UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[ü] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarterly Period Ended September 30, 2015
or
[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from          to
Commission file number:
1-6523
Exact name of registrant as specified in its charter:
Bank of America Corporation
State or other jurisdiction of incorporation or organization:
Delaware
IRS Employer Identification No.:
56-0906609
Address of principal executive offices:
Bank of America Corporate Center
100 N. Tryon Street
Charlotte, North Carolina 28255
Registrant's telephone number, including area code:
(704) 386-5681
Former name, former address and former fiscal year, if changed since last report:
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes ü     No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes ü     No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act (check one).
Large accelerated filer ü
 
Accelerated filer
 
Non-accelerated filer
(do not check if a smaller
reporting company)
 
Smaller reporting company
Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2).
Yes      No ü
On October 29, 2015, there were 10,412,479,671 shares of Bank of America Corporation Common Stock outstanding.
 
 
 
 
 

                

Bank of America Corporation
 
September 30, 2015
 
Form 10-Q
 
 
 
INDEX
Page
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


2
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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This report on Form 10-Q, the documents that it incorporates by reference and the documents into which it may be incorporated by reference may contain, and from time to time Bank of America Corporation (collectively with its subsidiaries, the Corporation) and its management may make certain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements often use words such as "anticipates," "targets," "expects," "hopes," "estimates," "intends," "plans," "goal," "believes," "continue," "suggests" and other similar expressions or future or conditional verbs such as "will," "may," "might," "should," "would" and "could." The forward-looking statements made represent the Corporation's current expectations, plans or forecasts of its future results and revenues, and future business and economic conditions more generally, and other future matters. These statements are not guarantees of future results or performance and involve certain known and unknown risks, uncertainties and assumptions that are difficult to predict and are often beyond the Corporation's control. Actual outcomes and results may differ materially from those expressed in, or implied by, any of these forward-looking statements.

You should not place undue reliance on any forward-looking statement and should consider the following uncertainties and risks, as well as the risks and uncertainties more fully discussed elsewhere in this report, and under Item 1A. Risk Factors of the Corporation's 2014 Annual Report on Form 10-K and in any of the Corporation's subsequent Securities and Exchange Commission filings: the Corporation's ability to resolve representations and warranties repurchase and related claims, including claims brought by investors or trustees seeking to distinguish certain aspects of the ACE decision or to assert other claims seeking to avoid the impact of the ACE decision; the possibility that the Corporation could face related servicing, securities, fraud, indemnity, contribution or other claims from one or more counterparties, including trustees, purchasers of loans, underwriters, issuers, other parties involved in securitizations, monolines or private-label and other investors; the possibility that future representations and warranties losses may occur in excess of the Corporation's recorded liability and estimated range of possible loss for its representations and warranties exposures; the possibility that the Corporation may not collect mortgage insurance claims; potential claims, damages, penalties, fines and reputational damage resulting from pending or future litigation and regulatory proceedings, including the possibility that amounts may be in excess of the Corporation's recorded liability and estimated range of possible losses for litigation exposures; the possibility that the European Commission will impose remedial measures in relation to its investigation of the Corporation's competitive practices; the possible outcome of LIBOR, other reference rate and foreign exchange inquiries and investigations; uncertainties about the financial stability and growth rates of non-U.S. jurisdictions, the risk that those jurisdictions may face difficulties servicing their sovereign debt, and related stresses on financial markets, currencies and trade, and the Corporation's exposures to such risks, including direct, indirect and operational; the impact of U.S. and global interest rates, currency exchange rates and economic conditions; the possibility that future credit losses may be higher than currently expected, due to changes in economic assumptions, customer behavior and other uncertainties; the impact on the Corporation's business, financial condition and results of operations of a potential higher interest rate environment; adverse changes to the Corporation's credit ratings from the major credit rating agencies; estimates of the fair value of certain of the Corporation's assets and liabilities; uncertainty regarding the content, timing and impact of regulatory capital and liquidity requirements, including the adoption of total loss-absorbing capacity requirements; the potential for payment protection insurance exposure to increase as a result of Financial Conduct Authority actions; the possible impact of Federal Reserve actions on the Corporation's capital plans; the impact of implementation and compliance with new and evolving U.S. and international regulations, including, but not limited to, recovery and resolution planning requirements, FDIC assessments, the Volcker Rule and derivatives regulations; impacts of the October 6, 2015 European Court of Justice judgment invalidating the Safe Harbor Data Transfer Framework; the impact of recent proposed U.K. tax law changes, including a reduction to the U.K. corporate tax rate, and the creation of a bank surcharge tax, which together, if enacted, will result in a tax charge upon enactment and higher tax expense going forward, as well as a reduction in the bank levy; a failure in or breach of the Corporation's operational or security systems or infrastructure, or those of third parties, including as a result of cyber attacks and other similar matters.

Forward-looking statements speak only as of the date they are made, and the Corporation undertakes no obligation to update any forward-looking statement to reflect the impact of circumstances or events that arise after the date the forward-looking statement was made.

Notes to the Consolidated Financial Statements referred to in the Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) are incorporated by reference into the MD&A. Certain prior-period amounts have been reclassified to conform to current period presentation. Throughout the MD&A, the Corporation uses certain acronyms and abbreviations which are defined in the Glossary.

The Corporation's Annual Report on Form 10-K for the year ended December 31, 2014 as supplemented by a Current Report on Form 8-K filed on April 29, 2015 to reflect reclassified business segment information is referred to herein as the 2014 Annual Report on Form 10-K. These unaudited Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

3
Table of Contents

Executive Summary
 
Business Overview

The Corporation is a Delaware corporation, a bank holding company (BHC) and a financial holding company. When used in this report, "the Corporation" may refer to Bank of America Corporation individually, Bank of America Corporation and its subsidiaries, or certain of Bank of America Corporation's subsidiaries or affiliates. Our principal executive offices are located in Charlotte, North Carolina. Through our banking and various nonbank subsidiaries throughout the U.S. and in international markets, we provide a diversified range of banking and nonbank financial services and products through five business segments: Consumer Banking, Global Wealth & Investment Management (GWIM), Global Banking, Global Markets and Legacy Assets & Servicing (LAS), with the remaining operations recorded in All Other. Effective January 1, 2015, we aligned the segments with how we are managing the businesses in 2015. For more information on this realignment, see Note 18 – Business Segment Information to the Consolidated Financial Statements. Prior periods have been reclassified to conform to the current period presentation. We operate our banking activities primarily under the Bank of America, National Association (Bank of America, N.A. or BANA) charter. At September 30, 2015, the Corporation had approximately $2.2 trillion in assets and approximately 215,200 full-time equivalent employees.

As of September 30, 2015, we operated in all 50 states, the District of Columbia, the U.S. Virgin Islands, Puerto Rico and more than 35 countries. Our retail banking footprint covers approximately 80 percent of the U.S. population, and we serve approximately 47 million consumer and small business relationships with approximately 4,700 financial centers, 16,100 ATMs, nationwide call centers, and leading online and mobile banking platforms (www.bankofamerica.com). We offer industry-leading support to approximately three million small business owners. Our wealth management businesses, with client balances of $2.4 trillion, provide tailored solutions to meet client needs through a full set of investment management, brokerage, banking, trust and retirement products. We are a global leader in corporate and investment banking and trading across a broad range of asset classes serving corporations, governments, institutions and individuals around the world.

Third-Quarter 2015 Economic and Business Environment

In the U.S., the economy grew at a moderate pace in the third quarter of 2015, following uneven but accelerating growth in the first half of the year. Capital spending picked up following several weak quarters, while nonresidential construction continued to expand though restrained by oil price declines. In addition, retail spending increased driven by continued strengthening in vehicle sales, solid employment gains and lower energy costs. Residential construction also continued to improve during the third quarter, reflecting low mortgage rates and rising consumer confidence. U.S. Dollar appreciation resumed during the third quarter, adding to consumer purchasing power while restraining export gains. After widening in the first quarter, the U.S. trade gap narrowed slightly in the second quarter before widening again in the third quarter.

Unemployment continued to decline in the third quarter of 2015. Payroll gains slowed in the second half of the quarter, and there was little evidence of an increase in wage gains. Energy costs fell, offsetting the second quarter’s modest rebound. However, inflation was stable, though the core measure remains well below the Board of Governors of the Federal Reserve System’s (Federal Reserve) longer-term annual target of two percent.

While the Federal Reserve has continued to indicate that it would likely be appropriate to raise the target range for the federal funds rate, rates remained unchanged during the third quarter, with the Federal Reserve citing restraint on economic activity and downward pressure on inflation stemming from recent global economic and financial developments. Longer-term U.S. Treasury yields moved moderately lower during the quarter as equities weakened.

Internationally, the eurozone and Japanese economies continued to be supported by accommodative monetary policies, weaker currencies and low energy costs. Challenges remain in Greece, although recent elections indicated a restoration of some measure of political stability. Meanwhile, rising emigration from the war-torn Middle East posed a new challenge to the eurozone. Despite Asia’s economic slowdown, growth continued in Japan. Russia and Brazil remained in recession, while economic growth in China slowed, though Chinese equities stabilized and policy easing provided some support to the Chinese economy. Emerging markets in Asia and Latin America were pressured by softer demand from China, as well as low commodity prices.

4
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Recent Events

Settlement with Bank of New York Mellon

On April 22, 2015, the New York County Supreme Court entered final judgment approving the settlement with the Bank of New York Mellon (BNY Mellon). In October 2015, BNY Mellon obtained certain state tax opinions and an Internal Revenue Service (IRS) private letter ruling confirming that the settlement will not impact the real estate mortgage investment conduit tax status of the trusts. The final conditions of the settlement have thus been satisfied, requiring the Corporation to make the settlement payment of $8.5 billion (excluding legal fees) on or before February 9, 2016. The settlement payment and legal fees were previously fully reserved. BNY Mellon is required to determine the share of the settlement payment that will be allocated to each of the trusts covered by the settlement and then to distribute those amounts.

For more information on servicing matters associated with the settlement with the BNY Mellon, see Off-Balance Sheet Arrangements and Contractual Obligations – Mortgage-related Settlements – Servicing Matters on page 54 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

Capital Management

During the nine months ended September 30, 2015, we repurchased approximately $1.6 billion of common stock in connection with our 2015 Comprehensive Capital Analysis and Review (CCAR) capital plan, which included a request to repurchase $4.0 billion of common stock over five quarters beginning in the second quarter of 2015, and to maintain the quarterly common stock dividend at the current rate of $0.05 per share.

Based on the conditional non-objection we received from the Federal Reserve on our 2015 CCAR submission, we were required to resubmit our CCAR capital plan by September 30, 2015 and address certain weaknesses the Federal Reserve identified in our capital planning process. We have established plans and taken actions which we believe address the identified weaknesses, and we resubmitted our CCAR capital plan on September 30, 2015. The Federal Reserve has 75 days to review our resubmitted CCAR capital plan and our capital planning revisions. Following that review, the Federal Reserve may determine that the capital plan is not adequate or the identified weaknesses are not being satisfactorily addressed, and may restrict our future capital actions.

As an Advanced approaches institution under Basel 3, we were required to complete a qualification period (parallel run) to demonstrate compliance with the Basel 3 Advanced approaches capital framework to the satisfaction of U.S. banking regulators. On September 3, 2015, we received approval from the Federal Reserve and the Office of the Comptroller of the Currency to exit parallel run and begin using the Basel 3 Advanced approaches capital framework to determine risk-based capital requirements beginning October 1, 2015. Beginning in the fourth quarter of 2015, we will be required to report regulatory risk-based capital ratios and risk-weighted assets under both the Standardized and Advanced approaches. The approach that yields the lower ratio is to be used to assess capital adequacy including under the Prompt Corrective Action (PCA) framework. For additional information, see Capital Management on page 56.


5
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Selected Financial Data

Table 1 provides selected consolidated financial data for the three and nine months ended September 30, 2015 and 2014, and at September 30, 2015 and December 31, 2014.

