional Amount		Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as other than trading
Designated as hedging instruments:
Interest rate contracts	$	8,400	Other assets	$	28	Other liabilities	$	—
Not designated as hedging instruments:
Other contracts	$	109	Other assets	$	1	Other liabilities	$	3
Total derivatives designated as other than trading	$	8,509		$	29		$	3
Trading derivatives:
Interest rate contracts	$	37,790	Trading account assets	$	1,075	Trading account liabilities	$	1,009
Commodity contracts		5,595	Trading account assets		167	Trading account liabilities		140
Foreign exchange contracts		4,593	Trading account assets		69	Trading account liabilities		65
Equity contracts		3,631	Trading account assets		103	Trading account liabilities		103
Total trading derivatives	$	51,609		$	1,414		$	1,317
Total derivative instruments	$	60,118		$	1,443		$	1,320

• Derivatives Used for Other-Than-Trading Purposes

        The Company uses interest rate derivatives to manage the financial impact on the Company from changes in market interest rates. These instruments are used to manage interest rate risk relating to specified groups of assets and liabilities, primarily LIBOR-based commercial loans, certificates of deposit (CDs), borrowings, and future debt issuances. Derivatives that qualify for hedge accounting are designated as either fair value or cash flow hedges. For the six months ended June 2013 and 2012, the Company did not have fair value hedges. For further information related to the Company's hedging strategy, see Note 17 to the consolidated financial statements in the Company's 2012 Form 10-K.

• Cash Flow Hedges

        The Company used interest rate swaps with a notional amount of $2.0 billion at June 30, 2013 to hedge the risk of changes in cash flows attributable to changes in the designated benchmark interest rate on LIBOR indexed loans. To the extent effective, payments received (or paid) under the swap contract offset fluctuations in interest income on loans caused by changes in the relevant LIBOR index. At June 30, 2013, the weighted average remaining life of the currently active cash flow hedges was approximately 3.65 years.

        For cash flow hedges, the effective portion of the gain or loss on the hedging instruments is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged cash flows are recognized in net interest income. Gains and losses representing hedge ineffectiveness are recognized in earnings in the period in which they arise. At June 30, 2013, the Company expects to reclassify approximately $33 million of income from accumulated other comprehensive income to net interest income during the twelve months ending June 30, 2014. This amount could differ from amounts actually realized due to changes in interest rates and the addition of other hedges subsequent to June 30, 2013.

        The following tables present the amount and location of the net gains and losses recorded in the Company's consolidated statements of income and changes in stockholder's equity for derivatives designated as cash flow hedges for the three and six months ended June 30, 2013 and 2012:

	Amount of Gain or (Loss) Recognized in OCI on Derivative Instruments (Effective Portion)				Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)							Gain or (Loss) Recognized in Income on Derivative Instruments (Ineffective Portion and Amount Excluded from Effectiveness Testing)
	For the Three Months Ended June 30,					For the Three Months Ended June 30,							For the Three Months Ended June 30,
(Dollars in millions)	2013		2012		Location	2013			2012			Location	2013		2012
Derivatives in cash flow hedging relationships
					Interest income		8			4
Interest rate contracts	$	3	$	28	Interest expense	$	(1	)	$	(1	)	Noninterest expense(1)	$	—	$	—
Total	$	3	$	28		$	7		$	3			$	—	$	—

	Amount of Gain or (Loss) Recognized in OCI on Derivative Instruments (Effective Portion)				Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)							Gain or (Loss) Recognized in Income on Derivative Instruments (Ineffective Portion and Amount Excluded from Effectiveness Testing)
	For the Six Months Ended June 30,					For the Six Months Ended June 30,							For the Six Months Ended June 30,
(Dollars in millions)	2013		2012		Location	2013			2012			Location	2013		2012
Derivatives in cash flow hedging relationships
					Interest income		15			6
Interest rate contracts	$	9	$	38	Interest expense	$	(1	)	$	(1	)	Noninterest expense(1)	$	—	$	—
Total	$	9	$	38		$	14		$	5			$	—	$	—

(1)

Amount recognized was less than $1 million.

• Trading Derivatives

        Derivative instruments classified as trading include both derivatives entered into for the Company's own account and as an accommodation for customers. Trading derivatives are included in trading assets or trading liabilities with changes in fair value reflected in income from trading account activities. The majority of the Company's derivative transactions for customers were essentially offset by contracts with third parties that reduce or eliminate market risk exposures.

        The Company offers market-linked CDs, which allow the client to earn the higher of either a minimum fixed rate of interest or a return tied to either equity, commodity or currency indices. The Company hedges its exposure to the embedded derivative contained in market-linked CDs with a matched over-the-counter option. Both the embedded derivative and hedge options are recorded at fair value with the realized and unrealized changes in fair value recorded in noninterest income within trading account activities.

        The following table presents the amount of the net gains and losses reported in the consolidated statement of income under the heading trading account activities for derivative instruments classified as trading for the three and six months ended June 30, 2013 and 2012:

	Gain or (Loss) Recognized in Income on Derivative Instruments				Gain or (Loss) Recognized in Income on Derivative Instruments
	For the Three Months Ended				For the Six Months Ended
(Dollars in millions)	June 30, 2013		June 30, 2012		June 30, 2013		June 30, 2012
Trading derivatives:
Interest rate contracts	$	10	$	7	$	9	$	21
Equity contracts		3		4		6		9
Foreign exchange contracts		5		6		8		13
Commodity contracts		1		4		—		4
Other contracts		—		—		1		—
Total	$	19	$	21	$	24	$	47

• Offsetting Assets and Liabilities

        During the first quarter of 2013, the Company adopted ASU 2011-11, Disclosures about Offsetting Assets and Liabilities, which establishes new disclosures about an entity's rights of setoff and arrangements associated with its financial instruments and derivative instruments. The Company primarily enters into derivative contracts and repurchase agreements with counterparties utilizing a standard International Swaps and Derivatives Association master netting agreement (ISDA MNA) or master repurchase agreements, which generally establish the terms and conditions of the transactions, including a legal right to set-off amounts payable and receivable between the Company and a counterparty, regardless of whether or not such amounts have matured or have contingency features.

        The following tables present the offsetting of financial assets and liabilities as of June 30, 2013 and December 31, 2012:

	June 30, 2013
							Gross Amounts Not Offset in Balance Sheet
(Dollars in millions)	Gross Amounts of Recognized Assets/Liabilities		Gross Amounts Offset in Balance Sheet		Net Amounts Presented in Balance Sheet		Financial Instruments		Cash Collateral Received/Pledged		Net Amount
Financial Assets:
Derivative Assets	$	1,144	$	444	$	700	$	62	$	—	$	638
Securities purchased under resale agreements		15		—		15		15		—		—
Total	$	1,159	$	444	$	715	$	77	$	—	$	638
Financial Liabilities:
Derivative Liabilities	$	1,011	$	448	$	563	$	249	$	2	$	312
Securities sold under repurchase agreements		4		—		4		4		—		—
Total	$	1,015	$	448	$	567	$	253	$	2	$	312

	December 31, 2012
							Gross Amounts Not Offset in Balance Sheet
(Dollars in millions)	Gross Amounts of Recognized Assets/Liabilities		Gross Amounts Offset in Balance Sheet		Net Amounts Presented in Balance Sheet		Financial Instruments		Cash Collateral Received/Pledged		Net Amount
Financial Assets:
Derivative Assets	$	1,443	$	370	$	1,073	$	21	$	2	$	1,050
Securities purchased under resale agreements		19		—		19		19		—		—
Total	$	1,462	$	370	$	1,092	$	40	$	2	$	1,050
Financial Liabilities:
Derivative Liabilities	$	1,320	$	449	$	871	$	491	$	121	$	259
Securities sold under repurchase agreements		5		—		5		5		—		—
Total	$	1,325	$	449	$	876	$	496	$	121	$	259

XML

Loans and Allowance for Loan Losses - FICO Credit Scores and LTV Ratios Related to Loans in Consumer Portfolio Segment and Consumer Loans (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Financing Receivable, Recorded Investment, Past Due [Line Items]
720 and above percent	76.00%	76.00%
Below 720 percent	23.00%	22.00%
No FICO available percent	1.00%	2.00%
Total percent	100.00%	100.00%
Less than 80 percent	88.00%	77.00%
80-100 percent	9.00%	14.00%
Greater than 100 percent	3.00%	8.00%
No LTV available percent		1.00%
Total percent	100.00%	100.00%
Residential mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
720 and above	$ 17,824	$ 17,103
Below 720	4,909	4,666
No FICO available	208	395
Total	22,941	22,164
Less than 80 percent	20,609	17,771
80-100 percent	1,906	3,031
Greater than 100 percent	422	1,232
No LTV available	4	130
Total	22,941	22,164
Home equity and other consumer loans [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
720 and above	2,405	2,464
Below 720	921	986
No FICO available	54	122
Total	3,380	3,572
Home equity loans [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Less than 80 percent	2,470	2,216
80-100 percent	446	618
Greater than 100 percent	298	540
No LTV available	58	113
Total	3,272	3,487
Total consumer portfolio [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
720 and above	20,229	19,567
Below 720	5,830	5,652
No FICO available	262	517
Total	26,321	25,736
Less than 80 percent	23,079	19,987
80-100 percent	2,352	3,649
Greater than 100 percent	720	1,772
No LTV available	62	243
Total	26,213	25,651
Purchased Credit Impaired [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
720 and above	95	106
Below 720	164	172
No FICO available	12	10
Total	271	288
Less than 80 percent	158	72
80-100 percent	50	50
Greater than 100 percent	57	153
No LTV available		13
Total	265	288
Consumer portfolio [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
720 and above	20,324	19,673
Below 720	5,994	5,824
No FICO available	274	527
Total	26,592	26,024
Less than 80 percent	23,237	20,059
80-100 percent	2,402	3,699
Greater than 100 percent	777	1,925
No LTV available	62	256
Total	$ 26,478	$ 25,939

XML

Consolidated Balance Sheets (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Assets
Cash and due from banks	$ 1,405	$ 1,845
Interest bearing deposits in banks	1,899	3,477
Federal funds sold and securities purchased under resale agreements	50	169
Total cash and cash equivalents	3,354	5,491
Trading account assets (includes $4 at June 30, 2013 and $1 at December 31, 2012 of assets pledged as collateral)	844	1,208
Securities available for sale	23,510	21,352
Securities held to maturity (Fair value: June 30, 2013, $891; December 31, 2012, $1,135)	905	1,103
Loans held for investment	65,843	60,034
Allowance for loan losses	(625)	(653)
Loans held for investment, net	65,218	59,381
Premises and equipment, net	699	710
Intangible assets	322	376
Goodwill	3,186	2,942
FDIC indemnification asset	233	338
Other assets	3,990	4,091
Total assets	102,261	96,992
Deposits:
Noninterest bearing	25,655	25,478
Interest bearing	51,655	48,777
Total deposits	77,310	74,255
Commercial paper and other short-term borrowings	3,792	1,363
Long-term debt	6,058	5,622
Trading account liabilities	566	895
Other liabilities	1,866	2,102
Total liabilities	89,592	84,237
Commitments, contingencies and guarantees - See Note 12
UNBC stockholder's equity:
Preferred stock: Authorized 5,000,000 shares; no shares issued or outstanding
Common stock, par value $1 per share: Authorized 300,000,000 shares, 136,330,830 shares issued and outstanding as of June 30, 2013 and December 31, 2012	136	136
Additional paid-in capital	5,979	5,994
Retained earnings	7,163	6,875
Accumulated other comprehensive loss	(879)	(514)
Total UNBC stockholder's equity	12,399	12,491
Noncontrolling interests	270	264
Total equity	12,669	12,755
Total liabilities and equity	$ 102,261	$ 96,992

XML

Securities

6 Months Ended

Jun. 30, 2013

Investments Debt And Equity Securities [Abstract]

Securities

Note 3—Securities

Securities Available for Sale

        At June 30, 2013 and December 31, 2012, the amortized cost, gross unrealized gains, gross unrealized losses, and fair values of securities are presented below.

	June 30, 2013
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. government sponsored agencies	$	362	$	2	$	—	$	364
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies		14,930		57		314		14,673
Privately issued		330		4		6		328
Commercial mortgage-backed securities		3,904		24		178		3,750
Collateralized loan obligations (CLOs)		2,414		33		2		2,445
Asset-backed and other		79		1		—		80
Asset Liability Management securities		22,019		121		500		21,640
Other debt securities:
Direct bank purchase bonds		1,708		33		38		1,703
Other		155		3		6		152
Equity securities		15		—		—		15
Total securities available for sale	$	23,897	$	157	$	544	$	23,510

	December 31, 2012
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. government-sponsored agencies	$	866	$	19	$	—	$	885
Residential mortgage-backed securities:
U.S. government agency and government-sponsored agencies		13,104		232		3		13,333
Privately issued		445		8		10		443
Commercial mortgage-backed securities		2,863		114		6		2,971
CLOs		1,996		7		44		1,959
Asset-backed and other		145		1		—		146
Asset Liability Management securities		19,419		381		63		19,737
Other debt securities:
Direct bank purchase bonds		1,482		27		71		1,438
Other		156		6		4		158
Equity securities		19		—		—		19
Total securities available for sale	$	21,076	$	414	$	138	$	21,352

        The Company's securities available for sale with a continuous unrealized loss position at June 30, 2013 and December 31, 2012 are shown below, identified for periods less than 12 months and 12 months or more.

	June 30, 2013
	Less than 12 months				12 months or more				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies	$	11,885	$	314	$	1	$	—	$	11,886	$	314
Privately issued		88		2		68		4		156		6
Commercial mortgage-backed securities		2,851		178		—		—		2,851		178
CLOs		233		1		27		1		260		2
Asset-backed and other		5		—		1		—		6		—
Asset Liability Management securities		15,062		495		97		5		15,159		500
Other debt securities:
Direct bank purchase bonds		1,131		38		—		—		1,131		38
Other		55		1		37		5		92		6
Total securities available for sale	$	16,248	$	534	$	134	$	10	$	16,382	$	544

	December 31, 2012
	Less than 12 months				12 months or more				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies	$	1,152	$	3	$	13	$	—	$	1,165	$	3
Privately issued		32		—		137		10		169		10
Commercial mortgage-backed securities		675		6		—		—		675		6
CLOs		168		1		980		43		1,148		44
Asset-backed and other		32		—		3		—		35		—
Asset Liability Management securities		2,059		10		1,133		53		3,192		63
Other debt securities:
Direct bank purchase bonds		1,019		71		—		—		1,019		71
Other		34		3		13		1		47		4
Total securities available for sale	$	3,112	$	84	$	1,146	$	54	$	4,258	$	138

        At June 30, 2013, the Company did not have the intent to sell any securities in an unrealized loss position before a recovery of the amortized cost, which may be at maturity. The Company also believes that it is more likely than not that it will not have to sell the securities prior to recovery of amortized cost.

        Agency residential mortgage-backed securities consist of securities guaranteed by a U.S. government corporation or a government-sponsored enterprise (GSE) such as Fannie Mae, Freddie Mac, and Ginnie Mae. These securities are collateralized by residential mortgage loans and may be prepaid at par prior to maturity. The unrealized losses on agency residential mortgage-backed securities resulted from changes in interest rates and not credit quality. At June 30, 2013, the Company expects to recover the entire amortized cost basis of these securities because the Company determined that the strength of the issuers' guarantees through direct obligations or support from the U.S. government is sufficient to protect the Company from losses.

        Commercial mortgage-backed securities are collateralized by commercial mortgage loans and are generally subject to prepayment penalties. The unrealized losses on commercial mortgage-backed securities resulted from higher market yields since purchase. The Company estimated loss projections for each security by assessing the loans collateralizing each security. The Company estimates the portion of loss attributable to credit based on the expected cash flows of the underlying collateral using estimates of current key assumptions, such as default rates, loss severity and prepayment rates. Based on the analysis performed as of June 30, 2013, the Company expects to recover the entire amortized cost basis of these securities.

        Other debt securities primarily consist of direct bank purchase bonds, which are not rated by external credit rating agencies. The unrealized losses on these bonds resulted from a higher return on capital expected by the secondary market compared with the return on capital required at the time of origination when the bonds were purchased. The Company estimated loss projections for each security by assessing the underlying collateral of each security. The Company estimates the portion of loss attributable to credit based on the expected cash flows of the underlying collateral using estimates of current key assumptions, such as probability of default and loss severity. Cash flow analysis of the underlying collateral provides an estimate of other-than-temporary impairment, which is performed quarterly when the fair value of a security is lower than its amortized cost and potential impairment is identified. Based on the analysis performed as of June 30, 2013, the Company expects to recover the entire amortized cost basis of these securities.

        The fair value of debt securities available for sale by contractual maturity are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to prepay obligations with or without prepayment penalties.

	June 30, 2013
(Dollars in millions)	One Year or Less		Over One Year Through Five Years		Over Five Years Through Ten Years		Over Ten Years		Total Fair Value
U.S. government sponsored agencies	$	364	$	—	$	—	$	—	$	364
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies		5		87		819		13,762		14,673
Privately issued		—		—		6		322		328
Commercial mortgage-backed securities		—		—		921		2,829		3,750
CLOs		—		404		647		1,394		2,445
Asset-backed and other		—		71		9		—		80
Asset Liability Management securities		369		562		2,402		18,307		21,640
Other debt securities
Direct bank purchase bonds		90		235		974		404		1,703
Other		—		32		21		99		152
Total debt securities available for sale	$	459	$	829	$	3,397	$	18,810	$	23,495

        The proceeds from sales of securities available for sale and gross realized gains and losses are shown below. The specific identification method is used to calculate realized gains and losses on sales.

	For the Three Months Ended June 30,				For the Six Months Ended June 30,
(Dollars in millions)	2013		2012		2013		2012
Proceeds from sales	$	487	$	2,873	$	5,585	$	4,124
Gross realized gains		27		30		126		49
Gross realized losses		—		1		—		1

Securities Held to Maturity

        The securities held to maturity consist of CLOs and U.S. government and government sponsored agencies residential mortgage-backed securities. Management has asserted the positive intent and ability to hold these securities to maturity. At June 30, 2013 and December 31, 2012, the amortized cost, gross unrealized gains and losses recognized in other comprehensive income (OCI), carrying amount, gross unrealized gains and losses not recognized in OCI, and fair values of securities held to maturity are presented below.

	June 30, 2013
			Recognized in OCI						Not Recognized in OCI
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Carrying Amount		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
CLOs	$	16	$	—	$	2	$	14	$	3	$	—	$	17
U.S. government agency and government sponsored agencies—residential mortgage backed securities		888		3		—		891		—		17		874
Total securities held to maturity	$	904	$	3	$	2	$	905	$	3	$	17	$	891

	December 31, 2012
			Recognized in OCI						Not Recognized in OCI
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Carrying Amount		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
CLOs	$	118	$	—	$	17	$	101	$	20	$	—	$	121
U.S. government agency and government sponsored agencies—residential mortgage backed securities		997		5		—		1,002		12		—		1,014
Total securities held to maturity	$	1,115	$	5	$	17	$	1,103	$	32	$	—	$	1,135

        For securities held to maturity, the amount recognized in OCI primarily reflects the unrealized gain or loss at date of transfer to the held to maturity classification, net of amortization. Amortized cost is defined as the original purchase cost, adjusted for any accretion or amortization of a purchase discount or premium, less principal payments and any impairment previously recognized in earnings.

        The Company's securities held to maturity with a continuous unrealized loss position at June 30, 2013 and December 31, 2012 are shown below, separately for periods less than 12 months and 12 months or more.

	June 30, 2013
	Less than 12 months						12 months or more						Total
			Unrealized Losses						Unrealized Losses						Unrealized Losses
(Dollars in millions)	Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI
CLOs	$	—	$	—	$	—	$	17	$	2	$	—	$	17	$	2	$	—
U.S. government agency and government sponsored agencies—residential mortgage backed securities		874		—		17		—		—		—		874		—		17
Total securities held to maturity	$	874	$	—	$	17	$	17	$	2	$	—	$	891	$	2	$	17

	December 31, 2012
	Less than 12 months						12 months or more						Total
			Unrealized Losses						Unrealized Losses						Unrealized Losses
(Dollars in millions)	Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI
CLOs	$	—	$	—	$	—	$	121	$	17	$	—	$	121	$	17	$	—

        The carrying amount and fair value of securities held to maturity by contractual maturity are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to prepay obligations with or without prepayment penalties.

	June 30, 2013
	Over One Year Through Five Years				Over Ten Years				Total
(Dollars in millions)	Carrying Amount		Fair Value		Carrying Amount		Fair Value		Carrying Amount		Fair Value
CLOs	$	14	$	17	$	—	$	—	$	14	$	17
U.S. government agency and government sponsored agencies—residential mortgage backed securities		—		—		891		874		891		874
Total securities held to maturity	$	14	$	17	$	891	$	874	$	905	$	891

Securities Pledged as Collateral

        Transactions involving purchases of securities under agreements to resell (reverse repurchase agreements or reverse repos) or sales of securities under agreements to repurchase (repurchase agreements or repos) are accounted for as collateralized financings except where the Company does not have an agreement to sell (or purchase) the same or substantially the same securities before maturity at a fixed or determinable price. The Company's policy is to obtain possession of collateral with a market value equal to or in excess of the principal amount loaned under resale agreements. Collateral is valued daily, and the Company may require counterparties to deposit additional collateral or return collateral pledged, when appropriate.

        The Company separately identifies in the consolidated balance sheets, securities pledged as collateral in secured borrowings and other arrangements when the secured party can sell or repledge the securities. If the secured party cannot resell or repledge the securities that have been placed as collateral, those securities are not separately identified. At June 30, 2013, the Company had $7.0 billion of securities available for sale pledged as collateral where the secured party cannot resell or repledge such securities. These available for sale securities have been pledged to secure borrowings ($0.7 billion), to support unrealized losses on derivative transactions reported in trading liabilities ($0.3 billion) and to secure public and trust deposits ($6.0 billion).

        At June 30, 2013 and December 31, 2012, the Company accepted securities as collateral that it is permitted by contract to sell or repledge of $15 million (none of which has been repledged) and $19 million (none of which has been repledged), respectively. These securities were received as collateral for secured lending.

XML

Variable Interest Entities (Tables)

6 Months Ended

Jun. 30, 2013

Text Block [Abstract]

Carrying Amounts and Maximum Exposure to Loss Related to Unconsolidated VIEs

	June 30, 2013
(Dollars in millions)	Total Assets		Total Liabilities		Maximum Exposure to Loss
LIHC investments	$	906	$	377	$	906
Renewable energy investments		497		—		497
Private capital investments		18		—		19
Total unconsolidated VIEs	$	1,421	$	377	$	1,422

XML

Long-Term Debt - Summary of Long-Term Debt (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Debt Instrument [Line Items]
Long-term debt	$ 6,058	$ 5,622
Subsidiaries [Member]
Debt Instrument [Line Items]
Long-term debt	5,259	4,819
UnionBanCal
Debt Instrument [Line Items]
Long-term debt	799	803
Senior debt [Member] | Fixed rate 3.50% notes due June 2022 [Member] | UnionBanCal
Debt Instrument [Line Items]
Long-term debt	397	397
Senior debt [Member] | Federal Home Loan Bank advances [Member] | Subsidiaries [Member]
Debt Instrument [Line Items]
Long-term debt	1,800	2,100
Senior debt [Member] | Floating rate notes due June 2014 [Member] | Subsidiaries [Member]
Debt Instrument [Line Items]
Long-term debt	300	300
Senior debt [Member] | Fixed rate 2.125% notes due December 2013 [Member] | Subsidiaries [Member]
Debt Instrument [Line Items]
Long-term debt	400	399
Senior debt [Member] | Fixed rate 3.00% notes due June 2016 [Member] | Subsidiaries [Member]
Debt Instrument [Line Items]
Long-term debt	699	699
Senior debt [Member] | Fixed rate 2.125% notes due June 2017 [Member] | Subsidiaries [Member]
Debt Instrument [Line Items]
Long-term debt	499	499
Subordinated Debt [Member] | Fixed rate 5.25% notes due December 2013 [Member] | UnionBanCal
Debt Instrument [Line Items]
Long-term debt	402	406
Subordinated Debt [Member] | Fixed rate 5.95% notes due May 2016 [Member] | Subsidiaries [Member]
Debt Instrument [Line Items]
Long-term debt	724	729
Subordinated Debt [Member] | Floating rate notes due June 2023 | BTMU
Debt Instrument [Line Items]
Long-term debt	750
Note payable [Member] | Fixed rate 6.03% notes due July 2014 (related to consolidated VIE) [Member] | Subsidiaries [Member]
Debt Instrument [Line Items]
Long-term debt	6	6
Junior subordinated debt payable to trusts [Member] | Floating rate [Member] | Subsidiaries [Member]
Debt Instrument [Line Items]
Long-term debt	66	66
Junior subordinated debt payable to trusts [Member] | Capital Lease Obligations [Member] | Subsidiaries [Member]
Debt Instrument [Line Items]
Long-term debt	$ 15	$ 21

XML

Loans and Allowance for Loan Losses - Pre- and Post-Modification Outstanding Recorded Investment Amounts of Troubled Debt Restructurings (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013
Financing Receivable, Modifications [Line Items]
Pre-Modification Outstanding Recorded Investment	$ 86	$ 199
Post-Modification Outstanding Recorded Investment	83	193
Commercial and industrial [Member]
Financing Receivable, Modifications [Line Items]
Pre-Modification Outstanding Recorded Investment	49	125
Post-Modification Outstanding Recorded Investment	47	121
Commercial mortgage [Member]
Financing Receivable, Modifications [Line Items]
Pre-Modification Outstanding Recorded Investment	4	15
Post-Modification Outstanding Recorded Investment	4	15
Commercial portfolio [Member]
Financing Receivable, Modifications [Line Items]
Pre-Modification Outstanding Recorded Investment	53	140
Post-Modification Outstanding Recorded Investment	51	136
Residential mortgage [Member]
Financing Receivable, Modifications [Line Items]
Pre-Modification Outstanding Recorded Investment	30	55
Post-Modification Outstanding Recorded Investment	30	54
Home equity and other consumer loans [Member]
Financing Receivable, Modifications [Line Items]
Pre-Modification Outstanding Recorded Investment	3	4
Post-Modification Outstanding Recorded Investment	2	3
Consumer portfolio [Member]
Financing Receivable, Modifications [Line Items]
Pre-Modification Outstanding Recorded Investment	33	59
Post-Modification Outstanding Recorded Investment	$ 32	$ 57

XML

Accumulated Other Comprehensive Loss

6 Months Ended

Jun. 30, 2013

Equity [Abstract]

Accumulated Other Comprehensive Loss

Note 11—Accumulated Other Comprehensive Loss

        The following table presents the change in each of the components of accumulated other comprehensive loss and the related tax effect of the change allocated to each component:

(Dollars in millions)	Before Tax Amount			Tax Effect			Net of Tax
For the Six Months Ended June 30, 2012:
Cash flow hedge activities:
Unrealized net gains on hedges arising during the period	$	38		$	(15	)	$	23
Less: Reclassification adjustment for net losses on hedges included in net income		(5	)		2			(3	)
Net change in unrealized losses on hedges		33			(13	)		20
Securities:
Unrealized holding gains arising during the period on securities available for sale		147			(58	)		89
Reclassification adjustment for net gains on securities available for sale included in net income		(47	)		18			(29	)
Less: accretion of fair value adjustment on securities available for sale		(1	)		1			—
Less: accretion of fair value adjustment on held to maturity securities		(14	)		6			(8	)
Less: amortization of net unrealized losses on held to maturity securities		56			(22	)		34
Net change in unrealized losses on securities		141			(55	)		86
Foreign currency translation adjustment		(1	)		1			—
Reclassification adjustment for pension and other benefits included in net income:
Recognized net actuarial loss(1)		49			(19	)		30
Net change in pension and other benefits(1)		49			(19	)		30
Net change in accumulated other comprehensive loss	$	222		$	(86	)	$	136
For the Six Months Ended June 30, 2013:
Cash flow hedge activities:
Unrealized net gains on hedges arising during the period	$	9		$	(3	)	$	6
Less: Reclassification adjustment for net losses on hedges included in interest income for loans and interest expense on long-term debt		(14	)		5			(9	)
Net change in unrealized gains on hedges		(5	)		2			(3	)
Securities:
Unrealized holding gains arising during the period on securities available for sale		(503	)		197			(306	)
Reclassification adjustment for net gains on securities available for sale included in securities gains, net		(123	)		49			(74	)
Less: accretion of fair value adjustment on securities available for sale		(38	)		16			(22	)
Less: accretion of fair value adjustment on held to maturity securities		(11	)		4			(7	)
Less: amortization of net unrealized losses on held to maturity securities		25			(10	)		15
Net change in unrealized gains on securities		(650	)		256			(394	)
Foreign currency translation adjustment		(5	)		2			(3	)
Reclassification adjustment for pension and other benefits included in net income:
Recognized net actuarial loss(1)		58			(23	)		35
Net change in pension and other benefits(1)		58			(23	)		35
Net change in accumulated other comprehensive loss	$	(602	)	$	237		$	(365	)

(1)

These amounts are included in the computation of net periodic pension cost. For further information, see Note 6 to these consolidated financial statements.

