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): February 28, 2011

FEDERAL HOME LOAN BANK OF DALLAS

(Exact name of registrant as specified in its charter)

Federally chartered corporation	000-51405	71-6013989
(State or other jurisdiction of	(Commission File	(IRS Employer
incorporation or organization)	Number)	Identification No.)

8500 Freeport Parkway South, Suite 600
Irving, TX	75063-2547
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:
(214) 441-8500

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

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry into a Material Definitive Agreement.

On February 28, 2011, the Federal Home Loan Bank of Dallas (the “Bank”) entered into a Joint Capital Enhancement Agreement (the “Agreement”) with the other 11 Federal Home Loan Banks (collectively, including the Bank, the “FHLBanks”).

The Agreement provides that upon satisfaction of the FHLBanks’ obligations under Section 21B (12 U.S.C. Sec. 1441b) of the Federal Home Loan Bank Act of 1932, as amended (the “Act”), and part 997 of the regulations of the Federal Housing Finance Board to make payments related to the Resolution Funding Corporation (“REFCORP”), each FHLBank will, on a quarterly basis, allocate at least 20 percent of its net income to a separate restricted retained earnings account (“Separate Restricted Retained Earnings Account”) to be established by each FHLBank.

Under the Agreement, each FHLBank will be required to build its Separate Restricted Retained Earnings Account to an amount equal to 1 percent of its total consolidated obligations, based on the most recent quarter’s average carrying value of all consolidated obligations for which an FHLBank is the primary obligor, excluding fair value option and hedging adjustments (“Total Consolidated Obligations”).

The Agreement further requires each FHLBank to submit an application to the Federal Housing Finance Agency (“Finance Agency”) for approval to amend its capital plan or capital plan submission, as applicable, consistent with the terms of the Agreement. Under the Agreement, if the FHLBanks’ REFCORP obligation terminates before the Finance Agency has approved all proposed capital plan amendments submitted pursuant to the Agreement, each FHLBank shall nevertheless be required to commence the required allocation to its Separate Restricted Retained Earnings Account beginning as of the end of the calendar quarter in which the final payments are made by the FHLBanks with respect to their REFCORP obligations.

The Agreement provides that any quarterly net losses of an FHLBank may be netted against its net income for other quarters during the same calendar year so that the minimum required year-to-date or annual allocation to its Separate Restricted Retained Earnings Account is attained. In the event an FHLBank incurs a net loss for a cumulative year-to-date or annual period that results in a decrease to the balance of its Separate Restricted Retained Earnings Account compared to the balance at the beginning of that calendar year, such FHLBank’s quarterly allocation requirement will thereafter increase to 50 percent of quarterly net income until the cumulative difference between the allocations made at the 50 percent rate and the allocations that would have been made at the regular 20 percent rate is equal to the amount of the decrease beyond the balance of its Separate Restricted Retained Earnings Account at the beginning of that calendar year. Any year-to-date or annual losses beyond losses that decrease the Separate Restricted Retained Earnings Account to its balance as of the beginning of the calendar year shall first reduce retained earnings that are not restricted retained earnings to a zero balance, and then may reduce the balance of the FHLBank’s Separate Restricted Retained Earnings Account, but not below a zero balance.

The Agreement provides that if an FHLBank’s Separate Restricted Retained Earnings Account exceeds 1.5 percent of its Total Consolidated Obligations, such FHLBank may transfer amounts from its Separate Restricted Retained Earnings Account to another retained earnings account, but only to the extent that the balance of its Separate Restricted Retained Earnings Account remains at least equal to 1.5 percent of the FHLBank’s Total Consolidated Obligations immediately following such transfer.

The Agreement provides that during a Dividend Restriction Period (as such term is defined by the Agreement), an FHLBank may pay dividends only from retained earnings that are not restricted retained earnings or the portion of quarterly net income that exceeds the amount required to be allocated to the Separate Restricted Retained Earnings Account. The Agreement expressly provides that it will not affect the rights of an FHLBank’s Class B stockholders in the retained earnings of an FHLBank, including those held in the Separate Restricted Retained Earnings Account of an FHLBank, as granted under Section 6(h) (12 U.S.C. Sec. 1426(h)) of the Act.

Consistent with applicable law, the Agreement further provides that during a Dividend Restriction Period, an FHLBank shall redeem or repurchase capital stock only at par value, and shall not engage in such redemption or repurchase if following such transaction the FHLBank’s total regulatory capital falls below its aggregate paid-in amount of capital stock.

The Agreement will terminate: by an affirmative vote of two-thirds of the boards of directors of the then existing FHLBanks; or automatically, if a change in the Act, Finance Agency regulations, or other applicable law has the effect of: (i) creating any new or higher assessment or taxation on the net income or capital of any FHLBank, or requiring the FHLBanks to retain a higher level of restricted retained earnings than the amount that is required under the Agreement; or (ii) establishing general restrictions applicable to the payment of dividends by FHLBanks that satisfy all relevant capital standards by either (a) requiring a new or higher mandatory allocation of an FHLBank’s net income to any retained earnings account other than the amount specified in the Agreement, or (b) prohibiting dividend payments from any portion of an FHLBank’s retained earnings that are not held in its Separate Restricted Retained Earnings Account.

The foregoing description of the Agreement is qualified in its entirety by reference to the Agreement, a copy of which is included herein as Exhibit 99.1 to this current report and incorporated herein by reference.

Item 3.03 Material Modification to Rights of Security Holders.

As described in Item 1.01 of this current report, the Agreement generally prohibits an FHLBank from paying dividends from its Separate Restricted Retained Earnings Account and provides that an FHLBank shall redeem or repurchase capital stock only at par value, and shall not engage in such redemption or repurchase if following such transaction the FHLBank’s total regulatory capital falls below its aggregate paid-in amount of capital stock. The Agreement requires each FHLBank to seek approval to amend its capital plan or capital plan submission, as applicable, consistent with the terms of the Agreement. The information set forth above in Item 1.01 regarding the Agreement is hereby incorporated into Item 3.03 by reference.

Item 7.01 Regulation FD Disclosure.