Table 1
 
 
 
 
Selected Financial Data
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions, except per share information)
2015
 
2014
 
2015
 
2014
Income statement
 
 
 
 
 
 
 
Revenue, net of interest expense (FTE basis) (1)
$
20,913

 
$
21,434

 
$
64,679

 
$
66,161

Net income (loss)
4,508

 
(232
)
 
13,185

 
1,783

Diluted earnings (loss) per common share (2)
0.37

 
(0.04
)
 
1.09

 
0.10

Dividends paid per common share
0.05

 
0.05

 
0.15

 
0.07

Performance ratios
 
 
 
 
 

 
 
Return on average assets
0.82
%
 
n/m

 
0.82
%
 
0.11
%
Return on average tangible common shareholders' equity (1)
10.11

 
n/m

 
10.29

 
0.94

Efficiency ratio (FTE basis) (1)
66.03

 
93.97
%
 
66.98

 
92.08

Asset quality
 
 
 
 
 

 
 
Allowance for loan and lease losses at period end
 
 
 
 
$
12,657

 
$
15,106

Allowance for loan and lease losses as a percentage of total loans and leases outstanding at period end (3)
 
 
 
 
1.44
%
 
1.71
%
Nonperforming loans, leases and foreclosed properties at period end (3)
 
 
 
 
$
10,336

 
$
14,232

Net charge-offs (4)
$
932

 
$
1,043

 
3,194

 
3,504

Annualized net charge-offs as a percentage of average loans and leases outstanding (3, 4)
0.42
%
 
0.46
%
 
0.49
%
 
0.52
%
Annualized net charge-offs as a percentage of average loans and leases outstanding, excluding the purchased credit-impaired loan portfolio (3)
0.43

 
0.48

 
0.50

 
0.53

Annualized net charge-offs and purchased credit-impaired write-offs as a percentage of average loans and leases outstanding (3)
0.49

 
0.57

 
0.60

 
0.64

Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs (4)
3.42

 
3.65

 
2.96

 
3.22

Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs, excluding the purchased credit-impaired loan portfolio
3.18

 
3.27

 
2.76

 
2.88

Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs and purchased credit-impaired write-offs
2.95

 
2.95

 
2.41

 
2.63

 
 
 
 
 
 
 
 
 
 
 
 
 
September 30
2015
 
December 31
2014
Balance sheet
 
 
 
 
 
 
 
Total loans and leases
 
 
 
 
$
887,689

 
$
881,391

Total assets
 
 
 
 
2,153,006

 
2,104,534

Total deposits
 
 
 
 
1,162,009

 
1,118,936

Total common shareholders' equity
 
 
 
 
233,632

 
224,162

Total shareholders' equity
 
 
 
 
255,905

 
243,471

Capital ratios under Basel 3 Standardized – Transition
 
 
 
 
 
 
 
Common equity tier 1 capital
 
 
 
 
11.6
%
 
12.3
%
Tier 1 capital
 
 
 
 
12.9

 
13.4

Total capital
 
 
 
 
15.8

 
16.5

Tier 1 leverage
 
 
 
 
8.5

 
8.2

(1) 
Fully taxable-equivalent (FTE) basis, return on average tangible common shareholders' equity and the efficiency ratio are non-GAAP financial measures. Other companies may define or calculate these measures differently. For more information on these measures and ratios, and a corresponding reconciliation to GAAP financial measures, see Supplemental Financial Data on page 16.
(2) 
The diluted earnings (loss) per common share excludes the effect of any equity instruments that are antidilutive to earnings per share. There were no potential common shares that were dilutive in the third quarter of 2014 because of the net loss applicable to common shareholders.
(3) 
Balances and ratios do not include loans accounted for under the fair value option. For additional exclusions from nonperforming loans, leases and foreclosed properties, see Consumer Portfolio Credit Risk Management – Nonperforming Consumer Loans, Leases and Foreclosed Properties Activity on page 92 and corresponding Table 49, and Commercial Portfolio Credit Risk Management – Nonperforming Commercial Loans, Leases and Foreclosed Properties Activity on page 101 and corresponding Table 58.
(4) 
Net charge-offs exclude $148 million and $726 million of write-offs in the purchased credit-impaired loan portfolio for the three and nine months ended September 30, 2015 compared to $246 million and $797 million for the same periods in 2014. These write-offs decreased the purchased credit-impaired valuation allowance included as part of the allowance for loan and lease losses. For more information on purchased credit-impaired write-offs, see Consumer Portfolio Credit Risk Management – Purchased Credit-impaired Loan Portfolio on page 87.
n/m = not meaningful

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Financial Highlights

Net income was $4.5 billion, or $0.37 per diluted share, and $13.2 billion, or $1.09 per diluted share for the three and nine months ended September 30, 2015 compared to a net loss of $232 million, or a loss of $0.04 per share, and net income of $1.8 billion, or $0.10 per share for the same periods in 2014. The results for the three and nine months ended September 30, 2015 compared to the same periods in 2014 were primarily driven by decreases of $5.7 billion and $15.2 billion in litigation expense, as well as declines in nearly all other noninterest expense categories, partially offset by a decline in net interest income on a fully taxable-equivalent (FTE) basis, higher provision for credit losses and lower revenue. Included in net interest income on an FTE basis were negative market-related adjustments on debt securities of $597 million and $412 million for the three and nine months ended September 30, 2015 compared to negative market-related adjustments of $55 million and $503 million for the same periods in 2014.

Total assets increased $48.5 billion from December 31, 2014 to $2.2 trillion at September 30, 2015 primarily due to higher cash and cash equivalents as a result of strong deposit inflows driven by growth in customer and client activity, as well as continued commercial loan growth. During the nine months ended September 30, 2015, we returned $3.1 billion in capital to common shareholders through common stock repurchases and dividends. For more information on the increase in total assets and other significant balance sheet items, see Executive Summary – Balance Sheet Overview on page 11. From a capital management perspective, during the nine months ended September 30, 2015, we maintained our strong capital position with Common equity tier 1 capital of $161.6 billion, risk-weighted assets of $1,392 billion and a Common equity tier 1 capital ratio of 11.6 percent at September 30, 2015 compared to $155.4 billion, $1,262 billion and 12.3 percent at December 31, 2014 as measured under Basel 3 Standardized – Transition. The decline in the Common equity tier 1 capital ratio is primarily due to an increase in risk-weighted assets due to the change in the calculation of risk-weighted assets from the general risk-based approach at December 31, 2014 to the Basel 3 Standardized approach, starting in 2015. On September 3, 2015, we received approval to exit parallel run and begin using the Basel 3 Advanced approaches capital framework to determine risk-based capital requirements in the fourth quarter of 2015. Additionally, the Corporation's supplementary leverage ratio was 6.4 percent and 5.9 percent at September 30, 2015 and December 31, 2014, both above the 5.0 percent required minimum. Our Global Excess Liquidity Sources were $499 billion with time-to-required funding at 42 months at September 30, 2015 compared to $439 billion and 39 months at December 31, 2014. For additional information, see Capital Management on page 56 and Liquidity Risk on page 68.

Table 2
 
 
 
 
 
 
 
Summary Income Statement
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Net interest income (FTE basis) (1)
$
9,742

 
$
10,444

 
$
30,128

 
$
30,956

Noninterest income
11,171

 
10,990

 
34,551

 
35,205

Total revenue, net of interest expense (FTE basis) (1)
20,913

 
21,434

 
64,679

 
66,161

Provision for credit losses
806

 
636

 
2,351

 
2,056

Noninterest expense
13,807

 
20,142

 
43,320

 
60,921

Income before income taxes (FTE basis) (1)
6,300

 
656

 
19,008

 
3,184

Income tax expense (FTE basis) (1)
1,792

 
888

 
5,823

 
1,401

Net income (loss)
4,508

 
(232
)
 
13,185

 
1,783

Preferred stock dividends
441

 
238

 
1,153

 
732

Net income (loss) applicable to common shareholders
$
4,067

 
$
(470
)
 
$
12,032

 
$
1,051

 
 
 
 
 
 
 
 
Per common share information
 
 
 
 
 
 
 
Earnings (loss)
$
0.39

 
$
(0.04
)
 
$
1.15

 
$
0.10

Diluted earnings (loss)
0.37

 
(0.04
)
 
1.09

 
0.10

 
 
 
 
 
 
 
 
Capital ratios under Basel 3 Standardized – Transition (2)
 
 
 
 
September 30
2015
 
December 31
2014
Common equity tier 1 capital
 
 
 
 
11.6
%
 
12.3
%
Tier 1 capital
 
 
 
 
12.9

 
13.4

Total capital
 
 
 
 
15.8

 
16.5

Tier 1 leverage
 
 
 
 
8.5

 
8.2

(1) 
FTE basis is a non-GAAP financial measure. For more information on this measure and for a corresponding reconciliation to GAAP financial measures, see Supplemental Financial Data on page 16.
(2) 
For more information on capital management and the related capital ratios, see Capital Management on page 56.

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Net Interest Income

Net interest income on an FTE basis decreased $702 million to $9.7 billion, and $828 million to $30.1 billion for the three and nine months ended September 30, 2015 compared to the same periods in 2014. The net interest yield on an FTE basis decreased 19 basis points (bps) to 2.10 percent, and six bps to 2.21 percent for the same periods. The decrease for the three-month period was driven by negative market-related adjustments on debt securities, as well as lower loan yields and consumer loan balances, partially offset by commercial loan growth. Market-related adjustments on debt securities resulted in an expense of $597 million for the three months ended September 30, 2015 compared to an expense of $55 million for the same period in 2014. Negative market-related adjustments on debt securities were due to the acceleration of premium amortization on debt securities as the decline in long-term interest rates shortened the estimated lives of mortgage-related debt securities. Also included in market-related adjustments is hedge ineffectiveness that impacted net interest income.

The decrease for the nine-month period was primarily driven by lower loan yields and consumer loan balances, partially offset by lower long-term debt balances, commercial loan growth and a $91 million improvement in market-related adjustments on debt securities. Market-related adjustments on debt securities resulted in an expense of $412 million for the nine months ended September 30, 2015 compared to an expense of $503 million for the same period in 2014. For additional information, see Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Noninterest Income
Table 3
 
 
 
 
Noninterest Income
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Card income
$
1,510

 
$
1,500

 
$
4,381

 
$
4,334

Service charges
1,898

 
1,907

 
5,519

 
5,599

Investment and brokerage services
3,336

 
3,327

 
10,101

 
9,887

Investment banking income
1,287

 
1,351

 
4,300

 
4,524

Equity investment income (loss)
(31
)
 
9

 
84

 
1,150

Trading account profits
1,616

 
1,899

 
5,510

 
6,198

Mortgage banking income
407

 
272

 
2,102

 
1,211

Gains on sales of debt securities
385

 
432

 
821

 
1,191

Other income
763

 
293

 
1,733

 
1,111

Total noninterest income
$
11,171

 
$
10,990

 
$
34,551

 
$
35,205


Noninterest income increased $181 million to $11.2 billion, and decreased $654 million to $34.6 billion for the three and nine months ended September 30, 2015 compared to the same periods in 2014. The following highlights the significant changes.

•
Investment and brokerage services income remained relatively unchanged for the three-month period and increased $214 million for the nine-month period primarily driven by increased asset management fees due to the impact of long-term assets under management (AUM) flows and higher market levels, partially offset by lower transactional revenue.

•
Investment banking income decreased $64 million and $224 million driven by lower debt and equity issuance fees, partially offset by higher advisory fees.

•
Equity investment income decreased $40 million and $1.1 billion as the year-ago period included a gain on the sale of a portion of an equity investment and gains from an initial public offering (IPO) of an equity investment in Global Markets.

•
Trading account profits decreased $283 million and $688 million driven by declines in credit-related businesses due to lower client activity, partially offset by strong performance in equity derivatives and improvement in rates, currencies and commodities products within fixed-income, currencies and commodities (FICC). For more information on trading account profits, see Global Markets on page 41.

•
Mortgage banking income increased $135 million for the three-month period primarily due to improved mortgage servicing rights (MSR) net-of-hedge performance and a lower provision for representations and warranties, partially offset by a decline in servicing fees. Mortgage banking income increased $891 million for the nine-month period primarily due to a benefit in the provision for representations and warranties compared to an expense in the prior-year period, improved MSR net-of-hedge performance and an increase in core production revenue, partially offset by a decline in servicing fees.

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•
Other income increased $470 million for the three-month period due to higher gains on asset sales and higher net debit valuation adjustment (DVA) gains on structured liabilities in the current year period. Other income increased $622 million for the nine-month period due to the same factors as described in the three-month discussion above, as well as lower U.K. consumer payment protection insurance (PPI) costs.

Provision for Credit Losses
Table 4
Credit Quality Data
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Provision for credit losses
 
 
 
 
 
 
 
Consumer
$
542

 
$
544

 
$
1,714

 
$
1,351

Commercial
264

 
92

 
637

 
705

Total provision for credit losses
$
806

 
$
636

 
$
2,351

 
$
2,056

 
 
 
 
 
 
 
 
Net charge-offs (1)
$
932

 
$
1,043

 
$
3,194

 
$
3,504

Net charge-off ratio (2)
0.42
%
 
0.46
%
 
0.49
%
 
0.52
%
(1) 
Net charge-offs exclude write-offs in the purchased credit-impaired loan portfolio.
(2) 
Net charge-off ratios are calculated as annualized net charge-offs divided by average outstanding loans and leases excluding loans accounted for under the fair value option.

The provision for credit losses increased $170 million to $806 million, and $295 million to $2.4 billion for the three and nine months ended September 30, 2015 compared to the same periods in 2014. The provision for credit losses was $126 million and $843 million lower than net charge-offs, resulting in a reduction in the allowance for credit losses. The prior-year periods included $400 million of additional costs associated with the consumer relief portion of the settlement with the U.S. Department of Justice (DoJ). Excluding these additional costs, the provision for credit losses in the consumer portfolio increased compared to the same periods in 2014 as we continue to release reserves, but at a slower pace than in the prior-year periods, and also due to a lower level of recoveries on nonperforming loan sales and other recoveries in the nine-month period. The provision for credit losses in the commercial portfolio increased during the three-month period primarily due to loan growth. The decreases in net charge-offs for the three and nine months ended September 30, 2015 were primarily due to credit quality improvement in the consumer portfolio.

We currently expect that, if economic conditions remain unchanged, the provision for credit losses would be generally consistent with present levels through mid-2016. For more information on the provision for credit losses, see Provision for Credit Losses on page 108.

Noninterest Expense
Table 5
 
 
 
 
 
 
 
Noninterest Expense
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Personnel
$
7,829

 
$
8,039

 
$
25,333

 
$
26,094

Occupancy
1,028

 
1,070

 
3,082

 
3,264

Equipment
499

 
514

 
1,511

 
1,594

Marketing
445

 
446

 
1,330

 
1,338

Professional fees
673

 
611

 
1,588

 
1,795

Amortization of intangibles
207

 
234

 
632

 
708

Data processing
731

 
754

 
2,298

 
2,348

Telecommunications
210

 
311

 
583

 
1,005

Other general operating
2,185

 
8,163

 
6,963

 
22,775

Total noninterest expense
$
13,807

 
$
20,142

 
$
43,320

 
$
60,921



9
Table of Contents

Noninterest expense decreased $6.3 billion to $13.8 billion, and $17.6 billion to $43.3 billion for the three and nine months ended September 30, 2015 compared to the same periods in 2014. The following highlights the significant changes.

