Fair Value Election and Measurement (Tables)

6 Months Ended

Jun. 30, 2012

Assets and Liabilities Measured at Fair Value on a Recurring Basis



				Fair Value Measurements at June 30, 2012 Using
(Dollars in millions)	Assets/Liabilities			Quoted Prices In Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Trading assets:
U.S. Treasury securities		$125			$125		$—		$—
Federal agency securities	521			—		521		—
U.S. states and political subdivisions	58			—		58		—
MBS - agency	371			—		371		—
MBS - private	1			—		—		1
CDO/CLO securities	45			—		2		43
ABS	37			—		32		5
Corporate and other debt securities	560			—		560		—
CP	113			—		113		—
Equity securities	91			91		—		—
Derivative contracts	3,127			208		2,919		—
Trading loans	2,215			—		2,215		—
Gross trading assets	7,264			424		6,791		49
Offsetting collateral ¹	(937		)
Total trading assets	6,327
Securities AFS:
U.S. Treasury securities	224			224		—		—
Federal agency securities	1,783			—		1,783		—
U.S. states and political subdivisions	372			—		317		55
MBS - agency	18,110			—		18,110		—
MBS - private	208			—		—		208
ABS	348			—		331		17
Corporate and other debt securities	45			—		40		5
Coke common stock	2,346			2,346		—		—
Other equity securities ²	973			116		—		857
Total securities AFS	24,409			2,686		20,581		1,142
LHFS:
Residential loans	2,618			—		2,616		2
Corporate and other loans	322			—		322		—
Total LHFS	2,940			—		2,938		2
LHFI	406			—		—		406
MSRs	865			—		—		865
Other assets ³	552			2		415		135
Liabilities
Trading liabilities:
U.S. Treasury securities	330			330		—		—
Corporate and other debt securities	301			—		301		—
Equity securities	22			22		—		—
Derivative contracts	2,337			—		1,988		349
Gross trading liabilities	2,990			352		2,289		349
Offsetting collateral ¹	(1,208		)
Total trading liabilities	1,782
Brokered time deposits	914			—		914		—
Long-term debt	2,010			—		2,010		—
Other liabilities ^3,4	109			1		82		26

¹Amount represents the cash collateral received from or deposited with derivative counterparties. Amount is offset with derivatives in the Consolidated Balance Sheets as of June 30, 2012.

²Includes at cost, $455 million of FHLB of Atlanta stock, $401 million of Federal Reserve Bank stock, and $116 million in mutual fund investments.

³These amounts include IRLCs and derivative financial instruments entered into by the Mortgage line of business to hedge its interest rate risk.

⁴These amounts include the derivative associated with the Company's sale of Visa shares during the year ended December 31, 2009, certain CDS, and the contingent consideration obligation related to an acquisition.



				Fair Value Measurements at December 31, 2011 Using
(Dollars in millions)	Assets/Liabilities			Quoted Prices In Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets
Trading assets:
U.S. Treasury securities		$144			$144		$—		$—
Federal agency securities	478			—		478		—
U.S. states and political subdivisions	54			—		54		—
MBS - agency	412			—		412		—
MBS - private	1			—		—		1
CDO/CLO securities	45			—		2		43
ABS	37			—		32		5
Corporate and other debt securities	344			—		344		—
CP	229			—		229		—
Equity securities	91			91		—		—
Derivative contracts	3,444			306		3,138		—
Trading loans	2,030			—		2,030		—
Gross trading assets	7,309			541		6,719		49
Offsetting collateral ¹	(1,030		)
Total trading assets	6,279
Securities AFS:
U.S. Treasury securities	694			694		—		—
Federal agency securities	1,932			—		1,932		—
U.S. states and political subdivisions	454			—		396		58
MBS - agency	21,223			—		21,223		—
MBS - private	221			—		—		221
CDO/CLO securities	50			—		50		—
ABS	464			—		448		16
Corporate and other debt securities	51			—		46		5
Coke common stock	2,099			2,099		—		—
Other equity securities ²	929			188		—		741
Total securities AFS	28,117			2,981		24,095		1,041
LHFS:
Residential loans	1,826			—		1,825		1
Corporate and other loans	315			—		315		—
Total LHFS	2,141			—		2,140		1
LHFI	433			—		—		433
MSRs	921			—		—		921
Other assets ³	554			7		463		84
Liabilities
Trading liabilities:
U.S. Treasury securities	569			569		—		—
Corporate and other debt securities	77			—		77		—
Equity securities	37			37		—		—
Derivative contracts	2,293			174		1,930		189
Gross trading liabilities	2,976			780		2,007		189
Offsetting collateral ¹	(1,170		)
Total trading liabilities	1,806
Brokered time deposits	1,018			—		1,018		—
Long-term debt	1,997			—		1,997		—
Other liabilities ^3,4	84			1		61		22