As disclosed above in Items 1.01 and 3.03 of this current report, on February 28, 2011, the Bank entered into the Agreement. The information set forth above in Items 1.01 and 3.03 regarding the Agreement is hereby incorporated into Item 7.01 by reference. Copies of a Member Bulletin and a Questions and Answers document that provide additional information concerning the Agreement are included as Exhibits 99.2 and 99.3, respectively, to this current report, and are incorporated into Item 7.01 by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibits

99.1 Joint Capital Enhancement Agreement, dated February 28, 2011

99.2 Member Bulletin No. 2011-04, dated March 1, 2011

99.3 Joint Capital Enhancement Agreement — Questions and Answers, dated March 1, 2011

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 Dallas
March 1, 2011	By:	/s/ Tom Lewis
		Name:	Tom Lewis
		Title:	Senior Vice President and Chief Accounting Officer

Exhibit Index

Exhibit No.	Description
99.1	Joint Capital Enhancement Agreement, dated February 28, 2011
99.2	Member Bulletin No. 2011-04, dated March 1, 2011
99.3	Joint Capital Enhancement Agreement — Questions and Answers, dated March 1, 2011

EX-99.1

Exhibit 99.1

JOINT CAPITAL ENHANCEMENT AGREEMENT

This Joint Capital Enhancement Agreement (“this Agreement”) is entered into by each of the undersigned Federal Home Loan Banks (each a “Federal Home Loan Bank” and collectively the “Federal Home Loan Banks”) as of the Effective Date provided in this Agreement.

WHEREAS, the Federal Home Loan Banks are federal instrumentalities chartered pursuant to an Act of Congress and established to perform the important federal function of providing a stable source of low cost funds for their member financial institutions;

WHEREAS, the ability of the Federal Home Loan Banks to provide significant sources of liquidity to their members during the recent economic crisis was an important factor in stabilizing the financial markets of the United States;

WHEREAS, the continued ability of the Federal Home Loan Banks to perform their important federal mission depends in part upon the capital strength of the Federal Home Loan Banks and their ability to access low cost funds in the debt markets;

WHEREAS, the Federal Home Loan Banks desire to increase the amount of their retained earnings for safety and soundness reasons and to protect against the potential impairment of the par value of their capital stock;

WHEREAS, the Federal Home Loan Banks are federally-chartered corporations with an interest in each other’s operations because they are jointly and severally liable for the payment of consolidated obligations issued by, or for the benefit of, the Federal Home Loan Banks, and have an interest in each Federal Home Loan Bank having sufficient capital to ensure the timely payment of the consolidated obligations issued on its behalf;

WHEREAS, before the enactment of the Financial Institutions Reform, Recovery and Enforcement Act of 1989 (“FIRREA”), each Federal Home Loan Bank was required to carry a reserve account equal to 20 percent of its net income until said reserve account showed a credit balance equal to 100 percent of the paid-in capital of such Federal Home Loan Bank;

WHEREAS, the Competitive Equality Banking Act of 1987 and FIRREA required the FHLBanks to pay more than $3.1 billion from these retained earnings to capitalize the Financing Corporation and the Resolution Funding Corporation (“REFCORP”);

WHEREAS, FIRREA repealed the 20 percent reserve requirement and replaced it with the requirement that the Federal Home Loan Banks pay for a portion of the interest payments on debt issued by REFCORP equal to $300 million per year until 2030;

WHEREAS, the Gramm-Leach-Bliley Act amended the Federal Home Loan Banks’ REFCORP obligation to require each Federal Home Loan Bank to pay 20 percent of its net income per year

after AHP contribution and to allow for the Federal Home Loan Banks’ total REFCORP obligation to end earlier than 2030 if such variable payments exceeded $300 million per year;

WHEREAS, the Federal Home Loan Banks have paid $8.6 billion ($5.9 billion paid from 2000 through 4Q 2010 and $2.7 billion paid from 1991 to 1999) of the interest payments on the REFCORP obligations; and

WHEREAS, satisfaction of the REFCORP obligation will provide the Federal Home Loan Banks an opportunity to increase their retained earnings in furtherance of their safety and soundness.

NOW, THEREFORE, in consideration of the promises and mutual consideration contained in this Agreement, it is agreed as follows:

I. Definitions. Unless otherwise defined herein, capitalized terms used herein shall have the following meaning:

“Act” means the Federal Home Loan Bank Act of 1932, as amended as of the Effective Date.

“Adjustment to Prior Net Income” means either an increase, or a decrease, to a prior calendar quarter’s reported Quarterly Net Income subsequent to the date on which any allocation to Restricted Retained Earnings for such calendar quarter was made.

“Agreement” means this Joint Capital Enhancement Agreement.

“Agreement Implementation Date” means the date that is the later of the REFCORP Termination Date or the Effective Date.

“Automatic Termination Event” means a change in the Act, the Regulations, or other applicable law, occurring subsequent to the Effective Date, that has the effect of: (i) creating any new or higher assessment or taxation on the net income or capital of any FHLBank, or a higher effective RREM for any FHLBank than the amount set forth in this Agreement; or (ii) establishing general restrictions applicable to payment of Dividends by FHLBanks that satisfy all relevant capital standards (a) requiring a new or higher mandatory allocation of an FHLBank’s Quarterly Net Income to any Retained Earnings account than the amount specified in this Agreement, or (b) prohibiting the payments of Dividends from any portion of an FHLBank’s Retained Earnings that is not Restricted Retained Earnings.

“Capital Plan” means a capital plan adopted by a board of directors of an FHLBank, and approved pursuant to Section 6 of the Act.

“Class A Stock” means capital stock in an FHLBank, including subclasses, that has the characteristics of class A stock as set forth in the Act and Regulations.

“Class B Stock” means capital stock in an FHLBank, including subclasses, that has the characteristics of class B stock set forth in the Act and Regulations.

“Dividend” means a distribution of cash, other property, or stock to a Member with respect to its holdings of Class A Stock, Class B Stock or Other FHLBank Stock, and includes any distribution with respect to mandatorily redeemable stock regardless of the characterization of such distribution.

“Dividend Restriction Period” for an FHLBank means any calendar quarter: (i) that includes the Agreement Implementation Date, or occurs subsequent to the Agreement Implementation Date; (ii) that occurs prior to an Automatic Termination Event; and (iii) during which the amount of the FHLBank’s Restricted Retained Earnings is less than the amount of that FHLBank’s RREM. If the amount of an FHLBank’s Restricted Retained Earnings is at least equal to the amount of that FHLBank’s RREM, and subsequently the FHLBank’s Restricted Retained Earnings becomes less than its RREM, the FHLBank shall be deemed to be in a Dividend Restriction Period (unless an Automatic Termination Event occurs).