        The following table presents the change in accumulated other comprehensive loss balances:

(Dollars in millions)	Net Unrealized Gains (Losses) on Cash Flow Hedges			Net Unrealized Gains (Losses) on Securities			Foreign Currency Translation Adjustment			Pension and Other Benefits Adjustment			Accumulated Other Comprehensive Loss
Balance, December 31, 2011	$	(17	)	$	(107	)	$	—		$	(685	)	$	(809	)
Other comprehensive income before reclassifications		23			115			—			—			138
Amounts reclassified from accumulated other comprehensive loss		(3	)		(29	)		—			30			(2	)
Balance, June 30, 2012	$	3		$	(21	)	$	—		$	(655	)	$	(673	)
Balance, December 31, 2012	$	24		$	159		$	1		$	(698	)	$	(514	)
Other comprehensive income before reclassifications		6			(320	)		(3	)		—			(317	)
Amounts reclassified from accumulated other comprehensive loss		(9	)		(74	)		—			35			(48	)
Balance, June 30, 2013	$	21		$	(235	)	$	(2	)	$	(663	)	$	(879	)

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Loans and Allowance for Loan Losses - Summary of Nonaccrual Loans (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Financing Receivable, Recorded Investment, Past Due [Line Items]
Nonaccrual loans	$ 520	$ 505
Troubled debt restructured loans that continue to accrue interest	366	401
Troubled debt restructured nonaccrual loans (included in the total nonaccrual loans above)	245	209
Commercial and industrial [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Nonaccrual loans	69	48
Commercial mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Nonaccrual loans	62	65
Commercial portfolio [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Nonaccrual loans	131	113
Residential mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Nonaccrual loans	315	306
Home equity and other consumer loans [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Nonaccrual loans	50	56
Consumer portfolio [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Nonaccrual loans	365	362
Nonaccrual loans, before purchased credit-impaired loans [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Nonaccrual loans	496	475
Purchased Credit Impaired [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Nonaccrual loans	$ 24	$ 30

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Derivative Instruments and Other Financial Instruments Used For Hedging - Summary of Offsetting Assets and Liabilities (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Derivatives, Fair Value [Line Items]
Gross Amounts of Recognized Assets/Liabilities, Financial Assets	$ 1,144	$ 1,443
Gross Amounts of Recognized Assets/Liabilities, Financial Liabilities	1,011	1,320
Financial Liabilities [Member]
Derivatives, Fair Value [Line Items]
Gross Amounts of Recognized Assets/Liabilities, Financial Liabilities	1,015	1,325
Gross Amounts Offset in Balance Sheet, Financial Liabilities	448	449
Net Amounts Presented in Balance Sheet, Financial Liabilities	567	876
Net Amount, Financial Liabilities	312	259
Financial Liabilities [Member] | Securities purchased under resale agreements [Member]
Derivatives, Fair Value [Line Items]
Gross Amounts of Recognized Assets/Liabilities, Financial Liabilities	4	5
Net Amounts Presented in Balance Sheet, Financial Liabilities	4	5
Financial Liabilities [Member] | Derivative Liabilities [Member]
Derivatives, Fair Value [Line Items]
Gross Amounts of Recognized Assets/Liabilities, Financial Liabilities	1,011	1,320
Gross Amounts Offset in Balance Sheet, Financial Liabilities	448	449
Net Amounts Presented in Balance Sheet, Financial Liabilities	563	871
Net Amount, Financial Liabilities	312	259
Financial Assets [Member]
Derivatives, Fair Value [Line Items]
Gross Amounts of Recognized Assets/Liabilities, Financial Assets	1,159	1,462
Gross Amounts Offset in Balance Sheet, Financial Assets	444	370
Net Amounts Presented in Balance Sheet, Financial Assets	715	1,092
Net Amount, Financial Assets	638	1,050
Financial Assets [Member] | Derivative Assets [Member]
Derivatives, Fair Value [Line Items]
Gross Amounts of Recognized Assets/Liabilities, Financial Assets	1,144	1,443
Gross Amounts Offset in Balance Sheet, Financial Assets	444	370
Net Amounts Presented in Balance Sheet, Financial Assets	700	1,073
Net Amount, Financial Assets	638	1,050
Financial Assets [Member] | Securities purchased under resale agreements [Member]
Derivatives, Fair Value [Line Items]
Gross Amounts of Recognized Assets/Liabilities, Financial Assets	15	19
Net Amounts Presented in Balance Sheet, Financial Assets	15	19
Financial Instruments [Member] | Financial Liabilities [Member]
Derivatives, Fair Value [Line Items]
Gross Amount Not Offset in Balance Sheet, Financial Liabilities	253	496
Financial Instruments [Member] | Financial Liabilities [Member] | Securities purchased under resale agreements [Member]
Derivatives, Fair Value [Line Items]
Gross Amount Not Offset in Balance Sheet, Financial Liabilities	4	5
Financial Instruments [Member] | Financial Liabilities [Member] | Derivative Liabilities [Member]
Derivatives, Fair Value [Line Items]
Gross Amount Not Offset in Balance Sheet, Financial Liabilities	249	491
Financial Instruments [Member] | Financial Assets [Member]
Derivatives, Fair Value [Line Items]
Gross Amount Not Offset in Balance Sheet, Financial Assets	77	40
Financial Instruments [Member] | Financial Assets [Member] | Derivative Assets [Member]
Derivatives, Fair Value [Line Items]
Gross Amount Not Offset in Balance Sheet, Financial Assets	62	21
Financial Instruments [Member] | Financial Assets [Member] | Securities purchased under resale agreements [Member]
Derivatives, Fair Value [Line Items]
Gross Amount Not Offset in Balance Sheet, Financial Assets	15	19
Cash Collateral Received/Pledged [Member] | Financial Liabilities [Member]
Derivatives, Fair Value [Line Items]
Gross Amount Not Offset in Balance Sheet, Financial Liabilities	2	121
Cash Collateral Received/Pledged [Member] | Financial Liabilities [Member] | Derivative Liabilities [Member]
Derivatives, Fair Value [Line Items]
Gross Amount Not Offset in Balance Sheet, Financial Liabilities	2	121
Cash Collateral Received/Pledged [Member] | Financial Assets [Member]
Derivatives, Fair Value [Line Items]
Gross Amount Not Offset in Balance Sheet, Financial Assets		2
Cash Collateral Received/Pledged [Member] | Financial Assets [Member] | Derivative Assets [Member]
Derivatives, Fair Value [Line Items]
Gross Amount Not Offset in Balance Sheet, Financial Assets		$ 2

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Loans and Allowance for Loan Losses - Recorded Investment Amounts of Troubled Debt Restructurings (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013
Financing Receivable, Modifications [Line Items]
Total troubled debt restructured loans at date of default	$ 11	$ 18
Commercial and industrial [Member]
Financing Receivable, Modifications [Line Items]
Total troubled debt restructured loans at date of default	3	8
Residential mortgage [Member]
Financing Receivable, Modifications [Line Items]
Total troubled debt restructured loans at date of default	7	9
Home equity and other consumer loans [Member]
Financing Receivable, Modifications [Line Items]
Total troubled debt restructured loans at date of default	1	1
Consumer portfolio [Member]
Financing Receivable, Modifications [Line Items]
Total troubled debt restructured loans at date of default	$ 8	$ 10

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Securities - Fair Value of Debt Securities Available for Sale by Contractual Maturity (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013
Schedule of Available-for-sale Securities [Line Items]
One Year or Less	$ 459
Over One Year Through Five Years	829
Over Five Years Through Ten Years	3,397
Over Ten Years	18,810
Total Fair Value	23,495
U.S. government sponsored agencies [Member]
Schedule of Available-for-sale Securities [Line Items]
One Year or Less	364
Total Fair Value	364
U.S. government agency and government sponsored agencies [Member]
Schedule of Available-for-sale Securities [Line Items]
One Year or Less	5
Over One Year Through Five Years	87
Over Five Years Through Ten Years	819
Over Ten Years	13,762
Total Fair Value	14,673
Privately issued [Member]
Schedule of Available-for-sale Securities [Line Items]
Over Five Years Through Ten Years	6
Over Ten Years	322
Total Fair Value	328
Commercial mortgage-backed securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Over Five Years Through Ten Years	921
Over Ten Years	2,829
Total Fair Value	3,750
Collateralized loan obligations (CLOs) [Member]
Schedule of Available-for-sale Securities [Line Items]
Over One Year Through Five Years	404
Over Five Years Through Ten Years	647
Over Ten Years	1,394
Total Fair Value	2,445
Asset-backed and other [Member]
Schedule of Available-for-sale Securities [Line Items]
Over One Year Through Five Years	71
Over Five Years Through Ten Years	9
Total Fair Value	80
Asset Liability Management securities [Member]
Schedule of Available-for-sale Securities [Line Items]
One Year or Less	369
Over One Year Through Five Years	562
Over Five Years Through Ten Years	2,402
Over Ten Years	18,307
Total Fair Value	21,640
Direct bank purchase bonds [Member]
Schedule of Available-for-sale Securities [Line Items]
One Year or Less	90
Over One Year Through Five Years	235
Over Five Years Through Ten Years	974
Over Ten Years	404
Total Fair Value	1,703
Other [Member]
Schedule of Available-for-sale Securities [Line Items]
Over One Year Through Five Years	32
Over Five Years Through Ten Years	21
Over Ten Years	99
Total Fair Value	$ 152

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Long-Term Debt (Tables)

6 Months Ended

Jun. 30, 2013

Debt Disclosure [Abstract]

Summary of Long-Term Debt

(Dollars in millions)	June 30, 2013		December 31, 2012
Debt issued by UnionBanCal Corporation
Senior debt:
Fixed rate 3.50% notes due June 2022	$	397	$	397
Subordinated debt:
Fixed rate 5.25% notes due December 2013		402		406
Total debt issued by UnionBanCal Corporation		799		803
Debt issued by Union Bank, N.A. and other subsidiaries
Senior debt:
Fixed and floating rate Federal Home Loan Bank advances with maturities ranging from September 2013 to February 2016. These notes bear a combined weighted-average rate of 1.32% at June 30, 2013 and 1.39% at December 31, 2012		1,800		2,100
Floating rate notes due June 2014. These notes, which bear interest at 0.95% above 3-month LIBOR, had a rate of 1.23% at June 30, 2013 and 1.26% at December 31, 2012		300		300
Fixed rate 2.125% notes due December 2013		400		399
Fixed rate 3.00% notes due June 2016		699		699
Fixed rate 2.125% notes due June 2017		499		499
Note payable:
Fixed rate 6.03% notes due July 2014 (related to consolidated VIE)		6		6
Subordinated debt:
Fixed rate 5.95% notes due May 2016		724		729
Subordinated debt due to BTMU:
Floating rate subordinated debt due June 2023. This note, which bears interest at 1.2% above 3-month LIBOR, had a rate of 1.48% at June 30, 2013		750		—
Junior subordinated debt payable to trusts(1):
Floating rate notes with maturities ranging from March 2033 to September 2036. These notes bear a combined weighted-average rate of 2.62% at June 30, 2013 and 2.66% at December 31, 2012		66		66
Capital lease obligations with a combined weighted average interest rate of 4.88% at June 30, 2013 and 4.72% at December 31, 2012(1)		15		21
Total debt issued by Union Bank, N.A. and other subsidiaries		5,259		4,819
Total long-term debt	$	6,058	$	5,622

(1)

Long-term debt assumed through PCBC acquisition

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Commercial Paper and Other Short-Term Borrowings (Tables)

6 Months Ended

Jun. 30, 2013

Debt Disclosure [Abstract]

Summary of Commercial Paper and Other Short-Term Borrowings

(Dollars in millions)	June 30, 2013		December 31, 2012
Federal funds purchased and securities sold under repurchase agreements with weighted average interest rates of 0.07% and 0.96% at June 30, 2013 and December 31, 2012, respectively	$	137	$	123
Commercial paper, with weighted average interest rates of 0.17% and 0.20% at June 30, 2013 and December 31, 2012, respectively		3,655		1,240
Total commercial paper and other short-term borrowings	$	3,792	$	1,363

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Loans and Allowance for Loan Losses - Reconciliation of Changes in Allowance for Loan Losses by Portfolio Segment (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013 Commercial portfolio [Member]	Jun. 30, 2012 Commercial portfolio [Member]	Jun. 30, 2013 Commercial portfolio [Member]	Jun. 30, 2012 Commercial portfolio [Member]	Jun. 30, 2013 Consumer portfolio [Member]	Jun. 30, 2012 Consumer portfolio [Member]	Jun. 30, 2013 Consumer portfolio [Member]	Jun. 30, 2012 Consumer portfolio [Member]	Jun. 30, 2013 Purchased Credit Impaired [Member]	Jun. 30, 2012 Purchased Credit Impaired [Member]	Jun. 30, 2013 Purchased Credit Impaired [Member]	Jun. 30, 2012 Purchased Credit Impaired [Member]	Jun. 30, 2012 Unallocated portfolio [Member]	Jun. 30, 2013 Unallocated portfolio [Member]	Jun. 30, 2012 Unallocated portfolio [Member]	Mar. 31, 2013 Unallocated portfolio [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, beginning of period	$ 638	$ 704	$ 653	$ 764	$ 486	$ 439	$ 418	$ 474	$ 113	$ 128	$ 124	$ 138	$ 1	$ 10	$ 1	$ 17	$ 127	$ 110	$ 135	$ 38
(Reversal of) provision for loan losses	(3)	(13)	(6)	(12)	(3)	(38)	65	(41)		14	1	26					11	(72)	3
(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification		(1)		(3)										(1)		(3)
Decrease in allowance covered by FDIC indemnification	(2)	(3)		(9)									(2)	(3)		(9)
Loans charged off	(20)	(44)	(39)	(107)	(12)	(26)	(15)	(66)	(8)	(16)	(21)	(39)		(2)	(3)	(2)
Recoveries of loans previously charged off	12	13	17	23	9	13	12	21	1		2	1	2		3	1
Allowance for loan losses, end of period	$ 625	$ 656	$ 625	$ 656	$ 480	$ 388	$ 480	$ 388	$ 106	$ 126	$ 106	$ 126	$ 1	$ 4	$ 1	$ 4	$ 138	$ 38	$ 138	$ 38

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Business Combinations - Additional Information (Detail) (USD $)	6 Months Ended
	Jun. 30, 2013	Dec. 01, 2012 PCBC	Jun. 30, 2013 PB Capital	Jun. 30, 2013 Corporate Banking [Member]
Business Combinations [Abstract]
Goodwill, adjustments	$ 17,000,000
Business Acquisition [Line Items]
Cash paid		1,500,000,000	3,700,000,000
Loans outstanding	3,500,000,000
Fair value of assets acquired	3,400,000,000
Goodwill				$ 227,000,000
Term for change in provisional fair value estimates after closing date of acquisition	1 year

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Securities - Schedule of Held to Maturity Securities Recognized and Not Recognized in Other Comprehensive Income (OCI) and Fair Values (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Schedule of Held-to-maturity Securities [Line Items]
Securities held to maturity, Amortized Cost	$ 904	$ 1,115
Securities held to maturity, Gross Unrealized Gains, Recognized in Other Comprehensive Income (OCI)	3	5
Securities held to maturity, Gross Unrealized Losses, Recognized in Other Comprehensive Income (OCI)	2	17
Total securities held to maturity, Carrying Amount	905	1,103
Securities held to maturity, Gross Unrealized Gains, Not Recognized in OCI	3	32
Securities held to maturity, Gross Unrealized Losses, Not Recognized in OCI	17
Total securities held to maturity, Fair Value	891	1,135
Collateralized loan obligations (CLOs) [Member]
Schedule of Held-to-maturity Securities [Line Items]
Securities held to maturity, Amortized Cost	16	118
Securities held to maturity, Gross Unrealized Losses, Recognized in Other Comprehensive Income (OCI)	2	17
Total securities held to maturity, Carrying Amount	14	101
Securities held to maturity, Gross Unrealized Gains, Not Recognized in OCI	3	20
Total securities held to maturity, Fair Value	17	121
U.S. government agency and government sponsored agencies-residential mortgage backed securities [Member]
Schedule of Held-to-maturity Securities [Line Items]
Securities held to maturity, Amortized Cost	888	997
Securities held to maturity, Gross Unrealized Gains, Recognized in Other Comprehensive Income (OCI)	3	5
Total securities held to maturity, Carrying Amount	891	1,002
Securities held to maturity, Gross Unrealized Gains, Not Recognized in OCI		12
Securities held to maturity, Gross Unrealized Losses, Not Recognized in OCI	17
Total securities held to maturity, Fair Value	$ 874	$ 1,014

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Loans and Allowance for Loan Losses - Aging of Balance of Loans Held for Investment, Excluding Purchased Credit-Impaired Loans (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Financing Receivable, Recorded Investment, Past Due [Line Items]
Current	$ 63,792	$ 58,287
30 to 89 Days Past Due	378	355
90 Days or More Past Due	187	207
Total Past Due	565	562
Total loans held for investment, before purchased credit-impaired loans	64,357	58,849
Commercial and industrial [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Current	23,169	21,861
30 to 89 Days Past Due	66	68
90 Days or More Past Due	15	2
Total Past Due	81	70
Total loans held for investment, before purchased credit-impaired loans	23,250	21,931
Commercial mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Current	12,851	9,869
30 to 89 Days Past Due	136	57
90 Days or More Past Due	21	13
Total Past Due	157	70
Total loans held for investment, before purchased credit-impaired loans	13,008	9,939
Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Current	808	622
30 to 89 Days Past Due		5
Total Past Due		5
Total loans held for investment, before purchased credit-impaired loans	808	627
Commercial portfolio [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Current	36,828	32,352
30 to 89 Days Past Due	202	130
90 Days or More Past Due	36	15
Total Past Due	238	145
Total loans held for investment, before purchased credit-impaired loans	37,066	32,497
Residential mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Current	23,548	22,351
30 to 89 Days Past Due	152	181
90 Days or More Past Due	135	173
Total Past Due	287	354
Total loans held for investment, before purchased credit-impaired loans	23,835	22,705
Home equity and other consumer loans [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Current	3,416	3,584
30 to 89 Days Past Due	24	44
90 Days or More Past Due	16	19
Total Past Due	40	63
Total loans held for investment, before purchased credit-impaired loans	3,456	3,647
Consumer portfolio [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Current	26,964	25,935
30 to 89 Days Past Due	176	225
90 Days or More Past Due	151	192
Total Past Due	327	417
Total loans held for investment, before purchased credit-impaired loans	$ 27,291	$ 26,352

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Commitments, Contingencies and Guarantees (Tables)

6 Months Ended

Jun. 30, 2013

Commitments And Contingencies Disclosure [Abstract]

Summary of Commitments

(Dollars in millions)	June 30, 2013
Commitments to extend credit	$	30,455
Standby and commercial letters of credit		5,882
Other commitments		240

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Employee Pension and Other Postretirement Benefits - Components of Net Periodic Benefit Cost (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 21
Interest cost	24
Expected return on plan assets	(42)
Recognized net actuarial loss	27
Total net periodic benefit cost	30
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	21	21	43	39
Interest cost	24	24	49	50
Expected return on plan assets	(42)	(36)	(83)	(73)
Recognized net actuarial loss	27	21	54	44
Total net periodic benefit cost	30	30	63	60
Other Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	3	3	7	6
Interest cost	3	3	6	6
Expected return on plan assets	(4)	(3)	(8)	(6)
Recognized net actuarial loss	2	2	3	4
Total net periodic benefit cost	4	5	8	10
Superannuation, SERP and ESBP [Member]
Defined Benefit Plan Disclosure [Line Items]
Interest cost	1	1	2	2
Recognized net actuarial loss			1	1
Total net periodic benefit cost	$ 1	$ 1	$ 3	$ 3

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Fair Value Measurement and Fair Value of Financial Instruments - Significant Unobservable Inputs Level 3 Assets and Liabilities (Detail) (USD $) In Millions, unless otherwise specified			6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2013 Minimum [Member] Return on equity [Member]	Jun. 30, 2013 Minimum [Member] Discounted cash flow [Member]	Jun. 30, 2013 Maximum [Member] Return on equity [Member]	Jun. 30, 2013 Maximum [Member] Discounted cash flow [Member]	Jun. 30, 2013 Weighted Average [Member] Return on equity [Member]	Jun. 30, 2013 Weighted Average [Member] Discounted cash flow [Member]	Jun. 30, 2013 Level 3 [Member] Direct bank purchase bonds [Member]	Jun. 30, 2013 Level 3 [Member] FDIC clawback liability [Member]
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Market-required return on capital			8.00%		10.00%		10.00%
Probability of default			0.00%	0.10%	8.00%	100.00%	0.60%	55.50%
Loss severity			10.00%	20.00%	75.00%	100.00%	34.70%	43.30%
Securities available for sale	$ 23,510	$ 21,352							$ 1,703
Other liabilities	$ 1,866	$ 2,102								$ 90

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Variable Interest Entities - Carrying Amounts Related to Unconsolidated VIEs (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013
Variable Interest Entity [Line Items]
Unconsolidated VIEs, Total Assets	$ 1,421
Unconsolidated VIEs, Total Liabilities	377
Unconsolidated VIEs, Maximum Exposure to Loss	1,422
LIHC investments [Member]
Variable Interest Entity [Line Items]
Unconsolidated VIEs, Total Assets	906
Unconsolidated VIEs, Total Liabilities	377
Unconsolidated VIEs, Maximum Exposure to Loss	906
Renewable energy investments [Member]
Variable Interest Entity [Line Items]
Unconsolidated VIEs, Total Assets	497
Unconsolidated VIEs, Maximum Exposure to Loss	497
Private capital investment [Member]
Variable Interest Entity [Line Items]
Unconsolidated VIEs, Total Assets	18
Unconsolidated VIEs, Maximum Exposure to Loss	$ 19

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Securities - Additional Information (Detail) (USD $)	6 Months Ended	12 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Schedule of Trading Securities and Other Trading Assets [Line Items]
Securities available for sale pledged as collateral	$ 7,000,000,000
Borrowings [Member]
Schedule of Trading Securities and Other Trading Assets [Line Items]
Securities available for sale pledged as collateral	700,000,000
Derivative [Member]
Schedule of Trading Securities and Other Trading Assets [Line Items]
Securities available for sale pledged as collateral	300,000,000
Public and trust deposits [Member]
Schedule of Trading Securities and Other Trading Assets [Line Items]
Securities available for sale pledged as collateral	6,000,000,000
Permitted by contract to sell or repledge	15,000,000	19,000,000
Repledged to secure public agency or bankruptcy deposits and to cover short sales	$ 0	$ 0

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Long-Term Debt - Summary of Long-Term Debt (Details 3) (BTMU, Floating rate notes due June 2023, Subordinated Debt [Member], USD $) In Millions, unless otherwise specified	0 Months Ended	6 Months Ended
	Jun. 28, 2013	Jun. 30, 2013
BTMU | Floating rate notes due June 2023 | Subordinated Debt [Member]
Debt Instrument [Line Items]
Amount borrowed	$ 750
Variable interest rate	three-month LIBOR	three-month LIBOR
Interest rate added to base (as a percent)	1.20%	1.20%

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Employee Pension and Other Postretirement Benefits (Tables)

6 Months Ended

Jun. 30, 2013

Compensation And Retirement Disclosure [Abstract]

Components of Net Periodic Benefit Cost

	Pension Benefits						Other Benefits						Superannuation, SERP(1) and ESBP(2)
	For the Three Months Ended June 30,						For the Three Months Ended June 30,						For the Three Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012			2013		2012
Components of net periodic benefit cost:
Service cost	$	21		$	21		$	3		$	3		$	—	$	—
Interest cost		24			24			3			3			1		1
Expected return on plan assets		(42	)		(36	)		(4	)		(3	)		—		—
Recognized net actuarial loss		27			21			2			2			—		—
Total net periodic benefit cost	$	30		$	30		$	4		$	5		$	1	$	1

	Pension Benefits						Other Benefits						Superannuation, SERP(1) and ESBP(2)
	For the Six Months Ended June 30,						For the Six Months Ended June 30,						For the Six Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012			2013		2012
Components of net periodic benefit cost:
Service cost	$	43		$	39		$	7		$	6		$	—	$	—
Interest cost		49			50			6			6			2		2
Expected return on plan assets		(83	)		(73	)		(8	)		(6	)		—		—
Recognized net actuarial loss		54			44			3			4			1		1
Total net periodic benefit cost	$	63		$	60		$	8		$	10		$	3	$	3

(1)

Supplemental Executives Retirement Plan (SERP).

(2)

Executive Supplemental Benefit Plans (ESBP).

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Consolidated Statements of Changes in Stockholder's Equity (USD $) In Millions	Total	Common stock [Member]	Additional paid-in capital [Member]	Retained earnings [Member]	Accumulated other comprehensive income (loss) [Member]	Noncontrolling interests [Member]
BALANCE, beginning at Dec. 31, 2011	$ 11,830	$ 136	$ 5,989	$ 6,246	$ (809)	$ 268
Net income (loss)	373			382		(9)
Other comprehensive income (loss), net of tax	136				136
Compensation - restricted stock units	(4)		(4)
Other	(6)					(6)
Net change	499		(4)	382	136	(15)
BALANCE, ending at Jun. 30, 2012	12,329	136	5,985	6,628	(673)	253
BALANCE, beginning at Dec. 31, 2012	12,755	136	5,994	6,875	(514)	264
Net income (loss)	281			288		(7)
Other comprehensive income (loss), net of tax	(365)				(365)
Compensation - restricted stock units	(15)		(15)
Other	13					13
Net change	(86)		(15)	288	(365)	6
BALANCE, ending at Jun. 30, 2013	$ 12,669	$ 136	$ 5,979	$ 7,163	$ (879)	$ 270

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Summary of Significant Accounting Policies and Nature of Operations

6 Months Ended

Jun. 30, 2013

Accounting Policies [Abstract]

Summary of Significant Accounting Policies and Nature of Operations

Note 1—Summary of Significant Accounting Policies and Nature of Operations

        The unaudited consolidated financial statements of UnionBanCal Corporation, its subsidiaries, and its consolidated variable interest entities (the Company) have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) for interim financial reporting and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the Rules and Regulations of the Securities and Exchange Commission (SEC). However, they do not include all of the disclosures necessary for annual financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation have been included. The results of operations for the second quarter of 2013 are not necessarily indicative of the operating results anticipated for the full year. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in UnionBanCal Corporation's Annual Report on Form 10-K for the year ended December 31, 2012 (2012 Form 10-K).