•
Personnel expense decreased $210 million and $761 million as we continue to streamline processes, reduce headcount and achieve cost savings.

•
Professional fees increased $62 million for the three-month period primarily due to higher consulting fees related to the CCAR resubmission. Professional fees decreased $207 million for the nine-month period due to lower default-related servicing expenses and legal fees.

•
Telecommunications expense decreased $101 million and $422 million due to efficiencies gained as we have simplified our operating model, including in-sourcing certain functions.

•
Other general operating expense decreased $6.0 billion and $15.8 billion primarily due to decreases in litigation expense which were primarily related to previously disclosed legacy mortgage-related matters and other litigation charges in the prior-year periods.

Income Tax Expense
Table 6
 
 
 
 
 
 
 
Income Tax Expense
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Income before income taxes
$
6,069

 
$
431

 
$
18,330

 
$
2,545

Income tax expense
1,561

 
663

 
5,145

 
762

Effective tax rate
25.7
%
 
153.8
%
 
28.1
%
 
29.9
%

The effective tax rates for the three and nine months ended September 30, 2015 were driven by our recurring tax preference benefits and also reflected tax benefits related to certain non-U.S. restructurings. The effective tax rate for the three months ended September 30, 2014 was driven by the impact of accruals estimated to be nondeductible, partially offset by recurring tax preference items, the impact of the resolution of several tax examinations and tax benefits from a non-U.S. restructuring. The effective tax rate for the nine months ended September 30, 2014 was impacted by the recurring preference and other tax benefit items previously mentioned, which more than offset the impact of the non-deductible charges.

On July 8, 2015, the U.K. Chancellor's Budget (the Budget) was released, proposing to reduce the U.K. corporate income tax rate by two percent to 18 percent. The first one percent reduction would be effective on April 1, 2017 and the second on April 1, 2020. The Budget also proposed a tax surcharge on banking institutions of eight percent, to be effective on January 1, 2016, and proposed that existing net operating loss carryforwards may not reduce the additional surcharge income tax liability. On October 26, 2015, these and other proposals were passed by the U.K. House of Commons, and they are expected to be fully enacted via Royal Assent before the end of 2015. Enactment would require us to remeasure our U.K. deferred tax assets, which we estimate would result in a charge of up to $300 million. We expect the effective tax rate to be approximately 30 percent in the fourth quarter, excluding unusual items and specifically the recent U.K. tax proposals, and approximately 30 percent for the full-year 2015, including the impact of the recent U.K. tax proposals, but absent other unusual items.

10
Table of Contents

Balance Sheet Overview
 
Table 7
Selected Balance Sheet Data
(Dollars in millions)
September 30
2015
 
December 31
2014
 
% Change
Assets
 
 
 
 
 
Cash and cash equivalents
$
170,426

 
$
138,589

 
23
 %
Federal funds sold and securities borrowed or purchased under agreements to resell
206,681

 
191,823

 
8

Trading account assets
180,018

 
191,785

 
(6
)
Debt securities
391,651

 
380,461

 
3

Loans and leases
887,689

 
881,391

 
1

Allowance for loan and lease losses
(12,657
)
 
(14,419
)
 
(12
)
All other assets
329,198

 
334,904

 
(2
)
Total assets
$
2,153,006

 
$
2,104,534

 
2

Liabilities
 
 
 
 
 
Deposits
$
1,162,009

 
$
1,118,936

 
4
 %
Federal funds purchased and securities loaned or sold under agreements to repurchase
199,238

 
201,277

 
(1
)
Trading account liabilities
74,252

 
74,192

 
—

Short-term borrowings
34,518

 
31,172

 
11

Long-term debt
237,288

 
243,139

 
(2
)
All other liabilities
189,796

 
192,347

 
(1
)
Total liabilities
1,897,101

 
1,861,063

 
2

Shareholders' equity
255,905

 
243,471

 
5

Total liabilities and shareholders' equity
$
2,153,006

 
$
2,104,534

 
2


Assets

At September 30, 2015, total assets were approximately $2.2 trillion, up $48.5 billion from December 31, 2014. The key driver of the increase in assets was increased cash and cash equivalents primarily due to strong deposit inflows driven by growth in customer and client activity. Debt securities increased primarily due to the deployment of deposit inflows. The increase in loans and leases was driven by strong demand for commercial loans, outpacing consumer loan sales and run-off. The increase in securities borrowed or purchased under agreements to resell was driven by sales and trading activities, partially offset by a reduction in trading account assets. The Corporation took certain actions during the nine months ended September 30, 2015 to further optimize liquidity in response to the Basel 3 Liquidity Coverage Ratio (LCR) requirements. Most notably, we exchanged loans supported by long-term standby agreements with Fannie Mae (FNMA) and Freddie Mac (FHLMC) into debt securities guaranteed by FNMA and FHLMC, which further improved liquidity in the asset and liability management (ALM) portfolio.

Liabilities and Shareholders' Equity

At September 30, 2015, total liabilities were approximately $1.9 trillion, up $36.0 billion from December 31, 2014, primarily driven by an increase in deposits, partially offset by a decline in long-term debt.

Shareholders' equity of $255.9 billion at September 30, 2015 increased $12.4 billion from December 31, 2014 driven by earnings, preferred stock issuances and an increase in accumulated other comprehensive income (OCI) due to a positive net change in the fair value of available-for-sale (AFS) debt securities, partially offset by returns of capital to shareholders through share repurchases, as well as common and preferred dividends.

11
Table of Contents

Table 8
 
 
 
 
Selected Quarterly Financial Data
 
 
 
 
 
2015 Quarters
 
2014 Quarters
(In millions, except per share information)
Third
 
Second
 
First
 
Fourth
 
Third
Income statement
 
 
 
 
 
 
 
 
 
Net interest income
$
9,511

 
$
10,488

 
$
9,451

 
$
9,635

 
$
10,219

Noninterest income
11,171

 
11,629

 
11,751

 
9,090

 
10,990

Total revenue, net of interest expense
20,682

 
22,117

 
21,202

 
18,725

 
21,209

Provision for credit losses
806

 
780

 
765

 
219

 
636

Noninterest expense
13,807

 
13,818

 
15,695

 
14,196

 
20,142

Income before income taxes
6,069

 
7,519

 
4,742

 
4,310

 
431

Income tax expense
1,561

 
2,199

 
1,385

 
1,260

 
663

Net income (loss)
4,508

 
5,320

 
3,357

 
3,050

 
(232
)
Net income (loss) applicable to common shareholders
4,067

 
4,990

 
2,975

 
2,738

 
(470
)
Average common shares issued and outstanding
10,444

 
10,488

 
10,519

 
10,516

 
10,516

Average diluted common shares issued and outstanding (1)
11,197

 
11,238

 
11,267

 
11,274

 
10,516

Performance ratios
 
 
 
 
 
 
 
 
 
Return on average assets
0.82
%
 
0.99
%
 
0.64
%
 
0.57
%
 
n/m

Four quarter trailing return on average assets (2)
0.76

 
0.54

 
0.39

 
0.23

 
0.24
%
Return on average common shareholders' equity
6.97

 
8.75

 
5.35

 
4.84

 
n/m

Return on average tangible common shareholders' equity (3)
10.11

 
12.78

 
7.88

 
7.15

 
n/m

Return on average tangible shareholders' equity (3)
9.84

 
11.93

 
7.85

 
7.08

 
n/m

Total ending equity to total ending assets
11.89

 
11.71

 
11.67

 
11.57

 
11.24

Total average equity to total average assets
11.71

 
11.67

 
11.49

 
11.39

 
11.14

Dividend payout
12.82

 
10.49

 
17.68

 
19.21

 
n/m

Per common share data
 
 
 
 
 
 
 
 
 
Earnings (loss)
$
0.39

 
$
0.48

 
$
0.28

 
$
0.26

 
$
(0.04
)
Diluted earnings (loss) (1)
0.37

 
0.45

 
0.27

 
0.25

 
(0.04
)
Dividends paid
0.05

 
0.05

 
0.05

 
0.05

 
0.05

Book value
22.41

 
21.91

 
21.66

 
21.32

 
20.99

Tangible book value (3)
15.50

 
15.02

 
14.79

 
14.43

 
14.09

Market price per share of common stock
 
 
 
 
 
 
 
 
 
Closing
$
15.58

 
$
17.02

 
$
15.39

 
$
17.89

 
$
17.05

High closing
18.45

 
17.67

 
17.90

 
18.13

 
17.18

Low closing
15.26

 
15.41

 
15.15

 
15.76

 
14.98

Market capitalization
$
162,457

 
$
178,231

 
$
161,909

 
$
188,141

 
$
179,296

(1) 
The diluted earnings (loss) per common share excluded the effect of any equity instruments that are antidilutive to earnings per share. There were no potential common shares that were dilutive in the third quarter of 2014 because of the net loss applicable to common shareholders.
(2) 
Calculated as total net income (loss) for four consecutive quarters divided by annualized average assets for four consecutive quarters.
(3) 
Tangible equity ratios and tangible book value per share of common stock are non-GAAP financial measures. Other companies may define or calculate these measures differently. For more information on these ratios and for corresponding reconciliations to GAAP financial measures, see Supplemental Financial Data on page 16.
(4) 
For more information on the impact of the purchased credit-impaired loan portfolio on asset quality, see Consumer Portfolio Credit Risk Management on page 75.
(5) 
Includes the allowance for loan and lease losses and the reserve for unfunded lending commitments.
(6) 
Balances and ratios do not include loans accounted for under the fair value option. For additional exclusions from nonperforming loans, leases and foreclosed properties, see Consumer Portfolio Credit Risk Management – Nonperforming Consumer Loans, Leases and Foreclosed Properties Activity on page 92 and corresponding Table 49, and Commercial Portfolio Credit Risk Management – Nonperforming Commercial Loans, Leases and Foreclosed Properties Activity on page 101 and corresponding Table 58.
(7) 
Primarily includes amounts allocated to the U.S. credit card and unsecured consumer lending portfolios in Consumer Banking, purchased credit-impaired loans and the non-U.S. credit card portfolio in All Other.
(8) 
Net charge-offs exclude $148 million, $290 million, $288 million, $13 million and $246 million of write-offs in the purchased credit-impaired loan portfolio in the third, second and first quarters of 2015 and in the fourth and third quarters of 2014, respectively. These write-offs decreased the purchased credit-impaired valuation allowance included as part of the allowance for loan and lease losses. For more information on purchased credit-impaired write-offs, see Consumer Portfolio Credit Risk Management – Purchased Credit-impaired Loan Portfolio on page 87.
n/m = not meaningful

12
Table of Contents

Table 8
 
 
 
 
Selected Quarterly Financial Data (continued)
 
 
 
 
 
2015 Quarters
 
2014 Quarters
(Dollars in millions)
Third
 
Second
 
First
 
Fourth
 
Third
Average balance sheet
 
 
 
 
 
 
 
 
 
Total loans and leases
$
882,841

 
$
881,415

 
$
872,393

 
$
884,733

 
$
899,241

Total assets
2,168,993

 
2,151,966

 
2,138,574

 
2,137,551

 
2,136,109

Total deposits
1,159,231

 
1,146,789

 
1,130,726

 
1,122,514

 
1,127,488

Long-term debt
240,520

 
242,230

 
240,127

 
249,221

 
251,772

Common shareholders' equity
231,620

 
228,780

 
225,357

 
224,479

 
222,374

Total shareholders' equity
253,893

 
251,054

 
245,744

 
243,454

 
238,040

Asset quality (4)
 
 
 
 
 
 
 
 
 
Allowance for credit losses (5)
$
13,318

 
$
13,656

 
$
14,213

 
$
14,947

 
$
15,635

Nonperforming loans, leases and foreclosed properties (6)
10,336

 
11,565

 
12,101

 
12,629

 
14,232

Allowance for loan and lease losses as a percentage of total loans and leases outstanding (6)
1.44
%
 
1.49
%
 
1.57
%
 
1.65
%
 
1.71
%
Allowance for loan and lease losses as a percentage of total nonperforming loans and leases (6)
129

 
122

 
122

 
121

 
112

Allowance for loan and lease losses as a percentage of total nonperforming loans and leases, excluding the PCI loan portfolio (6)
120

 
111

 
110

 
107

 
100

Amounts included in allowance for loan and lease losses for loans and leases that are excluded from nonperforming loans and leases (7)
$
4,682

 
$
5,050

 
$
5,492

 
$
5,944

 
$
6,013

Allowance for loan and lease losses as a percentage of total nonperforming loans and leases, excluding the allowance for loan and lease losses for loans and leases that are excluded from nonperforming loans and leases (6, 7)
81
%
 
75
%
 
73
%
 
71
%
 
67
%
Net charge-offs (8)
$
932

 
$
1,068

 
$
1,194

 
$
879

 
$
1,043

Annualized net charge-offs as a percentage of average loans and leases outstanding (6, 8)
0.42
%
 
0.49
%
 
0.56
%
 
0.40
%
 
0.46
%
Annualized net charge-offs as a percentage of average loans and leases outstanding, excluding the PCI loan portfolio (6)
0.43

 
0.50

 
0.57

 
0.41

 
0.48

Annualized net charge-offs and PCI write-offs as a percentage of average loans and leases outstanding (6)
0.49

 
0.62

 
0.70

 
0.40

 
0.57

Nonperforming loans and leases as a percentage of total loans and leases outstanding (6)
1.11

 
1.22

 
1.29

 
1.37

 
1.53

Nonperforming loans, leases and foreclosed properties as a percentage of total loans, leases and foreclosed properties (6)
1.17

 
1.31

 
1.39

 
1.45

 
1.61

Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs (8)
3.42

 
3.05

 
2.82

 
4.14

 
3.65

Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs, excluding the PCI loan portfolio
3.18

 
2.79

 
2.55

 
3.66

 
3.27

Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs and PCI write-offs
2.95

 
2.40

 
2.28

 
4.08

 
2.95

Capital ratios at period end
Risk-based capital under Basel 3 Standardized – Transition:
 
 
 
 
 
 
 
 
 
Common equity tier 1 capital
11.6
%
 
11.2
%
 
11.1
%
 
12.3
%
 
12.0
%
Tier 1 capital
12.9

 
12.5

 
12.3

 
13.4

 
12.8

Total capital
15.8

 
15.5

 
15.3

 
16.5

 
15.8

Tier 1 leverage
8.5

 
8.5

 
8.4

 
8.2

 
7.9

 
 
 
 
 
 
 
 
 
 
Tangible equity (3)
8.8

 
8.6

 
8.6

 
8.4

 
8.1

Tangible common equity (3)
7.8

 
7.6

 
7.5

 
7.5

 
7.2

For footnotes see page 12.