“Effective Date” means the earliest date on which the board of directors of each FHLBank has adopted a resolution approving this Agreement and each such resolution is in full force and effect, and an authorized officer of each FHLBank has executed and delivered a counterpart signature page of this Agreement.

“Excess Stock” means any Class A Stock or Class B Stock owned by a Member that the Member is not required to hold either as a condition of retaining its membership in its FHLBank or as a condition of obtaining advances or transacting other business with its FHLBank.

“FHFA” means the Federal Housing Finance Agency, or any successor thereto.

“FHLBank” means a Federal Home Loan Bank chartered under the Act.

“FHLBank’s Total Consolidated Obligations” means the daily average carrying value for the calendar quarter, excluding the impact of fair value adjustments (i.e., fair value option and hedging adjustments), of the FHLBank’s portion of outstanding FHLBank System Consolidated Obligations for which it is the primary obligor.

“FHLBank System Consolidated Obligation” means any bond, debenture, or note authorized under the Regulations to be issued jointly by the FHLBanks pursuant to Section 11(a) of the Act, as amended, or any bond or note previously issued by the Federal Housing Finance Board on behalf of all FHLBanks pursuant to Section 11(c) of the Act, on which the FHLBanks are jointly and severally liable, or any other instrument issued through the Office of Finance, or any successor thereto, under the Act that is a joint and several liability of all the FHLBanks.

“Final Capital Plan Amendment Implementation Date” means the earliest date on which all approvals required by the FHFA with respect to the Capital Plan amendments required by this Agreement for all FHLBanks have been given, and such amendments are in full force and effect.

“GAAP” means accounting principles generally accepted in the United States as in effect from time to time.

“HERA” means the Housing and Economic Recovery Act of 2008, as amended on the Effective Date.

“Interim Capital Plan Amendment Implementation Date” means the earliest date on which all approvals required by the FHFA with respect to the Capital Plan amendments required by this Agreement for each of the FHLBanks that has issued stock pursuant to a Capital Plan as of the Effective Date, have been given, and such amendments are in full force and effect.

“Member” means: (i) an institution that has been approved for membership in an FHLBank, and has purchased Class A Stock, Class B Stock, or Other FHLBank Stock in accordance with the Regulations; (ii) a former member of an FHLBank that continues to own Class A Stock, Class B Stock or Other FHLBank Stock; or (iii) a successor to an entity that was a member of an FHLBank that continues to own Class A Stock, Class B Stock or Other FHLBank Stock.

“Net Loss” means that the Quarterly Net Income of an FHLBank is negative, or that the annual net income of an FHLBank calculated on the same basis is negative.

“Other FHLBank Stock” means stock issued by an FHLBank prior to the adoption and implementation of a Capital Plan.

“Quarterly Net Income” means the amount of net income of an FHLBank for the most recent calendar quarter calculated in accordance with GAAP, after deducting the required contribution for the Affordable Housing Program under Section 10(j) of the Act, as reported in that FHLBank’s quarterly and annual financial statements filed with the Securities and Exchange Commission.

“Redeem” or “Redemption” means: (i) for an FHLBank that has issued stock pursuant to a Capital Plan, the acquisition by an FHLBank of its outstanding Class A Stock or Class B Stock following the expiration of the six-month or five-year statutory redemption period, respectively, for the stock; and (ii) for an FHLBank that has not issued stock pursuant to a Capital Plan, any acquisition of any Other FHLBank Stock subsequent to a termination of membership (whether that termination occurs as a result of withdrawal from membership, a relocation to another district, a merger into a non-member institution, or otherwise), but does not include the exchange of Other FHLBank Stock for Class A Stock or Class B Stock.

“REFCORP Termination Date” means the last day of the calendar quarter in which the FHLBanks’ final regular payments are made on the obligations to REFCORP in accordance with Section 997.5 of the Regulations and Section 21B(f) of the Act.

“Regular Contribution Percentage” means, for any FHLBank for any calendar quarter that includes the Agreement Implementation Date, or occurs subsequent to the Agreement Implementation Date, the result of: (i) 20 percent of Quarterly Net Income; plus (ii) 20 percent of a positive Adjustment to Prior Net Income for any prior calendar quarter that includes the Agreement Implementation Date, or occurred subsequent to the Agreement Implementation Date, to the extent such adjustment has not yet been made in the current calendar quarter; minus (iii) 20 percent of the absolute value of a negative Adjustment to Prior Net Income for any prior

calendar quarter that includes the Agreement Implementation Date, or occurred subsequent to the Agreement Implementation Date, to the extent such adjustment has not yet been made in the current calendar quarter.

“Regulations” mean: (i) the rules and regulations of the Federal Housing Finance Board (except to the extent that they may be modified, terminated, set aside or superseded by the Director of the FHFA) in effect on the Effective Date; (ii) the rules and regulations of the FHFA in effect on the Effective Date; and (iii) the rules and regulations of the FHFA adopted after the Effective Date to the extent that such rules and regulations are adopted for the purpose of renumbering former Federal Housing Finance Board or FHFA rules or regulations, without substantive change.

“Repurchase” means: (i) for an FHLBank that has issued stock pursuant to a Capital Plan, the acquisition by an FHLBank of Excess Stock prior to the expiration of the six-month redemption period for Class A Stock or five-year statutory redemption period for Class B stock; and (ii) for an FHLBank that has not issued stock pursuant to a Capital Plan, the discretionary exercise of an FHLBank’s power to acquire Other FHLBank Stock in excess of the Member’s stock purchase requirements under applicable law, but does not include the exchange of Other FHLBank Stock for Class A Stock or Class B Stock.

“Restricted Retained Earnings” means the cumulative amount of Quarterly Net Income and Adjustments to Prior Net Income allocated to an FHLBank’s Retained Earnings account restricted pursuant to this Agreement and does not include amounts retained in: (i) any accounts currently in existence at any FHLBank on the Effective Date; or (ii) any other Retained Earnings accounts subject to restrictions that are not part of the terms of this Agreement.