        The preparation of financial statements in conformity with U.S. GAAP also requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Although such estimates contemplate current conditions and management's expectations of how they may change in the future, it is reasonably possible that actual results could differ significantly from those estimates. This could materially affect the Company's results of operations and financial condition in the near term. Significant estimates made by management in the preparation of the Company's financial statements include, but are not limited to, the evaluation of other-than-temporary impairment on investment securities (Note 3), allowance for credit losses (Note 4), purchased credit-impaired loans (Note 4), annual goodwill impairment analysis, pension accounting (Note 6), fair value of financial instruments (Note 9), and income taxes.

        UnionBanCal Corporation is a financial holding company and bank holding company whose principal subsidiary is Union Bank, N.A. (the Bank). The Company provides a wide range of financial services to consumers, small businesses, middle-market companies and major corporations, primarily in California, Oregon, Washington, Texas, New York, and Illinois, as well as nationally and internationally.

        Beginning in 2013, fees associated with certain unused commitment balances are classified within credit facility fees in noninterest income. Such fees were previously recorded in loan interest income and totaled $13 million for the three months ended June 30, 2012 and $25 million for the six months ended June 30, 2012. The Company has corrected the prior period presentation to conform to the presentation adopted at the beginning of 2013.

Recently Issued Accounting Pronouncements That Are Not Yet Effective

• Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation Is Fixed at the Reporting Date

        In February 2013, the FASB issued ASU 2013-04, Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the Obligation Is Fixed at the Reporting Date, which provides guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements for which the total amount of the obligation is fixed at the reporting date. Examples of obligations within the scope of this guidance include debt arrangements, other contractual obligations, and settled litigation and judicial rulings. This guidance is effective for interim and annual periods beginning on January 1, 2014 and must be retroactively applied to prior periods presented. Early adoption is permitted. Management is currently assessing the impact of this guidance on the Company's financial position or results of operations.

• Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity

        In March 2013, the FASB issued ASU 2013-05, Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity, which provides guidance on releasing cumulative translation adjustments out of accumulated comprehensive income when a parent deconsolidates or derecognizes a subsidiary or group of assets that is a not for profit activity or a business within a foreign entity or deconsolidates or derecognizes investments in a foreign entity. This guidance is effective prospectively for interim and annual periods beginning on January 1, 2014. Early adoption is permitted. Management does not expect the adoption of this guidance to significantly impact the Company's financial position or results of operations.

• Investment Companies—Amendments to the Scope, Measurement, and Disclosure Requirements

        In June 2013, the FASB issued ASU 2013-08, Financial Services—Investment Companies (Topic 946)—Amendments to the Scope, Measurement, and Disclosure Requirements, which changes the criteria for determining whether an entity meets the definition of an investment company, requires investment companies to measure noncontrolling ownership interests in other investment companies at fair value (rather than using the equity method of accounting), and requires additional disclosures for investment companies. This guidance is effective for interim and annual periods beginning on January 1, 2014. The revised investment company accounting must be applied to all entities that meet the new investment company definition on the effective date, with a cumulative effect adjustment to beginning retained earnings. Management is currently assessing the impact of this guidance on the Company's financial position and results of operations.

• Inclusion of the Fed Funds Effective Swap Rate as a Benchmark Interest Rate for Hedge Accounting Purposes

        In July 2013, the FASB issued ASU 2013-10, Inclusion of the Fed Funds Effective Swap Rate (or Overnight Index Swap Rate) as a Benchmark Interest Rate for Hedge Accounting Purposes, which will now permit the Fed Funds Effective Swap Rate (or Overnight Index Swap Rate) to be used as a U.S. benchmark interest rate for hedge accounting purposes. The guidance also removes the existing restriction on using different benchmark rates for similar hedge accounting relationships. This guidance is effective prospectively for qualifying new or redesignated hedging relationships entered into on or after July 17, 2013. Management does not expect the adoption of this guidance to significantly impact the Company's financial position or results of operations.

• Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists

        In July 2013, the FASB issued ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists, which specifies that an unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. However, to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented as a liability and should not be combined with deferred tax assets. This guidance is applied prospectively beginning on January 1, 2014 to all unrecognized tax benefits that exist on that date, with retrospective application permitted. Early adoption is also permitted. Management does not expect the adoption of this guidance to significantly impact the Company's financial position or results of operations.

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Loans and Allowance for Loan Losses

6 Months Ended

Jun. 30, 2013

Receivables [Abstract]

Loans and Allowance for Loan Losses

Note 4—Loans and Allowance for Loan Losses

        The following table provides the outstanding balances of loans at June 30, 2013 and December 31, 2012:

(Dollars in millions)	June 30, 2013			December 31, 2012
Loans held for investment:
Commercial and industrial	$	22,266		$	20,827
Commercial mortgage		13,008			9,939
Construction		808			627
Lease financing		984			1,104
Total commercial portfolio		37,066			32,497
Residential mortgage		23,835			22,705
Home equity and other consumer loans		3,456			3,647
Total consumer portfolio		27,291			26,352
Total loans held for investment, before purchased credit-impaired loans		64,357			58,849
Purchased credit-impaired loans(1)		1,486			1,185
Total loans held for investment(2)		65,843			60,034
Allowance for loan losses		(625	)		(653	)
Loans held for investment, net	$	65,218		$	59,381

(1)

Includes $348 million and $421 million as of June 30, 2013 and December 31, 2012, respectively, of loans for which the Company will be reimbursed a substantial portion of any future losses under the terms of the FDIC loss share agreements. Of these FDIC covered loans, $21 million and $24 million as of June 30, 2013 and December 31, 2012, respectively, were not accounted for under accounting guidance for loans acquired with deteriorated credit quality.

(2)

Includes $54 million and $5 million at June 30, 2013 and December 31, 2012, respectively, for net unamortized discounts and premiums and deferred fees and costs.

• Allowance for Loan Losses

        The following tables provide a reconciliation of changes in the allowance for loan losses by portfolio segment:

	For the Three Months Ended June 30, 2013
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated		Total
Allowance for loan losses, beginning of period	$	486		$	113		$	1		$	38	$	638
(Reversal of) provision for loan losses		(3	)		—			—			—		(3	)
Decrease in allowance covered by FDIC indemnification		—			—			(2	)		—		(2	)
Loans charged off		(12	)		(8	)		—			—		(20	)
Recoveries of loans previously charged off		9			1			2			—		12
Allowance for loan losses, end of period	$	480		$	106		$	1		$	38	$	625

	For the Three Months Ended June 30, 2012
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated		Total
Allowance for loan losses, beginning of period	$	439		$	128		$	10		$	127	$	704
(Reversal of) provision for loan losses		(38	)		14			—			11		(13	)
(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification		—			—			(1	)		—		(1	)
Decrease in allowance covered by FDIC indemnification		—			—			(3	)		—		(3	)
Loans charged off		(26	)		(16	)		(2	)		—		(44	)
Recoveries of loans previously charged off		13			—			—			—		13
Allowance for loan losses, end of period	$	388		$	126		$	4		$	138	$	656

	For the Six Months Ended June 30, 2013
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated			Total
Allowance for loan losses, beginning of period	$	418		$	124		$	1		$	110		$	653
(Reversal of) provision for loan losses		65			1			—			(72	)		(6	)
Loans charged off		(15	)		(21	)		(3	)		—			(39	)
Recoveries of loans previously charged off		12			2			3			—			17
Allowance for loan losses, end of period	$	480		$	106		$	1		$	38		$	625

	For the Six Months Ended June 30, 2012
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated		Total
Allowance for loan losses, beginning of period	$	474		$	138		$	17		$	135	$	764
(Reversal of) provision for loan losses		(41	)		26			—			3		(12	)
(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification		—			—			(3	)		—		(3	)
Decrease in allowance covered by FDIC indemnification		—			—			(9	)		—		(9	)
Loans charged off		(66	)		(39	)		(2	)		—		(107	)
Recoveries of loans previously charged off		21			1			1			—		23
Allowance for loan losses, end of period	$	388		$	126		$	4		$	138	$	656

        The following tables show the allowance for loan losses and related loan balances by portfolio segment as of June 30, 2013 and December 31, 2012:

	June 30, 2013
(Dollars in millions)	Commercial		Consumer		Purchased Credit- Impaired		Unallocated		Total
Allowance for loan losses:
Individually evaluated for impairment	$	33	$	14	$	—	$	—	$	47
Collectively evaluated for impairment		447		92		—		38		577
Purchased credit-impaired loans		—		—		1		—		1
Total allowance for loan losses	$	480	$	106	$	1	$	38	$	625
Loans held for investment:
Individually evaluated for impairment	$	325	$	319	$	4	$	—	$	648
Collectively evaluated for impairment		36,741		26,972		—		—		63,713
Purchased credit-impaired loans		—		—		1,482		—		1,482
Total loans held for investment	$	37,066	$	27,291	$	1,486	$	—	$	65,843

	December 31, 2012
(Dollars in millions)	Commercial		Consumer		Purchased Credit- Impaired		Unallocated		Total
Allowance for loan losses:
Individually evaluated for impairment	$	24	$	18	$	—	$	—	$	42
Collectively evaluated for impairment		394		106		—		110		610
Purchased credit-impaired loans		—		—		1		—		1
Total allowance for loan losses	$	418	$	124	$	1	$	110	$	653
Loans held for investment:
Individually evaluated for impairment	$	330	$	292	$	5	$	—	$	627
Collectively evaluated for impairment		32,167		26,060		—		—		58,227
Purchased credit-impaired loans		—		—		1,180		—		1,180
Total loans held for investment	$	32,497	$	26,352	$	1,185	$	—	$	60,034

• Nonaccrual and Past Due Loans

        The following table presents nonaccrual loans as of June 30, 2013 and December 31, 2012:

(Dollars in millions)	June 30, 2013		December 31, 2012
Commercial and industrial	$	69	$	48
Commercial mortgage		62		65
Total commercial portfolio		131		113
Residential mortgage		315		306
Home equity and other consumer loans		50		56
Total consumer portfolio		365		362
Total nonaccrual loans, before purchased credit-impaired loans		496		475
Purchased credit-impaired loans		24		30
Total nonaccrual loans	$	520	$	505
Troubled debt restructured loans that continue to accrue interest	$	366	$	401
Troubled debt restructured nonaccrual loans (included in the total nonaccrual loans above)	$	245	$	209

        The following table shows an aging of the balance of loans held for investment, excluding purchased credit-impaired loans, by class as of June 30, 2013 and December 31, 2012:

	June 30, 2013
	Aging Analysis of Loans
(Dollars in millions)	Current		30 to 89 Days Past Due		90 Days or More Past Due		Total Past Due		Total
Commercial and industrial	$	23,169	$	66	$	15	$	81	$	23,250
Commercial mortgage		12,851		136		21		157		13,008
Construction		808		—		—		—		808
Total commercial portfolio		36,828		202		36		238		37,066
Residential mortgage		23,548		152		135		287		23,835
Home equity and other consumer loans		3,416		24		16		40		3,456
Total consumer portfolio		26,964		176		151		327		27,291
Total loans held for investment, excluding purchased credit-impaired loans	$	63,792	$	378	$	187	$	565	$	64,357

	December 31, 2012
	Aging Analysis of Loans
(Dollars in millions)	Current		30 to 89 Days Past Due		90 Days or More Past Due		Total Past Due		Total
Commercial and industrial	$	21,861	$	68	$	2	$	70	$	21,931
Commercial mortgage		9,869		57		13		70		9,939
Construction		622		5		—		5		627
Total commercial portfolio		32,352		130		15		145		32,497
Residential mortgage		22,351		181		173		354		22,705
Home equity and other consumer loans		3,584		44		19		63		3,647
Total consumer portfolio		25,935		225		192		417		26,352
Total loans held for investment, excluding purchased credit-impaired loans	$	58,287	$	355	$	207	$	562	$	58,849

        Loans 90 days or more past due and still accruing totaled $7 million and $1 million at June 30, 2013 and December 31, 2012, respectively. Purchased credit-impaired loans that were 90 days or more past due and still accruing totaled $210 million and $124 million at June 30, 2013 and December 31, 2012, respectively.

• Credit Quality Indicators

        Management analyzes the Company's loan portfolios by applying specific monitoring policies and procedures that vary according to the relative risk profile and other characteristics within the various loan portfolios. For further information related to the credit quality indicators the Company uses to monitor the portfolio, see Note 4 to the consolidated financial statements in the Company's 2012 Form 10-K.

        The following tables summarize the loans in the commercial portfolio segment and commercial loans within the purchased credit-impaired loans segment monitored for credit quality based on internal ratings, excluding $302 million and $365 million covered by Federal Deposit Insurance Corporation (FDIC) loss share agreements, at June 30, 2013 and December 31, 2012, respectively. The amounts presented reflect unpaid principal balances less charge-offs. The amounts presented for purchased credit-impaired loans also reflect purchase price adjustments as of the acquisition date.

	June 30, 2013
(Dollars in millions)	Pass		Special Mention		Classified		Total
Commercial and industrial	$	22,248	$	535	$	356	$	23,139
Construction		792		16		—		808
Commercial mortgage		12,366		243		212		12,821
Total commercial portfolio		35,406		794		568		36,768
Purchased credit-impaired loans		74		351		442		867
Total	$	35,480	$	1,145	$	1,010	$	37,635

	December 31, 2012
(Dollars in millions)	Pass		Special Mention		Classified		Total
Commercial and industrial	$	20,961	$	438	$	380	$	21,779
Construction		610		17		—		627
Commercial mortgage		9,298		194		248		9,740
Total commercial portfolio		30,869		649		628		32,146
Purchased credit-impaired loans		21		153		301		475
Total	$	30,890	$	802	$	929	$	32,621

        The Company monitors the credit quality of its consumer portfolio segment and consumer loans within the purchased credit-impaired loans segment based primarily on payment status. The following tables summarize the loans in the consumer portfolio segment and purchased credit-impaired loans segment, which excludes $46 million and $57 million of loans covered by FDIC loss share agreements, at June 30, 2013 and December 31, 2012, respectively:

	June 30, 2013
(Dollars in millions)	Accrual		Nonaccrual		Total
Residential mortgage	$	23,520	$	315	$	23,835
Home equity and other consumer loans		3,406		50		3,456
Total consumer portfolio		26,926		365		27,291
Purchased credit-impaired loans		270		1		271
Total	$	27,196	$	366	$	27,562

	December 31, 2012
(Dollars in millions)	Accrual		Nonaccrual		Total
Residential mortgage	$	22,399	$	306	$	22,705
Home equity and other consumer loans		3,591		56		3,647
Total consumer portfolio		25,990		362		26,352
Purchased credit-impaired loans		288		—		288
Total	$	26,278	$	362	$	26,640

        The Company also monitors the credit quality for substantially all of its consumer portfolio segment using credit scores provided by Fair Isaac Corporation (FICO) and refreshed weighted average loan-to-value (LTV) ratios. FICO credit scores are refreshed at least quarterly to monitor the quality of the portfolio. Refreshed LTV measures the principal balance of the loan as a percentage of the estimated current value of the property securing the loan. Home equity loans are evaluated using combined LTV, which measures the principal balance of the combined loans that have liens against the property (including unused amounts for home equity line products) as a percentage of the estimated current value of the property securing the loans. The LTV ratios are refreshed on a quarterly basis, using the most recent home pricing index (HPI) data available for the property location.

        The following tables summarize the loans in the consumer portfolio segment and consumer loans within the purchased credit-impaired loans segment monitored for credit quality based on refreshed FICO scores and refreshed LTV ratios at June 30, 2013 and December 31, 2012. These tables exclude loans serviced by third-parties and loans covered by FDIC loss share agreements, as discussed above. The amounts presented reflect unpaid principal balances less partial charge-offs.

	June 30, 2013
	FICO scores
(Dollars in millions)	720 and above			Below 720			No FICO available(1)			Total
Residential mortgage	$	17,824		$	4,909		$	208		$	22,941
Home equity and other consumer loans		2,405			921			54			3,380
Total consumer portfolio		20,229			5,830			262			26,321
Purchased credit-impaired loans		95			164			12			271
Total	$	20,324		$	5,994		$	274		$	26,592
Percentage of total		76	%		23	%		1	%		100	%

	December 31, 2012
	FICO scores
(Dollars in millions)	720 and above			Below 720			No FICO available(1)			Total
Residential mortgage	$	17,103		$	4,666		$	395		$	22,164
Home equity and other consumer loans		2,464			986			122			3,572
Total consumer portfolio		19,567			5,652			517			25,736
Purchased credit-impaired loans		106			172			10			288
Total	$	19,673		$	5,824		$	527		$	26,024
Percentage of total		76	%		22	%		2	%		100	%

(1)

Represents loans for which management was not able to obtain an updated FICO score (e.g., due to recent profile changes).

	June 30, 2013
	LTV ratios
(Dollars in millions)	Less than 80 percent			80 - 100 percent			Greater than 100 percent			No LTV available(1)			Total
Residential mortgage	$	20,609		$	1,906		$	422		$	4		$	22,941
Home equity loans		2,470			446			298			58			3,272
Total consumer portfolio		23,079			2,352			720			62			26,213
Purchased credit-impaired loans		158			50			57			—			265
Total	$	23,237		$	2,402		$	777		$	62		$	26,478
Percentage of total		88	%		9	%		3	%		—	%		100	%

	December 31, 2012
	LTV ratios
(Dollars in millions)	Less than 80 percent			80 - 100 percent			Greater than 100 percent			No LTV available(1)			Total
Residential mortgage	$	17,771		$	3,031		$	1,232		$	130		$	22,164
Home equity loans		2,216			618			540			113			3,487
Total consumer portfolio		19,987			3,649			1,772			243			25,651
Purchased credit-impaired loans		72			50			153			13			288
Total	$	20,059		$	3,699		$	1,925		$	256		$	25,939
Percentage of total		77	%		14	%		8	%		1	%		100	%

(1)

Represents loans for which management was not able to obtain refreshed property values.

• Troubled Debt Restructurings

        The following table provides a summary of the Company's recorded investment in troubled debt restructurings (TDRs) as of June 30, 2013 and December 31, 2012. The summary includes those TDRs that are on nonaccrual status and those that continue to accrue interest. The Company had $42 million in commitments to lend additional funds to borrowers with loan modifications classified as TDRs as of June 30, 2013.

(Dollars in millions)	June 30, 2013		December 31, 2012
Commercial and industrial	$	246	$	215
Commercial mortgage		41		64
Construction		2		35
Total commercial portfolio		289		314
Residential mortgage		297		271
Home equity and other consumer loans		22		21
Total consumer portfolio		319		292
Total restructured loans, excluding purchased credit-impaired loans(1)	$	608	$	606

(1)

Amounts exclude $3 million and $4 million of TDRs covered by FDIC loss share agreements at June 30, 2013 and December 31, 2012, respectively.

        For the second quarter of 2013, TDR modifications in the commercial portfolio segment were primarily composed of interest rate changes, maturity extensions, principal paydowns, covenant waivers and payment deferrals, or some combination thereof. In the consumer portfolio segment, primarily all of the modifications were composed of interest rate reductions and maturity extensions. There were no charge-offs related to TDR modifications in the second quarter of 2013. For the commercial and consumer portfolio segments, the allowance for loan losses for TDRs is measured on an individual loan basis or in pools with similar risk characteristics.

        The following tables provide the pre- and post-modification outstanding recorded investment amounts of TDRs as of the date of the restructuring that occurred during the three and six months ended June 30, 2013:

	For the Three Months Ended June 30, 2013				For the Six Months Ended June 30, 2013
(Dollars in millions)	Pre-Modification Outstanding Recorded Investment(1)		Post-Modification Outstanding Recorded Investment(2)		Pre-Modification Outstanding Recorded Investment(1)		Post-Modification Outstanding Recorded Investment(2)
Commercial and industrial	$	49	$	47	$	125	$	121
Commercial mortgage		4		4		15		15
Construction		—		—		—		—
Total commercial portfolio		53		51		140		136
Residential mortgage		30		30		55		54
Home equity and other consumer loans		3		2		4		3
Total consumer portfolio		33		32		59		57
Total	$	86	$	83	$	199	$	193

(1)

Represents the recorded investment in the loan immediately prior to the restructuring event.

(2)

Represents the recorded investment in the loan immediately following the restructuring event. It includes the effect of paydowns that were required as part of the restructuring terms.

        The following table provides the recorded investment amounts of TDRs at the date of default, for which there was a payment default during the second quarter of 2013, and where the default occurred within the twelve months after modification into a TDR. A payment default is defined as the loan being 60 days or more past due.

(Dollars in millions)	For the Three Months Ended June 30, 2013		For the Six Months Ended June 30, 2013
Commercial and industrial	$	3	$	8
Residential mortgage		7		9
Home equity and other consumer loans		1		1
Total consumer portfolio		8		10
Total	$	11	$	18

        For the consumer portfolio, historical payment defaults and the propensity to redefault are some of the factors considered when determining the allowance for loan losses for situations where impairment is measured using the present value of expected future cash flows discounted at the loan's effective interest rate.

• Loan Impairment

        Loans that are individually evaluated for impairment include larger commercial and industrial, construction, commercial mortgage loans, and loans modified in a TDR. When the value of an impaired loan is less than the recorded investment in the loan, the Company records an impairment allowance.

        The following tables show information about impaired loans by class as of June 30, 2013 and December 31, 2012:

	June 30, 2013
	Recorded Investment								Unpaid Principal Balance
(Dollars in millions)	With an Allowance		Without an Allowance		Total		Allowance for Impaired Loans		With an Allowance		Without an Allowance
Commercial and industrial	$	230	$	36	$	266	$	30	$	234	$	37
Commercial mortgage		29		28		57		3		31		38
Construction		2		—		2		—		3		—
Total commercial portfolio		261		64		325		33		268		75
Residential mortgage		189		108		297		14		203		123
Home equity and other consumer loans		3		19		22		—		3		33
Total consumer portfolio		192		127		319		14		206		156
Total, excluding purchased credit-impaired loans		453		191		644		47		474		231
Purchased credit-impaired loans		1		3		4		—		1		9
Total	$	454	$	194	$	648	$	47	$	475	$	240

	December 31, 2012
	Recorded Investment								Unpaid Principal Balance
(Dollars in millions)	With an Allowance		Without an Allowance		Total		Allowance for Impaired Loans		With an Allowance		Without an Allowance
Commercial and industrial	$	156	$	64	$	220	$	24	$	167	$	64
Commercial mortgage		15		60		75		—		18		70
Construction		—		35		35		—		—		38
Total commercial portfolio		171		159		330		24		185		172
Residential mortgage		186		85		271		18		199		97
Home equity and other consumer loans		3		18		21		—		3		31
Total consumer portfolio		189		103		292		18		202		128
Total, excluding purchased credit-impaired loans		360		262		622		42		387		300
Purchased credit-impaired loans		—		4		4		—		1		14
Total	$	360	$	266	$	626	$	42	$	388	$	314

        The following tables present the average recorded investment in impaired loans and the amount of interest income recognized for impaired loans during the three and six months ended June 30, 2013 and 2012 for the commercial, consumer and purchased credit-impaired loans portfolio segments.

	For the Three Months Ended June 30,								For the Six Months Ended June 30,
	2013				2012				2013				2012
(Dollars in millions)	Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income
Commercial and industrial	$	265	$	5	$	197	$	2	$	250	$	8	$	205	$	3
Commercial mortgage		53		1		117		1		60		1		121		1
Construction		2		—		52		1		13		—		57		2
Total commercial portfolio		320		6		366		4		323		9		383		6
Residential mortgage		288		2		175		4		282		5		164		5
Home equity and other consumer loans		22		1		2		—		21		1		2		—
Total consumer portfolio		310		3		177		4		303		6		166		5
Total, excluding purchased credit-impaired loans		630		9		543		8		626		15		549		11
Purchased credit-impaired loans		4		—		10		1		4		—		11		1
Total	$	634	$	9	$	553	$	9	$	630	$	15	$	560	$	12

        The Company transferred a net $215 million of loans from held for investment to held for sale and sold $199 million in loans during the second quarter of 2013.

• Loans Acquired in Business Combinations

        The Company accounts for certain loans acquired in business combinations in accordance with accounting guidance related to loans acquired with deteriorated credit quality (purchased credit-impaired loans). The following table presents the outstanding balances and carrying amounts of the Company's purchased credit-impaired loans as of June 30, 2013 and December 31, 2012.

(Dollars in millions)	June 30, 2013		December 31, 2012
Total outstanding balance	$	2,346	$	2,155
Carrying amount	$	1,465	$	1,161

        The accretable yield for purchased credit-impaired loans for the three and six months ended June 30, 2013 and 2012 was as follows:

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012
Accretable yield, beginning of period	$	501		$	441		$	590		$	424
Additions		31			—			31			—
Accretion		(81	)		(72	)		(160	)		(135	)
Reclassifications from nonaccretable difference during the period		28			105			18			185
Accretable yield, end of period	$	479		$	474		$	479		$	474

XML

Fair Value Measurement and Fair Value of Financial Instruments - Financial Assets Measured at Fair Value on Nonrecurring Basis (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2012
Loans:
Loss Impaired loans	$ (11)	$ (33)	$ (23)	$ (36)
Impaired loans	648		648		626
Other assets:
Loss on OREO	(3)	(9)	(6)	(17)
Loss on Private equity investments				(2)
Loss, Total	(14)	(42)	(29)	(55)
Fair Value Measurements, Nonrecurring [Member]
Loans:
Impaired loans	91	114	91	114
Other assets:
OREO	37	66	37	66
Total	128	180	128	180
Fair Value Measurements, Nonrecurring [Member] | Level 3 [Member]
Loans:
Impaired loans	91	114	91	114
Other assets:
OREO	37	66	37	66
Total	$ 128	$ 180	$ 128	$ 180

XML

Business Combinations

6 Months Ended

Jun. 30, 2013

Business Combinations [Abstract]

Business Combinations

Note 2—Business Combinations

        On December 1, 2012, the Company completed its acquisition of Pacific Capital Bancorp (PCBC), a bank holding company headquartered in Santa Barbara, California, for $1.5 billion in cash.

        The assets acquired and liabilities assumed from PCBC were recorded at their estimated fair values on the acquisition date. These fair value estimates are considered provisional, as additional analysis will be performed on certain assets and liabilities in which fair values were primarily determined through the use of inputs that were not observable from market-based information. During the first six months of 2013, management reviewed and, where necessary, adjusted the acquisition date fair values for circumstances that existed as of the acquisition date. Management may further adjust the provisional fair values for a period of up to one year from the date of acquisition. The assets and liabilities that continue to be provisional include loans, intangible assets, OREO, and the residual effects the adjustments would have on goodwill.

        The following table presents the net assets acquired from PCBC and the estimated purchase accounting adjustments as of the acquisition date. During the first six months of 2013, measurement period adjustments were applied to the acquisition date fair values, which increased goodwill by $17 million.

(Dollars in millions)	December 1, 2012
Purchase price	$	1,516
Net assets acquired		859
Purchase accounting adjustments:
Securities available for sale		8
Loans held for investment		141
Intangible assets		18
Other assets		128
Deposits		(12	)
Other short-term borrowings		(36	)
Long-term debt		(14	)
Other liabilities		11
Total purchase accounting adjustments		244
Fair value of net assets acquired		1,103
Goodwill	$	413

        For further information related to the PCBC acquisition, see Note 2 to the consolidated financial statements in the Company's 2012 Form 10-K. For further information related to goodwill, see Note 5 to the consolidated financial statements in the Company's 2012 Form 10-K.