¹Amount represents the cash collateral received from or deposited with derivative counterparties. Amount is offset with derivatives in the Consolidated Balance Sheets as of December 31, 2011.

²Includes at cost, $342 million of FHLB of Atlanta stock, $398 million of Federal Reserve Bank stock, and $187 million in mutual fund investments.

³These amounts include IRLCs and derivative financial instruments entered into by the Mortgage line of business to hedge its interest rate risk.

⁴These amounts include the derivative associated with the Company's sale of Visa shares during the year ended December 31, 2009.

Fair Value Option Elected, Difference Between the Aggregate Fair Value and the Aggregate Unpaid Principal Balance



(Dollars in millions)	Aggregate Fair Value June 30, 2012		Aggregate Unpaid Principal Balance under FVO June 30, 2012		Fair Value Over/(Under) Unpaid Principal
Trading loans		$2,215		$2,197		$18
LHFS	2,939		2,819		120
Nonaccrual loans	1		8		(7		)
LHFI	386		407		(21		)
Past due loans of 90 days or more	1		2		(1		)
Nonaccrual loans	19		42		(23		)
Brokered time deposits	914		914		—
Long-term debt	2,010		1,900		110
(Dollars in millions)	Aggregate Fair Value December 31, 2011		Aggregate Unpaid Principal Balance under FVO December 31, 2011		Fair Value Over/(Under) Unpaid Principal
Trading loans		$2,030		$2,010		$20
LHFS	2,139		2,077		62
Past due loans of 90 days or more	1		1		—
Nonaccrual loans	1		8		(7		)
LHFI	407		439		(32		)
Past due loans of 90 days or more	1		2		(1		)
Nonaccrual loans	25		48		(23		)
Brokered time deposits	1,018		1,011		7
Long-term debt	1,997		1,901		96

Change in Fair Value of Financial Instruments for which the FVO has been Elected



	Fair Value Gain/(Loss) for the Three Months Ended June 30, 2012, for Items Measured at Fair Value Pursuant to Election of the FVO											Fair Value Gain/(Loss) for the Six Months Ended June 30, 2012, for Items Measured at Fair Value Pursuant to Election of the FVO
(Dollars in millions)	Trading income			Mortgage Production Related Income ¹		Mortgage Servicing Related Income			Total Changes in Fair Values Included in Current- Period Earnings ²			Trading income			Mortgage Production Related Income ¹		Mortgage Servicing Related Income			Total Changes in Fair Values Included in Current- Period Earnings ²
Assets
Trading loans		$8			$—		$—			$8			$16			$—		$—			$16
LHFS	(2		)	248		—			246			5			403		—			408
LHFI	1			5		—			6			1			2		—			3
MSRs	—			20		(281		)	(261		)	—			30		(214		)	(184		)
Liabilities
Brokered time deposits	7			—		—			7			7			—		—			7
Long-term debt	(10		)	—		—			(10		)	(14		)	—		—			(14		)

¹For the three and six months ended June 30, 2012, income related to LHFS includes $58 million and $131 million, respectively, related to MSRs recognized upon the sale of loans reported at fair value. For the three and six months ended June 30, 2012, income related to MSRs includes $20 million and $30 million, respectively, of MSRs recognized upon the sale of loans reported at LOCOM.

²Changes in fair value for the three and six months ended June 30, 2012 exclude accrued interest for the period then ended. Interest income or interest expense on trading loans, LHFS, LHFI, brokered time deposits, and long-term debt that have been elected to be carried at fair value are recorded in interest income or interest expense in the Consolidated Statements of Income.