“Restricted Retained Earnings Minimum” (“RREM”) means an amount of Restricted Retained Earnings calculated as of the last day of each calendar quarter equal to one percent of an FHLBank’s Total Consolidated Obligations.

“Retained Earnings” means the retained earnings of an FHLBank calculated pursuant to GAAP.

“Special Contribution Percentage” means, for any FHLBank for any calendar quarter that includes the Agreement Implementation Date, or occurs subsequent to the Agreement Implementation Date, the result of: (i) 50 percent of Quarterly Net Income; plus (ii) 50 percent of a positive Adjustment to Prior Net Income for any prior calendar quarter that includes the Agreement Implementation Date, or occurred subsequent to the Agreement Implementation Date, to the extent such adjustment has not yet been made in the current calendar quarter; minus (iii) 50 percent of the absolute value of a negative Adjustment to Prior Net Income for any prior calendar quarter that includes the Agreement Implementation Date, or occurred subsequent to the Agreement Implementation Date, to the extent such adjustment has not yet been made in the current calendar quarter.

“Termination Date” means the date of termination of this Agreement pursuant to Section IV of this Agreement.

“Total Capital” means Retained Earnings, the amount paid-in for stock, the amount of any general allowance for losses, plus such value of other instruments that the FHFA has determined to be available to absorb losses incurred by that FHLBank.

II. Establishment of Restricted Retained Earnings

     A. Segregation of Account

     No later than the Agreement Implementation Date, each FHLBank shall establish an account in its official books and records in which to allocate its Restricted Retained Earnings, with such account being segregated on its books and records from the FHLBank’s other Retained Earnings for purposes of tracking the accumulation of Restricted Retained Earnings and enforcing the restrictions on the use of the Restricted Retained Earnings imposed in this Agreement and such FHLBank’s Capital Plan, if applicable.

     B. Funding of Account

     1. Date on which Funding Begins

     Each FHLBank shall allocate to its Restricted Retained Earnings account an amount at least equal to the Regular Contribution Percentage beginning on the Agreement Implementation Date. Each FHLBank shall allocate funds to the Restricted Retained Earnings Account only through contributions from its Quarterly Net Income or Adjustments to Prior Net Income occurring on or after the Agreement Implementation Date, but nothing in this Agreement shall prevent an FHLBank from allocating a greater percentage of its Quarterly Net Income or positive Adjustment to Prior Net Income to its Restricted Retained Earnings account than the percentages set forth in this Agreement.

     2. Ongoing Funding

     During any Dividend Restriction Period that occurs before the Termination Date, an FHLBank shall continue to allocate its Regular Contribution Percentage (or when, and if required under subsection II.B.4 below, its Special Contribution Percentage) to its Restricted Retained Earnings.

     3. Treatment of Quarterly Net Losses and Annual Net Losses

     In the event an FHLBank sustains a Net Loss for a calendar quarter, the following shall apply: (i) to the extent that its cumulative calendar year-to-date net income is positive at the end of such quarter, the FHLBank may decrease the amount of its Restricted Retained Earnings such that the cumulative addition to the Restricted Retained Earnings account calendar year-to-date at the end of such quarter is equal to 20 percent of the amount of such cumulative calendar year-to-date net income; (ii) to the extent that its cumulative calendar year-to-date net income is negative at the end of such quarter (a) the FHLBank may decrease the amount of its Restricted Retained Earnings account such that the cumulative addition calendar year-to-date to the Restricted Retained Earnings at the end of such quarter is zero, and (b) the FHLBank shall apply any remaining portion of the Net Loss for the calendar quarter first to reduce Retained Earnings that are not Restricted Retained Earnings until such Retained Earnings are reduced to zero, and thereafter may apply any remaining portion of the Net Loss for the calendar quarter to reduce

Restricted Retained Earnings; and (iii) for any subsequent calendar quarter in the same calendar year, the FHLBank may decrease the amount of its quarterly allocation to its Restricted Retained Earnings account in that subsequent calendar quarter such that the cumulative addition to the Restricted Retained Earnings account calendar year-to-date is equal to 20 percent of the amount of such cumulative calendar year-to-date net income.

     In the event an FHLBank sustains a Net Loss for a calendar year, any such Net Loss first shall be applied to reduce Retained Earnings that are not Restricted Retained Earnings until such Retained Earnings are reduced to zero, and thereafter may apply any remaining portion of the Net Loss for the calendar year to reduce Restricted Retained Earnings.

     4. Funding at Special Contribution Percentage

     If during a Dividend Restriction Period, the amount of an FHLBank’s Restricted Retained Earnings decreases in any calendar quarter, except as provided in subsections II.B.3(i) and (ii)(a) above, the FHLBank shall allocate the Special Contribution Percentage to its Restricted Retained Earnings account beginning at the following calendar quarter-end (except as provided in the last sentence of this subsection). Thereafter, such FHLBank shall continue to allocate the Special Contribution Percentage to its Restricted Retained Earnings account until the cumulative difference between: (i) the allocations made using the Special Contribution Percentage; and (ii) the allocations that would have been made if the Regular Contribution Percentage applied, is equal to the amount of the prior decrease in the amount of its Restricted Retained Earnings account arising from the application of subsection II.B.3(ii)(b). If at any calendar quarter-end the Special Contribution Percentage would result in a cumulative allocation in excess of such prior decrease in the amount of Restricted Retained Earnings: (i) the FHLBank may allocate such percentage to the Restricted Retained Earnings account that shall exactly restore the amount of the prior decrease, plus the amount of the Regular Contribution Percentage for that quarter; and (ii) the FHLBank in subsequent quarters shall revert to paying at least the Regular Contribution Percentage.

     5. Release of Restricted Retained Earnings

     If an FHLBank’s RREM decreases from time to time due to fluctuations in such FHLBank’s Total Consolidated Obligations, amounts in such FHLBank’s Restricted Retained Earnings account in excess of 150 percent of the FHLBank’s RREM may be released by such FHLBank from the restrictions otherwise imposed on such amounts pursuant to the provisions of this Agreement and the Capital Plan, and reallocated to its general Retained Earnings account.