• Acquisition of PB Capital

        During the second quarter of 2013, the Company acquired PB Capital Corporation's (PB Capital) institutional commercial real estate (CRE) lending division for $3.7 billion in cash. The acquisition will expand the Company's CRE presence in the U.S., and provide geographic and asset class diversification. Excluding the effects of purchase accounting adjustments, the Company acquired approximately $3.5 billion in loans. The assets acquired were recorded at acquisition date fair values of $3.4 billion, resulting in goodwill as of the acquisition date of $227 million, which was allocated to the Company's Corporate Banking reportable business segment. These fair value estimates are considered provisional and are subject to change for up to one year after the closing date of the acquisition as additional information relative to closing date fair values becomes available.

XML

Securities - Securities Held to Maturity with Continuous Unrealized Loss Position (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Schedule of Held-to-maturity Securities [Line Items]
Less than 12 months, Fair Value	$ 874
Less than 12 months, Unrealized Losses, Not Recognized in OCI	17
12 months or more, Fair Value	17
12 months or more, Unrealized Losses, Recognized in OCI	2
Total, Fair Value	891
Total, Unrealized Losses, Recognized in OCI	2	17
Total, Unrealized Losses, Not Recognized in OCI	17
Collateralized loan obligations (CLOs) [Member]
Schedule of Held-to-maturity Securities [Line Items]
12 months or more, Fair Value	17	121
12 months or more, Unrealized Losses, Recognized in OCI	2	17
Total, Fair Value	17	121
Total, Unrealized Losses, Recognized in OCI	2	17
U.S. government agency and government sponsored agencies-residential mortgage backed securities [Member]
Schedule of Held-to-maturity Securities [Line Items]
Less than 12 months, Fair Value	874
Less than 12 months, Unrealized Losses, Not Recognized in OCI	17
Total, Fair Value	874
Total, Unrealized Losses, Not Recognized in OCI	$ 17

XML

Fair Value Measurement and Fair Value of Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2013

Fair Value Disclosures [Abstract]

Financial Assets and Financial Liabilities Measured at Fair Value on Recurring Basis

	June 30, 2013
(Dollars in millions)	Level 1			Level 2			Level 3			Netting Adjustment(1)			Fair Value
Assets
Trading account assets:
U.S. Treasury	$	—		$	4		$	—		$	—		$	4
U.S. government sponsored agencies		—			100			—			—			100
State and municipal		—			23			—			—			23
Commercial paper		—			20			—			—			20
Interest rate derivative contracts		3			790			—			(167	)		626
Commodity derivative contracts		—			106			12			(112	)		6
Foreign exchange derivative contracts		1			59			3			(23	)		40
Equity derivative contracts		—			—			167			(142	)		25
Total trading account assets		4			1,102			182			(444	)		844
Securities available for sale:
U.S. government sponsored agencies		—			364			—			—			364
Residential mortgage-backed securities:
U.S. government and government sponsored agencies		—			14,673			—			—			14,673
Privately issued		—			328			—			—			328
Commercial mortgage-backed securities		—			3,750			—			—			3,750
CLOs		—			2,445			—			—			2,445
Asset-backed and other		—			80			—			—			80
Other debt securities:
Direct bank purchase bonds		—			—			1,703			—			1,703
Other		—			93			59			—			152
Equity securities		15			—			—			—			15
Total securities available for sale		15			21,733			1,762			—			23,510
Other assets:
Interest rate hedging contracts		—			1			—			—			1
Other derivative contracts		—			—			2			—			2
Total other assets		—			1			2			—			3
Total assets	$	19		$	22,836		$	1,946		$	(444	)	$	24,357
Percentage of Total		—	%		94	%		8	%		(2	)%		100	%
Percentage of Total Company Assets		—	%		22	%		2	%		—	%		24	%
Liabilities
Trading account liabilities:
Interest rate derivative contracts	$	3		$	694		$	—		$	(404	)	$	293
Commodity derivative contracts		—			94			12			(39	)		67
Foreign exchange derivative contracts		1			24			3			(5	)		23
Equity derivative contracts		—			—			168			—			168
Securities sold, not yet purchased		—			15			—			—			15
Total trading account liabilities		4			827			183			(448	)		566
Other liabilities:
FDIC clawback liability		—			—			90			—			90
Interest rate hedging contracts		—			7			—			—			7
Other derivative contracts		—			1			4			—			5
Total other liabilities		—			8			94			—			102
Total liabilities	$	4		$	835		$	277		$	(448	)	$	668
Percentage of Total		1	%		125	%		42	%		(67	)%		100	%
Percentage of Total Company Liabilities		—	%		1	%		—	%		(1	)%		1	%

(1)

Amounts represent the impact of legally enforceable master netting agreements between the same counterparties that allow the Company to net settle all contracts.

	December 31, 2012
(Dollars in millions)	Level 1			Level 2			Level 3			Netting Adjustment(1)			Fair Value
Assets
Trading account assets:
U.S. Treasury	$	—		$	1		$	—		$	—		$	1
U.S. government sponsored agencies		—			113			—			—			113
State and municipal		—			15			—			—			15
Commercial paper		—			10			—			—			10
Interest rate derivative contracts		—			1,075			—			(87	)		988
Commodity derivative contracts		—			137			30			(127	)		40
Foreign exchange derivative contracts		1			65			3			(28	)		41
Equity derivative contracts		—			—			103			(103	)		—
Total trading account assets		1			1,416			136			(345	)		1,208
Securities available for sale:
U.S. government sponsored agencies		—			885			—			—			885
Residential mortgage-backed securities:
U.S government and government sponsored agencies		—			13,333			—			—			13,333
Privately issued		—			443			—			—			443
Commercial mortgage-backed securities		—			2,971			—			—			2,971
CLOs		—			1,959			—			—			1,959
Asset-backed and other					146									146
Other debt securities:
Direct bank purchase bonds		—			—			1,438			—			1,438
Other		—			97			61			—			158
Equity securities		19			—			—			—			19
Total securities available for sale		19			19,834			1,499			—			21,352
Other assets:
Interest rate hedging contracts		—			28			—			(24	)		4
Other derivative contracts		—			1			—			(1	)		—
Total other assets		—			29			—			(25	)		4
Total assets	$	20		$	21,279		$	1,635		$	(370	)	$	22,564
Percentage of Total		—	%		94	%		7	%		(1	)%		100	%
Percentage of Total Company Assets		—	%		22	%		1	%		—	%		23	%
Liabilities
Trading account liabilities:
Interest rate derivative contracts	$	5		$	1,004		$	—		$	(407	)	$	602
Commodity derivative contracts		—			110			30			(42	)		98
Foreign exchange derivative contracts		1			61			3			—			65
Equity derivative contracts		—			—			103			—			103
Securities sold, not yet purchased		—			27			—			—			27
Total trading account liabilities		6			1,202			136			(449	)		895
Other liabilities:
FDIC clawback liability		—			—			92			—			92
Other derivative contracts		—			—			3			—			3
Total other liabilities		—			—			95			—			95
Total liabilities	$	6		$	1,202		$	231		$	(449	)	$	990
Percentage of Total		1	%		121	%		23	%		(45	)%		100	%
Percentage of Total Company Liabilities		—	%		2	%		—	%		(1	)%		1	%

(1)

Amounts represent the impact of legally enforceable master netting agreements between the same counterparties that allow the Company to net settle all contracts.

Reconciliation of Assets and Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs

	For the Three Months Ended
	June 30, 2013														June 30, 2012
(Dollars in millions)	Trading Assets			Securities Available for Sale			Other Assets		Trading Liabilities			Other Liabilities			Trading Assets			Securities Available for Sale		Trading Liabilities			Other Liabilities
Asset (liability) balance, beginning of period	$	186		$	1,592		$	1	$	(187	)	$	(96	)	$	153		$	43	$	(153	)	$	(63	)
Total gains (losses) (realized/unrealized):
Included in income before taxes		(5	)		—			1		5			2			(34	)		—		34			(9	)
Included in other comprehensive income		—			18			—		—			—			—			1		—			—
Purchases/additions		1			192			—		—			—			2			1,090		(2	)		—
Sales		—			—			—		(1	)		—			(3	)		—		3			—
Settlements		—			(40	)		—		—			—			—			—		—			—
Asset (liability) balance, end of period	$	182		$	1,762		$	2	$	(183	)	$	(94	)	$	118		$	1,134	$	(118	)	$	(72	)
Changes in unrealized gains (losses) included in income before taxes for assets and liabilities still held at end of period	$	(5	)	$	—		$	1	$	5		$	2		$	(34	)	$	—	$	34		$	(9	)

	For the Six Months Ended
	June 30, 2013													June 30, 2012
(Dollars in millions)	Trading Assets		Securities Available for Sale			Other Assets		Trading Liabilities			Other Liabilities			Trading Assets			Securities Available for Sale			Trading Liabilities			Other Liabilities
Asset (liability) balance, beginning of period	$	136	$	1,499		$	—	$	(136	)	$	(95	)	$	—		$	48		$	—		$	(51	)
Total gains (losses) (realized/unrealized):
Included in income before taxes		42		—			1		(43	)		1			(34	)		—			34			(21	)
Included in other comprehensive income		—		37			—		—			—			—			(4	)		—			—
Purchases/additions		4		329			1		—			—			2			1,090			(2	)		—
Sales		—		(14	)		—		(4	)		—			(3	)		—			3			—
Settlements		—		(89	)		—		—			—			—			—			—			—
Transfers into Level 3		—		—			—		—			—			153			—			(153	)		—
Asset (liability) balance, end of period	$	182	$	1,762		$	2	$	(183	)	$	(94	)	$	118		$	1,134		$	(118	)	$	(72	)
Changes in unrealized gains (losses) included in income before taxes for assets and liabilities still held at end of period	$	42	$	—		$	1	$	(43	)	$	1		$	(34	)	$	—		$	34		$	(21	)

Significant Unobservable Inputs Level 3 Assets and Liabilities

	June 30, 2013
(Dollars in millions)	Level 3 Fair Value		Valuation Technique(s)	Significant Unobservable Input(s)	Range of Inputs			Weighted Average
Securities available for sale:
Direct bank purchase bonds	$	1,703	Return on equity	Market-required return on capital		8.0 - 10.0	%		10.0	%
				Probability of default		0.0 - 8.0	%		0.6	%
				Loss severity		10.0 - 75.0	%		34.7	%
Other liabilities:
FDIC clawback liability	$	90	Discounted cash flow	Probability of default		0.1 - 100.0	%		55.5	%
				Loss severity		20.0 - 100.0	%		43.3	%

Financial Assets Measured at Fair Value on Nonrecurring Basis

	June 30, 2013
(Dollars in millions)	Fair Value		Level 1		Level 2		Level 3		Loss for the Three Months Ended June 30, 2013			Loss for the Six Months Ended June 30, 2013
Loans:
Impaired loans	$	91	$	—	$	—	$	91	$	(11	)	$	(23	)
Other assets:
OREO		37		—		—		37		(3	)		(6	)
Total	$	128	$	—	$	—	$	128	$	(14	)	$	(29	)

	June 30, 2012
(Dollars in millions)	Fair Value		Level 1		Level 2		Level 3		Loss for the Three Months Ended June 30, 2012			Loss for the Six Months Ended June 30, 2012
Loans:
Impaired loans	$	114	$	—	$	—	$	114	$	(33	)	$	(36	)
Other assets:
OREO		66		—		—		66		(9	)		(17	)
Private equity investments		—		—		—		—		—			(2	)
Total	$	180	$	—	$	—	$	180	$	(42	)	$	(55	)

Carrying Amount and Estimated Fair Value of Financial Assets and Liabilities Not Measured At Fair Value in the Balance Sheet But For Which Fair Value is Required To Be Disclosed

	June 30, 2013
(Dollars in millions)	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Assets
Cash and cash equivalents	$	3,354	$	3,354	$	3,354	$	—	$	—
Securities held to maturity		905		891		—		891		—
Loans held for investment, net of allowance for loan losses(1)		64,243		65,964		—		—		65,964
FDIC indemnification asset		233		131		—		—		131
Other assets		2		2		—		—		2
Liabilities
Deposits	$	77,310	$	77,512	$	—	$	77,512	$	—
Commercial paper and other short-term borrowings		3,792		3,792		—		3,792		—
Long-term debt		6,058		6,184		—		6,184		—
Off-Balance Sheet Instruments
Commitments to extend credit and standby and commercial letters of credit	$	277	$	277	$	—	$	—	$	277

(1)

Excludes lease financing, net of related allowance.

	December 31, 2012
(Dollars in millions)	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Assets
Cash and cash equivalents	$	5,491	$	5,491	$	5,491	$	—	$	—
Securities held to maturity		1,103		1,135		—		1,135		—
Loans held for investment, net of allowance for loan losses(1)		58,284		59,613		—		—		59,613
FDIC indemnification asset		338		151		—		—		151
Other assets		3		3		—		—		3
Liabilities
Deposits	$	74,255	$	74,524	$	—	$	74,524	$	—
Commercial paper and other short-term borrowings		1,363		1,363		—		1,363		—
Long-term debt		5,622		5,861		—		5,861		—
Off-Balance Sheet Instruments
Commitments to extend credit and standby and commercial letters of credit	$	262	$	262	$	—	$	—	$	262

(1)

Excludes lease financing, net of related allowance.

XML

Business Segments (Tables)

6 Months Ended

Jun. 30, 2013

Segment Reporting [Abstract]

Reportable Business Segments

	Retail Banking				Corporate Banking
	As of and for the Three Months Ended June 30,				As of and for the Three Months Ended June 30,
	2013		2012		2013		2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	303	$	272	$	362	$	324
Noninterest income (expense)		60		58		166		151
Total revenue		363		330		528		475
Noninterest expense (income)		302		263		277		243
Credit expense (income)		7		6		39		38
Income (loss) before income taxes and including noncontrolling interests		54		61		212		194
Income tax expense (benefit)		21		24		52		50
Net income (loss) including noncontrolling interest		33		37		160		144
Deduct: Net loss from noncontrolling interests		—		—		—		—
Net income (loss) attributable to UNBC	$	33	$	37	$	160	$	144
Total assets, end of period—Market View (Dollars in millions):	$	31,081	$	26,459	$	44,736	$	36,377

	Other						Reconciling Items
	As of and for the Three Months Ended June 30,						As of and for the Three Months Ended June 30,
	2013			2012			2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	20		$	71		$	(19	)	$	(21	)
Noninterest income (expense)		(4	)		(6	)		(17	)		(15	)
Total revenue		16			65			(36	)		(36	)
Noninterest expense (income)		137			104			(14	)		(11	)
Credit expense (income)		(49	)		(58	)		—			—
Income (loss) before income taxes and including noncontrolling interests		(72	)		19			(22	)		(25	)
Income tax expense (benefit)		(31	)		2			(8	)		(9	)
Net income (loss) including noncontrolling interest		(41	)		17			(14	)		(16	)
Deduct: Net loss from noncontrolling interests		3			5			—			—
Net income (loss) attributable to UNBC	$	(38	)	$	22		$	(14	)	$	(16	)
Total assets, end of period—Market View (Dollars in millions):	$	28,681		$	27,346		$	(2,237	)	$	(2,243	)

	UnionBanCal Corporation
	As of and for the Three Months Ended June 30,
	2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	666		$	646
Noninterest income (expense)		205			188
Total revenue		871			834
Noninterest expense (income)		702			599
Credit expense (income)		(3	)		(14	)
Income (loss) before income taxes and including noncontrolling interests		172			249
Income tax expense (benefit)		34			67
Net income (loss) including noncontrolling interest		138			182
Deduct: Net loss from noncontrolling interests		3			5
Net income (loss) attributable to UNBC	$	141		$	187
Total assets, end of period—Market View (Dollars in millions):	$	102,261		$	87,939

	Retail Banking				Corporate Banking
	As of and for the Six Months Ended June 30,				As of and for the Six Months Ended June 30,
	2013		2012		2013		2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	612	$	540	$	717	$	647
Noninterest income (expense)		120		114		323		300
Total revenue		732		654		1,040		947
Noninterest expense (income)		602		527		550		483
Credit expense (income)		13		12		77		77
Income (loss) before income taxes and including noncontrolling interests		117		115		413		387
Income tax expense (benefit)		46		45		101		102
Net income (loss) including noncontrolling interest		71		70		312		285
Deduct: Net loss from noncontrolling interests		—		—		—		—
Net income (loss) attributable to UNBC	$	71	$	70	$	312	$	285
Total assets, end of period—Market View (Dollars in millions):	$	31,081	$	26,459	$	44,736	$	36,377

	Other						Reconciling Items
	As of and for the Six Months Ended June 30,						As of and for the Six Months Ended June 30,
	2013			2012			2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	23		$	141		$	(38	)	$	(41	)
Noninterest income (expense)		49			18			(32	)		(30	)
Total revenue		72			159			(70	)		(71	)
Noninterest expense (income)		290			226			(27	)		(23	)
Credit expense (income)		(96	)		(104	)		—			—
Income (loss) before income taxes and including noncontrolling interests		(122	)		37			(43	)		(48	)
Income tax expense (benefit)		(46	)		(11	)		(17	)		(18	)
Net income (loss) including noncontrolling interest		(76	)		48			(26	)		(30	)
Deduct: Net loss from noncontrolling interests		7			9			—			—
Net income (loss) attributable to UNBC	$	(69	)	$	57		$	(26	)	$	(30	)
Total assets, end of period—Market View (Dollars in millions):	$	28,681		$	27,346		$	(2,237	)	$	(2,243	)

	UnionBanCal Corporation
	As of and for the Six Months Ended June 30,
	2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	1,314		$	1,287
Noninterest income (expense)		460			402
Total revenue		1,774			1,689
Noninterest expense (income)		1,415			1,213
Credit expense (income)		(6	)		(15	)
Income (loss) before income taxes and including noncontrolling interests		365			491
Income tax expense (benefit)		84			118
Net income (loss) including noncontrolling interest		281			373
Deduct: Net loss from noncontrolling interests		7			9
Net income (loss) attributable to UNBC	$	288		$	382
Total assets, end of period—Market View (Dollars in millions):	$	102,261		$	87,939

XML

Fair Value Measurement and Fair Value of Financial Instruments - Reconciliation of Assets and Liabilities Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Detail) (Fair Value Measurements Recurring [Member], USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Trading Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Reconciliation of asset balance at fair value on a recurring basis using significant unobservable inputs, beginning of period	$ 186	$ 153	$ 136
Included in income before taxes	(5)	(34)	42	(34)
Purchases/additions, assets	1	2	4	2
Transfers into Level 3, assets				153
Sales		(3)		(3)
Reconciliation of asset balance at fair value on a recurring basis using significant unobservable inputs, end of period	182	118	182	118
Changes in unrealized gains (losses) included in income before taxes for assets and liabilities still held at end of period	(5)	(34)	42	(34)
Securities Available for Sale [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Reconciliation of asset balance at fair value on a recurring basis using significant unobservable inputs, beginning of period	1,592	43	1,499	48
Included in other comprehensive income	18	1	37	(4)
Purchases/additions, assets	192	1,090	329	1,090
Sales			(14)
Settlements	(40)		(89)
Reconciliation of asset balance at fair value on a recurring basis using significant unobservable inputs, end of period	1,762	1,134	1,762	1,134
Other assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Reconciliation of asset balance at fair value on a recurring basis using significant unobservable inputs, beginning of period	1
Included in income before taxes	1		1
Purchases/additions, assets			1
Reconciliation of asset balance at fair value on a recurring basis using significant unobservable inputs, end of period	2		2
Changes in unrealized gains (losses) included in income before taxes for assets and liabilities still held at end of period	1		1
Trading Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Reconciliation of liability balance at fair value on a recurring basis using significant unobservable inputs, beginning of period	(187)	(153)	(136)
Included in income before taxes	5	34	(43)	34
Purchases/additions, liability		(2)		(2)
Transfers into Level 3, liability				(153)
Sales	(1)	3	(4)	3
Reconciliation of liability balance at fair value on a recurring basis using significant unobservable inputs, ending of period	(183)	(118)	(183)	(118)
Changes in unrealized gains (losses) included in income before taxes for assets and liabilities still held at end of period	5	(34)	(43)	34
Other Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Reconciliation of liability balance at fair value on a recurring basis using significant unobservable inputs, beginning of period	(96)	(63)	(95)	(51)
Included in income before taxes	2	(9)	1	(21)
Reconciliation of liability balance at fair value on a recurring basis using significant unobservable inputs, ending of period	(94)	(72)	(94)	(72)
Changes in unrealized gains (losses) included in income before taxes for assets and liabilities still held at end of period	$ 2	$ (9)	$ 1	$ (21)

XML

Securities - Securities Available for Sale with Continuous Unrealized Loss (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Schedule of Available-for-sale Securities [Line Items]
Securities available for sale, Less than 12 months, Fair Value	$ 16,248	$ 3,112
Securities available for sale, Less than 12 months, Unrealized Losses	534	84
Securities available for sale, 12 months or more, Fair Value	134	1,146
Securities available for sale, 12 months or more, Unrealized Losses	10	54
Securities available for sale, Fair Value, Total	16,382	4,258
Securities available for sale, Unrealized Losses, Total	544	138
U.S. government agency and government sponsored agencies [Member]
Schedule of Available-for-sale Securities [Line Items]
Securities available for sale, Less than 12 months, Fair Value	11,885	1,152
Securities available for sale, Less than 12 months, Unrealized Losses	314	3
Securities available for sale, 12 months or more, Fair Value	1	13
Securities available for sale, Fair Value, Total	11,886	1,165
Securities available for sale, Unrealized Losses, Total	314	3
Privately issued [Member]
Schedule of Available-for-sale Securities [Line Items]
Securities available for sale, Less than 12 months, Fair Value	88	32
Securities available for sale, Less than 12 months, Unrealized Losses	2
Securities available for sale, 12 months or more, Fair Value	68	137
Securities available for sale, 12 months or more, Unrealized Losses	4	10
Securities available for sale, Fair Value, Total	156	169
Securities available for sale, Unrealized Losses, Total	6	10
Commercial mortgage-backed securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Securities available for sale, Less than 12 months, Fair Value	2,851	675
Securities available for sale, Less than 12 months, Unrealized Losses	178	6
Securities available for sale, Fair Value, Total	2,851	675
Securities available for sale, Unrealized Losses, Total	178	6
Collateralized loan obligations (CLOs) [Member]
Schedule of Available-for-sale Securities [Line Items]
Securities available for sale, Less than 12 months, Fair Value	233	168
Securities available for sale, Less than 12 months, Unrealized Losses	1	1
Securities available for sale, 12 months or more, Fair Value	27	980
Securities available for sale, 12 months or more, Unrealized Losses	1	43
Securities available for sale, Fair Value, Total	260	1,148
Securities available for sale, Unrealized Losses, Total	2	44
Asset-backed and other [Member]
Schedule of Available-for-sale Securities [Line Items]
Securities available for sale, Less than 12 months, Fair Value	5	32
Securities available for sale, 12 months or more, Fair Value	1	3
Securities available for sale, Fair Value, Total	6	35
Asset Liability Management securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Securities available for sale, Less than 12 months, Fair Value	15,062	2,059
Securities available for sale, Less than 12 months, Unrealized Losses	495	10
Securities available for sale, 12 months or more, Fair Value	97	1,133
Securities available for sale, 12 months or more, Unrealized Losses	5	53
Securities available for sale, Fair Value, Total	15,159	3,192
Securities available for sale, Unrealized Losses, Total	500	63
Direct bank purchase bonds [Member]
Schedule of Available-for-sale Securities [Line Items]
Securities available for sale, Less than 12 months, Fair Value	1,131	1,019
Securities available for sale, Less than 12 months, Unrealized Losses	38	71
Securities available for sale, Fair Value, Total	1,131	1,019
Securities available for sale, Unrealized Losses, Total	38	71
Other [Member]
Schedule of Available-for-sale Securities [Line Items]
Securities available for sale, Less than 12 months, Fair Value	55	34
Securities available for sale, Less than 12 months, Unrealized Losses	1	3
Securities available for sale, 12 months or more, Fair Value	37	13
Securities available for sale, 12 months or more, Unrealized Losses	5	1
Securities available for sale, Fair Value, Total	92	47
Securities available for sale, Unrealized Losses, Total	$ 6	$ 4

XML

Fair Value Measurement and Fair Value of Financial Instruments - Financial Assets and Financial Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other assets	$ 2	$ 3
Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	844	1,208
Other assets	3	4
Securities available for sale	23,510	21,352
Trading account liabilities	566	895
Total assets	24,357	22,564
Percentage of Total	100.00%	100.00%
Percentage of Total Company Assets	24.00%	23.00%
Other liabilities	102	95
Total liabilities	668	990
Percentage of Total	100.00%	100.00%
Percentage of Total Company Liabilities	1.00%	1.00%
U.S. Treasury [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	4	1
U.S. government sponsored agencies [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	100	113
Securities available for sale	364	885
State and municipal [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	23	15
Other short-term borrowings [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	20	10
Interest rate derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	626	988
Trading account liabilities	293	602
Commodity derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	6	40
Trading account liabilities	67	98
Foreign exchange derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	40	41
Trading account liabilities	23	65
Equity Derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	25
Trading account liabilities	168	103
U.S. government agency and government sponsored agencies [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	14,673	13,333
Privately issued [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	328	443
Commercial mortgage-backed securities [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	3,750	2,971
CLOs [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	2,445	1,959
Asset-backed and other [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	80	146
Direct bank purchase bonds [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	1,703	1,438
Other [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	152	158
Equity securities [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	15	19
Interest rate hedging contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other assets	1	4
Other liabilities	7
Other derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other assets	2
Other liabilities	5	3
Securities sold, not yet purchased [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account liabilities	15	27
FDIC clawback liability [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other liabilities	90	92
Level 1 [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	4	1
Securities available for sale	15	19
Trading account liabilities	4	6
Total assets	19	20
Total liabilities	4	6
Percentage of Total	1.00%	1.00%
Level 1 [Member] | Interest rate derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	3
Trading account liabilities	3	5
Level 1 [Member] | Foreign exchange derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	1	1
Trading account liabilities	1	1
Level 1 [Member] | Equity securities [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	15	19
Level 2 [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	1,102	1,416
Other assets	1	29
Securities available for sale	21,733	19,834
Trading account liabilities	827	1,202
Total assets	22,836	21,279
Percentage of Total	94.00%	94.00%
Percentage of Total Company Assets	22.00%	22.00%
Other liabilities	8
Total liabilities	835	1,202
Percentage of Total	125.00%	121.00%
Percentage of Total Company Liabilities	1.00%	2.00%
Level 2 [Member] | U.S. Treasury [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	4	1
Level 2 [Member] | U.S. government sponsored agencies [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	100	113
Securities available for sale	364	885
Level 2 [Member] | State and municipal [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	23	15
Level 2 [Member] | Other short-term borrowings [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	20	10
Level 2 [Member] | Interest rate derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	790	1,075
Trading account liabilities	694	1,004
Level 2 [Member] | Commodity derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	106	137
Trading account liabilities	94	110
Level 2 [Member] | Foreign exchange derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	59	65
Trading account liabilities	24	61
Level 2 [Member] | U.S. government agency and government sponsored agencies [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	14,673	13,333
Level 2 [Member] | Privately issued [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	328	443
Level 2 [Member] | Commercial mortgage-backed securities [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	3,750	2,971
Level 2 [Member] | CLOs [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	2,445	1,959
Level 2 [Member] | Asset-backed and other [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	80	146
Level 2 [Member] | Other [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	93	97
Level 2 [Member] | Interest rate hedging contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other assets	1	28
Other liabilities	7
Level 2 [Member] | Other derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other assets		1
Other liabilities	1
Level 2 [Member] | Securities sold, not yet purchased [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account liabilities	15	27
Level 3 [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other assets	2	3
Level 3 [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	182	136
Other assets	2
Securities available for sale	1,762	1,499
Trading account liabilities	183	136
Total assets	1,946	1,635
Percentage of Total	8.00%	7.00%
Percentage of Total Company Assets	2.00%	1.00%
Other liabilities	94	95
Total liabilities	277	231
Percentage of Total	42.00%	23.00%
Level 3 [Member] | Commodity derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	12	30
Trading account liabilities	12	30
Level 3 [Member] | Foreign exchange derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	3	3
Trading account liabilities	3	3
Level 3 [Member] | Equity Derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	167	103
Trading account liabilities	168	103
Level 3 [Member] | Direct bank purchase bonds [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	1,703	1,438
Level 3 [Member] | Other [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Securities available for sale	59	61
Level 3 [Member] | Other derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other assets	2
Other liabilities	4	3
Level 3 [Member] | FDIC clawback liability [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other liabilities	90	92
Netting Adjustment [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	(444)	(345)
Other assets		(25)
Trading account liabilities	(448)	(449)
Total assets	(444)	(370)
Percentage of Total	(2.00%)	(1.00%)
Total liabilities	(448)	(449)
Percentage of Total	(67.00%)	(45.00%)
Percentage of Total Company Liabilities	(1.00%)	(1.00%)
Netting Adjustment [Member] | Interest rate derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	(167)	(87)
Trading account liabilities	(404)	(407)
Netting Adjustment [Member] | Commodity derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	(112)	(127)
Trading account liabilities	(39)	(42)
Netting Adjustment [Member] | Foreign exchange derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	(23)	(28)
Trading account liabilities	(5)
Netting Adjustment [Member] | Equity Derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Trading account assets	(142)	(103)
Netting Adjustment [Member] | Interest rate hedging contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other assets		(24)
Netting Adjustment [Member] | Other derivative contracts [Member] | Fair Value Measurements Recurring [Member]
Fair Value Inputs, Equity, Quantitative Information [Line Items]
Other assets		$ (1)

