FAIR VALUE MEASUREMENTS

Note 1 contains information about the fair value hierarchy, descriptions of the valuation methodologies and key inputs used to measure financial assets and liabilities recorded at fair value, as well as a description of the methods and significant assumptions used to estimate fair value disclosures for financial instruments not recorded at fair value in their entirety on a recurring basis.

ASSETS AND LIABLILITIES RECORDED AT FAIR VALUE ON A RECURRING BASIS

The following tables present the recorded amount of assets and liabilities measured at fair value on a recurring basis as of December 31, 2017 and 2016.



(in millions)	Total		Level 1		Level 2		Level 3
December 31, 2017
Trading securities:
Deferred compensation plan assets	$	92	$	92	$	—	$	—
Investment securities available-for-sale:
U.S. Treasury and other U.S. government agency securities	2,727		2,727		—		—
Residential mortgage-backed securities (a)	8,124		—		8,124		—
State and municipal securities	5		—		—		5		(b)
Equity and other non-debt securities	82		38		—		44		(b)
Total investment securities available-for-sale	10,938		2,765		8,124		49
Derivative assets:
Interest rate contracts	57		—		43		14
Energy derivative contracts	93		—		93		—
Foreign exchange contracts	42		—		42		—
Warrants	2		—		—		2
Total derivative assets	194		—		178		16
Total assets at fair value	$	11,224	$	2,857	$	8,302	$	65
Derivative liabilities:
Interest rate contracts	$	59	$	—	$	59	$	—
Energy derivative contracts	91		—		91		—
Foreign exchange contracts	40		—		40		—
Total derivative liabilities	190		—		190		—
Deferred compensation plan liabilities	92		92		—		—
Total liabilities at fair value	$	282	$	92	$	190	$	—


(a)	Issued and/or guaranteed by U.S. government agencies or U.S. government-sponsored enterprises.


(b)	Auction-rate securities.



(in millions)	Total		Level 1		Level 2		Level 3
December 31, 2016
Trading securities:
Deferred compensation plan assets	$	87	$	87	$	—	$	—
Equity and other non-debt securities	1		1		—		—
Total trading securities	88		88		—		—
Investment securities available-for-sale:
U.S. Treasury and other U.S. government agency securities	2,779		2,779		—		—
Residential mortgage-backed securities (a)	7,872		—		7,872		—
State and municipal securities	7		—		—		7		(b)
Equity and other non-debt securities	129		82		—		47		(b)
Total investment securities available-for-sale	10,787		2,861		7,872		54
Derivative assets:
Interest rate contracts	223		—		212		11
Energy derivative contracts	146		—		146		—
Foreign exchange contracts	38		—		38		—
Warrants	3		—		—		3
Total derivative assets	410		—		396		14
Total assets at fair value	$	11,285	$	2,949	$	8,268	$	68
Derivative liabilities:
Interest rate contracts	$	81	$	—	$	81	$	—
Energy derivative contracts	144		—		144		—
Foreign exchange contracts	29		—		29		—
Total derivative liabilities	254		—		254		—
Deferred compensation plan liabilities	87		87		—		—
Total liabilities at fair value	$	341	$	87	$	254	$	—


(a)	Issued and/or guaranteed by U.S. government agencies or U.S. government-sponsored enterprises.


(b)	Auction-rate securities.

There were no transfers of assets or liabilities recorded at fair value on a recurring basis into or out of Level 1, Level 2 and Level 3 fair value measurements during the years ended December 31, 2017 and 2016.

The following table summarizes the changes in Level 3 assets measured at fair value on a recurring basis for the years ended December 31, 2017 and 2016.



			Net Realized/Unrealized Gains (Losses) (Pretax)

	Balance at Beginning of Period		Recorded in Earnings							Recorded in Other Comprehensive Income										Balance at End of Period

(in millions)			Realized			Unrealized								Redemptions			Sales
Year Ended December 31, 2017
Investment securities available-for-sale:
State and municipal securities (a)	$	7	$	—		$	—			$	—			$	(2	)	$	—		$	5
Equity and other non-debt securities (a)	47		—			—				(2		)	(b)	(1		)	—			44
Total investment securities available-for-sale	54		—			—				(2		)	(b)	(3		)	—			49
Derivative assets:
Interest rate contracts	11		—			3			(c)	—				—			—			14
Warrants	3		6		(c)	(1		)	(c)	—				—			(6		)	2
Year Ended December 31, 2016
Investment securities available-for-sale:
State and municipal securities (a)	$	9	$	—		$	—			$	—			$	(2	)	$	—		$	7
Corporate debt securities (a)	1		—			—				—				(1		)	—			—
Equity and other non-debt securities (a)	67		—			—				(1		)	(b)	(19		)	—			47
Total investment securities available-for-sale	77		—			—				(1		)	(b)	(22		)	—			54
Derivative assets:
Interest rate contracts	9		—			2			(c)	—				—			—			11
Warrants	2		6		(c)	1			(c)	—				—			(6		)	3


(a)	Auction-rate securities.