     6. Contingency for Lack of Approval by the FHFA

     Notwithstanding the other provisions of this Agreement, in the event that prior to the occurrence of the Interim Capital Plan Amendment Implementation Date, this Agreement is terminated pursuant to the terms of Section IV.A. or Section IV.B., the obligations under this Agreement requiring allocation of Quarterly Net Income to Restricted Retained Earnings and restrictions on the use of amounts in the Restricted Retained Earnings account shall be terminated.

     7. Posting of Account Entries

     The initial accounting entry by an FHLBank for any item in any account specified in this Agreement shall be made no later than the date following the end of the calendar period in question required pursuant to the rules of the Securities and Exchange Commission for filing the FHLBank’s periodic reports. Each FHLBank shall report to the Office of Finance no later than the publication of its periodic reports the amount of such Restricted Retained Earnings allocated to the Restricted Retained Earnings account created pursuant to this Agreement for such immediately preceding calendar quarter as well as the outstanding balance in such Restricted Retained Earnings account as of the end of such calendar quarter.

     8. Effect of Mergers

     In the event of a merger of FHLBanks, a sale of the assets and assumption of the liabilities of an FHLBank, a reorganization or other consolidation of two or more FHLBanks (“Merger”), the proposed treatment of, and the pro forma amount of, the Restricted Retained Earnings account of the surviving FHLBank(s) shall be set forth in the publicly available portion of the application to the FHFA regarding such Merger, and provided to the parties of this Agreement that are not involved in such transaction.

     Notwithstanding the other provisions of this Agreement, in the event of a Merger, the surviving FHLBank’s RREM shall be lowered permanently by all, or a portion of, the amount, prior to the Merger, of the Restricted Retained Earnings of the acquired FHLBank (which was deemed the acquired FHLBank for purposes of GAAP) to the extent, and in the amount, permitted by the FHFA’s approval of a Capital Plan amendment effective upon the consummation of such Merger.

     C. No Effect on Rights of Shareholders as Owners of Retained Earnings

     In the event of the liquidation of an FHLBank, or a taking of an FHLBank’s Retained Earnings by future federal action, nothing in this Agreement shall change the rights of the holders of an FHLBank’s Class B stock as owners of the Retained Earnings, including Restricted Retained Earnings, as granted under Section 6(h) of the Act.

III. Limitation on Dividends, Stock Repurchase and Stock Redemption

     A. General Rule on Dividends.

     During a Dividend Restriction Period, an FHLBank may pay Dividends on Class A Stock, Class B Stock, or Other FHLBank Stock only out of: (i) Retained Earnings that are not Restricted Retained Earnings, as required by this Agreement; or (ii) that portion of Quarterly Net Income not allocated to Restricted Retained Earnings pursuant to the terms of this Agreement and its amended Capital Plan, if applicable.

     B. Limitations on Repurchase and Redemption.

During a Dividend Restriction Period, an FHLBank (i) shall conduct any Redemption and Repurchase transaction, if otherwise permitted, only at par value; and (ii) shall not engage in a Repurchase or Redemption transaction if following such transaction the FHLBank’s Total

Capital as reported to the FHFA falls below the FHLBank’s aggregate paid-in amount of capital stock.

IV. Termination of Agreement

     This Agreement shall be binding upon the FHLBanks as of the Effective Date, and shall remain in full force and effect until the Termination Date. The Termination Date shall occur at the earlier of:

A.	the date on which the boards of directors of at least two-thirds (2/3) of the then- existing FHLBanks have adopted resolutions terminating this Agreement; or
B.	the date on which an Automatic Termination Event occurs.

     Subsequent to the occurrence of the Interim Capital Plan Amendment Implementation Date, any FHLBank, at its option, may file an application to amend its Capital Plan through the normal regulatory process of amending a capital plan to extinguish that FHLBank’s obligation to make allocations to its Restricted Retained Earnings account; provided, however, that such application must be expressly conditioned upon the FHLBanks agreeing to terminate this Agreement pursuant to subsection (A) above; provided, further that upon any termination pursuant to subsection (A) above, each FHLBank’s obligations to the other FHLBanks with respect to the restrictions on the use of the amounts in the Restricted Retained Earnings accounts with respect to Dividends, Repurchases and Redemptions set forth in Section III (subject to the provisions of subsections 3, 5, 6 and 8 of Section II.B) shall survive such voluntary termination of this Agreement and shall not be removed from any FHLBank’s Capital Plan except upon the occurrence of an Automatic Termination Event. An Automatic Termination Event shall terminate both the obligations under this Agreement, and the provisions of the Capital Plan amendments (or the related provisions under a Capital Plan, as applicable) requiring allocation of Quarterly Net Income to Restricted Retained Earnings and restrictions on the use of amounts in the Restricted Retained Earnings account.

V. Implementation Process

     A. Execution and Approval of Agreement

     This Agreement shall become binding on the FHLBanks on the Effective Date, and shall remain in effect until the Termination Date. Each FHLBank represents and warrants that this Agreement is within such party’s power, has been duly authorized by all necessary corporate action, and constitutes a valid and binding obligation of such party enforceable in accordance with its terms, subject to principles of public policy, general equitable principles, and any receivership, insolvency, reorganization, moratorium, fraudulent conveyance or similar law relating to or affecting the rights of creditors generally, which law may be in effect from time to time.

     B. Application to FHFA

     Upon the Effective Date: (i) each FHLBank that has issued stock pursuant to a Capital Plan shall be obligated to take all commercially reasonable steps necessary, that its board of directors believes are in the best interests of the FHLBank, to submit to the FHFA on or before

April 1, 2011, an application for approval of an amendment to its Capital Plan in compliance with the terms of this Agreement outlined in subsection V.C.; and (ii) any FHLBank that has not issued stock pursuant to a Capital Plan shall be obligated to take all commercially reasonable steps necessary, that its board of directors believes are in the best interests of the FHLBank, to include in a supplement to its Capital Plan submission to the FHFA the provisions contemplated by the Capital Plan amendments outlined in subsection V.C. The parties acknowledge that a task force of FHLBanks has been formed to assist each FHLBank with this process, but that each FHLBank retains primary responsibility for preparing and submitting the application in a timely manner; provided, however, in the interests of efficiency, the FHLBanks may agree to undertake this application to the FHFA jointly.