13
Table of Contents

Table 9
 
 
 
Selected Year-to-Date Financial Data
 
 
 
 
Nine Months Ended September 30
(In millions, except per share information)
2015
 
2014
Income statement
 
 
 
Net interest income
$
29,450

 
$
30,317

Noninterest income
34,551

 
35,205

Total revenue, net of interest expense
64,001

 
65,522

Provision for credit losses
2,351

 
2,056

Noninterest expense
43,320

 
60,921

Income before income taxes
18,330

 
2,545

Income tax expense
5,145

 
762

Net income
13,185

 
1,783

Net income applicable to common shareholders
12,032

 
1,051

Average common shares issued and outstanding
10,483

 
10,532

Average diluted common shares issued and outstanding
11,234

 
10,588

Performance ratios
 
 
 
Return on average assets
0.82
%
 
0.11
%
Return on average common shareholders' equity
7.04

 
0.63

Return on average tangible common shareholders' equity (1)
10.29

 
0.94

Return on average tangible shareholders' equity (1)
9.90

 
1.45

Total ending equity to total ending assets
11.89

 
11.24

Total average equity to total average assets
11.62

 
11.02

Dividend payout
13.06

 
70.06

Per common share data
 
 
 
Earnings
$
1.15

 
$
0.10

Diluted earnings
1.09

 
0.10

Dividends paid
0.15

 
0.07

Book value
22.41

 
20.99

Tangible book value (1)
15.50

 
14.09

Market price per share of common stock
 
 
 
Closing
$
15.58

 
$
17.05

High closing
18.45

 
17.92

Low closing
15.15

 
14.51

Market capitalization
$
162,457

 
$
179,296

(1) 
Tangible equity ratios and tangible book value per share of common stock are non-GAAP financial measures. Other companies may define or calculate these measures differently. For more information on these ratios and for corresponding reconciliations to GAAP financial measures, see Supplemental Financial Data on page 16.
(2) 
For more information on the impact of the purchased credit-impaired loan portfolio on asset quality, see Consumer Portfolio Credit Risk Management on page 75.
(3) 
Includes the allowance for loan and lease losses and the reserve for unfunded lending commitments.
(4) 
Balances and ratios do not include loans accounted for under the fair value option. For additional exclusions from nonperforming loans, leases and foreclosed properties, see Consumer Portfolio Credit Risk Management – Nonperforming Consumer Loans, Leases and Foreclosed Properties Activity on page 92 and corresponding Table 49, and Commercial Portfolio Credit Risk Management – Nonperforming Commercial Loans, Leases and Foreclosed Properties Activity on page 101 and corresponding Table 58.
(5) 
Primarily includes amounts allocated to the U.S. credit card and unsecured consumer lending portfolios in Consumer Banking, purchased credit-impaired loans and the non-U.S. credit card portfolio in All Other.
(6) 
Net charge-offs exclude $726 million and $797 million of write-offs in the purchased credit-impaired loan portfolio for the nine months ended September 30, 2015 and 2014. These write-offs decreased the purchased credit-impaired valuation allowance included as part of the allowance for loan and lease losses. For more information on purchased credit-impaired write-offs, see Consumer Portfolio Credit Risk Management – Purchased Credit-impaired Loan Portfolio on page 87.


14
Table of Contents

Table 9
 
 
 
Selected Year-to-Date Financial Data (continued)
 
 
 
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
Average balance sheet
 
 
 
Total loans and leases
$
878,921

 
$
910,360

Total assets
2,153,289

 
2,148,298

Total deposits
1,145,686

 
1,124,777

Long-term debt
240,960

 
255,084

Common shareholders' equity
228,609

 
222,598

Total shareholders' equity
250,260

 
236,806

Asset quality (2)
 
 
 
Allowance for credit losses (3)
$
13,318

 
$
15,635

Nonperforming loans, leases and foreclosed properties (4)
10,336

 
14,232

Allowance for loan and lease losses as a percentage of total loans and leases outstanding (4)
1.44
%
 
1.71
%
Allowance for loan and lease losses as a percentage of total nonperforming loans and leases (4)
129

 
112

Allowance for loan and lease losses as a percentage of total nonperforming loans and leases, excluding the PCI loan portfolio (4)
120

 
100

Amounts included in allowance for loan and lease losses for loans and leases that are excluded from nonperforming loans and leases (5)
$
4,682

 
$
6,013

Allowance for loan and lease losses as a percentage of total nonperforming loans and leases, excluding the allowance for loan and lease losses for loans and leases that are excluded from nonperforming loans and leases (4, 5)
81
%
 
67
%
Net charge-offs (6)
$
3,194

 
$
3,504

Annualized net charge-offs as a percentage of average loans and leases outstanding (4, 6)
0.49
%
 
0.52
%
Annualized net charge-offs as a percentage of average loans and leases outstanding, excluding the PCI loan portfolio (4)
0.50

 
0.53

Annualized net charge-offs and PCI write-offs as a percentage of average loans and leases outstanding (4)
0.60

 
0.64

Nonperforming loans and leases as a percentage of total loans and leases outstanding (4)
1.11

 
1.53

Nonperforming loans, leases and foreclosed properties as a percentage of total loans, leases and foreclosed properties (4)
1.17

 
1.61

Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs (6)
2.96

 
3.22

Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs, excluding the PCI loan portfolio
2.76

 
2.88

Ratio of the allowance for loan and lease losses at period end to annualized net charge-offs and PCI write-offs
2.41

 
2.63

For footnotes see page 14.



15
Table of Contents

Supplemental Financial Data

We view net interest income and related ratios and analyses on an FTE basis, which when presented on a consolidated basis, are non-GAAP financial measures. We believe managing the business with net interest income on an FTE basis provides a more accurate picture of the interest margin for comparative purposes. To derive the FTE basis, net interest income is adjusted to reflect tax-exempt income on an equivalent before-tax basis with a corresponding increase in income tax expense. For purposes of this calculation, we use the federal statutory tax rate of 35 percent. This measure ensures comparability of net interest income arising from taxable and tax-exempt sources.

Certain performance measures including the efficiency ratio and net interest yield utilize net interest income (and thus total revenue) on an FTE basis. The efficiency ratio measures the costs expended to generate a dollar of revenue, and net interest yield measures the bps we earn over the cost of funds.

We also evaluate our business based on certain ratios that utilize tangible equity, a non-GAAP financial measure. Tangible equity represents an adjusted shareholders' equity or common shareholders' equity amount which has been reduced by goodwill and intangible assets (excluding MSRs), net of related deferred tax liabilities. These measures are used to evaluate our use of equity. In addition, profitability, relationship and investment models use both return on average tangible common shareholders' equity and return on average tangible shareholders' equity as key measures to support our overall growth goals. These ratios are as follows:

•
Return on average tangible common shareholders' equity measures our earnings contribution as a percentage of adjusted common shareholders' equity. The tangible common equity ratio represents adjusted ending common shareholders' equity divided by total assets less goodwill and intangible assets (excluding MSRs), net of related deferred tax liabilities.

•
Return on average tangible shareholders' equity measures our earnings contribution as a percentage of adjusted average total shareholders' equity. The tangible equity ratio represents adjusted ending shareholders' equity divided by total assets less goodwill and intangible assets (excluding MSRs), net of related deferred tax liabilities.

•
Tangible book value per common share represents adjusted ending common shareholders' equity divided by ending common shares outstanding.

The aforementioned supplemental data and performance measures are presented in Tables 8 and 9.

We evaluate our business segment results based on measures that utilize average allocated capital. Return on average allocated capital is calculated as net income adjusted for cost of funds and earnings credits and certain expenses related to intangibles, divided by average allocated capital. Allocated capital and the related return both represent non-GAAP financial measures. In addition, for purposes of goodwill impairment testing, the Corporation utilizes allocated equity as a proxy for the carrying value of its reporting units. Allocated equity in the reporting units is comprised of allocated capital plus capital for the portion of goodwill and intangibles specifically assigned to the reporting unit. For additional information, see Business Segment Operations on page 25.

Table 10 presents certain non-GAAP financial measures and performance measurements on an FTE basis.

Table 10
Supplemental Financial Data
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Fully taxable-equivalent basis data
 
 
 
 
 
 
 
Net interest income
$
9,742

 
$
10,444

 
$
30,128

 
$
30,956

Total revenue, net of interest expense
20,913

 
21,434

 
64,679

 
66,161

Net interest yield
2.10
%
 
2.29
%
 
2.21
%
 
2.27
%
Efficiency ratio
66.03

 
93.97

 
66.98

 
92.08


Tables 11, 12 and 13 provide reconciliations of these non-GAAP financial measures to GAAP financial measures. We believe the use of these non-GAAP financial measures provides additional clarity in assessing the results of the Corporation and our segments. Other companies may define or calculate these measures and ratios differently.

16
Table of Contents

Table 11
Quarterly and Year-to-Date Supplemental Financial Data and Reconciliations to GAAP Financial Measures
 
Three Months Ended September 30
 
2015
 
2014
(Dollars in millions)
As Reported
 
Fully taxable-equivalent adjustment
 
Fully taxable-equivalent basis
 
As Reported
 
Fully taxable-equivalent adjustment
 
Fully taxable-equivalent basis
Net interest income
$
9,511

 
$
231

 
$
9,742

 
$
10,219

 
$
225

 
$
10,444

Total revenue, net of interest expense
20,682

 
231

 
20,913

 
21,209

 
225

 
21,434

Income tax expense
1,561

 
231

 
1,792

 
663

 
225

 
888

 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30
 
2015
 
2014
Net interest income
$
29,450

 
$
678

 
$
30,128

 
$
30,317

 
$
639

 
$
30,956

Total revenue, net of interest expense
64,001

 
678

 
64,679

 
65,522

 
639

 
66,161

Income tax expense
5,145

 
678

 
5,823

 
762

 
639

 
1,401


Table 12
Period-end and Average Supplemental Financial Data and Reconciliations to GAAP Financial Measures
 
 
 
 
 
Average
 
Period-end
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
September 30
2015
 
December 31
2014
 
2015
 
2014
 
2015
 
2014
Common shareholders' equity
$
233,632

 
$
224,162

 
$
231,620

 
$
222,374

 
$
228,609

 
$
222,598

Goodwill
(69,761
)
 
(69,777
)
 
(69,774
)
 
(69,792
)
 
(69,775
)
 
(69,818
)
Intangible assets (excluding MSRs)
(3,973
)
 
(4,612
)
 
(4,099
)
 
(4,992
)
 
(4,307
)
 
(5,232
)
Related deferred tax liabilities
1,762

 
1,960

 
1,811

 
2,077

 
1,885

 
2,114

Tangible common shareholders' equity
$
161,660

 
$
151,733

 
$
159,558

 
$
149,667

 
$
156,412

 
$
149,662

 
 
 
 
 
 
 
 
 
 
 
 
Shareholders' equity
$
255,905

 
$
243,471

 
$
253,893

 
$
238,040

 
$
250,260

 
$
236,806

Goodwill
(69,761
)
 
(69,777
)
 
(69,774
)
 
(69,792
)
 
(69,775
)
 
(69,818
)
Intangible assets (excluding MSRs)
(3,973
)
 
(4,612
)
 
(4,099
)
 
(4,992
)
 
(4,307
)
 
(5,232
)
Related deferred tax liabilities
1,762

 
1,960

 
1,811

 
2,077

 
1,885

 
2,114

Tangible shareholders' equity
$
183,933

 
$
171,042

 
$
181,831

 
$
165,333

 
$
178,063

 
$
163,870

 
 
 
 
 
 
 
 
 
 
 
 
Assets
$
2,153,006

 
$
2,104,534

 
 
 
 
 
 
 
 
Goodwill
(69,761
)
 
(69,777
)
 
 
 
 
 
 
 
 
Intangible assets (excluding MSRs)
(3,973
)
 
(4,612
)
 
 
 
 
 
 
 
 
Related deferred tax liabilities
1,762

 
1,960

 
 
 
 
 
 
 
 
Tangible Assets
$
2,081,034

 
$
2,032,105

 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


17
Table of Contents

Table 13
 
 
 
 
 
 
 
Segment Supplemental Financial Data Reconciliations to GAAP Financial Measures (1)
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
 
 
 
 
 
 
 
Consumer Banking
 
 
 
 
 
 
 