	Fair Value Gain/(Loss) for the Three Months Ended June 30, 2011, for Items Measured at Fair Value Pursuant to Election of the FVO											Fair Value Gain/(Loss) for the Six Months Ended June 30, 2011, for Items Measured at Fair Value Pursuant to Election of the FVO
(Dollars in millions)	Trading income			Mortgage Production Related Income ¹		Mortgage Servicing Related Income			Total Changes in Fair Values Included in Current Period Earnings ²			Trading income			Mortgage Production Related Income ¹			Mortgage Servicing Related Income			Total Changes in Fair Values Included in Current Period Earnings ²
Assets
Trading loans		$5			$—		$—			$5			$12			$—			$—			$12
LHFS	(4		)	119		—			115			(2		)	149			—			147
LHFI	—			—		—			—			3			(4		)	—			(1		)
MSRs	—			2		(162		)	(160		)	—			4			(145		)	(141		)
Liabilities
Brokered time deposits	8			—		—			8			(3		)	—			—			(3		)
Long-term debt	(21		)	—		—			(21		)	(38		)	—			—			(38		)

¹For the three and six months ended June 30, 2011, income related to LHFS includes $46 million and $132 million related to MSRs recognized upon the sale of loans reported at fair value. For the three and six months ended June 30, 2011, income related to MSRs includes $2 million and $4 million of MSRs recognized upon the sale of loans reported at LOCOM. These MSRs are included in the table since the Company elected to report MSRs recognized in 2009 and beyond using the fair value method. Previously, MSRs were reported under the amortized cost method.

²Changes in fair value for the three and six months ended June 30, 2011 exclude accrued interest for the period then ended. Interest income or interest expense on trading loans, LHFS, LHFI, brokered time deposits, and long-term debt that have been elected to be carried at fair value are recorded in interest income or interest expense in the Consolidated Statements of Income.

Fair Value Level 3 Significant Unobservable Input Assumptions [Table Text Block]



	Level 3 Significant Unobservable Input Assumptions
(Dollars in millions)	Fair value June 30, 2012			Valuation Technique	Unobservable Input¹	Range (weighted average)
Assets:
Trading assets:
MBS - private		$1		Third party pricing	N/A
CDO/CLO securities	43			Matrix pricing	Indicative pricing based on overcollateralization ratio	23-37 (32)
CDO/CLO securities	43			Matrix pricing	Estimated collateral losses	37-52% (43%)
ABS	5			Matrix pricing	Indicative pricing	45 (45)
Securities AFS:
U.S. states and political subdivisions	55			Matrix pricing	Indicative pricing	72-115 (89)
MBS - private	208			Third party pricing	N/A
ABS	17			Third party pricing	N/A
Corporate and other debt securities	5			Cost	N/A
Other equity securities	857			Cost	N/A
Residential LHFS	2			Monte Carlo/Discounted cash flow	Option adjusted spread	(10)-275 bps (94 bps)
					Conditional prepayment rate	0-36% (23%)
					Conditional default rate	0-25% (7%)
LHFI	386			Monte Carlo/Discounted cash flow	Option adjusted spread	(10)-275 bps (94 bps)
					Conditional prepayment rate	0-36% (23%)
					Conditional default rate	0-25% (7%)
	20			Collateral based pricing	Appraised value	NM²
MSRs	865			Discounted cash flow	Conditional prepayment rate	8-33% (20%)
MSRs	865			Discounted cash flow	Discount rate	8-28% (11%)
Other assets/(liabilities), net³	135			Internal model	Pull through rate	1-99% (62%)
Other assets/(liabilities), net³	135			Internal model	MSR value	2-200bps (104 bps)
	(23		)	Internal model	Loan production volume	0-150% (92%)
Liabilities
Derivative contracts	349			Counterparty pricing	N/A

¹For certain assets and liabilities that the Company utilizes third party pricing, the unobservable inputs and their ranges are not reasonably available to the Company; and therefore, have been noted as "N/A."

²Not meaningful.

³Input assumptions relate to the Company's IRLCs and the contingent consideration obligation related to an acquisition. Excludes $3 million of Other Liabilities. Refer to Note 11, "Reinsurance Arrangements and Guarantees," for additional information.