     C. Capital Plan Amendment

     The amendments to the Capital Plan of each FHLBank that has issued stock pursuant to a Capital Plan as of the Effective Date shall become effective only if approved by the FHFA for each such FHLBank, and, if such approval is granted, such amendments shall become effective simultaneously on the Interim Capital Plan Amendment Implementation Date. The amendments to the Capital Plan for any FHLBank that has not issued stock pursuant to a Capital Plan as of the Effective Date shall become effective on the Final Capital Plan Amendment Implementation Date. Each FHLBank’s Capital Plan amendments shall contain: (i) the substantive provisions of Sections II and III of this Agreement; and (ii) a self-executing provision, that upon the occurrence of an Automatic Termination Event, shall terminate (a) each FHLBank’s obligations to make further allocations to its Restricted Retained Earnings account, and (b) the restrictions upon the use of all amounts then held in such Restricted Retained Earnings account, without any further action by the board of directors of any FHLBank or by the FHFA.

VI. No Third Party Rights.

     Nothing in this Agreement shall create or be deemed to create any rights in any third party.

VII. Injunctive Relief

     Each FHLBank agrees that any violation or threatened violation of this Agreement may cause irreparable injury to the other parties to this Agreement, the degree of which may be difficult to ascertain. Accordingly, each FHLBank agrees that each of the other FHLBanks shall have the right to seek immediate injunctive relief for any breach of this Agreement (or for the breach of the obligations that survive termination of this Agreement as set forth in Section IV), as may be granted by a court of competent jurisdiction, as well as the right to pursue any and all other rights and remedies available at law or in equity.

VIII. Amendment; Waivers

     This Agreement may be amended only in a writing executed by each of the then-existing FHLBanks. No waiver of any provision of this Agreement or consent to any departure therefrom shall be effective unless executed by the party against whom such consent to waiver or departure is asserted and shall be effective only in the specific instance and for the purpose for which

given. No notice to or demand on any FHLBank in any case shall entitle that FHLBank to any other or further notice or demand in the same, similar or other circumstances. Any forbearance, failure, or delay by any FHLBank in exercising any right, power, or remedy hereunder shall not be deemed to be a waiver thereof, and any single or partial exercise by that FHLBank of any right, power, or remedy hereunder shall not preclude the further exercise thereof. Every right, power, and remedy of each FHLBank shall continue in full force and effect until specifically waived by that FHLBank in writing.

IX. Legal Fees

     Each FHLBank agrees that if any action or proceeding is brought by one or more parties under this Agreement seeking to obtain any legal or equitable relief against any other party to this Agreement that arises out of, or is related to, this Agreement or any transaction contemplated hereby, then, after any and all appeals and the expiration of the time for all appeals, the nonprevailing party(ies) will pay all reasonable attorneys’ fees and other costs incurred by the substantially prevailing party(ies) in connection therewith.

X. Applicable Law; Severability

     This Agreement shall be governed by the statutory and common law of the United States and, to the extent federal law incorporates or defers to state law, the substantive laws of the State of New York (excluding, however, laws regarding the conflict of laws provisions). Notwithstanding the foregoing, the Uniform Commercial Code as in effect in the State of New York shall be deemed applicable to this Agreement. In the event that any portion of this Agreement conflicts with applicable law, such conflict shall not affect other provisions of this Agreement that can be given effect without the conflicting provision, and to this end the provisions of this Agreement are declared to be severable. In the event of any ambiguity, the terms of this Agreement shall be interpreted to conform to the requirements of the Act, HERA and the Regulations.

XI. Successors

     This Agreement shall be binding upon and inure to the benefit of the successors of each FHLBank.

XII. Notices

     Any notice, advice, request, consent, or direction given, made, or withdrawn pursuant to this Agreement shall be in writing or by machine-readable electronic transmission, and shall be deemed to have been duly given to and received by a party hereto when it shall have been actually received by such party at its principal office, and shall be directed to the attention of the FHLBank’s General Counsel or President.

XIII. Entire Agreement

     This Agreement embodies the entire agreement and understanding among the parties hereto relating to the subject matter hereof and supersedes all prior agreements among such parties that relate to such subject matter.

IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed on its behalf and in its name by its duly authorized officer(s) as of the date set forth below.

FEDERAL HOME LOAN BANK OF ATLANTA
By:	/s/ W. Wesley McMullan
	Name:	W. Wesley McMullan
	Title:	President and CEO

Date: February 24, 2011

FEDERAL HOME LOAN BANK OF BOSTON
By:	/s/ Edward A. Hjerpe, III
	Name:	Edward A. Hjerpe, III
	Title:	President and CEO

Date: February 23, 2011

FEDERAL HOME LOAN BANK OF CHICAGO
By:	/s/ Matthew R. Feldman
	Name:	Matthew R. Feldman
	Title:	President and CEO

Date: February 22, 2011

FEDERAL HOME LOAN BANK OF CINCINNATI
By:	/s/ David H. Hehman		By:	/s/ Andrew S. Howell
	Name:	David H. Hehman		Name:	Andrew S. Howell
	Title:	President		Title:	EVP and COO
	Date: February 22, 2011			Date: February 22, 2011

FEDERAL HOME LOAN BANK OF DALLAS
By:	/s/ Terry Smith
	Name:	Terry Smith
	Title:	CEO
	Date: February 17, 2011

FEDERAL HOME LOAN BANK OF DES MOINES
By:	/s/ Richard S. Swanson
	Name:	Richard S. Swanson
	Title:	President and CEO
	Date: February 28, 2011

FEDERAL HOME LOAN BANK OF INDIANAPOLIS
By:	/s/ Milton J. Miller		By:	/s/ Cindy L. Konich
	Name:	Milton J. Miller		Name:	Cindy L. Konich
	Title:	President and CEO		Title:	EVP, COO and CFO
Date: February 28, 2011			Date: February 28, 2011

FEDERAL HOME LOAN BANK OF NEW YORK
By:	/s/ Alfred A. DelliBovi
	Name:	Alfred A. DelliBovi
	Title:	President and CEO

Date: February 18, 2011

FEDERAL HOME LOAN BANK OF PITTSBURGH
By:	/s/ Winthrop Watson
	Name:	Winthrop Watson
	Title:	President and CEO

Date: February 28, 2011

FEDERAL HOME LOAN BANK OF SAN FRANCISCO
By:	/s/ Dean Schultz
	Name:	Dean Schultz
	Title:	President and CEO

