8-K

 

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

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 6, 2009

Federal Home Loan Bank of Topeka
__________________________________________
(Exact name of registrant as specified in its charter)

Federally Chartered Corporation	000-52004	48-0561319
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
One Security Benefit Pl. Suite 100, Topeka, Kansas		66606
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: 785.233.0507

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure.

On May 6, 2009, the FHLBank Topeka ("FHLBank") sent a message to members of the FHLBank announcing the opportunity to exchange excess Class A Common Stock for Class B Common Stock and a mandatory redemption prior to June 30, 2009, of sufficient excess Class A Common Stock to reduce total outstanding excess stock below one percent of assets. A copy of the message is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

The information in this Current Report on Form 8-K is being furnished and not "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"). It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933 if such subsequent filing specifically references this Current Report on Form 8-K. In addition, the furnishing of information in this Current Report on Form 8-K is not intended to, and does not, constitute a determination or admission by the FHLBank Topeka tha t the information is material or complete.

The information contained in exhibit 99.1 and incorporated herein contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include statements describing the objectives, projections, estimates or future predictions of FHLBank Topeka’s operations. These statements may be identified by the use of forward-looking terminology such as "anticipate," "believe," "will," "intend," or other variations on these terms. FHLBank Topeka cautions that by their nature forward-looking statements involve risk or uncertainty and that actual results may differ materially from those expressed in any forward-looking statements as a result of such risks and uncertainties, including but not limited to: legislative and regulatory actions or changes; future economic and market conditions; changes in demand for advances or consolidated obligations of FHLBank Topeka and/or of the FHLBank System; and adverse developments or events affecting or involving other Federal Home Loan Banks, housing GSEs or the FHLBank System in general. Additional risks that might cause FHLBank Topeka’s results to differ from these forward-looking statements are provided in detail in FHLBank Topeka’s filings with the Securities and Exchange Commission, which are available at www.sec.gov.

All forward-looking statements contained in exhibit 99.1 and incorporated herein are expressly qualified in their entirety by this cautionary notice. The reader should not place undue reliance on such forward-looking statements, since the statements speak only as of the date that they are made and FHLBank Topeka has no obligation and does not undertake publicly to update, revise or correct any forward-looking statement for any reason.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Message to FHLBank Topeka members dated May 6, 2009, announcing opportunity to exchange excess Class A Common Stock for Class B Common Stock and a mandatory redemption prior to June 30, 2009, of sufficient excess Class A Common Stock to reduce total outstanding excess stock below one percent of assets.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Federal Home Loan Bank of Topeka
May 6, 2009	By:	/s/ Andy Jetter
		Name: Andy Jetter
		Title: President and CEO

Exhibit Index

Exhibit No.	Description
99.1	Message to FHLBank Topeka members dated May 6, 2009, announcing opportunity to exchange excess Class A Common Stock for Class B Common Stock and a mandatory redemption prior to June 30, 2009, of sufficient excess Class A Common Stock to reduce total outstanding excess stock below one percent of assets.

EX-99.1

Management of FHLBank Topeka’s capital is an important tool in the successful operation of the Bank and providing value to our members. A key component of that management is controlling the amount of excess capital stock outstanding. Under current Federal Housing Finance Agency regulations, a Federal Home Loan Bank is only permitted to pay stock dividends if excess stock will not exceed one percent of assets following the dividend. Excess stock is stock held by members that exceeds the amount required for membership and product use.

Traditionally, we managed the amount of excess stock outstanding by conducting periodic sweeps of excess Class B Common Stock to Class A Common Stock. Because of the lower dividend rate on Class A Common Stock, many members then chose to redeem their excess Class A Common Stock, thereby reducing the amount of excess stock outstanding. Because of FHLBank’s strong income, we have maintained relatively high dividend levels on Class A Common Stock, and we are experiencing few requests for redemption of excess Class A Common Stock. The result has been an increased percentage of excess stock above one percent of our assets.

Our continued robust earnings support maintaining strong dividends. Rather than reducing the dividend level on Class A Common Stock to promote redemptions, we have decided to redeem sufficient excess Class A Common Stock to reduce total outstanding excess stock below one percent of assets. This mandatory redemption will take place prior to June 30, 2009, the next dividend payment date. Again, we believe this mandatory redemption is preferable to reducing the dividend on Class A Stock.

We also recognize that many members have built up excess stock positions over many years through the receipt of stock dividends. This results in members having a relatively low cost basis in their capital stock. In order to help members who want to avoid the tax consequences of redeeming excess stock while receiving a higher Class B dividend, we will offer members a one-time option to exchange excess Class A Common Stock for excess Class B Common Stock. Our healthy earnings combined with lower levels of excess stock outstanding will facilitate paying the higher Class B dividend for those that choose to participate in the exchange. We paid stock dividends of 0.75 percent on Class A Common Stock and 2.50 percent on Class B Common Stock for both the fourth quarter of 2008 and the first quarter of 2009. We anticipate paying similar dividends for the second quarter of 2009. It is also our intent to continue to pay stock dividends because of their preferential tax treatment. However, if these actions are not sufficient to bring us into compliance with the one percent requirement, we will need to pay dividends in the form of cash.

The process of exchanging excess Class A to Class B is simple. Click here or call Member Services at 800.809.2733 before May 29, 2009. If you place your request online, a member of the Member Services department will call to assist with the transaction.

We appreciate your business and are committed to providing an excellent return on your investment in FHLBank Topeka. If you have any questions regarding this message or the process of exchanging excess Class A Common Stock for Class B Common Stock, please contact your account manager or Member Services.

Dave Fisher
Senior EVP  |  Chief Operating Officer
FHLBank Topeka