Reconciliation of the Beginning and Ending Balances for Fair Valued Assets and Liabilities Measured on a Recurring Basis Using Significant Unobservable Inputs



	Fair Value Measurements Using Significant Unobservable Inputs
(Dollars in millions)	Beginning balance April 1, 2012			Included in earnings				OCI				Purchases			Sales		Settlements			Transfers to/from other balance sheet line items			Transfers into Level 3		Transfers out of Level 3			Fair value June 30, 2012			Included in earnings (held at June 30, 2012) ¹
Assets
Trading assets:
MBS - private		$1			$—				$—				$—			$—		$—			$—			$—		$—			$1			$—
CDO/CLO securities	43			—				—				—			—		—			—			—		—			43			—
ABS	5			—				—				—			—		—			—			—		—			5			—
Total trading assets	49			—				—				—			—		—			—			—		—			49			—
Securities AFS:
U.S. states and political subdivisions	57			—				—				—			—		(2		)	—			—		—			55			—
MBS - private	216			(1		)		4				—			—		(11		)	—			—		—			208			(1		)
ABS	17			—				1				—			—		(1		)	—			—		—			17			—
Corporate and other debt securities	5			—				—				2			—		(2		)	—			—		—			5			—
Other equity securities	831			—				—				72			—		(46		)	—			—		—			857			—
Total securities AFS	1,126			(1		)	²	5				74			—		(62		)	—			—		—			1,142			(1		)	²
LHFS:
Residential loans	4			—				—				—			—		—			(2		)	1		(1		)	2			—
LHFI	413			5			³	—				—			—		(14		)	1			1		—			406			—
Other assets/(liabilities), net	91			258			⁴	—				(23		)	—		1			(218		)	—		—			109			—
Liabilities
Derivative contracts	(246		)	—				(103		)	⁶	—			—		—			—			—		—			(349		)	—



	Fair Value Measurements Using Significant Unobservable Inputs
(Dollars in millions)	Beginning balance January 1, 2012			Included in earnings				OCI				Purchases			Sales			Settlements			Transfers to/from other balance sheet line items			Transfers into Level 3		Transfers out of Level 3			Fair value June 30, 2012			Included in earnings (held at June 30, 2012) ¹
Assets
Trading assets:
MBS - private		$1			$—				$—				$—			$—			$—			$—			$—		$—			$1			$—
CDO/CLO securities	43			—				—				—			—			—			—			—		—			43			(1		)
ABS	5			—				—				—			—			—			—			—		—			5			—
Total trading assets	49			—				—				—			—			—			—			—		—			49			(1		)	⁵
Securities AFS:
U.S. states and political subdivisions	58			—				(1		)		—			—			(2		)	—			—		—			55			—
MBS - private	221			(4		)		14				—			—			(23		)	—			—		—			208			(4		)
ABS	16			—				2				—			—			(1		)	—			—		—			17			—
Corporate and other debt securities	5			—				—				2			—			(2		)	—			—		—			5			—
Other equity securities	741			—				—				162			—			(46		)	—			—		—			857			—
Total securities AFS	1,041			(4		)	²	15				164			—			(74		)	—			—		—			1,142			(4		)	²
LHFS:
Residential loans	1			—				—				—			(1		)	—			3			4		(5		)	2			—
LHFI	433			1			³	—				—			—			(26		)	(5		)	3		—			406			1			³
Other assets/(liabilities), net	62			438			⁴	—				(23		)	—			22			(390		)	—		—			109			—
Liabilities
Derivative contracts	(189		)	1			⁵	(161		)	⁶	—			—			—			—			—		—			(349		)	1			⁵

¹ Change in unrealized gains/(losses) included in earnings during the period related to financial assets still held at June 30, 2012.

² Amounts included in earnings are recorded in net securities gains.

³ Amounts are generally included in mortgage production related income; however, the mark on certain fair value loans is included in trading income.

⁴ Amounts included in earnings are net of issuances, fair value changes, and expirations and are recorded in mortgage production related income.

⁵Amounts included in earnings are recorded in trading income.

⁶Amount recorded in OCI is the effective portion of the cash flow hedges related to the Company’s probable forecasted sale of its shares of Coke common stock as discussed in Note 10, “Derivative Financial Instruments.”