Date: February 28, 2011

FEDERAL HOME LOAN BANK OF SEATTLE
By:	/s/ Steven R. Horton
	Name:	Steven R. Horton
	Title:	Acting President and CEO

Date: February 24, 2011

FEDERAL HOME LOAN BANK OF TOPEKA
By:	/s/ Andrew J. Jetter
	Name:	Andrew J. Jetter
	Title:	President and CEO

Date: February 23, 2011

EX-99.2

Exhibit 99.2

Bulletin No.: 2011-04
March 1, 2011

TO: STOCKHOLDERS

SUBJECT: FHLBanks Joint Capital Enhancement Agreement

I am pleased to announce that the 12 Federal Home Loan Banks (FHLBanks) have entered into a Joint Capital Enhancement Agreement (Agreement) intended to enhance the capital position of each individual FHLBank and the FHLBank System. The Agreement requires the FHLBanks to allocate that portion of their earnings that historically has been paid to satisfy their Resolution Funding Corporation (REFCORP) obligations to a new restricted retained earnings account after the REFCORP obligations are fully satisfied, which is expected to occur later this year.

Each FHLBank is currently required to contribute 20 percent of its earnings toward the payment of interest on REFCORP bonds. The Agreement provides that, upon complete satisfaction of the FHLBanks’ REFCORP obligation, each FHLBank will contribute 20 percent of its net income to a restricted retained earnings account until the balance of that account equals at least one percent of the FHLBank’s consolidated obligations.

The new restricted retained earnings account is modeled on “legal reserve” accounts to which the FHLBanks were required by statute to contribute 20 percent of their earnings prior to the imposition of the REFCORP obligation in 1989.

Restricted retained earnings will not be available to pay dividends, but will remain on an FHLBank’s balance sheet as an additional capital buffer against potential losses. While the Agreement provides that restricted retained earnings will not be available to pay dividends, the Agreement does not place any new restrictions on an FHLBank’s ability to pay dividends from other current or retained earnings.

The Agreement is intended to benefit FHLBank members by helping to ensure that members continue to have ready access to liquidity from each FHLBank during times of stress by further strengthening the balance sheet of each FHLBank. The creation of an additional buffer on each FHLBank’s balance sheet to help absorb potential losses will also provide additional protection for members’ capital stock investment in its FHLBank.

For more information about the Agreement, please refer to the Joint Capital Enhancement Agreement Q&A, which is available on our website. If you have any questions or comments on the Agreement, please contact your Member Sales Officer at 800.442.9841.

Sincerely,

Terry Smith
President and Chief Executive Officer

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EX-99.3

Exhibit 99.3

Joint Capital Enhancement Agreement
Questions and Answers

March 1, 2011

Q 1: What is the Joint Capital Enhancement Agreement?

A 1: The Joint Capital Enhancement Agreement among the 12 Federal Home Loan Banks (“FHLBanks”) is intended to provide a Systemwide framework for the use of that portion of the FHLBanks’ earnings historically paid to satisfy their Resolution Funding Corporation (“REFCORP”) obligations. The FHLBanks’ REFCORP obligations are expected to be fully satisfied during the 2011 calendar year. The intent of the Agreement is to set aside that portion of each FHLBank’s earnings historically used to satisfy its REFCORP obligation to enhance the capital position of each individual FHLBank and the FHLBank System.

The Agreement provides that, upon full satisfaction of the FHLBanks’ obligations to REFCORP, which currently requires each FHLBank to contribute 20 percent of its earnings toward payment of interest on REFCORP bonds, each FHLBank will contribute 20 percent of its future net income to a restricted retained earnings account until the balance of that account equals at least one percent of that FHLBank’s consolidated obligations (“COs”). These restricted retained earnings will not be available to pay dividends, but will remain on an FHLBank’s balance sheet as an additional capital buffer against potential losses.

Q 2: What are the potential benefits of the Agreement?

A 2: The Agreement is intended to help ensure members’ ready access to liquidity from each FHLBank during times of stress by further strengthening the balance sheet at each FHLBank, and to create an additional buffer on each FHLBank’s balance sheet to absorb losses, if any, which will provide additional protection for a member’s capital stock investment. For FHLBank debt investors, the Agreement is intended to provide additional certainty that FHLBank System debt obligations will be met. The Agreement is also intended to provide greater comfort to each FHLBank that the other FHLBanks will enhance their capacity to absorb losses and continue to meet their consolidated debt obligations for which all FHLBanks are jointly and severally liable.

Q 3: What is the Restricted Retained Earnings target?

A 3: The Agreement establishes a target level of Restricted Retained Earnings (“RRE”) called the “Restricted Retained Earnings Minimum” (“RREM”) equal to one percent of an FHLBank’s COs. Each FHLBank is required to contribute to its Restricted Retained Earnings account until the RREM is reached and must maintain this target level thereafter. How long it will take an

FHLBank to achieve its RREM will depend on that FHLBank’s level of net income and level of COs in the future.

Q 4: When will the obligation to allocate funds to the new RRE account commence?

A 4: The FHLBanks will be required to begin allocating funds to their new RRE accounts in the quarter after the FHLBanks’ income is sufficient to fully satisfy their REFCORP obligations. For example, if the REFCORP obligation is satisfied by payments based on first quarter 2011 earnings, then each FHLBank would be required to start setting aside 20 percent of net income in the second quarter of 2011.

Q 5: What happens if an FHLBank experiences net losses that result in a decline in its RRE account?

A 5: If an FHLBank incurs a net loss for a cumulative year-to-date or annual period that results in a decline in the balance of its RRE account below the balance at the beginning of that calendar year, that FHLBank’s subsequent quarterly allocation requirement will increase to 50 percent of quarterly net income until the amount of the additional funds allocated to RRE because of the increased rate equals the amount by which the RRE account balance declined below the beginning-of-year balance.

Q 6: Under what circumstances could the balance of an FHLBank’s RRE account be reduced?