XML

Loans and Allowance for Loan Losses - Summary of Troubled Debt Restructurings (Parenthetical) (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Financing Receivable, Modifications [Line Items]
Total troubled debt restructured loans	$ 608	$ 606
FDIC covered loans [Member]
Financing Receivable, Modifications [Line Items]
Total troubled debt restructured loans	$ 3	$ 4

XML

Loans and Allowance for Loan Losses - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans 90 days or more past due and still accruing	$ 7	$ 1
Total loans held for investment	65,843	60,034
Commitment to lend additional funds to borrowers with loan modifications classified as TDRs	42
TDR modifications charge-offs	0
Minimum defaulting period	60
Loans Receivable [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Transfer of loans from held for investment to held for sale	215
Loans receivable sold during the period	199
FDIC Covered Loan [Member] | Commercial portfolio [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans held for investment	302	365
FDIC Covered Loan [Member] | Consumer [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans held for investment	46	57
Purchased Credit Impaired [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans 90 days or more past due and still accruing	$ 210	$ 124

XML

Loans and Allowance for Loan Losses - Summary of Loans (Parenthetical) (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Accounts, Notes, Loans and Financing Receivable [Line Items]
Deferred fees and costs of loans	$ 54	$ 5
FDIC Loss Share Agreements [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Reimbursement of purchased credit impaired loan	348	421
FDIC Covered Loan [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans acquired not accounted as deteriorated credit quality	$ 21	$ 24

XML

Consolidated Statements of Comprehensive Income (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Statement Of Income And Comprehensive Income [Abstract]
Net Income Attributable to UNBC	$ 141	$ 187	$ 288	$ 382
Other Comprehensive Income (Loss), Net of Tax:
Net change in unrealized gains (losses) on cash flow hedges	(3)	15	(3)	20
Net change in unrealized gains (losses) on investment securities	(330)	47	(394)	86
Foreign currency translation adjustment	(2)	(1)	(3)
Net change in gains (losses) on pension and other postretirement benefits	17	14	35	30
Total other comprehensive income (loss)	(318)	75	(365)	136
Comprehensive Income (Loss) Attributable to UNBC	(177)	262	(77)	518
Comprehensive loss from noncontrolling interests	(3)	(5)	(7)	(9)
Total Comprehensive Income (Loss)	$ (180)	$ 257	$ (84)	$ 509

XML

Commercial Paper and Other Short-Term Borrowings

6 Months Ended

Jun. 30, 2013

Debt Disclosure [Abstract]

Commercial Paper and Other Short-Term Borrowings

Note 7—Commercial Paper and Other Short-Term Borrowings

        The following table is a summary of the Company's commercial paper and other short-term borrowings:

(Dollars in millions)	June 30, 2013		December 31, 2012
Federal funds purchased and securities sold under repurchase agreements with weighted average interest rates of 0.07% and 0.96% at June 30, 2013 and December 31, 2012, respectively	$	137	$	123
Commercial paper, with weighted average interest rates of 0.17% and 0.20% at June 30, 2013 and December 31, 2012, respectively		3,655		1,240
Total commercial paper and other short-term borrowings	$	3,792	$	1,363

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Consolidated Balance Sheets (Parenthetical) (USD $) In Millions, except Share data, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Statement Of Financial Position [Abstract]
Trading account assets pledged as collateral	$ 4	$ 1
Fair value of securities held to maturity	$ 891	$ 1,135
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 1	$ 1
Common stock, share authorized	300,000,000	300,000,000
Common stock, share issued	136,330,830	136,330,830
Common stock, share outstanding	136,330,830	136,330,830

XML

Loans and Allowance for Loan Losses - Information about Impaired Loans by Class (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Financing Receivable, Impaired [Line Items]
Impaired loans	$ 648	$ 626
Allowance for impaired loans	47	42
Commercial and industrial [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	266	220
Allowance for impaired loans	30	24
Commercial mortgage [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	57	75
Allowance for impaired loans	3
Construction [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	2	35
Commercial portfolio [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	325	330
Allowance for impaired loans	33	24
Residential mortgage [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	297	271
Allowance for impaired loans	14	18
Home equity and other consumer loans [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	22	21
Consumer portfolio [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	319	292
Allowance for impaired loans	14	18
Loans excluding purchased credit-impaired loans [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	644	622
Allowance for impaired loans	47	42
Purchased Credit Impaired [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	4	4
With an Allowance [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	454	360
Unpaid principal balance	475	388
With an Allowance [Member] | Commercial and industrial [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	230	156
Unpaid principal balance	234	167
With an Allowance [Member] | Commercial mortgage [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	29	15
Unpaid principal balance	31	18
With an Allowance [Member] | Construction [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	2
Unpaid principal balance	3
With an Allowance [Member] | Commercial portfolio [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	261	171
Unpaid principal balance	268	185
With an Allowance [Member] | Residential mortgage [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	189	186
Unpaid principal balance	203	199
With an Allowance [Member] | Home equity and other consumer loans [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	3	3
Unpaid principal balance	3	3
With an Allowance [Member] | Consumer portfolio [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	192	189
Unpaid principal balance	206	202
With an Allowance [Member] | Loans excluding purchased credit-impaired loans [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	453	360
Unpaid principal balance	474	387
With an Allowance [Member] | Purchased Credit Impaired [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	1
Unpaid principal balance	1	1
Without Allowance [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	194	266
Unpaid principal balance	240	314
Without Allowance [Member] | Commercial and industrial [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	36	64
Unpaid principal balance	37	64
Without Allowance [Member] | Commercial mortgage [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	28	60
Unpaid principal balance	38	70
Without Allowance [Member] | Construction [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans		35
Unpaid principal balance		38
Without Allowance [Member] | Commercial portfolio [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	64	159
Unpaid principal balance	75	172
Without Allowance [Member] | Residential mortgage [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	108	85
Unpaid principal balance	123	97
Without Allowance [Member] | Home equity and other consumer loans [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	19	18
Unpaid principal balance	33	31
Without Allowance [Member] | Consumer portfolio [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	127	103
Unpaid principal balance	156	128
Without Allowance [Member] | Loans excluding purchased credit-impaired loans [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	191	262
Unpaid principal balance	231	300
Without Allowance [Member] | Purchased Credit Impaired [Member]
Financing Receivable, Impaired [Line Items]
Impaired loans	3	4
Unpaid principal balance	$ 9	$ 14

XML

Consolidated Statements of Income (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Interest Income
Loans	$ 649	$ 608	$ 1,278	$ 1,202
Securities	118	134	236	276
Interest income - other	2		5	2
Total interest income	769	742	1,519	1,480
Interest Expense
Deposits	67	57	132	115
Long-term debt	35	36	71	72
Commercial paper and other short-term borrowings	1	3	2	6
Total interest expense	103	96	205	193
Net Interest Income	666	646	1,314	1,287
(Reversal of) provision for loan losses	(3)	(14)	(6)	(15)
Net interest income after (reversal of) provision for loan losses	669	660	1,320	1,302
Noninterest Income
Service charges on deposit accounts	52	52	105	107
Trust and investment management fees	38	27	73	57
Trading account activities	24	25	32	56
Securities gains, net	27	28	123	47
Credit facility fees	26	26	52	51
Merchant banking fees	23	19	39	42
Brokerage commissions and fees	12	11	24	21
Card processing fees, net	9	8	18	16
Other, net	(6)	(8)	(6)	5
Total noninterest income	205	188	460	402
Noninterest Expense
Salaries and employee benefits	413	351	834	715
Net occupancy and equipment	84	64	159	132
Professional and outside services	62	47	120	93
Intangible asset amortization	17	21	33	42
Regulatory assessments	20	16	40	34
(Reversal of) provision for losses on off-balance sheet commitments	(2)	(1)	13	(3)
Other	108	101	216	200
Total noninterest expense	702	599	1,415	1,213
Income before income taxes and including noncontrolling interests	172	249	365	491
Income tax expense	34	67	84	118
Net Income Including Noncontrolling Interests	138	182	281	373
Deduct: Net loss from noncontrolling interests	3	5	7	9
Net Income Attributable to UnionBanCal Corporation (UNBC)	$ 141	$ 187	$ 288	$ 382

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Loans and Allowance for Loan Losses - Loans in Commercial Portfolio Segment and Commercial Loans within Purchased Credit-Impaired Loans Segment Monitored for Credit Quality (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Financing Receivable, Recorded Investment [Line Items]
Total loans	$ 37,635	$ 32,621
Commercial and industrial [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	23,139	21,779
Construction [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	808	627
Commercial mortgage [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	12,821	9,740
Commercial portfolio [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	36,768	32,146
Purchased Credit Impaired [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	867	475
Pass [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	35,480	30,890
Pass [Member] | Commercial and industrial [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	22,248	20,961
Pass [Member] | Construction [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	792	610
Pass [Member] | Commercial mortgage [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	12,366	9,298
Pass [Member] | Commercial portfolio [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	35,406	30,869
Pass [Member] | Purchased Credit Impaired [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	74	21
Special Mention [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	1,145	802
Special Mention [Member] | Commercial and industrial [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	535	438
Special Mention [Member] | Construction [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	16	17
Special Mention [Member] | Commercial mortgage [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	243	194
Special Mention [Member] | Commercial portfolio [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	794	649
Special Mention [Member] | Purchased Credit Impaired [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	351	153
Classified [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	1,010	929
Classified [Member] | Commercial and industrial [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	356	380
Classified [Member] | Commercial mortgage [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	212	248
Classified [Member] | Commercial portfolio [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	568	628
Classified [Member] | Purchased Credit Impaired [Member]
Financing Receivable, Recorded Investment [Line Items]
Total loans	$ 442	$ 301

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Derivative Instruments and Other Financial Instruments Used For Hedging - Gain or (Loss) Recognized in Income on Derivative Instruments (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (Loss) Recognized in Income on Derivative Instruments	$ 19	$ 21	$ 24	$ 47
Trading Derivatives [Member] | Interest rate derivative contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (Loss) Recognized in Income on Derivative Instruments	10	7	9	21
Trading Derivatives [Member] | Equity Derivative contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (Loss) Recognized in Income on Derivative Instruments	3	4	6	9
Trading Derivatives [Member] | Foreign exchange derivative contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (Loss) Recognized in Income on Derivative Instruments	5	6	8	13
Trading Derivatives [Member] | Commodity derivative contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (Loss) Recognized in Income on Derivative Instruments	1	4		4
Trading Derivatives [Member] | Other contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (Loss) Recognized in Income on Derivative Instruments			$ 1

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Derivative Instruments and Other Financial Instruments Used For Hedging - Notional Amounts, Balance Sheet Location and Fair Value Amounts of Derivative Instruments (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Derivatives, Fair Value [Line Items]
Derivative Notional Amount	$ 60,709	$ 60,118
Asset Derivatives, Fair Value	1,144	1,443
Liability Derivatives, Fair Value	1,011	1,320
Trading derivatives
Derivatives, Fair Value [Line Items]
Derivative Notional Amount	58,533	51,609
Asset Derivatives, Fair Value	1,141	1,414
Liability Derivatives, Fair Value	999	1,317
Derivatives designated as other than trading
Derivatives, Fair Value [Line Items]
Derivative Notional Amount	2,176	8,509
Asset Derivatives, Fair Value	3	29
Liability Derivatives, Fair Value	12	3
Interest rate derivative contracts [Member] | Trading derivatives
Derivatives, Fair Value [Line Items]
Derivative Notional Amount	43,941	37,790
Asset Derivatives, Fair Value	793	1,075
Liability Derivatives, Fair Value	697	1,009
Interest rate derivative contracts [Member] | Designated as hedging instrument [Member] | Derivatives designated as other than trading
Derivatives, Fair Value [Line Items]
Derivative Notional Amount	2,000	8,400
Asset Derivatives, Fair Value	1	28
Liability Derivatives, Fair Value	7
Commodity derivative contracts [Member] | Trading derivatives
Derivatives, Fair Value [Line Items]
Derivative Notional Amount	6,249	5,595
Asset Derivatives, Fair Value	118	167
Liability Derivatives, Fair Value	106	140
Foreign exchange derivative contracts [Member] | Trading derivatives
Derivatives, Fair Value [Line Items]
Derivative Notional Amount	4,597	4,593
Asset Derivatives, Fair Value	63	69
Liability Derivatives, Fair Value	28	65
Equity Derivative contracts [Member] | Trading derivatives
Derivatives, Fair Value [Line Items]
Derivative Notional Amount	3,746	3,631
Asset Derivatives, Fair Value	167	103
Liability Derivatives, Fair Value	168	103
Other contracts [Member] | Not designated as hedging instruments [Member] | Derivatives designated as other than trading
Derivatives, Fair Value [Line Items]
Derivative Notional Amount	176	109
Asset Derivatives, Fair Value	2	1
Liability Derivatives, Fair Value	$ 5	$ 3

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Derivative Instruments and Other Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2013

Derivative Instruments And Hedging Activities Disclosure [Abstract]

Notional Amounts, Balance Sheet Location and Fair Value Amounts of Derivative Instruments

	June 30, 2013
			Asset Derivatives			Liability Derivatives
(Dollars in millions)	Notional Amount		Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as other than trading
Designated as hedging instruments:
Interest rate contracts	$	2,000	Other assets	$	1	Other liabilities	$	7
Not designated as hedging instruments:
Other contracts	$	176	Other assets	$	2	Other liabilities	$	5
Total derivatives designated as other than trading	$	2,176		$	3		$	12
Trading derivatives:
Interest rate contracts	$	43,941	Trading account assets	$	793	Trading account liabilities	$	697
Commodity contracts		6,249	Trading account assets		118	Trading account liabilities		106
Foreign exchange contracts		4,597	Trading account assets		63	Trading account liabilities		28
Equity contracts		3,746	Trading account assets		167	Trading account liabilities		168
Total trading derivatives	$	58,533		$	1,141		$	999
Total derivative instruments	$	60,709		$	1,144		$	1,011

	December 31, 2012
			Asset Derivatives			Liability Derivatives
(Dollars in millions)	Notional Amount		Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Derivatives designated as other than trading
Designated as hedging instruments:
Interest rate contracts	$	8,400	Other assets	$	28	Other liabilities	$	—
Not designated as hedging instruments:
Other contracts	$	109	Other assets	$	1	Other liabilities	$	3
Total derivatives designated as other than trading	$	8,509		$	29		$	3
Trading derivatives:
Interest rate contracts	$	37,790	Trading account assets	$	1,075	Trading account liabilities	$	1,009
Commodity contracts		5,595	Trading account assets		167	Trading account liabilities		140
Foreign exchange contracts		4,593	Trading account assets		69	Trading account liabilities		65
Equity contracts		3,631	Trading account assets		103	Trading account liabilities		103
Total trading derivatives	$	51,609		$	1,414		$	1,317
Total derivative instruments	$	60,118		$	1,443		$	1,320

Schedule of Derivatives Designated as Cash Flow Hedges

	Amount of Gain or (Loss) Recognized in OCI on Derivative Instruments (Effective Portion)				Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)							Gain or (Loss) Recognized in Income on Derivative Instruments (Ineffective Portion and Amount Excluded from Effectiveness Testing)
	For the Three Months Ended June 30,					For the Three Months Ended June 30,							For the Three Months Ended June 30,
(Dollars in millions)	2013		2012		Location	2013			2012			Location	2013		2012
Derivatives in cash flow hedging relationships
					Interest income		8			4
Interest rate contracts	$	3	$	28	Interest expense	$	(1	)	$	(1	)	Noninterest expense(1)	$	—	$	—
Total	$	3	$	28		$	7		$	3			$	—	$	—

	Amount of Gain or (Loss) Recognized in OCI on Derivative Instruments (Effective Portion)				Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)							Gain or (Loss) Recognized in Income on Derivative Instruments (Ineffective Portion and Amount Excluded from Effectiveness Testing)
	For the Six Months Ended June 30,					For the Six Months Ended June 30,							For the Six Months Ended June 30,
(Dollars in millions)	2013		2012		Location	2013			2012			Location	2013		2012
Derivatives in cash flow hedging relationships
					Interest income		15			6
Interest rate contracts	$	9	$	38	Interest expense	$	(1	)	$	(1	)	Noninterest expense(1)	$	—	$	—
Total	$	9	$	38		$	14		$	5			$	—	$	—

(1)

Amount recognized was less than $1 million.

Gain or (Loss) Recognized in Income on Derivative Instruments

	Gain or (Loss) Recognized in Income on Derivative Instruments				Gain or (Loss) Recognized in Income on Derivative Instruments
	For the Three Months Ended				For the Six Months Ended
(Dollars in millions)	June 30, 2013		June 30, 2012		June 30, 2013		June 30, 2012
Trading derivatives:
Interest rate contracts	$	10	$	7	$	9	$	21
Equity contracts		3		4		6		9
Foreign exchange contracts		5		6		8		13
Commodity contracts		1		4		—		4
Other contracts		—		—		1		—
Total	$	19	$	21	$	24	$	47

Summary of Offsetting Assets and Liabilities

	June 30, 2013
							Gross Amounts Not Offset in Balance Sheet
(Dollars in millions)	Gross Amounts of Recognized Assets/Liabilities		Gross Amounts Offset in Balance Sheet		Net Amounts Presented in Balance Sheet		Financial Instruments		Cash Collateral Received/Pledged		Net Amount
Financial Assets:
Derivative Assets	$	1,144	$	444	$	700	$	62	$	—	$	638
Securities purchased under resale agreements		15		—		15		15		—		—
Total	$	1,159	$	444	$	715	$	77	$	—	$	638
Financial Liabilities:
Derivative Liabilities	$	1,011	$	448	$	563	$	249	$	2	$	312
Securities sold under repurchase agreements		4		—		4		4		—		—
Total	$	1,015	$	448	$	567	$	253	$	2	$	312

	December 31, 2012
							Gross Amounts Not Offset in Balance Sheet
(Dollars in millions)	Gross Amounts of Recognized Assets/Liabilities		Gross Amounts Offset in Balance Sheet		Net Amounts Presented in Balance Sheet		Financial Instruments		Cash Collateral Received/Pledged		Net Amount
Financial Assets:
Derivative Assets	$	1,443	$	370	$	1,073	$	21	$	2	$	1,050
Securities purchased under resale agreements		19		—		19		19		—		—
Total	$	1,462	$	370	$	1,092	$	40	$	2	$	1,050
Financial Liabilities:
Derivative Liabilities	$	1,320	$	449	$	871	$	491	$	121	$	259
Securities sold under repurchase agreements		5		—		5		5		—		—
Total	$	1,325	$	449	$	876	$	496	$	121	$	259

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Loans and Allowance for Loan Losses (Tables)

6 Months Ended

Jun. 30, 2013

Receivables [Abstract]

Summary of Loans

(Dollars in millions)	June 30, 2013			December 31, 2012
Loans held for investment:
Commercial and industrial	$	22,266		$	20,827
Commercial mortgage		13,008			9,939
Construction		808			627
Lease financing		984			1,104
Total commercial portfolio		37,066			32,497
Residential mortgage		23,835			22,705
Home equity and other consumer loans		3,456			3,647
Total consumer portfolio		27,291			26,352
Total loans held for investment, before purchased credit-impaired loans		64,357			58,849
Purchased credit-impaired loans(1)		1,486			1,185
Total loans held for investment(2)		65,843			60,034
Allowance for loan losses		(625	)		(653	)
Loans held for investment, net	$	65,218		$	59,381

(1)

Includes $348 million and $421 million as of June 30, 2013 and December 31, 2012, respectively, of loans for which the Company will be reimbursed a substantial portion of any future losses under the terms of the FDIC loss share agreements. Of these FDIC covered loans, $21 million and $24 million as of June 30, 2013 and December 31, 2012, respectively, were not accounted for under accounting guidance for loans acquired with deteriorated credit quality.

(2)

Includes $54 million and $5 million at June 30, 2013 and December 31, 2012, respectively, for net unamortized discounts and premiums and deferred fees and costs.

Reconciliation of Changes in Allowance for Loan Losses by Portfolio Segment

	For the Three Months Ended June 30, 2013
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated		Total
Allowance for loan losses, beginning of period	$	486		$	113		$	1		$	38	$	638
(Reversal of) provision for loan losses		(3	)		—			—			—		(3	)
Decrease in allowance covered by FDIC indemnification		—			—			(2	)		—		(2	)
Loans charged off		(12	)		(8	)		—			—		(20	)
Recoveries of loans previously charged off		9			1			2			—		12
Allowance for loan losses, end of period	$	480		$	106		$	1		$	38	$	625

	For the Three Months Ended June 30, 2012
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated		Total
Allowance for loan losses, beginning of period	$	439		$	128		$	10		$	127	$	704
(Reversal of) provision for loan losses		(38	)		14			—			11		(13	)
(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification		—			—			(1	)		—		(1	)
Decrease in allowance covered by FDIC indemnification		—			—			(3	)		—		(3	)
Loans charged off		(26	)		(16	)		(2	)		—		(44	)
Recoveries of loans previously charged off		13			—			—			—		13
Allowance for loan losses, end of period	$	388		$	126		$	4		$	138	$	656

	For the Six Months Ended June 30, 2013
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated			Total
Allowance for loan losses, beginning of period	$	418		$	124		$	1		$	110		$	653
(Reversal of) provision for loan losses		65			1			—			(72	)		(6	)
Loans charged off		(15	)		(21	)		(3	)		—			(39	)
Recoveries of loans previously charged off		12			2			3			—			17
Allowance for loan losses, end of period	$	480		$	106		$	1		$	38		$	625

	For the Six Months Ended June 30, 2012
(Dollars in millions)	Commercial			Consumer			Purchased Credit- Impaired			Unallocated		Total
Allowance for loan losses, beginning of period	$	474		$	138		$	17		$	135	$	764
(Reversal of) provision for loan losses		(41	)		26			—			3		(12	)
(Reversal of) provision for FDIC covered loan losses not subject to FDIC indemnification		—			—			(3	)		—		(3	)
Decrease in allowance covered by FDIC indemnification		—			—			(9	)		—		(9	)
Loans charged off		(66	)		(39	)		(2	)		—		(107	)
Recoveries of loans previously charged off		21			1			1			—		23
Allowance for loan losses, end of period	$	388		$	126		$	4		$	138	$	656

Allowance for Loan Losses and Related Loan Balances by Portfolio Segment

	June 30, 2013
(Dollars in millions)	Commercial		Consumer		Purchased Credit- Impaired		Unallocated		Total
Allowance for loan losses:
Individually evaluated for impairment	$	33	$	14	$	—	$	—	$	47
Collectively evaluated for impairment		447		92		—		38		577
Purchased credit-impaired loans		—		—		1		—		1
Total allowance for loan losses	$	480	$	106	$	1	$	38	$	625
Loans held for investment:
Individually evaluated for impairment	$	325	$	319	$	4	$	—	$	648
Collectively evaluated for impairment		36,741		26,972		—		—		63,713
Purchased credit-impaired loans		—		—		1,482		—		1,482
Total loans held for investment	$	37,066	$	27,291	$	1,486	$	—	$	65,843

	December 31, 2012
(Dollars in millions)	Commercial		Consumer		Purchased Credit- Impaired		Unallocated		Total
Allowance for loan losses:
Individually evaluated for impairment	$	24	$	18	$	—	$	—	$	42
Collectively evaluated for impairment		394		106		—		110		610
Purchased credit-impaired loans		—		—		1		—		1
Total allowance for loan losses	$	418	$	124	$	1	$	110	$	653
Loans held for investment:
Individually evaluated for impairment	$	330	$	292	$	5	$	—	$	627
Collectively evaluated for impairment		32,167		26,060		—		—		58,227
Purchased credit-impaired loans		—		—		1,180		—		1,180
Total loans held for investment	$	32,497	$	26,352	$	1,185	$	—	$	60,034

Summary of Nonaccrual Loans

(Dollars in millions)	June 30, 2013		December 31, 2012
Commercial and industrial	$	69	$	48
Commercial mortgage		62		65
Total commercial portfolio		131		113
Residential mortgage		315		306
Home equity and other consumer loans		50		56
Total consumer portfolio		365		362
Total nonaccrual loans, before purchased credit-impaired loans		496		475
Purchased credit-impaired loans		24		30
Total nonaccrual loans	$	520	$	505
Troubled debt restructured loans that continue to accrue interest	$	366	$	401
Troubled debt restructured nonaccrual loans (included in the total nonaccrual loans above)	$	245	$	209

Aging of Balance of Loans Held for Investment, Excluding Purchased Credit-Impaired Loans

	June 30, 2013
	Aging Analysis of Loans
(Dollars in millions)	Current		30 to 89 Days Past Due		90 Days or More Past Due		Total Past Due		Total
Commercial and industrial	$	23,169	$	66	$	15	$	81	$	23,250
Commercial mortgage		12,851		136		21		157		13,008
Construction		808		—		—		—		808
Total commercial portfolio		36,828		202		36		238		37,066
Residential mortgage		23,548		152		135		287		23,835
Home equity and other consumer loans		3,416		24		16		40		3,456
Total consumer portfolio		26,964		176		151		327		27,291
Total loans held for investment, excluding purchased credit-impaired loans	$	63,792	$	378	$	187	$	565	$	64,357

	December 31, 2012
	Aging Analysis of Loans
(Dollars in millions)	Current		30 to 89 Days Past Due		90 Days or More Past Due		Total Past Due		Total
Commercial and industrial	$	21,861	$	68	$	2	$	70	$	21,931
Commercial mortgage		9,869		57		13		70		9,939
Construction		622		5		—		5		627
Total commercial portfolio		32,352		130		15		145		32,497
Residential mortgage		22,351		181		173		354		22,705
Home equity and other consumer loans		3,584		44		19		63		3,647
Total consumer portfolio		25,935		225		192		417		26,352
Total loans held for investment, excluding purchased credit-impaired loans	$	58,287	$	355	$	207	$	562	$	58,849

Loans in Commercial Portfolio Segment and Commercial Loans within Purchased Credit-Impaired Loans Segment Monitored for Credit Quality Based on Internal Ratings

	June 30, 2013
(Dollars in millions)	Pass		Special Mention		Classified		Total
Commercial and industrial	$	22,248	$	535	$	356	$	23,139
Construction		792		16		—		808
Commercial mortgage		12,366		243		212		12,821
Total commercial portfolio		35,406		794		568		36,768
Purchased credit-impaired loans		74		351		442		867
Total	$	35,480	$	1,145	$	1,010	$	37,635

	December 31, 2012
(Dollars in millions)	Pass		Special Mention		Classified		Total
Commercial and industrial	$	20,961	$	438	$	380	$	21,779
Construction		610		17		—		627
Commercial mortgage		9,298		194		248		9,740
Total commercial portfolio		30,869		649		628		32,146
Purchased credit-impaired loans		21		153		301		475
Total	$	30,890	$	802	$	929	$	32,621

Loans in Consumer Portfolio Segment and Consumer Loans within Purchased Credit-Impaired Loans Segment Based on Payment Status

	June 30, 2013
(Dollars in millions)	Accrual		Nonaccrual		Total
Residential mortgage	$	23,520	$	315	$	23,835
Home equity and other consumer loans		3,406		50		3,456
Total consumer portfolio		26,926		365		27,291
Purchased credit-impaired loans		270		1		271
Total	$	27,196	$	366	$	27,562

	December 31, 2012
(Dollars in millions)	Accrual		Nonaccrual		Total
Residential mortgage	$	22,399	$	306	$	22,705
Home equity and other consumer loans		3,591		56		3,647
Total consumer portfolio		25,990		362		26,352
Purchased credit-impaired loans		288		—		288
Total	$	26,278	$	362	$	26,640

Loans in Consumer Portfolio Segment and Consumer Loans within Purchased Credit-Impaired Loans Segment Monitored for Credit Quality Based on Refreshed FICO Scores and Refreshed LTV ratios

	June 30, 2013
	FICO scores
(Dollars in millions)	720 and above			Below 720			No FICO available(1)			Total
Residential mortgage	$	17,824		$	4,909		$	208		$	22,941
Home equity and other consumer loans		2,405			921			54			3,380
Total consumer portfolio		20,229			5,830			262			26,321
Purchased credit-impaired loans		95			164			12			271
Total	$	20,324		$	5,994		$	274		$	26,592
Percentage of total		76	%		23	%		1	%		100	%

	December 31, 2012
	FICO scores
(Dollars in millions)	720 and above			Below 720			No FICO available(1)			Total
Residential mortgage	$	17,103		$	4,666		$	395		$	22,164
Home equity and other consumer loans		2,464			986			122			3,572
Total consumer portfolio		19,567			5,652			517			25,736
Purchased credit-impaired loans		106			172			10			288
Total	$	19,673		$	5,824		$	527		$	26,024
Percentage of total		76	%		22	%		2	%		100	%

(1)

Represents loans for which management was not able to obtain an updated FICO score (e.g., due to recent profile changes).