	Fair Value Measurements Using Significant Unobservable Inputs
(Dollars in millions)	Beginning balance April 1, 2011			Included in earnings				OCI				Sales			Settlements			Transfers to/from other balance sheet line items			Transfers into Level 3		Transfers out of Level 3			Fair value June 30, 2011			Included in earnings (held at June 30, 2011) ¹
Assets
Trading assets:
MBS - private		$2			$—				$—				$—			$—			$—			$—		$—			$2			$—
CDO/CLO securities	42			—				—				—			—			—			—		—			42			—
ABS	5			—				—				—			—			—			—		—			5			—
Equity securities	56			4				—				—			(47		)	—			—		—			13			—
Total trading assets	105			4			²	—				—			(47		)	—			—		—			62			—
Securities AFS:
U.S. states and political subdivisions	73			—				—				—			(5		)	—			—		—			68			—
MBS - private	338			(1		)		(7		)		—			(19		)	—			—		—			311			1
ABS	20			—				—				—			(1		)	—			—		—			19			—
Corporate and other debt securities	5			—				—				—			—			—			—		—			5			—
Other equity securities	690			—				—				—			(93		)	—			—		—			597			—
Total securities AFS	1,126			(1		)	³	(7		)		—			(118		)	—			—		—			1,000			1			³
LHFS:
Residential loans	17			1			⁶	—				(12		)	—			(7		)	5		(1		)	3			—
LHFI	457			1			⁵	—				—			(11		)	2			—		—			449			(1		)	⁵
Other assets/(liabilities), net	(2		)	48			⁶	—				—			6			(40		)	—		—			12			—
Liabilities
Derivative contracts	(161		)	1			²	6			⁷	—			—			—			—		—			(154		)	—



	Fair Value Measurements Using Significant Unobservable Inputs
(Dollars in millions)	Beginning balance January 1, 2011			Included in earnings				OCI				Sales			Settlements			Transfers to/from other balance sheet line items			Transfers into Level 3		Transfers out of Level 3			Fair value June 30, 2011			Included in earnings (held at June 30, 2011) ¹
Assets
Trading assets:
MBS - private		$6			$2				$—				($5	)		($1	)		$—			$—		$—			$2			$—
CDO/CLO securities	53			31				—				(21		)	(1		)	(20		)	—		—			42			15
ABS	27			9				—				(31		)	—			—			—		—			5			2
Equity securities	123			12				—				—			(122		)	—			—		—			13			—
Total trading assets	209			54			²	—				(57		)	(124		)	(20		)	—		—			62			17			²
Securities AFS:
U.S. states and political subdivisions	74			1				—				—			(7		)	—			—		—			68			—
MBS - private	347			(3		)		9				—			(42		)	—			—		—			311			(3		)
ABS	20			—				1				—			(2		)	—			—		—			19			—
Corporate and other debt securities	5			—				—				—			—			—			—		—			5			—
Other equity securities	690			—				—				—			(93		)	—			—		—			597			—
Total securities AFS	1,136			(2		)	³	10				—			(144		)	—			—		—			1,000			(3		)	³
LHFS:
Residential loans	2			—				—				(14		)	(1		)	2			16		(2		)	3			—
Corporate and other loans	5			(1		)	⁴	—				—			—			(4		)	—		—			—			—
LHFI	492			—				—				—			(34		)	(9		)	—		—			449			(3		)	⁵
Other assets/(liabilities), net	(24		)	84			⁶	—				—			6			(54		)	—		—			12			—
Liabilities
Derivative contracts	(145		)	1			²	(10		)	⁷	—			—			—			—		—			(154		)	—

¹ Change in unrealized gains/(losses) included in earnings for the period related to financial assets still held at June 30, 2011.

² Amounts included in earnings are recorded in trading income.

³Amounts included in earnings are recorded in net securities gains.

⁴ Amounts included in earnings are recorded in other noninterest income.

⁵ Amounts are generally included in mortgage production related income, however, the mark on certain fair value loans is included in trading income.

⁶Amounts included in earnings are net of issuances, fair value changes, and expirations and are recorded in mortgage production related income.

