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): October 29, 2013

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	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
8500 Freeport Parkway South, Suite 600, Irving, Texas		75063-2547
____________________________ (Address of principal executive offices)		___________ (Zip Code)

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

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))

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Item 2.02 Results of Operations and Financial Condition.

On October 29, 2013, the Federal Home Loan Bank of Dallas issued a press release disclosing information regarding its financial condition at September 30, 2013 and its results of operations for the quarter and nine months ended September 30, 2013. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1. The information contained in this Item 2.02 and Exhibit 99.1 attached hereto is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

Exhibits

99.1 Press release dated October 29, 2013 disclosing financial information regarding the quarter and nine months ended September 30, 2013.

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
October 29, 2013	By:	/s/ Tom Lewis
		Name: Tom Lewis
		Title: Senior Vice President and Chief Accounting Officer

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Exhibit Index

Exhibit No.	Description
99.1	Press release dated October 29, 2013 disclosing financial information regarding the quarter and nine months ended September 30, 2013.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

October 29, 2013

Contact:

Corporate Communications

Federal Home Loan Bank of Dallas

www.fhlb.com

(214) 441-8445

Federal Home Loan Bank of Dallas

Reports Third Quarter Operating Results

DALLAS, TEXAS, October 29, 2013 - The Federal Home Loan Bank of Dallas (Bank) today reported net income of $29.5 million for the quarter ended September 30, 2013. For the nine months ended September 30, 2013, the Bank reported net income of $69.7 million.

Total assets at September 30, 2013 were $31.3 billion, compared with $32.7 billion at June 30, 2013and$35.8 billion at December 31, 2012. The $1.4 billion decrease in total assets for the third quarter was attributable primarily to a $1.8 billion decline in the Bank's advances offset in part by a $0.3 billion increase in its long-term investment securities portfolio. For the nine-month period ended September 30, 2013, the $4.5 billion decrease in total assets was largely attributable to declines in the Bank’s short-term liquidity portfolio ($2.3 billion), advances ($1.8 billion) and long-term investment securities portfolio ($0.3 billion).

Advances totaled $16.6 billion at September 30, 2013, compared with $18.4 billion at both June 30, 2013 and December 31, 2012. The Bank's lending activities generally remained subdued during the first nine months of the year due largely to high deposit levels and weak demand for loans at member institutions.

The Bank's long-term held-to-maturity securities portfolio, which is comprised substantially of U.S. agency mortgage-backed securities (MBS), totaled $5.2 billion at September 30, 2013, compared with $4.9 billion at June 30, 2013 and$5.2 billion at December 31, 2012. The unpaid principal balance of the Bank’s investments in non-agency (private-label) residential MBS (RMBS), all of which are classified as held-to-maturity, totaled $220.6 million at September 30, 2013, compared with $232.6 million at June 30, 2013 and $255.6 million at December 31, 2012. The Bank's long-term available-for-sale securities portfolio, which is comprised entirely of U.S. agency and other highly rated debentures, totaled $5.5 billion at September 30, 2013, compared with $5.5 billion at June 30, 2013 and $5.8 billion at December 31, 2012. The Bank's short-term liquidity portfolio (comprised of non-interest bearing excess cash balances, overnight federal funds sold, overnight reverse repurchase agreements and U.S. Treasury Bills) totaled $3.8 billion at September 30, 2013, compared with $3.6 billion at June 30, 2013 and $6.1 billion at December 31, 2012.

The Bank's retained earnings increased to $638.4 million at September 30, 2013, from $609.9 million at June 30, 2013 and $571.9 million at December 31, 2012. On September 30, 2013, a dividend of $1.0 million was paid to the Bank's shareholders. Accumulated other comprehensive loss attributable to the non-credit portion of previous other-than-temporary impairment losses on the Bank's non-agency RMBS holdings declined from $37.3 million at June 30, 2013 and $41.4 million at December 31, 2012 to $35.3

million at September 30, 2013. Accumulated other comprehensive income (loss) attributable to net unrealized gains (losses) on the Bank's available-for-sale securities portfolio totaled ($2.8 million), $3.0 million and $22.5 million as of September 30, 2013, June 30, 2013 and December 31, 2012, respectively.

Additional selected financial data as of and for the quarter and nine months ended September 30, 2013 is set forth below. Further discussion and analysis regarding the Bank's third quarter and year-to-date results will be included in its Form 10-Q for the quarterly period ended September 30, 2013 to be filed with the Securities and Exchange Commission.

About the Federal Home Loan Bank of Dallas

The Federal Home Loan Bank of Dallas is one of 12 district banks in the FHLBank System created by Congress in 1932. The Bank is a member-owned cooperative that supports housing and community development by providing competitively priced loans (known as advances) and other credit products to approximately 900 members and associated institutions in Arkansas, Louisiana, Mississippi, New Mexico and Texas. For more information, visit the Bank's website at fhlb.com.

Federal Home Loan Bank of Dallas

Selected Financial Data

As of and For the Three and Nine Months Ended September 30, 2013

(Unaudited, in thousands)

	September 30, 2013			June 30, 2013			December 31, 2012
Selected Statement of Condition Data:
Assets
Investments (1)	$	13,584,875		$	12,216,642		$	16,198,823
Advances	16,634,235			18,354,152			18,394,797
Mortgage loans held for portfolio, net	96,263			104,378			121,478
Cash and other assets	1,004,451			2,008,181			1,040,231
Total assets	$	31,319,824		$	32,683,353		$	35,755,329
Liabilities
Consolidated obligations
Discount notes	$	6,513,829		$	7,569,453		$	6,984,378
Bonds	22,041,996			22,164,449			25,697,936
Total consolidated obligations	28,555,825			29,733,902			32,682,314
Mandatorily redeemable capital stock	30,086			4,229			4,504
Other liabilities	992,993			1,212,408			1,297,877
Total liabilities	29,578,904			30,950,539			33,984,695
Capital
Capital stock — putable	1,140,171			1,156,781			1,216,986
Retained earnings	638,406			609,901			571,893
Total accumulated other comprehensive income (loss)	(37,657		)	(33,868		)	(18,245		)
Total capital	1,740,920			1,732,814			1,770,634
Total liabilities and capital	$	31,319,824		$	32,683,353		$	35,755,329
Total regulatory capital (2)	$	1,808,663		$	1,770,911		$	1,793,383

	For the Three Months Ended September 30, 2013		For the Nine Months Ended September 30, 2013
Selected Statement of Income Data:
Net interest income	$	42,359	$	113,674
Other income	7,559		16,271
Other expense	17,104		52,462
AHP assessment	3,282		7,750
Net income	$	29,532	$	69,733

(1) Investments consist of interest-bearing deposits, securities purchased under agreements to resell, federal funds sold, trading securities, available-for-sale securities and held-to-maturity securities.

(2) As of September 30, 2013, June 30, 2013 and December 31, 2012, total regulatory capital represented 5.77 percent, 5.42 percent and 5.02 percent, respectively, of total assets as of those dates.

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