	June 30, 2013
	LTV ratios
(Dollars in millions)	Less than 80 percent			80 - 100 percent			Greater than 100 percent			No LTV available(1)			Total
Residential mortgage	$	20,609		$	1,906		$	422		$	4		$	22,941
Home equity loans		2,470			446			298			58			3,272
Total consumer portfolio		23,079			2,352			720			62			26,213
Purchased credit-impaired loans		158			50			57			—			265
Total	$	23,237		$	2,402		$	777		$	62		$	26,478
Percentage of total		88	%		9	%		3	%		—	%		100	%

	December 31, 2012
	LTV ratios
(Dollars in millions)	Less than 80 percent			80 - 100 percent			Greater than 100 percent			No LTV available(1)			Total
Residential mortgage	$	17,771		$	3,031		$	1,232		$	130		$	22,164
Home equity loans		2,216			618			540			113			3,487
Total consumer portfolio		19,987			3,649			1,772			243			25,651
Purchased credit-impaired loans		72			50			153			13			288
Total	$	20,059		$	3,699		$	1,925		$	256		$	25,939
Percentage of total		77	%		14	%		8	%		1	%		100	%

(1)

Represents loans for which management was not able to obtain refreshed property values.

Summary of Troubled Debt Restructurings

(Dollars in millions)	June 30, 2013		December 31, 2012
Commercial and industrial	$	246	$	215
Commercial mortgage		41		64
Construction		2		35
Total commercial portfolio		289		314
Residential mortgage		297		271
Home equity and other consumer loans		22		21
Total consumer portfolio		319		292
Total restructured loans, excluding purchased credit-impaired loans(1)	$	608	$	606

(1)

Amounts exclude $3 million and $4 million of TDRs covered by FDIC loss share agreements at June 30, 2013 and December 31, 2012, respectively.

Pre- and Post-Modification Outstanding Recorded Investment Amounts of Troubled Debt Restructurings

	For the Three Months Ended June 30, 2013				For the Six Months Ended June 30, 2013
(Dollars in millions)	Pre-Modification Outstanding Recorded Investment(1)		Post-Modification Outstanding Recorded Investment(2)		Pre-Modification Outstanding Recorded Investment(1)		Post-Modification Outstanding Recorded Investment(2)
Commercial and industrial	$	49	$	47	$	125	$	121
Commercial mortgage		4		4		15		15
Construction		—		—		—		—
Total commercial portfolio		53		51		140		136
Residential mortgage		30		30		55		54
Home equity and other consumer loans		3		2		4		3
Total consumer portfolio		33		32		59		57
Total	$	86	$	83	$	199	$	193

(1)

Represents the recorded investment in the loan immediately prior to the restructuring event.

(2)

Represents the recorded investment in the loan immediately following the restructuring event. It includes the effect of paydowns that were required as part of the restructuring terms.

Recorded Investment Amounts of Troubled Debt Restructurings

(Dollars in millions)	For the Three Months Ended June 30, 2013		For the Six Months Ended June 30, 2013
Commercial and industrial	$	3	$	8
Residential mortgage		7		9
Home equity and other consumer loans		1		1
Total consumer portfolio		8		10
Total	$	11	$	18

Information about Impaired Loans by Class

	June 30, 2013
	Recorded Investment								Unpaid Principal Balance
(Dollars in millions)	With an Allowance		Without an Allowance		Total		Allowance for Impaired Loans		With an Allowance		Without an Allowance
Commercial and industrial	$	230	$	36	$	266	$	30	$	234	$	37
Commercial mortgage		29		28		57		3		31		38
Construction		2		—		2		—		3		—
Total commercial portfolio		261		64		325		33		268		75
Residential mortgage		189		108		297		14		203		123
Home equity and other consumer loans		3		19		22		—		3		33
Total consumer portfolio		192		127		319		14		206		156
Total, excluding purchased credit-impaired loans		453		191		644		47		474		231
Purchased credit-impaired loans		1		3		4		—		1		9
Total	$	454	$	194	$	648	$	47	$	475	$	240

	December 31, 2012
	Recorded Investment								Unpaid Principal Balance
(Dollars in millions)	With an Allowance		Without an Allowance		Total		Allowance for Impaired Loans		With an Allowance		Without an Allowance
Commercial and industrial	$	156	$	64	$	220	$	24	$	167	$	64
Commercial mortgage		15		60		75		—		18		70
Construction		—		35		35		—		—		38
Total commercial portfolio		171		159		330		24		185		172
Residential mortgage		186		85		271		18		199		97
Home equity and other consumer loans		3		18		21		—		3		31
Total consumer portfolio		189		103		292		18		202		128
Total, excluding purchased credit-impaired loans		360		262		622		42		387		300
Purchased credit-impaired loans		—		4		4		—		1		14
Total	$	360	$	266	$	626	$	42	$	388	$	314

Average Investment in Impaired Loans and Interest Income Recognized for Impaired Loans

	For the Three Months Ended June 30,								For the Six Months Ended June 30,
	2013				2012				2013				2012
(Dollars in millions)	Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income		Average Recorded Investment		Recognized Interest Income
Commercial and industrial	$	265	$	5	$	197	$	2	$	250	$	8	$	205	$	3
Commercial mortgage		53		1		117		1		60		1		121		1
Construction		2		—		52		1		13		—		57		2
Total commercial portfolio		320		6		366		4		323		9		383		6
Residential mortgage		288		2		175		4		282		5		164		5
Home equity and other consumer loans		22		1		2		—		21		1		2		—
Total consumer portfolio		310		3		177		4		303		6		166		5
Total, excluding purchased credit-impaired loans		630		9		543		8		626		15		549		11
Purchased credit-impaired loans		4		—		10		1		4		—		11		1
Total	$	634	$	9	$	553	$	9	$	630	$	15	$	560	$	12

Outstanding Balances and Carrying Amounts of Purchased Credit-Impaired Loans

(Dollars in millions)	June 30, 2013		December 31, 2012
Total outstanding balance	$	2,346	$	2,155
Carrying amount	$	1,465	$	1,161

Changes in Accretable Balance for Purchased Credit-Impaired Loans

	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012
Accretable yield, beginning of period	$	501		$	441		$	590		$	424
Additions		31			—			31			—
Accretion		(81	)		(72	)		(160	)		(135	)
Reclassifications from nonaccretable difference during the period		28			105			18			185
Accretable yield, end of period	$	479		$	474		$	479		$	474

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Loans and Allowance for Loan Losses - Summary of Loans (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Receivables [Abstract]
Commercial and industrial	$ 22,266	$ 20,827
Commercial mortgage	13,008	9,939
Construction	808	627
Lease financing	984	1,104
Total commercial portfolio	37,066	32,497
Residential mortgage	23,835	22,705
Home equity and other consumer loans	3,456	3,647
Total consumer portfolio	27,291	26,352
Total loans held for investment, before purchased credit-impaired loans	64,357	58,849
Purchased credit-impaired loans	1,486	1,185
Total loans held for investment	65,843	60,034
Allowance for loan losses	(625)	(653)
Loans held for investment, net	$ 65,218	$ 59,381

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Derivative Instruments and Other Financial Instruments Used For Hedging - Schedule of Derivatives Designated as Cash Flow Hedges (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)	$ 7	$ 3	$ 14	$ 5
Amount of Gain or (Loss) Recognized in OCI on Derivative Instruments (Effective Portion)	3	28	9	38
Interest income [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)	8	4	15	6
Interest expense [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion)	(1)	(1)	(1)	(1)
Interest rate derivative contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain or (Loss) Recognized in OCI on Derivative Instruments (Effective Portion)	$ 3	$ 28	$ 9	$ 38

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Loans and Allowance for Loan Losses - Summary of Troubled Debt Restructurings (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Financing Receivable, Modifications [Line Items]
Total excluding purchased credit-impaired loans	$ 608	$ 606
Commercial and industrial [Member]
Financing Receivable, Modifications [Line Items]
Total excluding purchased credit-impaired loans	246	215
Commercial mortgage [Member]
Financing Receivable, Modifications [Line Items]
Total excluding purchased credit-impaired loans	41	64
Construction [Member]
Financing Receivable, Modifications [Line Items]
Total excluding purchased credit-impaired loans	2	35
Commercial portfolio [Member]
Financing Receivable, Modifications [Line Items]
Total excluding purchased credit-impaired loans	289	314
Residential mortgage [Member]
Financing Receivable, Modifications [Line Items]
Total excluding purchased credit-impaired loans	297	271
Home equity and other consumer loans [Member]
Financing Receivable, Modifications [Line Items]
Total excluding purchased credit-impaired loans	22	21
Consumer portfolio [Member]
Financing Receivable, Modifications [Line Items]
Total excluding purchased credit-impaired loans	$ 319	$ 292

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Commercial Paper and Other Short-Term Borrowings - Summary of Commercial Paper and Other Short-Term Borrowings (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Short Term Borrowings [Abstract]
Federal funds purchased and securities sold under repurchase agreements with weighted average interest rates of 0.07% and 0.96% at June 30, 2013 and December 31, 2012, respectively	$ 137	$ 123
Commercial paper, with weighted average interest rates of 0.17% and 0.20% at June 30, 2013 and December 31, 2012, respectively	3,655	1,240
Other borrowed funds:
Total commercial paper and other short-term borrowings	$ 3,792	$ 1,363

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Securities - Proceeds from Sales of Securities Available for Sale and Gross Realized Gains and Losses (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Investments Debt And Equity Securities [Abstract]
Proceeds from sales	$ 487	$ 2,873	$ 5,585	$ 4,124
Gross realized gains	27	30	126	49
Gross realized losses		$ 1		$ 1

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Business Combinations - Net Assets Acquired and Estimated Purchase Accounting Adjustments (Detail) (USD $) In Millions, unless otherwise specified	0 Months Ended
	Dec. 01, 2012
Business Acquisition [Line Items]
Purchase price	$ 1,516
Business acquisition adjustments to purchase price	244
Net assets acquired	859
Fair value of net assets acquired	1,103
Goodwill	413
Securities available for sale [Member]
Business Acquisition [Line Items]
Business acquisition adjustments to purchase price	8
Loans held for investment [Member]
Business Acquisition [Line Items]
Business acquisition adjustments to purchase price	141
Intangible assets [Member]
Business Acquisition [Line Items]
Business acquisition adjustments to purchase price	18
Other assets [Member]
Business Acquisition [Line Items]
Business acquisition adjustments to purchase price	128
Deposits [Member]
Business Acquisition [Line Items]
Business acquisition adjustments to purchase price	(12)
Other short-term borrowings [Member]
Business Acquisition [Line Items]
Business acquisition adjustments to purchase price	(36)
Long-term debt [Member]
Business Acquisition [Line Items]
Business acquisition adjustments to purchase price	(14)
Other Liabilities [Member]
Business Acquisition [Line Items]
Business acquisition adjustments to purchase price	$ 11

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Securities - Amortized Cost, Gross Unrealized Gains, Gross Unrealized Losses, and Fair Values of Securities (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	$ 23,897	$ 21,076
Gross Unrealized Gains	157	414
Gross Unrealized Losses	544	138
Fair Value	23,510	21,352
U.S. government sponsored agencies [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	362	866
Gross Unrealized Gains	2	19
Fair Value	364	885
U.S. government agency and government sponsored agencies [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	14,930	13,104
Gross Unrealized Gains	57	232
Gross Unrealized Losses	314	3
Fair Value	14,673	13,333
Privately issued [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	330	445
Gross Unrealized Gains	4	8
Gross Unrealized Losses	6	10
Fair Value	328	443
Commercial mortgage-backed securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	3,904	2,863
Gross Unrealized Gains	24	114
Gross Unrealized Losses	178	6
Fair Value	3,750	2,971
Collateralized loan obligations (CLOs) [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	2,414	1,996
Gross Unrealized Gains	33	7
Gross Unrealized Losses	2	44
Fair Value	2,445	1,959
Asset-backed and other [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	79	145
Gross Unrealized Gains	1	1
Fair Value	80	146
Asset Liability Management securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	22,019	19,419
Gross Unrealized Gains	121	381
Gross Unrealized Losses	500	63
Fair Value	21,640	19,737
Direct bank purchase bonds [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	1,708	1,482
Gross Unrealized Gains	33	27
Gross Unrealized Losses	38	71
Fair Value	1,703	1,438
Other [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	155	156
Gross Unrealized Gains	3	6
Gross Unrealized Losses	6	4
Fair Value	152	158
Equity securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	15	19
Fair Value	$ 15	$ 19

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Employee Pension and Other Postretirement Benefits

6 Months Ended

Jun. 30, 2013

Compensation And Retirement Disclosure [Abstract]

Employee Pension and Other Postretirement Benefits

Note 6—Employee Pension and Other Postretirement Benefits

        The following tables summarize the components of net periodic benefit cost for the three and six months ended June 30, 2013 and 2012:

	Pension Benefits						Other Benefits						Superannuation, SERP(1) and ESBP(2)
	For the Three Months Ended June 30,						For the Three Months Ended June 30,						For the Three Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012			2013		2012
Components of net periodic benefit cost:
Service cost	$	21		$	21		$	3		$	3		$	—	$	—
Interest cost		24			24			3			3			1		1
Expected return on plan assets		(42	)		(36	)		(4	)		(3	)		—		—
Recognized net actuarial loss		27			21			2			2			—		—
Total net periodic benefit cost	$	30		$	30		$	4		$	5		$	1	$	1

	Pension Benefits						Other Benefits						Superannuation, SERP(1) and ESBP(2)
	For the Six Months Ended June 30,						For the Six Months Ended June 30,						For the Six Months Ended June 30,
(Dollars in millions)	2013			2012			2013			2012			2013		2012
Components of net periodic benefit cost:
Service cost	$	43		$	39		$	7		$	6		$	—	$	—
Interest cost		49			50			6			6			2		2
Expected return on plan assets		(83	)		(73	)		(8	)		(6	)		—		—
Recognized net actuarial loss		54			44			3			4			1		1
Total net periodic benefit cost	$	63		$	60		$	8		$	10		$	3	$	3

(1)

Supplemental Executives Retirement Plan (SERP).

(2)

Executive Supplemental Benefit Plans (ESBP).

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Variable Interest Entities - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Variable Interest Entity [Line Items]
Expenses related to consolidated VIEs	$ 108	$ 101	$ 216	$ 200
LIHC investments [Member]
Variable Interest Entity [Line Items]
Carrying amount of assets, consolidated VIEs	292		292
Carrying amount of liabilities, consolidated VIEs	7		7
Number of LIHC investment fund	2		2
Trusts that own and lease railcars [Member]
Variable Interest Entity [Line Items]
Carrying amount of assets, consolidated VIEs	97		97
Consolidated VIEs, expenses [Member]
Variable Interest Entity [Line Items]
Revenue related to consolidated VIEs	6		11
Expenses related to consolidated VIEs	7	8	14	15
Trusts that own and lease renewable energy facilities [Member]
Variable Interest Entity [Line Items]
Carrying amount of assets, consolidated VIEs	$ 156		$ 156

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Accumulated Other Comprehensive Loss (Tables)

6 Months Ended

Jun. 30, 2013

Equity [Abstract]

Components of Accumulated Other Comprehensive Loss

(Dollars in millions)	Before Tax Amount			Tax Effect			Net of Tax
For the Six Months Ended June 30, 2012:
Cash flow hedge activities:
Unrealized net gains on hedges arising during the period	$	38		$	(15	)	$	23
Less: Reclassification adjustment for net losses on hedges included in net income		(5	)		2			(3	)
Net change in unrealized losses on hedges		33			(13	)		20
Securities:
Unrealized holding gains arising during the period on securities available for sale		147			(58	)		89
Reclassification adjustment for net gains on securities available for sale included in net income		(47	)		18			(29	)
Less: accretion of fair value adjustment on securities available for sale		(1	)		1			—
Less: accretion of fair value adjustment on held to maturity securities		(14	)		6			(8	)
Less: amortization of net unrealized losses on held to maturity securities		56			(22	)		34
Net change in unrealized losses on securities		141			(55	)		86
Foreign currency translation adjustment		(1	)		1			—
Reclassification adjustment for pension and other benefits included in net income:
Recognized net actuarial loss(1)		49			(19	)		30
Net change in pension and other benefits(1)		49			(19	)		30
Net change in accumulated other comprehensive loss	$	222		$	(86	)	$	136
For the Six Months Ended June 30, 2013:
Cash flow hedge activities:
Unrealized net gains on hedges arising during the period	$	9		$	(3	)	$	6
Less: Reclassification adjustment for net losses on hedges included in interest income for loans and interest expense on long-term debt		(14	)		5			(9	)
Net change in unrealized gains on hedges		(5	)		2			(3	)
Securities:
Unrealized holding gains arising during the period on securities available for sale		(503	)		197			(306	)
Reclassification adjustment for net gains on securities available for sale included in securities gains, net		(123	)		49			(74	)
Less: accretion of fair value adjustment on securities available for sale		(38	)		16			(22	)
Less: accretion of fair value adjustment on held to maturity securities		(11	)		4			(7	)
Less: amortization of net unrealized losses on held to maturity securities		25			(10	)		15
Net change in unrealized gains on securities		(650	)		256			(394	)
Foreign currency translation adjustment		(5	)		2			(3	)
Reclassification adjustment for pension and other benefits included in net income:
Recognized net actuarial loss(1)		58			(23	)		35
Net change in pension and other benefits(1)		58			(23	)		35
Net change in accumulated other comprehensive loss	$	(602	)	$	237		$	(365	)

(1)

These amounts are included in the computation of net periodic pension cost. For further information, see Note 6 to these consolidated financial statements.

Change in Accumulated Other Comprehensive Loss Balances

(Dollars in millions)	Net Unrealized Gains (Losses) on Cash Flow Hedges			Net Unrealized Gains (Losses) on Securities			Foreign Currency Translation Adjustment			Pension and Other Benefits Adjustment			Accumulated Other Comprehensive Loss
Balance, December 31, 2011	$	(17	)	$	(107	)	$	—		$	(685	)	$	(809	)
Other comprehensive income before reclassifications		23			115			—			—			138
Amounts reclassified from accumulated other comprehensive loss		(3	)		(29	)		—			30			(2	)
Balance, June 30, 2012	$	3		$	(21	)	$	—		$	(655	)	$	(673	)
Balance, December 31, 2012	$	24		$	159		$	1		$	(698	)	$	(514	)
Other comprehensive income before reclassifications		6			(320	)		(3	)		—			(317	)
Amounts reclassified from accumulated other comprehensive loss		(9	)		(74	)		—			35			(48	)
Balance, June 30, 2013	$	21		$	(235	)	$	(2	)	$	(663	)	$	(879	)

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Securities - Carrying Amount and Fair Value of Securities Held to Maturity by Contractual Maturity (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Schedule of Held-to-maturity Securities [Line Items]
Over One Year Through Five Years, Carrying Amount	$ 14
Over One Year Through Five Years, Fair Value	17
Over Ten Years, Carrying Amount	891
Over Ten Years, Fair Value	874
Total securities held to maturity, Carrying Amount	905	1,103
Total securities held to maturity, Fair Value	891	1,135
Collateralized loan obligations (CLOs) [Member]
Schedule of Held-to-maturity Securities [Line Items]
Over One Year Through Five Years, Carrying Amount	14
Over One Year Through Five Years, Fair Value	17
Total securities held to maturity, Carrying Amount	14	101
Total securities held to maturity, Fair Value	17	121
U.S. government agency and government sponsored agencies-residential mortgage backed securities [Member]
Schedule of Held-to-maturity Securities [Line Items]
Over Ten Years, Carrying Amount	891
Over Ten Years, Fair Value	874
Total securities held to maturity, Carrying Amount	891	1,002
Total securities held to maturity, Fair Value	$ 874	$ 1,014

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Fair Value Measurement and Fair Value of Financial Instruments

6 Months Ended

Jun. 30, 2013

Fair Value Disclosures [Abstract]

Fair Value Measurement and Fair Value of Financial Instruments

Note 9—Fair Value Measurement and Fair Value of Financial Instruments

• Valuation Methodologies

        Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., an exit price) in an orderly transaction between willing market participants at the measurement date. The Company has an established and documented process for determining fair value for financial assets and financial liabilities that are measured at fair value on either a recurring or nonrecurring basis. When available, quoted market prices are used to determine fair value. If quoted market prices are not available, fair value is based upon valuation techniques that use, where possible, current market-based or independently sourced parameters, such as yield curves, foreign exchange rates, credit spreads, commodity prices, and implied volatilities. Valuation adjustments may be made to ensure the financial instruments are recorded at fair value. These adjustments include amounts that reflect counterparty credit quality and that consider the Company's creditworthiness in determining the fair value of its trading liabilities. For further information related to the valuation methodologies used for certain financial assets and financial liabilities measured at fair value, see Note 16 to the consolidated financial statements in the Company's 2012 Form 10-K.

• Fair Value Hierarchy

        In determining fair value, the Company maximizes the use of observable market inputs and minimizes the use of unobservable inputs. Observable inputs reflect market-derived or market-based information obtained from independent sources, while unobservable inputs reflect the Company's estimate about market data. Based on the observability of the significant inputs used, the Company classifies its fair value measurements in accordance with the three-level hierarchy as defined by U.S. GAAP. This hierarchy is based on the quality, observability, and reliability of the information used to determine fair value. For further information related to the fair value hierarchy, see Note 16 to the consolidated financial statements in the Company's 2012 Form 10-K.

• Valuation Processes

        The Company has established a Valuation Committee (VC) to oversee its valuation framework for measuring fair value and to establish valuation policies and procedures. The VC's responsibilities include reviewing and approving all fair value measurements and categorizations within the fair value hierarchy and monitoring the use of pricing sources, mark-to-model valuations, dealer quotes, and other valuation processes. The VC reports to the Company's Risk & Capital Committee and meets at least quarterly.

        Independent price verification (IPV) is performed periodically by the Company to test the market data and valuations of substantially all instruments measured at fair value on a recurring basis. As part of its IPV procedures, the Company utilizes third party valuations and both internal and external models to compare pricing sources and perform analysis. Results are formally reported on a quarterly basis to the VC. For further information related to valuation processes, see Note 16 to the consolidated financial statements in the Company's 2012 Form 10-K.

• Fair Value Measurements on a Recurring Basis

        The following tables present financial assets and financial liabilities measured at fair value on a recurring basis as of June 30, 2013 and December 31, 2012, by major category and by valuation hierarchy level:

	June 30, 2013
(Dollars in millions)	Level 1			Level 2			Level 3			Netting Adjustment(1)			Fair Value
Assets
Trading account assets:
U.S. Treasury	$	—		$	4		$	—		$	—		$	4
U.S. government sponsored agencies		—			100			—			—			100
State and municipal		—			23			—			—			23
Commercial paper		—			20			—			—			20
Interest rate derivative contracts		3			790			—			(167	)		626
Commodity derivative contracts		—			106			12			(112	)		6
Foreign exchange derivative contracts		1			59			3			(23	)		40
Equity derivative contracts		—			—			167			(142	)		25
Total trading account assets		4			1,102			182			(444	)		844
Securities available for sale:
U.S. government sponsored agencies		—			364			—			—			364
Residential mortgage-backed securities:
U.S. government and government sponsored agencies		—			14,673			—			—			14,673
Privately issued		—			328			—			—			328
Commercial mortgage-backed securities		—			3,750			—			—			3,750
CLOs		—			2,445			—			—			2,445
Asset-backed and other		—			80			—			—			80
Other debt securities:
Direct bank purchase bonds		—			—			1,703			—			1,703
Other		—			93			59			—			152
Equity securities		15			—			—			—			15
Total securities available for sale		15			21,733			1,762			—			23,510
Other assets:
Interest rate hedging contracts		—			1			—			—			1
Other derivative contracts		—			—			2			—			2
Total other assets		—			1			2			—			3
Total assets	$	19		$	22,836		$	1,946		$	(444	)	$	24,357
Percentage of Total		—	%		94	%		8	%		(2	)%		100	%
Percentage of Total Company Assets		—	%		22	%		2	%		—	%		24	%
Liabilities
Trading account liabilities:
Interest rate derivative contracts	$	3		$	694		$	—		$	(404	)	$	293
Commodity derivative contracts		—			94			12			(39	)		67
Foreign exchange derivative contracts		1			24			3			(5	)		23
Equity derivative contracts		—			—			168			—			168
Securities sold, not yet purchased		—			15			—			—			15
Total trading account liabilities		4			827			183			(448	)		566
Other liabilities:
FDIC clawback liability		—			—			90			—			90
Interest rate hedging contracts		—			7			—			—			7
Other derivative contracts		—			1			4			—			5
Total other liabilities		—			8			94			—			102
Total liabilities	$	4		$	835		$	277		$	(448	)	$	668
Percentage of Total		1	%		125	%		42	%		(67	)%		100	%
Percentage of Total Company Liabilities		—	%		1	%		—	%		(1	)%		1	%

(1)

Amounts represent the impact of legally enforceable master netting agreements between the same counterparties that allow the Company to net settle all contracts.