⁷ Amount recorded in OCI is the effective portion of the cash flow hedges related to the Company’s probable forecasted sale of its shares of Coke common stock as discussed in Note 10, “Derivative Financial Instruments.”

Change in Carrying Value of Assets Measured at Fair Value on a Non-Recurring Basis



			Fair Value Measurement at June 30, 2012, Using
(Dollars in millions)	Net Carrying Value		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Valuation Allowance			Gains/(Losses) for the Three Months Ended June 30, 2012			Gains/(Losses) for the Six Months Ended June 30, 2012
LHFS		$17		$—		$17		$—		$—			$—			$—
LHFI	49		—		—		49		3			—			—
OREO	331		—		260		71		(136		)	—			3
Other Assets	92		—		21		71		(60		)	(6		)	(12		)

			Fair Value Measurement at December 31, 2011, Using
(Dollars in millions)	Net Carrying Value		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Valuation Allowance			Gains/(Losses) for the Year Ended December 31, 2011
LHFS		$212		$—		$108		$104		$—			$—
LHFI	72		—		—		72		(7		)	—
OREO	479		—		372		107		(127		)	(9		)
Affordable Housing	324		—		—		324		—			(10		)
Other Assets	45		—		24		21		(20		)	(17		)

Carrying Amounts and Fair Values of the Company's Financial Instruments



	June 30, 2012				Fair Value Measurement Using
(Dollars in millions)	Carrying Amount		Fair Value		Quoted Prices In Active Markets for Identical Assets/Liabilities (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Financial assets
Cash and cash equivalents		$6,739		$6,739		$6,739		$—		$—	(a)
Trading assets	6,327		6,327		424		5,854		49		(b)
Securities AFS	24,409		24,409		2,686		20,581		1,142		(b)
LHFS	3,123		3,127		—		3,072		55		(c)
LHFI, net	122,260		118,403		—		4,941		113,462		(d)
Financial liabilities
Consumer and commercial deposits		$126,145		$126,456		$—		$126,456		$—	(e)
Brokered time deposits	2,208		2,227		—		2,227		—		(f)
Foreign deposits	50		50		—		50		—		(f)
Short-term borrowings	9,528		9,528		—		9,528		—		(f)
Long-term debt	13,076		12,856		—		11,116		1,740		(f)
Trading liabilities	1,782		1,782		352		1,081		349		(b)



	December 31, 2011
(Dollars in millions)	Carrying Amount		Fair Value
Financial assets
Cash and cash equivalents		$4,509		$4,509	(a)
Trading assets	6,279		6,279		(b)
Securities AFS	28,117		28,117		(b)
LHFS	2,353		2,355		(c)
LHFI, net	120,038		115,685		(d)
Financial liabilities
Consumer and commercial deposits		$125,611		$125,963	(e)
Brokered time deposits	2,281		2,289		(f)
Foreign deposits	30		30		(f)
Short-term borrowings	11,466		11,466		(f)
Long-term debt	10,908		10,515		(f)
Trading liabilities	1,806		1,806		(b)

The following methods and assumptions were used by the Company in estimating the fair value of financial instruments:


(a)	Cash and cash equivalents are valued at their carrying amounts reported in the balance sheet, which are reasonable estimates of fair value due to the relatively short period to maturity of the instruments.


(b)	Securities AFS, trading assets, and trading liabilities that are classified as level 1 are valued based on quoted market prices. For those instruments classified as level 2 or 3, refer to the respective valuation discussions within this footnote.

(c)

LHFS are generally valued based on observable current market prices or, if quoted market prices are not available, on quoted market prices of similar instruments. Refer to the LHFS section within this footnote for further discussion of the LHFS carried at fair value. In instances when significant valuation assumptions are not readily observable in the market, instruments are valued based on the best available data to approximate fair value. This data may be internally-developed and considers risk premiums that a market participant would require under then-current market conditions.