(b)	Recorded in "net unrealized holding losses arising during the period" in other comprehensive income (loss).


(c)	Realized and unrealized gains and losses due to changes in fair value recorded in "other noninterest income" on the consolidated statements of income.

ASSETS AND LIABILITIES RECORDED AT FAIR VALUE ON A NONRECURRING BASIS

The Corporation may be required, from time to time, to record certain assets and liabilities at fair value on a nonrecurring basis. These include assets that are recorded at the lower of cost or fair value, and were recognized at fair value since it was less than cost at the end of the period.

The following table presents assets recorded at fair value on a nonrecurring basis at December 31, 2017 and 2016. No liabilities were recorded at fair value on a nonrecurring basis at December 31, 2017 and 2016.



(in millions)	Level 3
December 31, 2017
Loans:
Commercial	$	111
Commercial mortgage	5
Total assets at fair value	$	116
December 31, 2016
Loans:
Commercial	$	256
Commercial mortgage	15
International	11
Total loans	282
Other real estate	1
Total assets at fair value	$	283

Level 3 assets recorded at fair value on a nonrecurring basis at December 31, 2017 and 2016 included loans for which a specific allowance was established based on the fair value of collateral and other real estate for which fair value of the properties was less than the cost basis. For both asset classes, the unobservable inputs were the additional adjustments applied by management to the appraised values to reflect such factors as non-current appraisals and revisions to estimated time to sell. These adjustments are determined based on qualitative judgments made by management on a case-by-case basis and are not quantifiable inputs, although they are used in the determination of fair value.

ESTIMATED FAIR VALUES OF FINANCIAL INSTRUMENTS NOT RECORDED AT FAIR VALUE ON A RECURRING BASIS

The Corporation typically holds the majority of its financial instruments until maturity and thus does not expect to realize many of the estimated fair value amounts disclosed. The disclosures also do not include estimated fair value amounts for items that are not defined as financial instruments, but which have significant value. These include such items as core deposit intangibles, the future earnings potential of significant customer relationships and the value of trust operations and other fee generating businesses. The Corporation believes the imprecision of an estimate could be significant.

The carrying amount and estimated fair value of financial instruments not recorded at fair value in their entirety on a recurring basis on the Corporation’s consolidated balance sheets are as follows:



	Carrying Amount			Estimated Fair Value
(in millions)				Total			Level 1		Level 2		Level 3
December 31, 2017
Assets
Cash and due from banks	$	1,438		$	1,438		$	1,438	$	—	$	—
Interest-bearing deposits with banks	4,407			4,407			4,407		—		—
Investment securities held-to-maturity	1,266			1,246			—		1,246		—
Loans held-for-sale	4			4			—		4		—
Total loans, net of allowance for loan losses (a)	48,461			48,153			—		—		48,153
Customers’ liability on acceptances outstanding	2			2			2		—		—
Restricted equity investments	207			207			207		—		—
Nonmarketable equity securities (b)	6			9
Liabilities
Demand deposits (noninterest-bearing)	32,071			32,071			—		32,071		—
Interest-bearing deposits	23,667			23,667			—		23,667		—
Customer certificates of deposit	2,165			2,142			—		2,142		—
Total deposits	57,903			57,880			—		57,880		—
Short-term borrowings	10			10			10		—		—
Acceptances outstanding	2			2			2		—		—
Medium- and long-term debt	4,622			4,636			—		4,636		—
Credit-related financial instruments	(67		)	(67		)	—		—		(67		)
December 31, 2016
Assets
Cash and due from banks	$	1,249		$	1,249		$	1,249	$	—	$	—
Interest-bearing deposits with banks	5,969			5,969			5,969		—		—
Investment securities held-to-maturity	1,582			1,576			—		1,576		—
Loans held-for-sale	4			4			—		4		—
Total loans, net of allowance for loan losses (a)	48,358			48,250			—		—		48,250
Customers’ liability on acceptances outstanding	5			5			5		—		—
Restricted equity investments	207			207			207		—		—
Nonmarketable equity securities (b)	11			16
Liabilities
Demand deposits (noninterest-bearing)	31,540			31,540			—		31,540		—
Interest-bearing deposits	24,639			24,639			—		24,639		—
Customer certificates of deposit	2,806			2,731			—		2,731		—
Total deposits	58,985			58,910			—		58,910		—
Short-term borrowings	25			25			25		—		—
Acceptances outstanding	5			5			5		—		—
Medium- and long-term debt	5,160			5,132			—		5,132		—
Credit-related financial instruments	(73		)	(73		)	—		—		(73		)


(a)	Included $116 million and $282 million of impaired loans recorded at fair value on a nonrecurring basis at December 31, 2017 and 2016, respectively.


(b)	Certain investments that are measured at fair value using the net asset value have not been classified in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the consolidated balance sheets.