Reported net income
$
1,759

 
$
1,669

 
$
4,940

 
$
4,781

Adjustment related to intangibles (2)
1

 
1

 
3

 
3

Adjusted net income
$
1,760

 
$
1,670

 
$
4,943

 
$
4,784

 
 
 
 
 
 
 
 
Average allocated equity (3)
$
59,312

 
$
60,385

 
$
59,330

 
$
60,401

Adjustment related to goodwill and a percentage of intangibles
(30,312
)
 
(30,385
)
 
(30,330
)
 
(30,401
)
Average allocated capital
$
29,000

 
$
30,000

 
$
29,000

 
$
30,000

 
 
 
 
 
 
 
 
Deposits
 
 
 
 
 
 
 
Reported net income
$
695

 
$
651

 
$
1,957

 
$
1,852

Adjustment related to intangibles (2)
—

 
—

 
—

 
—

Adjusted net income
$
695

 
$
651

 
$
1,957

 
$
1,852

 
 
 
 
 
 
 
 
Average allocated equity (3)
$
30,421

 
$
29,427

 
$
30,422

 
$
29,426

Adjustment related to goodwill and a percentage of intangibles
(18,421
)
 
(18,427
)
 
(18,422
)
 
(18,426
)
Average allocated capital
$
12,000

 
$
11,000

 
$
12,000

 
$
11,000

 
 
 
 
 
 
 
 
Consumer Lending
 
 
 
 
 
 
 
Reported net income
$
1,064

 
$
1,018

 
$
2,983

 
$
2,929

Adjustment related to intangibles (2)
1

 
1

 
3

 
3

Adjusted net income
$
1,065

 
$
1,019

 
$
2,986

 
$
2,932

 
 
 
 
 
 
 
 
Average allocated equity (3)
$
28,891

 
$
30,958

 
$
28,907

 
$
30,975

Adjustment related to goodwill and a percentage of intangibles
(11,891
)
 
(11,958
)
 
(11,907
)
 
(11,975
)
Average allocated capital
$
17,000

 
$
19,000

 
$
17,000

 
$
19,000

 
 
 
 
 
 
 
 
Global Wealth & Investment Management
 
 
 
 
 
 
 
Reported net income
$
656

 
$
812

 
$
1,995

 
$
2,264

Adjustment related to intangibles (2)
3

 
3

 
9

 
10

Adjusted net income
$
659

 
$
815

 
$
2,004

 
$
2,274

 
 
 
 
 
 
 
 
Average allocated equity (3)
$
22,132

 
$
22,204

 
$
22,135

 
$
22,223

Adjustment related to goodwill and a percentage of intangibles
(10,132
)
 
(10,204
)
 
(10,135
)
 
(10,223
)
Average allocated capital
$
12,000

 
$
12,000

 
$
12,000

 
$
12,000

 
 
 
 
 
 
 
 
Global Banking
 
 
 
 
 
 
 
Reported net income
$
1,277

 
$
1,521

 
$
3,895

 
$
4,249

Adjustment related to intangibles (2)
1

 
—

 
1

 
1

Adjusted net income
$
1,278

 
$
1,521

 
$
3,896

 
$
4,250

 
 
 
 
 
 
 
 
Average allocated equity (3)
$
58,947

 
$
57,421

 
$
58,934

 
$
57,432

Adjustment related to goodwill and a percentage of intangibles
(23,947
)
 
(23,921
)
 
(23,934
)
 
(23,932
)
Average allocated capital
$
35,000

 
$
33,500

 
$
35,000

 
$
33,500

 
 
 
 
 
 
 
 
Global Markets
 
 
 
 
 
 
 
Reported net income
$
1,008

 
$
371

 
$
2,944

 
$
2,780

Adjustment related to intangibles (2)
5

 
2

 
9

 
7

Adjusted net income
$
1,013

 
$
373

 
$
2,953

 
$
2,787

 
 
 
 
 
 
 
 
Average allocated equity (3)
$
40,351

 
$
39,401

 
$
40,405

 
$
39,394

Adjustment related to goodwill and a percentage of intangibles
(5,351
)
 
(5,401
)
 
(5,405
)
 
(5,394
)
Average allocated capital
$
35,000

 
$
34,000

 
$
35,000

 
$
34,000

(1) 
There are no adjustments to reported net income (loss) or average allocated equity for LAS.
(2) 
Represents cost of funds, earnings credits and certain expenses related to intangibles.
(3) 
Average allocated equity is comprised of average allocated capital plus capital for the portion of goodwill and intangibles specifically assigned to the business segment. For more information on allocated capital, see Business Segment Operations on page 25.
 
 
 
 


18
Table of Contents

Net Interest Income Excluding Trading-related Net Interest Income

We manage net interest income on an FTE basis and excluding the impact of trading-related activities. As discussed in Global Markets on page 41, we evaluate our sales and trading results and strategies on a total market-based revenue approach by combining net interest income and noninterest income for Global Markets. An analysis of net interest income, average earning assets and net interest yield on earning assets, all of which adjust for the impact of trading-related net interest income from reported net interest income on an FTE basis, is shown below. We believe the use of this non-GAAP presentation in Table 14 provides additional clarity in assessing our results.

Table 14
 
 
 
 
Net Interest Income Excluding Trading-related Net Interest Income
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Net interest income (FTE basis)
 
 
 
 
 
 
 
As reported
$
9,742

 
$
10,444

 
$
30,128

 
$
30,956

Impact of trading-related net interest income
(1,034
)
 
(906
)
 
(2,870
)
 
(2,672
)
Net interest income excluding trading-related net interest income (FTE basis) (1)
$
8,708

 
$
9,538

 
$
27,258

 
$
28,284

Average earning assets
 
 
 
 
 
 
 
As reported
$
1,847,396

 
$
1,813,482

 
$
1,822,720

 
$
1,819,247

Impact of trading-related earning assets
(421,639
)
 
(441,661
)
 
(419,711
)
 
(449,249
)
Average earning assets excluding trading-related earning assets (1)
$
1,425,757

 
$
1,371,821

 
$
1,403,009

 
$
1,369,998

Net interest yield contribution (FTE basis) (2)
 
 
 
 
 
 
 
As reported
2.10
%
 
2.29
%
 
2.21
%
 
2.27
%
Impact of trading-related activities
0.33

 
0.48

 
0.39

 
0.48

Net interest yield on earning assets excluding trading-related activities (FTE basis) (1)
2.43
%
 
2.77
%
 
2.60
%
 
2.75
%
(1) 
Represents a non-GAAP financial measure.
(2) 
Calculated on an annualized basis.

For the three and nine months ended September 30, 2015, net interest income excluding trading-related net interest income decreased $830 million to $8.7 billion, and $1.0 billion to $27.3 billion compared to the same periods in 2014.

The decrease for the three months ended September 30, 2015 was largely driven by a negative change of $542 million in market-related adjustments on debt securities. Also contributing to the decline were lower loan yields and consumer loan balances, partially offset by commercial loan growth. Market-related adjustments on debt securities resulted in an expense of $597 million for the three months ended September 30, 2015 compared to an expense of $55 million for the same period in 2014. For more information on market-related adjustments, see Executive Summary – Financial Highlights on page 7. For more information on the impact of interest rates, see Interest Rate Risk Management for Non-trading Activities on page 118.

The decrease for the nine months ended September 30, 2015 was primarily driven by lower loan yields and consumer loan balances, partially offset by lower long-term debt balances and commercial loan growth. Market-related adjustments on debt securities resulted in an expense of $412 million for the nine months ended September 30, 2015 compared to an expense of $503 million for the same period in 2014.

Average earning assets excluding trading-related earning assets for the three and nine months ended September 30, 2015 increased $53.9 billion to $1,425.8 billion, and $33.0 billion to $1,403.0 billion compared to the same periods in 2014. The increases were primarily in debt securities, cash held at central banks and commercial loans, partially offset by a decline in consumer loans.

For the three and nine months ended September 30, 2015, net interest yield on earning assets excluding trading-related activities decreased 34 bps to 2.43 percent, and 15 bps to 2.60 percent compared to the same periods in 2014 due to the same factors as described above.

19
Table of Contents

Table 15
Quarterly Average Balances and Interest Rates – FTE Basis
 
Third Quarter 2015
 
Second Quarter 2015
(Dollars in millions)
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
Earning assets
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits with the Federal Reserve, non-U.S. central banks and other banks
$
145,174

 
$
96

 
0.26
%
 
$
125,762

 
$
81

 
0.26
%
Time deposits placed and other short-term investments
11,503

 
38

 
1.33

 
8,183

 
34

 
1.64

Federal funds sold and securities borrowed or purchased under agreements to resell
210,127

 
275

 
0.52

 
214,326

 
268

 
0.50

Trading account assets
140,484

 
1,170

 
3.31

 
137,137

 
1,114

 
3.25

Debt securities (1)
394,420

 
1,853

 
1.88

 
386,357

 
3,082

 
3.21

Loans and leases (2):
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
193,791

 
1,690

 
3.49

 
207,356

 
1,782

 
3.44

Home equity
79,715

 
730

 
3.64

 
82,640

 
769

 
3.73

U.S. credit card
88,201

 
2,033

 
9.15

 
87,460

 
1,980

 
9.08

Non-U.S. credit card
10,244

 
267

 
10.34

 
10,012

 
264

 
10.56

Direct/Indirect consumer (3)
85,975

 
515

 
2.38

 
83,698

 
504

 
2.42

Other consumer (4)
1,980

 
15

 
3.01

 
1,885

 
15

 
3.14

Total consumer
459,906

 
5,250

 
4.54

 
473,051

 
5,314

 
4.50

U.S. commercial
251,908

 
1,743

 
2.75

 
244,540

 
1,705

 
2.80

Commercial real estate (5)
53,605

 
384

 
2.84

 
50,478

 
382

 
3.03

Commercial lease financing
25,425

 
199

 
3.12

 
24,723

 
180

 
2.92

Non-U.S. commercial
91,997

 
514

 
2.22

 
88,623

 
479

 
2.17

Total commercial
422,935

 
2,840

 
2.67

 
408,364

 
2,746

 
2.70

Total loans and leases
882,841

 
8,090

 
3.64

 
881,415

 
8,060

 
3.67

Other earning assets
62,847

 
716

 
4.52

 
62,712

 
721

 
4.60

Total earning assets (6)
1,847,396

 
12,238

 
2.64

 
1,815,892

 
13,360

 
2.95

Cash and due from banks
27,730

 
 
 
 
 
30,751

 
 
 
 
Other assets, less allowance for loan and lease losses
293,867

 
 
 
 
 
305,323

 
 
 
 
Total assets
$
2,168,993

 
 
 
 
 
$
2,151,966

 
 
 
 
(1) 
Yields on debt securities excluding the impact of market-related adjustments were 2.50 percent, 2.48 percent and 2.54 percent in the third, second and first quarters of 2015, and 2.53 percent and 2.55 percent in the fourth and third quarters of 2014, respectively. Yields on debt securities excluding the impact of market-related adjustments are a non-GAAP financial measure. The Corporation believes the use of this non-GAAP financial measure provides additional clarity in assessing its results. 
(2) 
Nonperforming loans are included in the respective average loan balances. Income on these nonperforming loans is generally recognized on a cost recovery basis. PCI loans were recorded at fair value upon acquisition and accrete interest income over the remaining life of the loan.
(3) 
Includes non-U.S. consumer loans of $4.0 billion for each of the quarters of 2015, and $4.2 billion and $4.3 billion in the fourth and third quarters of 2014, respectively.
(4) 
Includes consumer finance loans of $605 million, $632 million and $661 million in the third, second and first quarters of 2015, and $907 million and $1.1 billion in the fourth and third quarters of 2014, respectively; consumer leases of $1.2 billion, $1.1 billion and $1.0 billion in the third, second and first quarters of 2015, and $965 million and $887 million in the fourth and third quarters of 2014, respectively; and consumer overdrafts of $177 million, $131 million and $141 million in the third, second and first quarters of 2015, and $156 million and $161 million in the fourth and third quarters of 2014, respectively.
(5) 
Includes U.S. commercial real estate loans of $49.8 billion, $47.6 billion and $45.6 billion in the third, second and first quarters of 2015, and $45.1 billion and $45.0 billion in the fourth and third quarters of 2014, respectively; and non-U.S. commercial real estate loans of $3.8 billion, $2.8 billion and $2.7 billion in the third, second and first quarters of 2015, and $1.9 billion and $1.0 billion in the fourth and third quarters of 2014, respectively.
(6) 
Interest income includes the impact of interest rate risk management contracts, which decreased interest income on the underlying assets by $8 million, $8 million and $11 million in the third, second and first quarters of 2015, and $10 million and $30 million in the fourth and third quarters of 2014, respectively. Interest expense includes the impact of interest rate risk management contracts, which decreased interest expense on the underlying liabilities by $590 million, $509 million and $582 million in the third, second and first quarters of 2015, and $659 million and $602 million in the fourth and third quarters of 2014, respectively. For additional information, see Interest Rate Risk Management for Non-trading Activities on page 118.