(d)

LHFI fair values are based on a hypothetical exit price, which does not represent the estimated intrinsic value of the loan if held for investment. The assumptions used are expected to approximate those that a market participant purchasing the loans would use to value the loans, including a market risk premium and liquidity discount. Estimating the fair value of the loan portfolio when loan sales and trading markets are illiquid, or for certain loan types, nonexistent, requires significant judgment. Therefore, the estimated fair value can vary significantly depending on a market participant’s ultimate considerations and assumptions. The final value yields a market participant’s expected return on investment that is indicative of the current market conditions, but it does not take into consideration the Company’s estimated value from continuing to hold these loans or its lack of willingness to transact at these estimated values. Level 2 LHFI consist of agency mortgage loans for which the Company has obtained a guarantee from Fannie Mae in the form of a long term standby commitment. These agency mortgage loans are priced using current market pricing for similar securities adjusted for servicing value and market and credit risk. Additionally, the Company classifies widely syndicated commercial leveraged loans as level 2 in the fair value hierarchy as the loans, or similar loans, are traded in an active market and pricing is readily available from a third-party pricing service.

The Company estimated fair value for the remaining LHFI based on estimated future cash flows discounted, initially, at current origination rates for loans with similar terms and credit quality, which derived an estimated value of 101% and 100% on the loan portfolio’s net carrying value as of June 30, 2012 and December 31, 2011, respectively. The value derived from origination rates likely does not represent an exit price; therefore, an incremental market risk and liquidity discount was subtracted from the initial value as of June 30, 2012 and December 31, 2011, respectively. The discounted value is a function of a market participant’s required yield in the current environment and is not a reflection of the expected cumulative losses on the loans. Loan prepayments are used to adjust future cash flows based on historical experience and prepayment model forecasts. The value of related accrued interest on loans approximates fair value; however, it is not included in the carrying amount or fair value of loans. The value of long-term customer relationships is not permitted under current U.S. GAAP to be included in the estimated fair value.

(e)

Deposit liabilities with no defined maturity such as DDAs, NOW/money market accounts, and savings accounts have a fair value equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). Fair values for CDs are estimated using a discounted cash flow calculation that applies current interest rates to a schedule of aggregated expected maturities. The assumptions used in the discounted cash flow analysis are expected to approximate those that market participants would use in valuing deposits. The value of long-term relationships with depositors is not taken into account in estimating fair values.

(f)

Fair values for foreign deposits, certain brokered time deposits, short-term borrowings, and certain long-term debt are based on quoted market prices for similar instruments or estimated using discounted cash flow analysis and the Company’s current incremental borrowing rates for similar types of instruments. For brokered time deposits and long-term debt that the Company carries at fair value, refer to the respective valuation sections within this footnote. For Level 3 debt, the terms are unique in nature or there are otherwise no similar instruments than can be used to value the instrument without using significant unobservable assumptions. In this situation, we look at current borrowing rates along with the collateral levels that secure the debt when determining an appropriate fair value adjustment.

- Definition

Tabular disclosure of the total amount of gains or losses for the period which are included in earnings or resulted in a change to net assets which gains or losses have arisen from the use of significant unobservable inputs (Level 3) to measure the fair value of assets and liabilities. Such gains or losses are attributable to the change in unrealized gains or losses relating to those assets and liabilities so valued which are still held at the reporting date and which change are also considered for disclosure; it may be expected that a description of where those unrealized gains or losses are reported in the statement of income or the statement of financial position would also be disclosed.

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- Definition

Tabular disclosure of assets and liabilities by class, including [financial] instruments measured at fair value that are classified in stockholders' equity, if any, that are measured at fair value on a nonrecurring basis in periods after initial recognition (for example, impaired assets). The disclosures that may be required or desired include: (a) the fair value measurements recorded during the period and the reasons for the measurements and (b) the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets or liabilities (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3). Where the quoted price in an active market for the identical liability is not available, the Level 1 input is the quoted price of an identical liability when traded as an asset.

+ References+ Details

- Definition

Tabular disclosure of the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments, assets, and liabilities. Such certain disclosures about the financial instruments, assets, and liabilities include: (1) the fair value of the required items together with their carrying amounts (as appropriate) and (2) the methodology and assumptions used in developing such estimates of fair value.