A 6: An FHLBank’s RRE account could be reduced down to the beginning-of-year RRE balance if the FHLBank experiences losses in one or more quarters that follow one or more quarters in the same calendar year for which the FHLBank has had positive net income and has made the required RRE contribution. If cumulative losses in a calendar year exceed prior period RRE contributions for that year, the RRE account may be reduced beyond the beginning-of-year balance (but not below zero) but only after other retained earnings, if any, have been reduced to zero. In addition to these permitted adjustments to the RRE, an FHLBank may transfer balances out of the RRE account if its total COs decrease so that RRE exceeds 1.5 percent of COs, or if the Agreement is terminated as the result of an Automatic Termination Event (as such term is defined by the Agreement).

Q 7: Can amounts in the RRE account be used to pay dividends?

A 7: No

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Q 8: Does the Agreement limit the ability of an FHLBank to use its other retained earnings, if any, to pay dividends?

A 8: No

Q 9: How will Affordable Housing Program (“AHP”) contributions be affected by the Agreement?

A 9: Unlike the REFCORP assessments, the amounts allocated to the RRE account will not reduce each FHLBank’s net income. As a result, each FHLBank’s AHP contributions as a percentage of pre-assessment earnings will increase after the REFCORP obligation is fully satisfied.

Q 10: Why did the FHLBanks decide to allocate these funds to a separate RRE account at each FHLBank?

A 10: Establishing a separate RRE account at each FHLBank allows each FHLBank to maintain control of the funds allocated into the RRE account and to leverage the funds into earning assets on its own balance sheet. In addition, each FHLBank will be able to segregate the RRE on its books and records from its other retained earnings for purposes of tracking the accumulation of RRE and complying with restrictions on the use of the RRE.

Q 11: How does the Agreement affect the FHLBanks’ capital plans?

A 11: The Agreement requires each FHLBank to submit a capital plan amendment or supplement to the Federal Housing Finance Agency (“FHFA”) incorporating the provisions of the Agreement. Amending the FHLBanks’ capital plans in conjunction with the Agreement is intended to enable the FHFA to take an active role in monitoring compliance with the Agreement.

Q 12: Could an FHLBank transfer other retained earnings to its RRE account?

A 12: No. While the Agreement does permit an FHLBank to allocate more than the required minimum contribution of 20 percent of quarterly net income to RRE, each FHLBank is obligated to allocate at least 20 percent of quarterly net income to RRE until it reaches the RREM, and transfers of other previously retained earnings to the RRE account are not permitted.

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Q 13: Could this Agreement have any effect on the joint and several liability of the FHLBanks for their Consolidated Obligations?

A 13: No. By statute and regulation, the COs of the FHLBanks are the joint and several obligations of all FHLBanks. This Agreement does not impact this joint and several obligation, but it is expected to reduce the likelihood that any FHLBank will be called on to pay another FHLBank’s COs under its provisions.

Q 14: What would happen to the RRE account at each FHLBank in the event that Congress or the FHFA took action to impose further assessments or taxes on the FHLBanks?

A 14: The Gramm-Leach-Bliley Act of 1999 amended Section 6(h) of the Act to provide that the holders of the Class B stock of an FHLBank own the “retained earnings, surplus, undivided profits, and equity reserves, if any” of the FHLBank. Consistent with those statutory provisions, the Agreement reiterates that the rights of the holders of an FHLBank’s Class B stock as owners of the retained earnings, including RRE, remain unchanged. If a future law or regulation establishes any new or increased assessment or tax on FHLBank earnings or capital or further restricts dividends or retained earnings, the Agreement provides that such an event will automatically terminate an FHLBank’s obligation under the Agreement to make allocations to the RRE account, as well as the restrictions on the use of RRE.

Q 15: May an individual FHLBank decide by itself to withdraw from the Agreement after the Agreement goes into effect?

A 15: No.

Q 16: How can the Agreement be terminated?

A 16: There are several ways in which the Agreement can be terminated:

(a) Voluntarily: The Agreement can be voluntarily terminated by an affirmative vote of the Boards of at least two-thirds (2/3) of the then-existing FHLBanks. In this event, the requirement to allocate earnings to the RRE account would cease (with FHFA consent for those FHLBanks for which a capital plan amendment has been approved). However, if termination occurs in this manner, the restrictions on the use of RRE contained in the Agreement will continue in place until such time as an ‘Automatic Termination Event’ (described directly below) occurs, or the FHLBanks unanimously agree to remove such restriction (and the FHFA approves for those FHLBanks for which a capital plan amendment has been approved).

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(b) Automatically: If a change in the Federal Home Loan Bank Act (“Act”), the FHFA’s regulations, or other applicable federal law has the effect of (i) creating any new or higher assessment or taxation on the net income or capital of any FHLBank, or a higher effective RREM for any FHLBank than is specified in the Agreement; or (ii) establishing general restrictions applicable to the payment of dividends by FHLBanks that satisfy all relevant capital standards by (a) requiring a new or higher mandatory allocation of an FHLBank’s quarterly net income to any retained earnings account than the amount specified in the Agreement, or (b) prohibiting the payment of dividends from any portion of an FHLBank’s retained earnings other than from amounts in the RRE account, then each FHLBank’s obligation under the Agreement to make allocations to the RRE account, as well as the restrictions on the use of amounts in the RRE account contained in the Agreement, would terminate automatically.

In addition, in the event that the FHFA does not approve the capital plan amendments anticipated under the Agreement, and two-thirds of the FHLBanks decide to voluntarily terminate the Agreement, then each FHLBank’s obligation under the Agreement to make allocations to the RRE account, as well as the restrictions on the use of amounts in the RRE account contained in the Agreement, would terminate.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This Questions and Answers document contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, including statements related to the potential benefits of the Agreement, the expected maturity of the REFCORP obligation, the expected achievement of the RRE target, and the Agreement’s impact on AHP contributions. These statements are based upon the Bank’s current expectations and speak only as of the date hereof. These statements are identified by the use of forward-looking terminology, such as “intended,” “expected,” “anticipated,” “would,” “could,” “will” and “may” or their negatives or other similar terms. The Bank cautions that by their nature, forward-looking statements involve risks or uncertainties that could cause the Bank’s actual results to differ materially from those expressed or implied in these forward-looking statements, or could affect the extent to which a particular objective, projection, estimate, or prediction is realized. These risks and uncertainties include, but are not limited to, regulatory actions, the Bank’s future operating results and legislative or regulatory changes. As a result, undue reliance should not be placed on such forward-looking statements. The Bank undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances, or any other reason.

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