	December 31, 2012
(Dollars in millions)	Level 1			Level 2			Level 3			Netting Adjustment(1)			Fair Value
Assets
Trading account assets:
U.S. Treasury	$	—		$	1		$	—		$	—		$	1
U.S. government sponsored agencies		—			113			—			—			113
State and municipal		—			15			—			—			15
Commercial paper		—			10			—			—			10
Interest rate derivative contracts		—			1,075			—			(87	)		988
Commodity derivative contracts		—			137			30			(127	)		40
Foreign exchange derivative contracts		1			65			3			(28	)		41
Equity derivative contracts		—			—			103			(103	)		—
Total trading account assets		1			1,416			136			(345	)		1,208
Securities available for sale:
U.S. government sponsored agencies		—			885			—			—			885
Residential mortgage-backed securities:
U.S government and government sponsored agencies		—			13,333			—			—			13,333
Privately issued		—			443			—			—			443
Commercial mortgage-backed securities		—			2,971			—			—			2,971
CLOs		—			1,959			—			—			1,959
Asset-backed and other					146									146
Other debt securities:
Direct bank purchase bonds		—			—			1,438			—			1,438
Other		—			97			61			—			158
Equity securities		19			—			—			—			19
Total securities available for sale		19			19,834			1,499			—			21,352
Other assets:
Interest rate hedging contracts		—			28			—			(24	)		4
Other derivative contracts		—			1			—			(1	)		—
Total other assets		—			29			—			(25	)		4
Total assets	$	20		$	21,279		$	1,635		$	(370	)	$	22,564
Percentage of Total		—	%		94	%		7	%		(1	)%		100	%
Percentage of Total Company Assets		—	%		22	%		1	%		—	%		23	%
Liabilities
Trading account liabilities:
Interest rate derivative contracts	$	5		$	1,004		$	—		$	(407	)	$	602
Commodity derivative contracts		—			110			30			(42	)		98
Foreign exchange derivative contracts		1			61			3			—			65
Equity derivative contracts		—			—			103			—			103
Securities sold, not yet purchased		—			27			—			—			27
Total trading account liabilities		6			1,202			136			(449	)		895
Other liabilities:
FDIC clawback liability		—			—			92			—			92
Other derivative contracts		—			—			3			—			3
Total other liabilities		—			—			95			—			95
Total liabilities	$	6		$	1,202		$	231		$	(449	)	$	990
Percentage of Total		1	%		121	%		23	%		(45	)%		100	%
Percentage of Total Company Liabilities		—	%		2	%		—	%		(1	)%		1	%

(1)

Amounts represent the impact of legally enforceable master netting agreements between the same counterparties that allow the Company to net settle all contracts.

        The following tables present a reconciliation of the assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three and six months ended June 30, 2013 and 2012. Level 3 available for sale securities at June 30, 2013 and 2012 primarily consisted of direct bank purchase bonds. The Company's policy is to recognize transfers in and out of Level 1, 2 and 3 as of the end of a reporting period.

	For the Three Months Ended
	June 30, 2013														June 30, 2012
(Dollars in millions)	Trading Assets			Securities Available for Sale			Other Assets		Trading Liabilities			Other Liabilities			Trading Assets			Securities Available for Sale		Trading Liabilities			Other Liabilities
Asset (liability) balance, beginning of period	$	186		$	1,592		$	1	$	(187	)	$	(96	)	$	153		$	43	$	(153	)	$	(63	)
Total gains (losses) (realized/unrealized):
Included in income before taxes		(5	)		—			1		5			2			(34	)		—		34			(9	)
Included in other comprehensive income		—			18			—		—			—			—			1		—			—
Purchases/additions		1			192			—		—			—			2			1,090		(2	)		—
Sales		—			—			—		(1	)		—			(3	)		—		3			—
Settlements		—			(40	)		—		—			—			—			—		—			—
Asset (liability) balance, end of period	$	182		$	1,762		$	2	$	(183	)	$	(94	)	$	118		$	1,134	$	(118	)	$	(72	)
Changes in unrealized gains (losses) included in income before taxes for assets and liabilities still held at end of period	$	(5	)	$	—		$	1	$	5		$	2		$	(34	)	$	—	$	34		$	(9	)

	For the Six Months Ended
	June 30, 2013													June 30, 2012
(Dollars in millions)	Trading Assets		Securities Available for Sale			Other Assets		Trading Liabilities			Other Liabilities			Trading Assets			Securities Available for Sale			Trading Liabilities			Other Liabilities
Asset (liability) balance, beginning of period	$	136	$	1,499		$	—	$	(136	)	$	(95	)	$	—		$	48		$	—		$	(51	)
Total gains (losses) (realized/unrealized):
Included in income before taxes		42		—			1		(43	)		1			(34	)		—			34			(21	)
Included in other comprehensive income		—		37			—		—			—			—			(4	)		—			—
Purchases/additions		4		329			1		—			—			2			1,090			(2	)		—
Sales		—		(14	)		—		(4	)		—			(3	)		—			3			—
Settlements		—		(89	)		—		—			—			—			—			—			—
Transfers into Level 3		—		—			—		—			—			153			—			(153	)		—
Asset (liability) balance, end of period	$	182	$	1,762		$	2	$	(183	)	$	(94	)	$	118		$	1,134		$	(118	)	$	(72	)
Changes in unrealized gains (losses) included in income before taxes for assets and liabilities still held at end of period	$	42	$	—		$	1	$	(43	)	$	1		$	(34	)	$	—		$	34		$	(21	)

        The following table presents information about significant unobservable inputs related to the Company's significant Level 3 assets and liabilities at June 30, 2013.

	June 30, 2013
(Dollars in millions)	Level 3 Fair Value		Valuation Technique(s)	Significant Unobservable Input(s)	Range of Inputs			Weighted Average
Securities available for sale:
Direct bank purchase bonds	$	1,703	Return on equity	Market-required return on capital		8.0 - 10.0	%		10.0	%
				Probability of default		0.0 - 8.0	%		0.6	%
				Loss severity		10.0 - 75.0	%		34.7	%
Other liabilities:
FDIC clawback liability	$	90	Discounted cash flow	Probability of default		0.1 - 100.0	%		55.5	%
				Loss severity		20.0 - 100.0	%		43.3	%

        The direct bank purchase bonds use a return on equity valuation technique. This technique uses significant unobservable inputs such as market-required return on capital, probability of default, and loss severity. Increases (decreases) in any of these inputs in isolation would result in a lower (higher) fair value measurement.

        The FDIC clawback liability uses a discounted cash flow valuation technique. This technique uses significant unobservable inputs such as probability of default and loss severity. Increases (decreases) in probability of default and loss severity would result in a lower (higher) liability.

• Fair Value Measurement on a Nonrecurring Basis

        Certain assets may be measured at fair value on a nonrecurring basis. These assets are subject to fair value adjustments that result from the application of the lower of cost or fair value accounting or write-downs of individual assets. For assets measured at fair value on a nonrecurring basis during the second quarters of 2013 and 2012 that were still held on the consolidated balance sheet as of the respective periods ended, the following tables present the fair value of such financial instruments by the level of valuation assumptions used to determine each fair value adjustment:

	June 30, 2013
(Dollars in millions)	Fair Value		Level 1		Level 2		Level 3		Loss for the Three Months Ended June 30, 2013			Loss for the Six Months Ended June 30, 2013
Loans:
Impaired loans	$	91	$	—	$	—	$	91	$	(11	)	$	(23	)
Other assets:
OREO		37		—		—		37		(3	)		(6	)
Total	$	128	$	—	$	—	$	128	$	(14	)	$	(29	)

	June 30, 2012
(Dollars in millions)	Fair Value		Level 1		Level 2		Level 3		Loss for the Three Months Ended June 30, 2012			Loss for the Six Months Ended June 30, 2012
Loans:
Impaired loans	$	114	$	—	$	—	$	114	$	(33	)	$	(36	)
Other assets:
OREO		66		—		—		66		(9	)		(17	)
Private equity investments		—		—		—		—		—			(2	)
Total	$	180	$	—	$	—	$	180	$	(42	)	$	(55	)

        Loans include individually impaired loans that are measured at fair value based on appraised values of the underlying collateral or market pricing for the loan, adjusted for management judgment, as of the measurement date. The fair value of OREO was primarily based on independent appraisals.

• Fair Value of Financial Instruments Disclosures

        The tables below present the carrying amount and estimated fair value of financial assets and liabilities not measured at fair value in the balance sheet but for which fair value is required to be disclosed by the level of valuation assumptions held by the Company as of June 30, 2013 and as of December 31, 2012:

	June 30, 2013
(Dollars in millions)	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Assets
Cash and cash equivalents	$	3,354	$	3,354	$	3,354	$	—	$	—
Securities held to maturity		905		891		—		891		—
Loans held for investment, net of allowance for loan losses(1)		64,243		65,964		—		—		65,964
FDIC indemnification asset		233		131		—		—		131
Other assets		2		2		—		—		2
Liabilities
Deposits	$	77,310	$	77,512	$	—	$	77,512	$	—
Commercial paper and other short-term borrowings		3,792		3,792		—		3,792		—
Long-term debt		6,058		6,184		—		6,184		—
Off-Balance Sheet Instruments
Commitments to extend credit and standby and commercial letters of credit	$	277	$	277	$	—	$	—	$	277

(1)

Excludes lease financing, net of related allowance.

	December 31, 2012
(Dollars in millions)	Carrying Amount		Fair Value		Level 1		Level 2		Level 3
Assets
Cash and cash equivalents	$	5,491	$	5,491	$	5,491	$	—	$	—
Securities held to maturity		1,103		1,135		—		1,135		—
Loans held for investment, net of allowance for loan losses(1)		58,284		59,613		—		—		59,613
FDIC indemnification asset		338		151		—		—		151
Other assets		3		3		—		—		3
Liabilities
Deposits	$	74,255	$	74,524	$	—	$	74,524	$	—
Commercial paper and other short-term borrowings		1,363		1,363		—		1,363		—
Long-term debt		5,622		5,861		—		5,861		—
Off-Balance Sheet Instruments
Commitments to extend credit and standby and commercial letters of credit	$	262	$	262	$	—	$	—	$	262

(1)

Excludes lease financing, net of related allowance.

        For further information on methodologies for approximating fair values, see Note 16 to the consolidated financial statements in the Company's 2012 Form 10-K.

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Fair Value Measurement and Fair Value of Financial Instruments - Carrying Amount and Estimated Fair Value of Certain Financial Instruments (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Assets
Cash and cash equivalents, Fair Value	$ 3,354	$ 5,491
Cash and cash equivalents, Carrying Amount	3,354	5,491
Securities held to maturity, Fair Value	891	1,135
Securities held to maturity, Carrying Amount	905	1,103
Loans held for investment, net of allowance for loan losses, Fair Value	65,964	59,613
Loans held for investment, net of allowance for loan losses, Carrying Amount	64,243	58,284
FDIC indemnification asset, Fair Value	131	151
FDIC indemnification asset, Carrying Amount	233	338
Other assets, Fair Value	2	3
Other assets, Carrying Amount	2	3
Liabilities
Deposits, Fair Value	77,512	74,524
Deposits, Carrying Amount	77,310	74,255
Commercial paper and other short-term borrowings, Fair Value	3,792	1,363
Commercial paper and other short-term borrowings, Carrying Amount	3,792	1,363
Long-term debt, Fair Value	6,184	5,861
Long-term debt, Carrying Amount	6,058	5,622
Off-Balance Sheet Instruments
Commitments to extend credit and standby and commercial letters of credit, Fair Value	277	262
Commitments to extend credit and standby and commercial letters of credit, Carrying Amount	277	262
Level 1 [Member]
Assets
Cash and cash equivalents, Fair Value	3,354	5,491
Level 2 [Member]
Assets
Securities held to maturity, Fair Value	891	1,135
Liabilities
Deposits, Fair Value	77,512	74,524
Commercial paper and other short-term borrowings, Fair Value	3,792	1,363
Long-term debt, Fair Value	6,184	5,861
Level 3 [Member]
Assets
Loans held for investment, net of allowance for loan losses, Fair Value	65,964	59,613
FDIC indemnification asset, Fair Value	131	151
Other assets, Fair Value	2	3
Off-Balance Sheet Instruments
Commitments to extend credit and standby and commercial letters of credit, Fair Value	$ 277	$ 262

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Variable Interest Entities

6 Months Ended

Jun. 30, 2013

Text Block [Abstract]

Variable Interest Entities

Note 5—Variable Interest Entities

        The Company has interests in various entities that are considered to be variable interest entities (VIEs). Generally, a VIE is a corporation, partnership, trust or any other legal structure where the equity investors do not have sufficient equity at risk in the entity to allow the entity to independently finance its activities, lack the power to direct the significant activities of the entity through voting or similar rights, or do not have an obligation to absorb the entity's losses or the right to receive the entity's returns. The Company's investments in VIEs primarily consist of equity investments in low income housing credit (LIHC) structures, renewable energy projects and leasing trusts involved in railcar leasing, which are designed to generate returns principally through the realization of federal tax credits and deductions. For further information related to the Company's consolidated VIEs and those that were not consolidated, see Note 7 to the consolidated financial statements in the Company's 2012 Form 10-K.

• Consolidated VIEs

        At June 30, 2013, assets of $292 million and liabilities of $7 million were consolidated by the Company on its consolidated balance sheet related to two LIHC investment fund structures because the Company sponsors, manages and syndicates the funds. The assets are included in other assets as well as interest-bearing deposits in banks, the liabilities are primarily included in long-term debt, and third-party investor interests are included in stockholder's equity as noncontrolling interests. Neither creditors nor equity investors in the LIHC investments have any recourse to the general credit of the Company, and the Company's creditors do not have any recourse to the assets of the consolidated LIHC investments.

        At June 30, 2013, the Company consolidated $156 million of assets related to trusts that own and lease renewable energy facilities because the Company directs the significant activities of these trusts. The assets are included in loans held for investment on the Company's consolidated balance sheets. At June 30, 2013, the Company also consolidated $97 million in assets related to trusts that own and lease railcars because the Company directs the significant activities of these trusts. The assets are primarily included in other assets on the Company's consolidated balance sheets.

        For the three and six months ended June 30, 2013, the Company recorded $6 million and $11 million, respectively, of revenue related to its consolidated VIEs in other noninterest income and interest income on loans on the Company's consolidated statements of income. For the three and six months ended June 30, 2013, the Company recorded $7 million and $14 million, respectively, of expenses related to its consolidated VIEs. For the three and six months ended June 30, 2012, the Company recorded $8 million and $15 million, respectively, of expenses related to its consolidated VIEs. These expenses are included in other noninterest expense on the Company's consolidated statements of income.

• Unconsolidated VIEs in which the Company has a Variable Interest

        The following table presents the Company's carrying amounts and maximum exposure to loss related to its involvement with the unconsolidated VIEs at June 30, 2013. The maximum exposure to loss represents the carrying amount of the Company's involvement plus any legally binding unfunded commitments in the unlikely event that all of the assets in the VIEs become worthless.

	June 30, 2013
(Dollars in millions)	Total Assets		Total Liabilities		Maximum Exposure to Loss
LIHC investments	$	906	$	377	$	906
Renewable energy investments		497		—		497
Private capital investments		18		—		19
Total unconsolidated VIEs	$	1,421	$	377	$	1,422

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Consolidated Statements of Cash Flows (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Cash Flows from Operating Activities:
Net income including noncontrolling interests	$ 281	$ 373
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
(Reversal of) provision for loan losses	(6)	(15)
(Reversal of) provision for losses on off-balance sheet commitments	13	(3)
Depreciation, amortization and accretion, net	229	234
Stock-based compensation - restricted stock units	10	(4)
Deferred income taxes	(28)	(15)
Net gains on sales of securities	(123)	(47)
Net decrease (increase) in trading account assets	364	(102)
Net decrease (increase) in other assets	(238)	82
Net increase (decrease) in trading account liabilities	(329)	(63)
Net increase (decrease) in other liabilities	64	(430)
Loans originated for sale	(52)	(6)
Net proceeds from sale of loans originated for sale	76	6
Other, net	26	(52)
Total adjustments	6	(415)
Net cash provided by (used in) operating activities	287	(42)
Cash Flows from Investing Activities:
Proceeds from sales of securities available for sale	5,585	4,124
Proceeds from paydowns and maturities of securities available for sale	2,015	3,125
Purchases of securities available for sale	(9,996)	(4,830)
Proceeds from paydowns and maturities of securities held to maturity	212	78
Purchases of premises and equipment	(53)	(41)
Proceeds from sales of loans	199	189
Net decrease (increase) in loans	(2,640)	(2,043)
Proceeds from FDIC loss share agreements	7	36
Net cash paid for acquisitions	(3,688)
Other, net	13	(10)
Net cash provided by (used in) investing activities	(8,346)	628
Cash Flows from Financing Activities:
Net increase (decrease) in deposits	3,055	(977)
Net increase (decrease) in commercial paper and other short-term borrowings	2,429	(648)
Proceeds from issuance of subordinated debt due to BTMU	750
Proceeds from issuance of long-term debt		895
Repayment of long-term debt	(300)	(1,125)
Other, net	(25)	1
Change in noncontrolling interests	13	(6)
Net cash provided by (used in) financing activities	5,922	(1,860)
Net change in cash and cash equivalents	(2,137)	(1,274)
Cash and cash equivalents at beginning of period	5,491	4,195
Cash and cash equivalents at end of period	3,354	2,921
Cash Paid During the Period For:
Interest	204	205
Income taxes, net	21	175
Supplemental Schedule of Noncash Investing and Financing Activities:
Net transfer of loans held for investment to loans held for sale	214	143
Transfer of loans held for investment to other real estate owned assets (OREO)	17	52
Securities available for sale transferred to securities held to maturity		$ 155

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Loans and Allowance for Loan Losses - Loans in Consumer Portfolio Segment Monitored for Credit Quality (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Schedule Of Financing Receivables Accrual And Non Accrual Status [Line Items]
Total consumer portfolio	$ 23,835	$ 22,705
Total consumer portfolio	3,456	3,647
Nonaccrual	520	505
Total consumer portfolio	27,291	26,352
Residential mortgage [Member]
Schedule Of Financing Receivables Accrual And Non Accrual Status [Line Items]
Total consumer portfolio	23,835	22,705
Accrual	23,520	22,399
Nonaccrual	315	306
Home equity and other consumer loans [Member]
Schedule Of Financing Receivables Accrual And Non Accrual Status [Line Items]
Total consumer portfolio	3,456	3,647
Accrual	3,406	3,591
Nonaccrual	50	56
Consumer [Member]
Schedule Of Financing Receivables Accrual And Non Accrual Status [Line Items]
Accrual	26,926	25,990
Nonaccrual	365	362
Total consumer portfolio	27,291	26,352
Purchased Credit Impaired [Member]
Schedule Of Financing Receivables Accrual And Non Accrual Status [Line Items]
Accrual	270	288
Nonaccrual	1
Total consumer portfolio	271	288
Consumer portfolio [Member]
Schedule Of Financing Receivables Accrual And Non Accrual Status [Line Items]
Accrual	27,196	26,278
Nonaccrual	366	362
Total consumer portfolio	$ 27,562	$ 26,640

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Loans and Allowance for Loan Losses - Allowance for Loan Losses and Related Loan Balances by Portfolio Segment (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011
Financing Receivable, Allowance for Credit Losses [Line Items]
Individually evaluated for impairment	$ 47		$ 42
Collectively evaluated for impairment	577		610
Purchased credit-impaired loans	1		1
Loans held for investment:
Individually evaluated for impairment	648		627
Total loans held for investment	1,486		1,185
Collectively evaluated for impairment	63,713		58,227
Total loans held for investment	65,843		60,034
Purchased credit-impaired loans	1,482		1,180
Total allowance for loan losses	625	638	653	656	704	764
Total loans held for investment	37,066		32,497
Total loans held for investment	27,291		26,352
Purchased Credit Impaired [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Purchased credit-impaired loans	1		1
Loans held for investment:
Individually evaluated for impairment	4		5
Total loans held for investment	1,486		1,185
Purchased credit-impaired loans	1,482		1,180
Total allowance for loan losses	1	1	1	4	10	17
Commercial portfolio [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Individually evaluated for impairment	33		24
Collectively evaluated for impairment	447		394
Loans held for investment:
Individually evaluated for impairment	325		330
Collectively evaluated for impairment	36,741		32,167
Total allowance for loan losses	480	486	418	388	439	474
Total loans held for investment	37,066		32,497
Consumer portfolio [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Individually evaluated for impairment	14		18
Collectively evaluated for impairment	92		106
Loans held for investment:
Individually evaluated for impairment	319		292
Collectively evaluated for impairment	26,972		26,060
Total allowance for loan losses	106	113	124	126	128	138
Total loans held for investment	27,291		26,352
Unallocated portfolio [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Collectively evaluated for impairment	38		110
Loans held for investment:
Total allowance for loan losses	$ 38	$ 38	$ 110	$ 138	$ 127	$ 135

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Accumulated Other Comprehensive Loss - Change in Accumulated Other Comprehensive Loss Balances (Detail) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Equity [Abstract]
Net Unrealized Gains (Losses) on Cash Flow Hedges, Beginning Balance	$ 24	$ (17)
Net Unrealized Gains (Losses) on Cash Flow Hedges, Other comprehensive income before reclassifications	6	23
Net Unrealized Gains (Losses) on Cash Flow Hedges, Amounts reclassified from accumulated other comprehensive loss	(9)	(3)
Net Unrealized Gains (Losses) on Cash Flow Hedges, Ending Balance	21	3
Net Unrealized Gains (Losses) on Securities, Beginning Balance	159	(107)
Net Unrealized Gains (Losses) on Securities, Other comprehensive income before reclassifications	(320)	115
Net Unrealized Gains (Losses) on Securities, Amounts reclassified from accumulated other comprehensive loss	(74)	(29)
Net Unrealized Gains (Losses) on Securities, Ending Balance	(235)	(21)
Foreign Currency Translation Adjustment, Beginning Balance	1
Foreign Currency Translation Adjustment, Other comprehensive income before reclassifications	(3)
Foreign Currency Translation Adjustment, Ending Balance	(2)
Pension and Other Benefits Adjustment, Beginning Balance	(698)	(685)
Pension and Other Benefits Adjustment, Amounts reclassified from accumulated other comprehensive loss	(35)	(30)
Pension and Other Benefits Adjustment, Ending Balance	(663)	(655)
Accumulated Other Comprehensive Loss, Beginning Balance	(514)	(809)
Accumulated Other Comprehensive Loss, Other comprehensive income before reclassifications	(317)	138
Accumulated Other Comprehensive Loss, Amounts reclassified from accumulated other comprehensive loss	(48)	(2)
Accumulated Other Comprehensive Loss, Ending Balance	$ (879)	$ (673)

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Summary of Significant Accounting Policies and Nature of Operations - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2012
Accounting Policies [Abstract]
Fees on unused commitment balances	$ 13	$ 25

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Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Loss (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Equity [Abstract]
Unrealized net gains on hedges arising during the period, Before Tax Amount			$ 9	$ 38
Less: Reclassification adjustment for net losses on hedges included in interest income for loans and interest expense on long-term debt, Before Tax Amount			(14)	(5)
Net change in unrealized gains (losses) on hedges, Before Tax Amount			(5)	33
Unrealized holding gains arising during the period on securities available for sale, Before Tax Amount			(503)	147
Reclassification adjustment for net gains on securities available for sale included in securities gains, net income, Before Tax Amount			(123)	(47)
Less: accretion of fair value adjustment on securities available for sale, Before Tax Amount			(38)	(1)
Less: accretion of fair value adjustment on held to maturity securities, Before Tax Amount			(11)	(14)
Less: amortization of net unrealized losses on held to maturity securities, Before Tax Amount			25	56
Net change in unrealized gains (losses) on securities, Before Tax Amount			(650)	141
Foreign currency translation adjustment, Before Tax Amount			(5)	(1)
Recognized net actuarial loss, Before Tax Amount			58	49
Net change in pension and other benefits, Before Tax Amount			58	49
Net change in accumulated other comprehensive loss, Before Tax Amount			(602)	222
Unrealized net gains on hedges arising during the period, Tax Effect			(3)	(15)
Less: Reclassification adjustment for net losses on hedges included in interest income for loans and interest expense on long-term debt, Tax Effect			5	2
Net change in unrealized gains (losses) on hedges, Tax Effect			2	(13)
Unrealized holding gains arising during the period on securities available for sale, Tax Effect			197	(58)
Reclassification adjustment for net gains on securities available for sale included in net income, Tax Effect			49	18
Less: accretion of fair value adjustment on securities available for sale, Tax Effect			16	1
Less: accretion of fair value adjustment on held to maturity securities, Tax Effect			4	6
Less: amortization of net unrealized losses on held to maturity securities, Tax Effect			(10)	(22)
Net change in unrealized gains on securities, Tax Effect			256	(55)
Foreign currency translation adjustment, Tax Effect			2	1
Recognized net actuarial loss, Tax Effect			(23)	(19)
Net change in pension and other benefits, Tax Effect			(23)	(19)
Net change in accumulated other comprehensive loss, Tax Effect			237	(86)
Unrealized net gains on hedges arising during the period, Net of Tax			6	23
Less: Reclassification adjustment for net losses on hedges included in interest income for loans and interest expense on long-term debt, Net of Tax			(9)	(3)
Net change in unrealized gains (losses) on hedges, Net of Tax	(3)	15	(3)	20
Unrealized holding gains arising during the period on securities available for sale, Net of Tax			(306)	89
Reclassification adjustment for net gains on securities available for sale included in net income, Net of Tax			(74)	(29)
Less: accretion of fair value adjustment on securities available for sale, Net of Tax			(22)
Less: accretion of fair value adjustment on held to maturity securities, Net of Tax			(7)	(8)
Less: amortization of net unrealized losses on held to maturity securities, Net of Tax			15	34
Net change in unrealized gains on securities, Net of Tax	(330)	47	(394)	86
Foreign currency translation adjustment, Net of Tax	(2)	(1)	(3)
Recognized net actuarial loss, Net of Tax			35	30
Net change in pension and other benefits, Net of Tax	17	14	35	30
Net change in accumulated other comprehensive loss, Net of Tax	$ (318)	$ 75	$ (365)	$ 136

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Commercial Paper and Other Short-Term Borrowings - Summary of Commercial Paper and Other Short-Term Borrowings (Parenthetical) (Detail)	Jun. 30, 2013	Dec. 31, 2012
Federal funds purchased and securities sold under repurchase agreements [Member]
Short-term Debt [Line Items]
Commercial paper and other short-term borrowings, Weighted average interest rate	0.07%	0.96%
Other short-term borrowings [Member]
Short-term Debt [Line Items]
Commercial paper and other short-term borrowings, Weighted average interest rate	0.17%	0.20%

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Loans and Allowance for Loan Losses - Average Investment in Impaired Loans and Interest Income Recognized for Impaired Loans (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average Recorded Investment	$ 634	$ 553	$ 630	$ 560
Recognized Interest Income	9	9	15	12
Commercial and industrial [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average Recorded Investment	265	197	250	205
Recognized Interest Income	5	2	8	3
Commercial mortgage [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average Recorded Investment	53	117	60	121
Recognized Interest Income	1	1	1	1
Construction [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average Recorded Investment	2	52	13	57
Recognized Interest Income		1		2
Commercial portfolio [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average Recorded Investment	320	366	323	383
Recognized Interest Income	6	4	9	6
Residential mortgage [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average Recorded Investment	288	175	282	164
Recognized Interest Income	2	4	5	5
Home equity and other consumer loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average Recorded Investment	22	2	21	2
Recognized Interest Income	1		1
Consumer portfolio [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average Recorded Investment	310	177	303	166
Recognized Interest Income	3	4	6	5
Loans excluding purchased credit-impaired loans [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average Recorded Investment	630	543	626	549
Recognized Interest Income	9	8	15	11
Purchased Credit Impaired [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average Recorded Investment	4	10	4	11
Recognized Interest Income		$ 1		$ 1

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Commitments, Contingencies and Guarantees - Summary of Commitments (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013
Commitments to extend credit [Member]
Loss Contingencies [Line Items]
Commitments	$ 30,455
Standby and commercial letters of credit [Member]
Loss Contingencies [Line Items]
Commitments	5,882
Other commitments [Member]
Loss Contingencies [Line Items]
Commitments	$ 240

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Commitments, Contingencies and Guarantees

6 Months Ended

Jun. 30, 2013

Commitments And Contingencies Disclosure [Abstract]

Commitments, Contingencies and Guarantees

Note 12—Commitments, Contingencies and Guarantees

        The following table summarizes the Company's commitments:

(Dollars in millions)	June 30, 2013
Commitments to extend credit	$	30,455
Standby and commercial letters of credit		5,882
Other commitments		240

        Commitments to extend credit are legally binding agreements to lend to a customer provided there are no violations of any condition established in the contract. Commitments have fixed expiration dates or other termination clauses and may require maintenance of compensatory balances. Since many of the commitments to extend credit may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash flow requirements.