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- Definition

Tabular disclosure of the fair value measurement of assets and liabilities which includes [financial] instruments measured at fair value that are classified in stockholders' equity. Such assets and liabilities may be measured on a recurring or nonrecurring basis. The disclosures which may be required or desired include: (1) for assets and liabilities measured on a recurring basis, disclosure may include: (a) the fair value measurements at the reporting date; (b) the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets or liabilities (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3); (c) for fair value measurements using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (i) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets), and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (ii) purchases, sales, issuances, and settlements (net); (iii) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs); (d) the amount of the total gains or losses for the period in subparagraph (c) (i) above included in earnings (or changes in net assets) that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date and a description of where those unrealized gains or losses are reported in the statement of income (or activities); (e) the valuation technique(s) used to measure fair value and a discussion of changes in valuation techniques, if any, during the period and (2) for assets and liabilities that are measured at fair value on a nonrecurring basis (for example, impaired assets) disclosure may include, in addition to (a) above: (a) the reasons for the fair value measurements recorded; (b) the same as (b) above; (c) for fair value measurements using significant unobservable inputs (Level 3), a description of the inputs and the information used to develop the inputs; and (d) the valuation technique(s) used to measure fair value and a discussion of changes, if any, in the valuation technique(s) used to measure similar assets and/or liabilities in prior periods. Where the quoted price in an active market for the identical liability is not available, the Level 1 input is the quoted price of an identical liability when traded as an asset.

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- Definition

Tabular disclosure of the application of the fair value option for measurement and reporting of eligible financial assets and liabilities (as defined), as well as certain other eligible items (as defined) included in the statement of financial position, whether such option is elected for a single eligible item or a group of similar eligible items and is in addition to other disclosures concerning fair value which the company may be required to provide. Such disclosure might be expected to include: (1) for items included in the statement of financial position: (a) the reasons for electing a fair value option for each eligible item or group of similar eligible items and (b) if the fair value option is elected for some but not all eligible items within a group of similar eligible items: (i) a description of those similar items and the reasons for partial election and (ii) information of how the group of similar items relates to individual balance sheet line items; (c) for each line item in the statement of financial position that includes an item or items for which the fair value option has been elected, information of how each line item in the statement of financial position relates to major categories of assets and liabilities presented in accordance with other fair value disclosures; (2) for items included in the income statement: (a) a description of how interest and dividends are measured and where they are reported in the income statement; (b) how the gains or losses attributable to changes in instrument-specific credit risk were determined; (c) for liabilities with fair values that have been significantly affected during the reporting period by changes in the instrument-specific credit risk: (i) qualitative information about the reasons for the changes and (ii) how the gains and losses attributable to changes in instrument-specific credit risk were determined; and (3) certain other disclosures as required or determined to be provided.

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Tabular disclosure of the application of the fair value option for measurement and reporting of eligible financial assets and liabilities (as defined), as well as certain other eligible items (as defined) included in the statement of financial position, whether such option is elected for a single eligible item or a group of similar eligible items and is in addition to other disclosures concerning fair value which the company may be required to provide. Such disclosure might be expected to include: (1) for items included in the statement of financial position: (a) for each line item in the statement of financial position that includes an item or items for which the fair value option has been elected, provide the aggregate carrying amount of ineligible items included in each line item in the balance sheet, if any; (b) the difference between the aggregate fair value and the aggregate unpaid principal balance (assuming contractual principal amounts and fair value option elected) of: (i) loans and long-term receivables (other than securities otherwise reported at fair value) and (ii) long-term debt instruments; (c) for loans held as assets for which the fair value option has been elected: (i) the aggregate fair value of loans that are 90 days or more past due, (ii) if the policy is to recognize interest income separately from other changes in fair value, the aggregate fair value of loans in nonaccrual status, and (iii) the difference between the aggregate fair value and the aggregate unpaid principal balance for loans that are 90 days or more past due, in nonaccrual status, or both; (2) for items included in the income statement: (a) the amounts of gains and losses from fair value changes included in earnings and in which line in the income statement those gains and losses are reported whether or not combined with gains and losses from items required to be accounted for at fair value; (b) for loans and other receivables held as assets, the estimated amount of gains or losses included in earnings attributable to changes in instrument-specific credit risk; (c) for liabilities with fair values that have been significantly affected during the reporting period by changes in the instrument-specific credit risk, the estimated amount of gains and losses from fair value changes included in earnings that are attributable to changes in the instrument-specific credit risk; and (3) certain other disclosures as required or determined to be provided.

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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details