20
Table of Contents

Table 15
 
 
 
 
 
 
Quarterly Average Balances and Interest Rates – FTE Basis (continued)
 
First Quarter 2015
 
Fourth Quarter 2014
 
Third Quarter 2014
(Dollars in millions)
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
Earning assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits with the Federal Reserve, non-U.S. central banks and other banks
$
126,189

 
$
84

 
0.27
%
 
$
109,042

 
$
74

 
0.27
%
 
$
110,876

 
$
77

 
0.28
%
Time deposits placed and other short-term investments
8,379

 
33

 
1.61

 
9,339

 
41

 
1.73

 
10,457

 
41

 
1.54

Federal funds sold and securities borrowed or purchased under agreements to resell
213,931

 
231

 
0.44

 
217,982

 
237

 
0.43

 
223,978

 
239

 
0.42

Trading account assets
138,946

 
1,122

 
3.26

 
144,147

 
1,142

 
3.15

 
143,282

 
1,147

 
3.18

Debt securities (1)
383,120

 
1,898

 
2.01

 
371,014

 
1,687

 
1.82

 
359,653

 
2,236

 
2.48

Loans and leases (2):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
215,030

 
1,851

 
3.45

 
223,132

 
1,946

 
3.49

 
235,272

 
2,083

 
3.54

Home equity
84,915

 
770

 
3.66

 
86,825

 
808

 
3.70

 
88,590

 
836

 
3.76

U.S. credit card
88,695

 
2,027

 
9.27

 
89,381

 
2,087

 
9.26

 
88,866

 
2,093

 
9.34

Non-U.S. credit card
10,002

 
262

 
10.64

 
10,950

 
280

 
10.14

 
11,784

 
304

 
10.25

Direct/Indirect consumer (3)
80,713

 
491

 
2.47

 
83,121

 
522

 
2.49

 
82,669

 
523

 
2.51

Other consumer (4)
1,847

 
15

 
3.29

 
2,031

 
85

 
16.75

 
2,110

 
19

 
3.44

Total consumer
481,202

 
5,416

 
4.54

 
495,440

 
5,728

 
4.60

 
509,291

 
5,858

 
4.58

U.S. commercial
234,907

 
1,645

 
2.84

 
231,215

 
1,648

 
2.83

 
230,891

 
1,660

 
2.86

Commercial real estate (5)
48,234

 
347

 
2.92

 
46,996

 
360

 
3.04

 
46,069

 
347

 
2.98

Commercial lease financing
24,495

 
216

 
3.53

 
24,238

 
199

 
3.28

 
24,325

 
212

 
3.48

Non-U.S. commercial
83,555

 
485

 
2.35

 
86,844

 
527

 
2.41

 
88,665

 
555

 
2.48

Total commercial
391,191

 
2,693

 
2.79

 
389,293

 
2,734

 
2.79

 
389,950

 
2,774

 
2.83

Total loans and leases
872,393

 
8,109

 
3.75

 
884,733

 
8,462

 
3.80

 
899,241

 
8,632

 
3.82

Other earning assets
61,441

 
705

 
4.66

 
65,864

 
739

 
4.46

 
65,995

 
710

 
4.27

Total earning assets (6)
1,804,399

 
12,182

 
2.73

 
1,802,121

 
12,382

 
2.73

 
1,813,482

 
13,082

 
2.87

Cash and due from banks
27,695

 
 
 
 
 
27,590

 
 
 
 
 
25,120

 
 
 
 
Other assets, less allowance for loan and lease losses
306,480

 
 
 
 
 
307,840

 
 
 
 
 
297,507

 
 
 
 
Total assets
$
2,138,574

 
 
 
 
 
$
2,137,551

 
 

 
 
 
$
2,136,109

 
 
 
 
For footnotes see page 20.


21
Table of Contents

Table 15
Quarterly Average Balances and Interest Rates – FTE Basis (continued)
 
Third Quarter 2015
 
Second Quarter 2015
(Dollars in millions)
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
Interest-bearing liabilities
 
 
 
 
 
 
 
 
 
 
 
U.S. interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
Savings
$
46,297

 
$
2

 
0.02
%
 
$
47,381

 
$
2

 
0.02
%
NOW and money market deposit accounts
545,741

 
67

 
0.05

 
536,201

 
71

 
0.05

Consumer CDs and IRAs
53,174

 
38

 
0.29

 
55,832

 
42

 
0.30

Negotiable CDs, public funds and other deposits
30,631

 
26

 
0.33

 
29,904

 
22

 
0.30

Total U.S. interest-bearing deposits
675,843

 
133

 
0.08

 
669,318

 
137

 
0.08

Non-U.S. interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
Banks located in non-U.S. countries
4,196

 
7

 
0.71

 
5,162

 
9

 
0.67

Governments and official institutions
1,654

 
1

 
0.33

 
1,239

 
1

 
0.38

Time, savings and other
53,793

 
73

 
0.53

 
55,030

 
69

 
0.51

Total non-U.S. interest-bearing deposits
59,643

 
81

 
0.54

 
61,431

 
79

 
0.52

Total interest-bearing deposits
735,486

 
214

 
0.12

 
730,749

 
216

 
0.12

Federal funds purchased, securities loaned or sold under agreements to repurchase and short-term borrowings
257,323

 
597

 
0.92

 
252,088

 
686

 
1.09

Trading account liabilities
77,443

 
342

 
1.75

 
77,772

 
335

 
1.73

Long-term debt
240,520

 
1,343

 
2.22

 
242,230

 
1,407

 
2.33

Total interest-bearing liabilities (6)
1,310,772

 
2,496

 
0.76

 
1,302,839

 
2,644

 
0.81

Noninterest-bearing sources:
 
 
 
 
 
 
 
 
 
 
 
Noninterest-bearing deposits
423,745

 
 
 
 
 
416,040

 
 
 
 
Other liabilities
180,583

 
 
 
 
 
182,033

 
 
 
 
Shareholders' equity
253,893

 
 
 
 
 
251,054

 
 
 
 
Total liabilities and shareholders' equity
$
2,168,993

 
 
 
 
 
$
2,151,966

 
 
 
 
Net interest spread
 
 
 
 
1.88
%
 
 
 
 
 
2.14
%
Impact of noninterest-bearing sources
 
 
 
 
0.22

 
 
 
 
 
0.23

Net interest income/yield on earning assets
 
 
$
9,742

 
2.10
%
 
 
 
$
10,716

 
2.37
%
For footnotes see page 20.


22
Table of Contents

Table 15
 
 
 
 
 
 
Quarterly Average Balances and Interest Rates – FTE Basis (continued)
 
First Quarter 2015
 
Fourth Quarter 2014
 
Third Quarter 2014
(Dollars in millions)
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
Interest-bearing liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Savings
$
46,224

 
$
2

 
0.02
%
 
$
45,621

 
$
1

 
0.01
%
 
$
46,803

 
$
1

 
0.01
%
NOW and money market deposit accounts
531,827

 
67

 
0.05

 
515,995

 
76

 
0.06

 
517,043

 
78

 
0.06

Consumer CDs and IRAs
58,704

 
45

 
0.31

 
61,880

 
52

 
0.33

 
65,579

 
59

 
0.35

Negotiable CDs, public funds and other deposits
28,796

 
22

 
0.31

 
30,950

 
22

 
0.29

 
31,806

 
27

 
0.34

Total U.S. interest-bearing deposits
665,551

 
136

 
0.08

 
654,446

 
151

 
0.09

 
661,231

 
165

 
0.10

Non-U.S. interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Banks located in non-U.S. countries
4,544

 
8

 
0.74

 
5,415

 
9

 
0.63

 
8,022

 
21

 
1.05

Governments and official institutions
1,382

 
1

 
0.21

 
1,647

 
1

 
0.18

 
1,706

 
1

 
0.14

Time, savings and other
54,276

 
75

 
0.55

 
57,029

 
76

 
0.53

 
61,331

 
83

 
0.54

Total non-U.S. interest-bearing deposits
60,202

 
84

 
0.56

 
64,091

 
86

 
0.53

 
71,059

 
105

 
0.59

Total interest-bearing deposits
725,753

 
220

 
0.12

 
718,537

 
237

 
0.13

 
732,290

 
270

 
0.15

Federal funds purchased, securities loaned or sold under agreements to repurchase and short-term borrowings
244,134

 
585

 
0.97

 
251,432

 
615

 
0.97

 
255,111

 
590

 
0.92

Trading account liabilities
78,787

 
394

 
2.03

 
78,174

 
350

 
1.78

 
84,989

 
392

 
1.83

Long-term debt
240,127

 
1,313

 
2.20

 
249,221

 
1,315

 
2.10

 
251,772

 
1,386

 
2.19

Total interest-bearing liabilities (6)
1,288,801

 
2,512

 
0.79

 
1,297,364

 
2,517

 
0.77

 
1,324,162

 
2,638

 
0.79

Noninterest-bearing sources:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Noninterest-bearing deposits
404,973

 
 
 
 
 
403,977

 
 

 
 
 
395,198

 
 
 
 
Other liabilities
199,056

 
 
 
 
 
192,756

 
 

 
 
 
178,709

 
 
 
 
Shareholders' equity
245,744

 
 
 
 
 
243,454

 
 

 
 
 
238,040

 
 
 
 
Total liabilities and shareholders' equity
$
2,138,574

 
 
 
 
 
$
2,137,551

 
 
 
 
 
$
2,136,109

 
 
 
 
Net interest spread
 
 
 
 
1.94
%
 
 
 
 
 
1.96
%
 
 
 
 
 
2.08
%
Impact of noninterest-bearing sources
 
 
 
 
0.23

 
 
 
 
 
0.22

 
 
 
 
 
0.21

Net interest income/yield on earning assets
 
 
$
9,670

 
2.17
%
 
 
 
$
9,865

 
2.18
%
 
 
 
$
10,444

 
2.29
%
For footnotes see page 20.

23
Table of Contents

Table 16
Year-to-Date Average Balances and Interest Rates – FTE Basis
 
Nine Months Ended September 30
 
2015
 
2014
(Dollars in millions)
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
Earning assets
 
 
 
 
 
 
 
 
 
 
 
Interest-bearing deposits with the Federal Reserve, non-U.S. central banks and other banks
$
132,445

 
$
261

 
0.26
%
 
$
115,670

 
$
234

 
0.27
%
Time deposits placed and other short-term investments
9,366

 
105

 
1.50

 
11,602

 
129

 
1.49

Federal funds sold and securities borrowed or purchased under agreements to resell
212,781

 
774

 
0.49

 
224,001

 
801

 
0.48

Trading account assets
138,861

 
3,406

 
3.28

 
146,205

 
3,575

 
3.27

Debt securities (1)
388,007

 
6,833

 
2.36

 
345,194

 
6,375

 
2.45

Loans and leases (2):
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
205,315

 
5,323

 
3.46

 
242,034

 
6,516

 
3.59

Home equity
82,404

 
2,269

 
3.68

 
90,676

 
2,531

 
3.73

U.S. credit card
88,117

 
6,040

 
9.17

 
88,820

 
6,227

 
9.37

Non-U.S. credit card
10,087

 
793

 
10.51

 
11,700

 
920

 
10.51

Direct/Indirect consumer (3)
83,481

 
1,510

 
2.42

 
82,170

 
1,577

 
2.57

Other consumer (4)
1,904

 
45

 
3.14

 
2,029

 
54

 
3.56

Total consumer
471,308

 
15,980

 
4.53

 
517,429

 
17,825

 
4.60

U.S. commercial
243,848

 
5,093

 
2.79

 
229,822

 
4,982

 
2.90

Commercial real estate (5)
50,792

 
1,113

 
2.93

 
47,703

 
1,072

 
3.00

Commercial lease financing
24,884

 
595

 
3.19

 
24,485

 
639

 
3.48

Non-U.S. commercial
88,089

 
1,478

 
2.24

 
90,921

 
1,669

 
2.45

Total commercial
407,613

 
8,279

 
2.71

 
392,931

 
8,362

 
2.84

Total loans and leases
878,921

 
24,259

 
3.69

 
910,360

 
26,187

 
3.84

Other earning assets
62,339

 
2,142

 
4.59

 
66,215

 
2,071

 
4.18

Total earning assets (6)
1,822,720

 
37,780

 
2.77

 
1,819,247

 
39,372

 
2.89

Cash and due from banks
28,726

 
 
 
 
 
26,907

 
 
 
 
Other assets, less allowance for loan and lease losses
301,843

 
 
 
 
 
302,144

 
 

 
 
Total assets
$
2,153,289

 
 
 
 
 
$
2,148,298

 
 

 
 
(1) 
Yields on debt securities excluding the impact of market-related adjustments were 2.49 percent and 2.67 percent for the nine months ended September 30, 2015 and 2014. Yields on debt securities excluding the impact of market-related adjustments are a non-GAAP financial measure. The Corporation believes the use of this non-GAAP financial measure provides additional clarity in assessing its results. 
(2) 
Nonperforming loans are included in the respective average loan balances. Income on these nonperforming loans is generally recognized on a cost recovery basis. PCI loans were recorded at fair value upon acquisition and accrete interest income over the remaining life of the loan.
(3) 
Includes non-U.S. consumer loans of $4.0 billion and $4.4 billion for the nine months ended September 30, 2015 and 2014.
(4) 
Includes consumer finance loans of $633 million and $1.1 billion, consumer leases of $1.1 billion and $769 million, and consumer overdrafts of $150 million and $146 million for the nine months ended September 30, 2015 and 2014.
(5) 
Includes U.S. commercial real estate loans of $47.7 billion and $46.2 billion, and non-U.S. commercial real estate loans of $3.1 billion and $1.5 billion for the nine months ended September 30, 2015 and 2014.
(6) 
Interest income includes the impact of interest rate risk management contracts, which decreased interest income on the underlying assets by $27 million and $48 million for the nine months ended September 30, 2015 and 2014. Interest expense includes the impact of interest rate risk management contracts, which decreased interest expense on the underlying liabilities by $1.7 billion and $1.8 billion for the nine months ended September 30, 2015 and 2014. For additional information, see Interest Rate Risk Management for Non-trading Activities on page 118.