        Standby and commercial letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. Standby letters of credit generally are contingent upon the failure of the customer to perform according to the terms of the underlying contract with the third party, while commercial letters of credit are issued specifically to facilitate foreign or domestic trade transactions. Additionally, the Company enters into risk participations in bankers' acceptances wherein a fee is received to guarantee a portion of the credit risk on an acceptance of another bank. The majority of these types of commitments have terms of one year or less. At June 30, 2013, the carrying amount of the Company's risk participations in bankers' acceptances and standby and commercial letters of credit totaled $4 million. Estimated exposure to loss related to these commitments is covered by the allowance for losses on off-balance sheet commitments. The carrying amounts of the standby and commercial letters of credit and the allowance for losses on off-balance sheet commitments are included in other liabilities on the consolidated balance sheet.

        The credit risk involved in issuing loan commitments and standby and commercial letters of credit is essentially the same as that involved in extending loans to customers and is represented by the contractual amount of these instruments. Collateral may be obtained based on management's credit assessment of the customer.

        Other commitments include commitments to fund principal investments and other securities.

        Principal investments include direct investments in private and public companies. The Company issues commitments to provide equity and mezzanine capital financing to private and public companies through direct investments. The timing of future cash requirements to fund such commitments is generally dependent on the investment cycle. This cycle, the period over which privately held companies are funded by private equity investors and ultimately sold, merged, or taken public through an initial offering, can vary based on overall market conditions as well as the nature and type of industry in which the companies operate.

        The Company occasionally enters into financial guarantee contracts where a premium is received from another financial institution counterparty to guarantee a portion of the credit risk on interest rate swap contracts entered into between the financial institution and its customer. The Company becomes liable to pay the financial institution only if the financial institution is unable to collect amounts owed to them by their customer. As of June 30, 2013, the current exposure to loss under these contracts totaled $25 million, and the maximum potential exposure to loss in the future was estimated at $42 million.

        The Company is subject to various pending and threatened legal actions that arise in the normal course of business. The Company maintains liabilities for losses from legal actions that are recorded when they are determined to be both probable in their occurrence and can be reasonably estimated. Management believes the disposition of all claims currently pending, including potential losses from claims that may exceed the liabilities recorded, and claims for loss contingencies that are considered reasonably possible to occur, will not have a material effect, either individually or in the aggregate, on the Company's consolidated financial condition, results of operations or liquidity.

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Long-Term Debt

6 Months Ended

Jun. 30, 2013

Debt Disclosure [Abstract]

Long-Term Debt

Note 8—Long-Term Debt

        The following is a summary of the Company's long-term debt:

(Dollars in millions)	June 30, 2013		December 31, 2012
Debt issued by UnionBanCal Corporation
Senior debt:
Fixed rate 3.50% notes due June 2022	$	397	$	397
Subordinated debt:
Fixed rate 5.25% notes due December 2013		402		406
Total debt issued by UnionBanCal Corporation		799		803
Debt issued by Union Bank, N.A. and other subsidiaries
Senior debt:
Fixed and floating rate Federal Home Loan Bank advances with maturities ranging from September 2013 to February 2016. These notes bear a combined weighted-average rate of 1.32% at June 30, 2013 and 1.39% at December 31, 2012		1,800		2,100
Floating rate notes due June 2014. These notes, which bear interest at 0.95% above 3-month LIBOR, had a rate of 1.23% at June 30, 2013 and 1.26% at December 31, 2012		300		300
Fixed rate 2.125% notes due December 2013		400		399
Fixed rate 3.00% notes due June 2016		699		699
Fixed rate 2.125% notes due June 2017		499		499
Note payable:
Fixed rate 6.03% notes due July 2014 (related to consolidated VIE)		6		6
Subordinated debt:
Fixed rate 5.95% notes due May 2016		724		729
Subordinated debt due to BTMU:
Floating rate subordinated debt due June 2023. This note, which bears interest at 1.2% above 3-month LIBOR, had a rate of 1.48% at June 30, 2013		750		—
Junior subordinated debt payable to trusts(1):
Floating rate notes with maturities ranging from March 2033 to September 2036. These notes bear a combined weighted-average rate of 2.62% at June 30, 2013 and 2.66% at December 31, 2012		66		66
Capital lease obligations with a combined weighted average interest rate of 4.88% at June 30, 2013 and 4.72% at December 31, 2012(1)		15		21
Total debt issued by Union Bank, N.A. and other subsidiaries		5,259		4,819
Total long-term debt	$	6,058	$	5,622

(1)

Long-term debt assumed through PCBC acquisition

• Subordinated debt due to BTMU

        On June 28, 2013, the Bank borrowed $750 million from The Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU) under a subordinated debt agreement. The subordinated debt bears interest at a rate of three-month LIBOR plus 1.2%, payable quarterly, and will mature on June 28, 2023. The terms and conditions of the agreement are equivalent to those which would apply in a similar transaction with a non-related party. The subordinated debt due to BTMU is a junior obligation to the Bank's existing and future outstanding senior indebtedness, and qualifies as Tier 2 capital under the federal banking agency risk-based capital guidelines.

XML

Long-Term Debt - Summary of Long-Term Debt (Parenthetical) (Detail)							6 Months Ended												0 Months Ended	6 Months Ended
	Jun. 30, 2013 UnionBanCal Fixed rate 3.50% notes due June 2022 [Member] Senior debt [Member]	Dec. 31, 2012 UnionBanCal Fixed rate 3.50% notes due June 2022 [Member] Senior debt [Member]	Jun. 30, 2013 UnionBanCal Fixed rate 5.25% notes due December 2013 [Member] Subordinated Debt [Member]	Dec. 31, 2012 UnionBanCal Fixed rate 5.25% notes due December 2013 [Member] Subordinated Debt [Member]	Jun. 30, 2013 Subsidiaries [Member] Federal Home Loan Bank advances [Member] Senior debt [Member]	Dec. 31, 2012 Subsidiaries [Member] Federal Home Loan Bank advances [Member] Senior debt [Member]	Jun. 30, 2013 Subsidiaries [Member] Floating rate notes due June 2014 [Member] Senior debt [Member]	Dec. 31, 2012 Subsidiaries [Member] Floating rate notes due June 2014 [Member] Senior debt [Member]	Jun. 30, 2013 Subsidiaries [Member] Fixed rate 2.125% notes due December 2013 [Member] Senior debt [Member]	Dec. 31, 2012 Subsidiaries [Member] Fixed rate 2.125% notes due December 2013 [Member] Senior debt [Member]	Jun. 30, 2013 Subsidiaries [Member] Fixed rate 3.00% notes due June 2016 [Member] Senior debt [Member]	Dec. 31, 2012 Subsidiaries [Member] Fixed rate 3.00% notes due June 2016 [Member] Senior debt [Member]	Jun. 30, 2013 Subsidiaries [Member] Fixed rate 2.125% notes due June 2017 [Member] Senior debt [Member]	Dec. 31, 2012 Subsidiaries [Member] Fixed rate 2.125% notes due June 2017 [Member] Senior debt [Member]	Jun. 30, 2013 Subsidiaries [Member] Fixed rate 6.03% notes due July 2014 (related to consolidated VIE) [Member] Note payable [Member]	Dec. 31, 2012 Subsidiaries [Member] Fixed rate 6.03% notes due July 2014 (related to consolidated VIE) [Member] Note payable [Member]	Jun. 30, 2013 Subsidiaries [Member] Fixed rate 5.95% notes due May 2016 [Member] Subordinated Debt [Member]	Dec. 31, 2012 Subsidiaries [Member] Fixed rate 5.95% notes due May 2016 [Member] Subordinated Debt [Member]	Jun. 28, 2013 Subsidiaries [Member] Floating rate notes due June 2023 Subordinated Debt [Member]	Jun. 30, 2013 Subsidiaries [Member] Floating rate notes due June 2023 Subordinated Debt [Member]	Jun. 30, 2013 Subsidiaries [Member] Floating rate [Member] Junior subordinated debt payable to trusts [Member]	Dec. 31, 2012 Subsidiaries [Member] Floating rate [Member] Junior subordinated debt payable to trusts [Member]	Jun. 30, 2013 Subsidiaries [Member] Capital Lease Obligations [Member] Junior subordinated debt payable to trusts [Member]	Dec. 31, 2012 Subsidiaries [Member] Capital Lease Obligations [Member] Junior subordinated debt payable to trusts [Member]
Debt Instrument [Line Items]
Debt instrument, Fixed interest rate	3.50%	3.50%	5.25%	5.25%					2.125%	2.125%	3.00%	3.00%	2.125%	2.125%	6.03%	6.03%	5.95%	5.95%
Interest rate above 3-month LIBOR							0.95%	0.95%											1.20%	1.20%
Debt instrument, weighted-average interest rate					1.32%	1.39%	1.23%	1.26%												1.48%	2.62%	2.66%	4.88%	4.72%
Variable interest rate							three-month LIBOR												three-month LIBOR	three-month LIBOR

XML

Securities (Tables)

6 Months Ended

Jun. 30, 2013

Investments Debt And Equity Securities [Abstract]

Amortized Cost, Gross Unrealized Gains, Gross Unrealized Losses, and Fair Values of Securities

	June 30, 2013
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. government sponsored agencies	$	362	$	2	$	—	$	364
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies		14,930		57		314		14,673
Privately issued		330		4		6		328
Commercial mortgage-backed securities		3,904		24		178		3,750
Collateralized loan obligations (CLOs)		2,414		33		2		2,445
Asset-backed and other		79		1		—		80
Asset Liability Management securities		22,019		121		500		21,640
Other debt securities:
Direct bank purchase bonds		1,708		33		38		1,703
Other		155		3		6		152
Equity securities		15		—		—		15
Total securities available for sale	$	23,897	$	157	$	544	$	23,510

	December 31, 2012
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
U.S. government-sponsored agencies	$	866	$	19	$	—	$	885
Residential mortgage-backed securities:
U.S. government agency and government-sponsored agencies		13,104		232		3		13,333
Privately issued		445		8		10		443
Commercial mortgage-backed securities		2,863		114		6		2,971
CLOs		1,996		7		44		1,959
Asset-backed and other		145		1		—		146
Asset Liability Management securities		19,419		381		63		19,737
Other debt securities:
Direct bank purchase bonds		1,482		27		71		1,438
Other		156		6		4		158
Equity securities		19		—		—		19
Total securities available for sale	$	21,076	$	414	$	138	$	21,352

Securities Available for Sale with Continuous Unrealized Loss

	June 30, 2013
	Less than 12 months				12 months or more				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies	$	11,885	$	314	$	1	$	—	$	11,886	$	314
Privately issued		88		2		68		4		156		6
Commercial mortgage-backed securities		2,851		178		—		—		2,851		178
CLOs		233		1		27		1		260		2
Asset-backed and other		5		—		1		—		6		—
Asset Liability Management securities		15,062		495		97		5		15,159		500
Other debt securities:
Direct bank purchase bonds		1,131		38		—		—		1,131		38
Other		55		1		37		5		92		6
Total securities available for sale	$	16,248	$	534	$	134	$	10	$	16,382	$	544

	December 31, 2012
	Less than 12 months				12 months or more				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies	$	1,152	$	3	$	13	$	—	$	1,165	$	3
Privately issued		32		—		137		10		169		10
Commercial mortgage-backed securities		675		6		—		—		675		6
CLOs		168		1		980		43		1,148		44
Asset-backed and other		32		—		3		—		35		—
Asset Liability Management securities		2,059		10		1,133		53		3,192		63
Other debt securities:
Direct bank purchase bonds		1,019		71		—		—		1,019		71
Other		34		3		13		1		47		4
Total securities available for sale	$	3,112	$	84	$	1,146	$	54	$	4,258	$	138

Fair Value of Debt Securities Available for Sale by Contractual Maturity

	June 30, 2013
(Dollars in millions)	One Year or Less		Over One Year Through Five Years		Over Five Years Through Ten Years		Over Ten Years		Total Fair Value
U.S. government sponsored agencies	$	364	$	—	$	—	$	—	$	364
Residential mortgage-backed securities:
U.S. government agency and government sponsored agencies		5		87		819		13,762		14,673
Privately issued		—		—		6		322		328
Commercial mortgage-backed securities		—		—		921		2,829		3,750
CLOs		—		404		647		1,394		2,445
Asset-backed and other		—		71		9		—		80
Asset Liability Management securities		369		562		2,402		18,307		21,640
Other debt securities
Direct bank purchase bonds		90		235		974		404		1,703
Other		—		32		21		99		152
Total debt securities available for sale	$	459	$	829	$	3,397	$	18,810	$	23,495

Proceeds from Sales of Securities Available for Sale and Gross Realized Gains and Losses

	For the Three Months Ended June 30,				For the Six Months Ended June 30,
(Dollars in millions)	2013		2012		2013		2012
Proceeds from sales	$	487	$	2,873	$	5,585	$	4,124
Gross realized gains		27		30		126		49
Gross realized losses		—		1		—		1

Schedule of Held to Maturity Securities Recognized and Not Recognized in Other Comprehensive Income (OCI) and Fair Values

	June 30, 2013
			Recognized in OCI						Not Recognized in OCI
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Carrying Amount		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
CLOs	$	16	$	—	$	2	$	14	$	3	$	—	$	17
U.S. government agency and government sponsored agencies—residential mortgage backed securities		888		3		—		891		—		17		874
Total securities held to maturity	$	904	$	3	$	2	$	905	$	3	$	17	$	891

	December 31, 2012
			Recognized in OCI						Not Recognized in OCI
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Carrying Amount		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
CLOs	$	118	$	—	$	17	$	101	$	20	$	—	$	121
U.S. government agency and government sponsored agencies—residential mortgage backed securities		997		5		—		1,002		12		—		1,014
Total securities held to maturity	$	1,115	$	5	$	17	$	1,103	$	32	$	—	$	1,135

Securities Held to Maturity with Continuous Unrealized Loss Position

	June 30, 2013
	Less than 12 months						12 months or more						Total
			Unrealized Losses						Unrealized Losses						Unrealized Losses
(Dollars in millions)	Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI
CLOs	$	—	$	—	$	—	$	17	$	2	$	—	$	17	$	2	$	—
U.S. government agency and government sponsored agencies—residential mortgage backed securities		874		—		17		—		—		—		874		—		17
Total securities held to maturity	$	874	$	—	$	17	$	17	$	2	$	—	$	891	$	2	$	17

	December 31, 2012
	Less than 12 months						12 months or more						Total
			Unrealized Losses						Unrealized Losses						Unrealized Losses
(Dollars in millions)	Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI		Fair Value		Recognized in OCI		Not Recognized in OCI
CLOs	$	—	$	—	$	—	$	121	$	17	$	—	$	121	$	17	$	—

Carrying Amount and Fair Value of Securities Held to Maturity by Contractual Maturity

	June 30, 2013
	Over One Year Through Five Years				Over Ten Years				Total
(Dollars in millions)	Carrying Amount		Fair Value		Carrying Amount		Fair Value		Carrying Amount		Fair Value
CLOs	$	14	$	17	$	—	$	—	$	14	$	17
U.S. government agency and government sponsored agencies—residential mortgage backed securities		—		—		891		874		891		874
Total securities held to maturity	$	14	$	17	$	891	$	874	$	905	$	891

XML

Business Segments

6 Months Ended

Jun. 30, 2013

Segment Reporting [Abstract]

Business Segments

Note 13—Business Segments

        The Company has three operating segments: Retail Banking Group, Corporate Banking Group and Pacific Rim Corporate Group. The Pacific Rim Corporate Group is included in "Other." The Company has two reportable business segments: Retail Banking and Corporate Banking.

• •

  Retail Banking offers a range of banking products and services, primarily to individuals and small businesses, delivered generally through a network of branches and ATMs and telephone and internet access 24-hours-a-day. These products offered include mortgages, home equity lines of credit, consumer and commercial loans, and deposit accounts.

  •

  Corporate Banking provides credit, depository and cash management services, investment and risk management products to businesses, individuals and target specialty niches. Services include commercial and project finance loans, real estate financing, asset-based financing, trade finance and letters of credit, lease financing, customized cash management services and capital markets products, as well as trust, private banking, investment and asset management services for individuals and institutions.

        "Other" is comprised of certain subsidiaries of UnionBanCal Corporation; the transfer pricing center; the amount of the provision for credit losses over/(under) the expected loss for the period; the residual costs of support groups; goodwill, intangible assets, and the related amortization/accretion associated with the Company's privatization transaction; the elimination of the fully taxable-equivalent basis amount; and the difference between the marginal tax rate and the consolidated effective tax rate. In addition, "Other" includes the Pacific Rim Corporate Group, which offers a range of credit, deposit, and investment management products and services to companies located primarily in the U.S. that are affiliated with companies headquartered in Japan and other Asian countries, Corporate Treasury, which is responsible for Asset-Liability Management (ALM), wholesale funding, the ALM investment securities and derivatives hedging portfolios, and the FDIC covered assets.

        The information, set forth in the tables that follow, is prepared using various management accounting methodologies to measure the performance of the individual segments. Unlike financial accounting, there is no authoritative body of guidance for management accounting equivalent to U.S. GAAP. Consequently, reported results are not necessarily comparable with those presented by other companies, and they are not necessarily indicative of the results that would be reported by our business units if they were unique economic entities. The management reporting accounting methodologies, which are enhanced from time to time, measure segment profitability by assigning balance sheet and income statement items to each operating segment. Methodologies that are applied to the measurement of segment profitability include:

• •

  A funds transfer pricing system, which assigns a cost of funds or a credit for funds to assets or liabilities based on their type, maturity or repricing characteristics.

  •

  An activity-based costing methodology, in which certain indirect costs, such as operations and technology expense, are allocated to the segments based on studies of billable unit costs for product or data processing. Other indirect costs, such as corporate overhead, are allocated to the segments based on internal surveys and metrics that serve as proxies for estimated usage.

  •

  An expected credit loss allocation methodology, in which credit expense is charged to an operating segment based upon expected losses arising from credit risk. As a result of the methodology used in this model, differences between the provision for credit losses and credit expense in any one period could be significant. However, over an economic cycle, the cumulative provision for credit losses and credit expense for expected losses should be substantially the same.

        The Company reflects a "market view" perspective in measuring the business segments. The market view is a measurement of customer markets aggregated to show all revenues generated and expenses incurred from all products and services sold to those customers regardless of where product areas organizationally report. Therefore, revenues and expenses are included in both the business segment that provides the service and the business segment that manages the customer relationship. The duplicative results from this internal management accounting view are eliminated in "Reconciling Items."

        The reportable business segment results for prior periods have been adjusted to reflect changes in the transfer pricing and overhead methodologies that have occurred.

	Retail Banking				Corporate Banking
	As of and for the Three Months Ended June 30,				As of and for the Three Months Ended June 30,
	2013		2012		2013		2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	303	$	272	$	362	$	324
Noninterest income (expense)		60		58		166		151
Total revenue		363		330		528		475
Noninterest expense (income)		302		263		277		243
Credit expense (income)		7		6		39		38
Income (loss) before income taxes and including noncontrolling interests		54		61		212		194
Income tax expense (benefit)		21		24		52		50
Net income (loss) including noncontrolling interest		33		37		160		144
Deduct: Net loss from noncontrolling interests		—		—		—		—
Net income (loss) attributable to UNBC	$	33	$	37	$	160	$	144
Total assets, end of period—Market View (Dollars in millions):	$	31,081	$	26,459	$	44,736	$	36,377

	Other						Reconciling Items
	As of and for the Three Months Ended June 30,						As of and for the Three Months Ended June 30,
	2013			2012			2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	20		$	71		$	(19	)	$	(21	)
Noninterest income (expense)		(4	)		(6	)		(17	)		(15	)
Total revenue		16			65			(36	)		(36	)
Noninterest expense (income)		137			104			(14	)		(11	)
Credit expense (income)		(49	)		(58	)		—			—
Income (loss) before income taxes and including noncontrolling interests		(72	)		19			(22	)		(25	)
Income tax expense (benefit)		(31	)		2			(8	)		(9	)
Net income (loss) including noncontrolling interest		(41	)		17			(14	)		(16	)
Deduct: Net loss from noncontrolling interests		3			5			—			—
Net income (loss) attributable to UNBC	$	(38	)	$	22		$	(14	)	$	(16	)
Total assets, end of period—Market View (Dollars in millions):	$	28,681		$	27,346		$	(2,237	)	$	(2,243	)

	UnionBanCal Corporation
	As of and for the Three Months Ended June 30,
	2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	666		$	646
Noninterest income (expense)		205			188
Total revenue		871			834
Noninterest expense (income)		702			599
Credit expense (income)		(3	)		(14	)
Income (loss) before income taxes and including noncontrolling interests		172			249
Income tax expense (benefit)		34			67
Net income (loss) including noncontrolling interest		138			182
Deduct: Net loss from noncontrolling interests		3			5
Net income (loss) attributable to UNBC	$	141		$	187
Total assets, end of period—Market View (Dollars in millions):	$	102,261		$	87,939

	Retail Banking				Corporate Banking
	As of and for the Six Months Ended June 30,				As of and for the Six Months Ended June 30,
	2013		2012		2013		2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	612	$	540	$	717	$	647
Noninterest income (expense)		120		114		323		300
Total revenue		732		654		1,040		947
Noninterest expense (income)		602		527		550		483
Credit expense (income)		13		12		77		77
Income (loss) before income taxes and including noncontrolling interests		117		115		413		387
Income tax expense (benefit)		46		45		101		102
Net income (loss) including noncontrolling interest		71		70		312		285
Deduct: Net loss from noncontrolling interests		—		—		—		—
Net income (loss) attributable to UNBC	$	71	$	70	$	312	$	285
Total assets, end of period—Market View (Dollars in millions):	$	31,081	$	26,459	$	44,736	$	36,377

	Other						Reconciling Items
	As of and for the Six Months Ended June 30,						As of and for the Six Months Ended June 30,
	2013			2012			2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	23		$	141		$	(38	)	$	(41	)
Noninterest income (expense)		49			18			(32	)		(30	)
Total revenue		72			159			(70	)		(71	)
Noninterest expense (income)		290			226			(27	)		(23	)
Credit expense (income)		(96	)		(104	)		—			—
Income (loss) before income taxes and including noncontrolling interests		(122	)		37			(43	)		(48	)
Income tax expense (benefit)		(46	)		(11	)		(17	)		(18	)
Net income (loss) including noncontrolling interest		(76	)		48			(26	)		(30	)
Deduct: Net loss from noncontrolling interests		7			9			—			—
Net income (loss) attributable to UNBC	$	(69	)	$	57		$	(26	)	$	(30	)
Total assets, end of period—Market View (Dollars in millions):	$	28,681		$	27,346		$	(2,237	)	$	(2,243	)

	UnionBanCal Corporation
	As of and for the Six Months Ended June 30,
	2013			2012
Results of operations—Market View (Dollars in millions):
Net interest income (expense)	$	1,314		$	1,287
Noninterest income (expense)		460			402
Total revenue		1,774			1,689
Noninterest expense (income)		1,415			1,213
Credit expense (income)		(6	)		(15	)
Income (loss) before income taxes and including noncontrolling interests		365			491
Income tax expense (benefit)		84			118
Net income (loss) including noncontrolling interest		281			373
Deduct: Net loss from noncontrolling interests		7			9
Net income (loss) attributable to UNBC	$	288		$	382
Total assets, end of period—Market View (Dollars in millions):	$	102,261		$	87,939

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2013	Jul. 31, 2013
Document Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2
Trading Symbol	ub
Entity Registrant Name	UNIONBANCAL CORP
Entity Central Index Key	0001011659
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		136,330,830

XML

Commitments, Contingencies and Guarantees - Additional Information (Detail) (Standby and commercial letters of credit [Member], USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2013
Standby and commercial letters of credit [Member]
Concentration Risk [Line Items]
Term of standby and commercial letters of credit commitments	One year or less
Participations in bankers' acceptances Standby and commercial letters of credit, current	$ 4
Current exposure to loss	25
Future exposure to loss	$ 42

XML

Business Combinations (Tables)

6 Months Ended

Jun. 30, 2013

Business Combinations [Abstract]

Net Assets Acquired and Estimated Purchase Accounting Adjustments

(Dollars in millions)	December 1, 2012
Purchase price	$	1,516
Net assets acquired		859
Purchase accounting adjustments:
Securities available for sale		8
Loans held for investment		141
Intangible assets		18
Other assets		128
Deposits		(12	)
Other short-term borrowings		(36	)
Long-term debt		(14	)
Other liabilities		11
Total purchase accounting adjustments		244
Fair value of net assets acquired		1,103
Goodwill	$	413

XML

Loans and Allowance for Loan Losses - Changes in Accretable Balance for Purchased Credit-Impaired Loans (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Receivables [Abstract]
Accretable yield, beginning of period	$ 501	$ 441	$ 590	$ 424
Additions	31		31
Accretion	(81)	(72)	(160)	(135)
Reclassifications from nonaccretable difference during the period	28	105	18	185
Accretable yield, end of period	$ 479	$ 474	$ 479	$ 474

XML

Loans and Allowance for Loan Losses - Outstanding Balances and Carrying Amounts of Purchased Credit-Impaired Loans (Detail) (USD $) In Millions, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Receivables [Abstract]
Total outstanding balance	$ 2,346	$ 2,155
Carrying amount	$ 1,465	$ 1,161

XML

Business Segments - Additional Information (Detail) (Retail Banking [Member])	6 Months Ended
	Jun. 30, 2013 segment
Segment Reporting Information [Line Items]
Operating segments	3
Corporate Banking [Member]
Segment Reporting Information [Line Items]
Reportable business segments	2