24
Table of Contents

Table 16
Year-to-Date Average Balances and Interest Rates – FTE Basis (continued)
 
Nine Months Ended September 30
 
2015
 
2014
(Dollars in millions)
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
 
Average
Balance
 
Interest
Income/
Expense
 
Yield/
Rate
Interest-bearing liabilities
 
 
 
 
 
 
 
 
 
 
 
U.S. interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
Savings
$
46,634

 
$
6

 
0.02
%
 
$
46,489

 
$
2

 
0.01
%
NOW and money market deposit accounts
537,974

 
205

 
0.05

 
519,870

 
240

 
0.06

Consumer CDs and IRAs
55,883

 
125

 
0.30

 
68,455

 
212

 
0.41

Negotiable CDs, public funds and other deposits
29,784

 
70

 
0.32

 
31,693

 
85

 
0.36

Total U.S. interest-bearing deposits
670,275

 
406

 
0.08

 
666,507

 
539

 
0.11

Non-U.S. interest-bearing deposits:
 
 
 
 
 
 
 
 
 
 
 
Banks located in non-U.S. countries
4,633

 
24

 
0.70

 
9,866

 
52

 
0.70

Governments and official institutions
1,426

 
3

 
0.31

 
1,772

 
2

 
0.13

Time, savings and other
54,364

 
217

 
0.53

 
61,974

 
250

 
0.54

Total non-U.S. interest-bearing deposits
60,423

 
244

 
0.54

 
73,612

 
304

 
0.55

Total interest-bearing deposits
730,698

 
650

 
0.12

 
740,119

 
843

 
0.15

Federal funds purchased, securities loaned or sold under agreements to repurchase and short-term borrowings
251,231

 
1,868

 
0.99

 
259,786

 
1,963

 
1.01

Trading account liabilities
77,996

 
1,071

 
1.84

 
90,177

 
1,225

 
1.82

Long-term debt
240,960

 
4,063

 
2.25

 
255,084

 
4,385

 
2.30

Total interest-bearing liabilities (6)
1,300,885

 
7,652

 
0.79

 
1,345,166

 
8,416

 
0.84

Noninterest-bearing sources:
 
 
 
 
 
 
 
 
 
 
 
Noninterest-bearing deposits
414,988

 
 
 
 
 
384,658

 
 
 
 
Other liabilities
187,156

 
 
 
 
 
181,668

 
 
 
 
Shareholders' equity
250,260

 
 
 
 
 
236,806

 
 
 
 
Total liabilities and shareholders' equity
$
2,153,289

 
 
 
 
 
$
2,148,298

 
 
 
 
Net interest spread
 
 
 
 
1.98
%
 
 
 
 
 
2.05
%
Impact of noninterest-bearing sources
 
 
 
 
0.23

 
 
 
 
 
0.22

Net interest income/yield on earning assets
 
 
$
30,128

 
2.21
%
 
 
 
$
30,956

 
2.27
%
For footnotes see page 24.

Business Segment Operations
 
Segment Description and Basis of Presentation

We report our results of operations through the following five business segments: Consumer Banking, Global Wealth & Investment Management (GWIM), Global Banking, Global Markets and Legacy Assets & Servicing (LAS), with the remaining operations recorded in All Other. Effective January 1, 2015, we realigned the segments with how we are managing the businesses in 2015. For more information on the segment realignment, see Note 18 – Business Segment Information to the Consolidated Financial Statements.

We prepare and evaluate segment results using certain non-GAAP financial measures. For additional information, see Supplemental Financial Data on page 16. Table 17 provides selected summary financial data for our business segments and All Other for the three and nine months ended September 30, 2015 compared to the same periods in 2014. For additional detailed information on these results, see the business segment and All Other discussions which follow.


25
Table of Contents

Table 17
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Segment Results
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Total Revenue (1)
 
Provision for Credit Losses
 
Noninterest Expense
 
Net Income (Loss)
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Consumer Banking
$
7,832

 
$
7,749

 
$
648

 
$
668

 
$
4,434

 
$
4,462

 
$
1,759

 
$
1,669

Global Wealth & Investment Management
4,468

 
4,666

 
(2
)
 
(15
)
 
3,447

 
3,405

 
656

 
812

Global Banking
4,191

 
4,345

 
179

 
(64
)
 
2,020

 
2,016

 
1,277

 
1,521

Global Markets
4,071

 
4,161

 
42

 
45

 
2,683

 
3,357

 
1,008

 
371

Legacy Assets & Servicing
841

 
556

 
6

 
267

 
1,143

 
6,648

 
(196
)
 
(5,114
)
All Other
(490
)
 
(43
)
 
(67
)
 
(265
)
 
80

 
254

 
4

 
509

Total – FTE basis
20,913

 
21,434

 
806

 
636

 
13,807

 
20,142

 
4,508

 
(232
)
FTE adjustment
(231
)
 
(225
)
 
—

 
—

 
—

 
—

 
—

 
—

Total Consolidated
$
20,682

 
$
21,209

 
$
806

 
$
636

 
$
13,807

 
$
20,142

 
$
4,508

 
$
(232
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Consumer Banking
$
22,826

 
$
23,049

 
$
1,870

 
$
2,027

 
$
13,141

 
$
13,446

 
$
4,940

 
$
4,781

Global Wealth & Investment Management
13,558

 
13,802

 
36

 
—

 
10,366

 
10,213

 
1,995

 
2,264

Global Banking
12,567

 
13,293

 
452

 
353

 
5,952

 
6,200

 
3,895

 
4,249

Global Markets
12,961

 
13,801

 
69

 
83

 
8,556

 
9,341

 
2,944

 
2,780

Legacy Assets & Servicing
2,844

 
2,042

 
154

 
240

 
3,307

 
19,287

 
(390
)
 
(12,737
)
All Other
(77
)
 
174

 
(230
)
 
(647
)
 
1,998

 
2,434

 
(199
)
 
446

Total – FTE basis
64,679

 
66,161

 
2,351

 
2,056

 
43,320

 
60,921

 
13,185

 
1,783

FTE adjustment
(678
)
 
(639
)
 
—

 
—

 
—

 
—

 
—

 
—

Total Consolidated
$
64,001

 
$
65,522

 
$
2,351

 
$
2,056

 
$
43,320

 
$
60,921

 
$
13,185

 
$
1,783

(1) 
Total revenue is net of interest expense and is on an FTE basis which for consolidated revenue is a non-GAAP financial measure. For more information on this measure and for a corresponding reconciliation to a GAAP financial measure, see Supplemental Financial Data on page 16.

The Corporation periodically reviews capital allocated to its businesses and allocates capital annually during the strategic and capital planning processes. We utilize a methodology that considers the effect of regulatory capital requirements in addition to internal risk-based capital models. The Corporation's internal risk-based capital models use a risk-adjusted methodology incorporating each segment's credit, market, interest rate, business and operational risk components. For more information on the nature of these risks, see Managing Risk on page 55. The capital allocated to the business segments is referred to as allocated capital, which represents a non-GAAP financial measure. For purposes of goodwill impairment testing, the Corporation utilizes allocated equity as a proxy for the carrying value of its reporting units. Allocated equity in the reporting units is comprised of allocated capital plus capital for the portion of goodwill and intangibles specifically assigned to the reporting unit.

During the latest annual planning process, we made refinements to the amount of capital allocated to each of our businesses based on multiple considerations that included, but were not limited to, risk-weighted assets measured under Basel 3 Standardized and Advanced approaches, business segment exposures and risk profile, and strategic plans. As a result of this process, in the first quarter of 2015, we adjusted the amount of capital being allocated to our business segments, primarily LAS.

For more information on the basis of presentation for business segments, including the allocation of market-related adjustments to net interest income, and reconciliations to consolidated total revenue, net income and period-end total assets, see Note 18 – Business Segment Information to the Consolidated Financial Statements.



26
Table of Contents

Consumer Banking
 
Three Months Ended September 30
 
 
 
Deposits
 
Consumer
Lending
 
Total Consumer Banking
 
 
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
% Change
Net interest income (FTE basis)
$
2,440

 
$
2,389

 
$
2,565

 
$
2,692

 
$
5,005

 
$
5,081

 
(1
)%
Noninterest income:
 
 
 
 
 
 
 
 
 
 
 
 
 
Card income
2

 
2

 
1,246

 
1,217

 
1,248

 
1,219

 
2

Service charges
1,056

 
1,085

 
1

 
—

 
1,057

 
1,085

 
(3
)
Mortgage banking income
—

 
—

 
207

 
205

 
207

 
205

 
1

All other income
131

 
116

 
184

 
43

 
315

 
159

 
98

Total noninterest income
1,189

 
1,203

 
1,638

 
1,465

 
2,827

 
2,668

 
6

Total revenue, net of interest expense (FTE basis)
3,629

 
3,592

 
4,203

 
4,157

 
7,832

 
7,749

 
1

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Provision for credit losses
58

 
93

 
590

 
575

 
648

 
668

 
(3
)
Noninterest expense
2,484

 
2,480

 
1,950

 
1,982

 
4,434

 
4,462

 
(1
)
Income before income taxes (FTE basis)
1,087

 
1,019

 
1,663

 
1,600

 
2,750

 
2,619

 
5

Income tax expense (FTE basis)
392

 
368

 
599

 
582

 
991

 
950

 
4

Net income
$
695

 
$
651

 
$
1,064

 
$
1,018

 
$
1,759

 
$
1,669

 
5

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest yield (FTE basis)
1.75
%
 
1.83
%
 
5.01
%
 
5.51
%
 
3.45
%
 
3.71
%
 
 
Return on average allocated capital
23

 
23

 
25

 
21

 
24

 
22

 
 
Efficiency ratio (FTE basis)
68.48

 
69.04

 
46.37

 
47.67

 
56.62

 
57.58

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
 
Average
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
% Change
Total loans and leases
$
5,813

 
$
6,076

 
$
200,524

 
$
191,298

 
$
206,337

 
$
197,374

 
5
 %
Total earning assets (1)
552,639

 
518,038

 
203,013

 
193,970

 
576,226

 
542,776

 
6

Total assets (1)
579,690

 
544,537

 
212,084

 
203,541

 
612,348

 
578,846

 
6

Total deposits
547,726

 
513,668

 
n/m

 
n/m

 
548,895

 
514,549

 
7

Allocated capital
12,000

 
11,000

 
17,000

 
19,000

 
29,000

 
30,000

 
(3
)
(1)
In segments and businesses where the total of liabilities and equity exceeds assets, we allocate assets from All Other to match the segments' and businesses' liabilities and allocated shareholders' equity. As a result, total earning assets and total assets of the businesses may not equal total Consumer Banking.
n/m = not meaningful

27
Table of Contents

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30
 
 
 
Deposits
 
Consumer
Lending
 
Total Consumer Banking
 
 
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
% Change
Net interest income (FTE basis)
$
7,126

 
$
7,125

 
$
7,660

 
$
8,086

 
$
14,786

 
$
15,211

 
(3
)%
Noninterest income:
 
 
 
 
 
 
 
 
 
 
 
 
 
Card income
8

 
8

 
3,613

 
3,512

 
3,621

 
3,520

 
3

Service charges
3,055

 
3,117

 
1

 
1

 
3,056

 
3,118

 
(2
)
Mortgage banking income
—

 
—

 
751

 
620

 
751

 
620

 
21

All other income
354

 
295

 
258

 
285

 
612

 
580

 
6

Total noninterest income
3,417

 
3,420

 
4,623

 
4,418

 
8,040

 
7,838

 
3

Total revenue, net of interest expense (FTE basis)
10,543

 
10,545

 
12,283

 
12,504

 
22,826

 
23,049

 
(1
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Provision for credit losses
145

 
207

 
1,725

 
1,820

 
1,870

 
2,027

 
(8
)
Noninterest expense
7,303

 
7,406

 
5,838

 
6,040

 
13,141

 
13,446

 
(2
)
Income before income taxes (FTE basis)
3,095

 
2,932

 
4,720

 
4,644

 
7,815

 
7,576

 
3

Income tax expense (FTE basis)
1,138

 
1,080

 
1,737

 
1,715

 
2,875

 
2,795

 
3

Net income
$
1,957

 
$
1,852

 
$
2,983

 
$
2,929

 
$
4,940

 
$
4,781

 
3

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net interest yield (FTE basis)
1.75
%
 
1.85
%
 
5.14
%
 
5.59
%
 
3.47
%
 
3.77
%
 
 
Return on average allocated capital
22

 
23

 
23

 
21

 
23

 
21

 
 
Efficiency ratio (FTE basis)
69.27

 
70.23

 
47.53

 
48.31

 
57.57

 
58.34

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30
 
 
Average
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
% Change
Total loans and leases
$
5,827

 
$
6,090

 
$
196,738

 
$
190,318

 
$
202,565

 
$
196,408

 
3
 %
Total earning assets (1)
545,804

 
514,581

 
199,212

 
193,294

 
569,136

 
539,601

 
5

Total assets (1)
572,797

 
541,223

 
208,501

 
202,673

 
605,418

 
575,622

 
5

Total deposits
540,849

 
510,388

 
n/m

 
n/m

 
541,969

 
511,214

 
6

Allocated capital
12,000

 
11,000

 
17,000

 
19,000

 
29,000

 
30,000

 
(3
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Period end
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
 
% Change
Total loans and leases
$
5,820

 
$
5,951

 
$
203,161

 
$
196,049

 
$
208,981

 
$
202,000

 
3
 %
Total earning assets (1)
555,258

 
526,872

 
205,415

 
199,097

 
578,702

 
551,945

 
5

Total assets (1)
582,195

 
554,170

 
214,928

 
208,729

 
615,152

 
588,875

 
4

Total deposits
550,238

 
523,348

 
n/m

 
n/m

 
551,539

 
524,413

 
5

For footnote see page 27.

Consumer Banking, which is comprised of Deposits and Consumer Lending, offers a diversified range of credit, banking and investment products and services to consumers and small businesses. Our customers and clients have access to a franchise network that stretches coast to coast through 33 states and the District of Columbia. The franchise network includes approximately 4,700 financial centers, 16,100 ATMs, nationwide call centers, and online and mobile platforms.

Consumer Banking Results

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

Net income for Consumer Banking increased $90 million to $1.8 billion primarily driven by higher noninterest income, lower noninterest expense and lower provision for credit losses, partially offset by lower net interest income. Net interest income decreased $76 million to $5.0 billion as the beneficial impact of an increase in investable assets as a result of higher deposits and higher residential mortgage balances were more than offset by the impact of the allocation of ALM activities, higher funding costs and lower card yields. Noninterest income increased $159 million to $2.8 billion driven by gains on asset sales and higher card income, partially offset by lower service charges.

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Table of Contents

The provision for credit losses decreased $20 million to $648 million driven by continued improvement in credit quality primarily related to our small business and credit card portfolios. Noninterest expense decreased $28 million to $4.4 billion primarily driven by lower personnel and litigation expenses, partially offset by higher fraud costs in advance of Europay, MasterCard and Visa (EMV) chip implementation.

The return on average allocated capital was 24 percent, up from 22 percent, reflecting higher net income and a decrease in allocated capital. For more information on capital allocated to the business segments, see Business Segment Operations on page 25.

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

Net income for Consumer Banking increased $159 million to $4.9 billion primarily driven by lower noninterest expense, higher noninterest income and lower provision for credit losses, partially offset by lower net interest income. Net interest income decreased $425 million to $14.8 billion primarily due to the same factors as described in the three-month discussion above. Noninterest income increased $202 million to $8.0 billion driven by higher mortgage banking income from improved production margins, and higher card income, partially offset by lower service charges.

The provision for credit losses decreased $157 million to $1.9 billion primarily driven by the same factor as described in the three-month discussion above. Noninterest expense decreased $305 million to $13.1 billion primarily driven by the same factors as described in the three-month discussion above.

The return on average allocated capital was 23 percent, up from 21 percent, driven by the same factors as described in the three-month discussion above.

Deposits

Deposits includes the results of consumer deposit activities which consist of a comprehensive range of products provided to consumers and small businesses. Our deposit products include traditional savings accounts, money market savings accounts, CDs and IRAs, noninterest- and interest-bearing checking accounts, as well as investment accounts and products. The revenue is allocated to the deposit products using our funds transfer pricing process that matches assets and liabilities with similar interest rate sensitivity and maturity characteristics. Deposits generates fees such as account service fees, non-sufficient funds fees, overdraft charges and ATM fees, as well as investment and brokerage fees from Merrill Edge accounts. Merrill Edge is an integrated investing and banking service targeted at customers with less than $250,000 in investable assets. Merrill Edge provides investment advice and guidance, client brokerage asset services, a self-directed online investing platform and key banking capabilities including access to the Corporation's network of financial centers and ATMs.

Deposits includes the net impact of migrating customers and their related deposit and brokerage asset balances between Deposits and GWIM as well as other client-managed businesses. For more information on the migration of customer balances to or from GWIM, see GWIM on page 33.

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

Net income for Deposits increased $44 million to $695 million driven by higher net interest income and lower provision for credit losses, partially offset by lower noninterest income. Net interest income increased $51 million to $2.4 billion primarily due to the beneficial impact of an increase in investable assets as a result of higher deposits, partially offset by the impact of the allocation of ALM activities. Noninterest income of $1.2 billion remained relatively unchanged.

The provision for credit losses decreased $35 million to $58 million driven by continued improvement in credit quality in the small business portfolio. Noninterest expense of $2.5 billion remained relatively unchanged.

Average deposits increased $34.1 billion to $547.7 billion driven by a continuing customer shift to more liquid products in the low rate environment. Growth in checking, traditional savings and money market savings of $45.2 billion was partially offset by a decline in time deposits of $11.0 billion. As a result of our continued pricing discipline and the shift in the mix of deposits, the rate paid on average deposits declined by one bp to five bps.

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

Net income for Deposits increased $105 million to $2.0 billion driven by lower noninterest expense and provision for credit losses. Net interest income of $7.1 billion remained relatively unchanged as the beneficial impact of an increase in investable assets as a result of higher deposits was offset by the impact of the allocation of ALM activities. Noninterest income of $3.4 billion remained relatively unchanged.

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Table of Contents

The provision for credit losses decreased $62 million to $145 million driven by the same factor as described in the three-month discussion above. Noninterest expense decreased $103 million to $7.3 billion due to lower operating and personnel expenses.

Average deposits increased $30.5 billion to $540.8 billion driven by a continuing customer shift to more liquid products in the low rate environment.

Key Statistics – Deposits
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
 
2015
 
2014
 
2015
 
2014
Total deposit spreads (excludes noninterest costs)
1.64
%
 
1.61
%
 
1.63
%
 
1.59
%
 
 
 
 
 
 
 
 
Period end
 
 
 
 
 
 
 
Client brokerage assets (in millions)
 
 
 
 
$
117,210

 
$
108,533

Online banking active accounts (units in thousands)
 
 
 
 
31,627

 
30,822

Mobile banking active accounts (units in thousands)
 
 
 
 
18,398

 
16,107

Financial centers
 
 
 
 
4,741

 
4,947

ATMs
 
 
 
 
16,062

 
15,671


Client brokerage assets increased $8.7 billion driven by strong account flows, partially offset by lower market valuations. Mobile banking active accounts increased 2.3 million reflecting continuing changes in our customers' banking preferences. The number of financial centers declined 206, driven by changes in customer preferences to self-service options and as we continue to optimize our consumer banking network and improve our cost-to-serve.

Consumer Lending

Consumer Lending offers products to consumers and small businesses across the U.S. The products offered include credit and debit cards, residential mortgages and home equity loans, and direct and indirect loans such as automotive, marine, aircraft, recreational vehicle and consumer personal loans. In addition to earning net interest spread revenue on its lending activities, Consumer Lending generates interchange revenue from credit and debit card transactions, late fees, cash advance fees, annual credit card fees, mortgage banking fee income and other miscellaneous fees. Consumer Lending products are available to our customers through our retail network, direct telephone, and online and mobile channels.

Consumer Lending includes the net impact of migrating customers and their related loan balances between Consumer Lending and GWIM. For more information on the migration of customer balances to or from GWIM, see GWIM on page 33.

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

Net income for Consumer Lending increased $46 million to $1.1 billion primarily due to higher noninterest income and lower noninterest expense, partially offset by lower net interest income and higher provision for credit losses. Net interest income decreased $127 million to $2.6 billion driven by higher funding costs, lower card yields and lower average card loan balances, and the impact of the allocation of ALM activities, partially offset by higher residential mortgage balances. Noninterest income increased $173 million to $1.6 billion due to gains on asset sales and higher card income.

The provision for credit losses increased $15 million to $590 million as continued credit quality improvement in the small business and credit card portfolios was more than offset by increased provision expense within the home loans portfolio. Noninterest expense of $2.0 billion remained relatively unchanged.

Average loans increased $9.2 billion to $200.5 billion primarily driven by increases in residential mortgages and consumer vehicle loans, partially offset by lower home equity loans and continued run-off of non-core portfolios. Beginning with new originations in 2014, we retain certain residential mortgages in Consumer Banking, consistent with where the overall relationship is managed; previously such mortgages were in All Other.

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Table of Contents

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

Net income for Consumer Lending increased $54 million to $3.0 billion due to higher noninterest income, lower noninterest expense and lower provision for credit losses, partially offset by lower net interest income. Net interest income decreased $426 million to $7.7 billion driven by the same factors as described in the three-month discussion above. Noninterest income increased $205 million to $4.6 billion due to higher mortgage banking income from improved production margins, and card income.

The provision for credit losses decreased $95 million to $1.7 billion driven by continued credit quality improvement within the small business and credit card portfolios. Noninterest expense decreased $202 million to $5.8 billion primarily driven by lower personnel expense. Average loans increased $6.4 billion to $196.7 billion primarily driven by the same factors as described in the three-month discussion above.

Key Statistics – Consumer Lending
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Total U.S. credit card (1)
 
 
 
 
 
 
 
Gross interest yield
9.15
%
 
9.34
%
 
9.17
%
 
9.37
%
Risk-adjusted margin
9.54

 
9.33

 
9.17

 
9.26

New accounts (in thousands)
1,257

 
1,202

 
3,713

 
3,357

Purchase volumes
$
56,471

 
$
53,784

 
$
162,625

 
$
156,231

Debit card purchase volumes
$
69,289

 
$
67,990

 
$
206,941

 
$
203,372

(1) 
Total U.S. credit card includes portfolios in Consumer Banking and GWIM.

During the three months ended September 30, 2015, the total U.S. credit card risk-adjusted margin increased 21 bps compared to the same period in 2014 due to a gain on an asset sale in the current-year period. During the nine months ended September 30, 2015, the total U.S. credit card risk-adjusted margin decreased 9 bps compared to the same period in 2014 due to a decrease in net interest margin and the net impact of gains on asset sales, partially offset by an improvement in credit quality in the U.S. Card portfolio. Total U.S. credit card purchase volumes increased $2.7 billion to $56.5 billion, and $6.4 billion to $162.6 billion, and debit card purchase volumes increased $1.3 billion to $69.3 billion, and $3.6 billion to $206.9 billion, reflecting higher levels of consumer spending.

Mortgage Banking Income

Mortgage banking income is earned primarily in Consumer Banking and LAS. Mortgage banking income in Consumer Lending consists mainly of core production income, which is comprised primarily of revenue from the fair value gains and losses recognized on our interest rate lock commitments (IRLCs) and loans held-for-sale (LHFS), the related secondary market execution, and costs related to representations and warranties in the sales transactions along with other obligations incurred in the sales of mortgage loans.

The table below summarizes the components of mortgage banking income.

Mortgage Banking Income
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Consumer Lending:
 
 
 
 
 
 
 
Core production revenue
$
221

 
$
239

 
$
794

 
$
661

Representations and warranties provision
2

 
(15
)
 
9

 
14

Other consumer mortgage banking income (1)
(16
)
 
(19
)
 
(52
)
 
(55
)
Total Consumer Lending mortgage banking income
207

 
205

 
751

 
620

LAS mortgage banking income (2)
266

 
152

 
1,409

 
812

Eliminations (3)
(66
)
 
(85
)
 
(58
)
 
(221
)
Total consolidated mortgage banking income
$
407

 
$
272

 
$
2,102

 
$
1,211

(1) 
Primarily relates to intercompany charges for loan servicing activities provided by LAS.
(2) 
Amounts for LAS are included in this Consumer Banking table to show the components of consolidated mortgage banking income.
(3) 
Includes the effect of transfers of certain mortgage loans from Consumer Banking to the ALM portfolio included in All Other and intercompany charges for loan servicing.


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Table of Contents

Core production revenue for the three months ended September 30, 2015 decreased $18 million to $221 million compared to the same period in 2014 due to a decrease in production volume to be sold, resulting from a decision to retain certain residential mortgage loans in Consumer Banking. Core production revenue for the nine months ended September 30, 2015 increased $133 million to $794 million compared to the same period in 2014 primarily due to an increase in margins.

Key Statistics
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Loan production (1):
 
 
 
 
 
 
 
Total (2):
 
 
 
 
 
 
 
First mortgage
$
13,711

 
$
11,725

 
$
43,386

 
$
31,674

Home equity
3,140

 
3,225

 
9,566

 
7,813

Consumer Banking:
 
 
 
 
 
 
 
First mortgage
$
10,027

 
$
8,861

 
$
31,146

 
$
24,024

Home equity
2,841

 
2,970

 
8,797

 
7,156

(1) 
The above loan production amounts represent the unpaid principal balance of loans and in the case of home equity, the principal amount of the total line of credit.
(2) 
In addition to loan production in Consumer Banking, there is also first mortgage and home equity loan production in GWIM.

First mortgage loan originations in Consumer Banking and for the total Corporation increased for the three and nine months ended September 30, 2015 compared to the same periods in 2014 reflecting growth in the overall mortgage market as lower interest rates beginning in late 2014 drove an increase in refinances.

During the three months ended September 30, 2015, 54 percent of the total Corporation first mortgage production volume was for refinance originations and 46 percent was for purchase originations compared to 57 percent and 43 percent for the same period in 2014. Home Affordable Refinance Program (HARP) originations were two percent of all refinance originations compared to five percent for the same period in 2014. Making Home Affordable non-HARP originations were eight percent of all refinance originations compared to 15 percent for the same period in 2014. The remaining 90 percent of refinance originations were conventional refinances compared to 80 percent for the same period in 2014.

During the nine months ended September 30, 2015, 63 percent of the total Corporation first mortgage production volume was for refinance originations and 37 percent was for purchase originations compared to 58 percent and 42 percent for the same period in 2014. HARP originations were three percent of all refinance originations compared to seven percent for the same period in 2014. Making Home Affordable non-HARP originations were nine percent of all refinance originations compared to 18 percent for the same period in 2014. The remaining 88 percent of refinance originations were conventional refinances compared to 75 percent for the same period in 2014.

Home equity production for the total Corporation was $3.1 billion and $9.6 billion for the three and nine months ended September 30, 2015 compared to $3.2 billion and $7.8 billion for the same periods in 2014, with the nine-month increase due to a higher demand in the market based on improving housing trends, and increased market share driven by improved financial center engagement with customers and more competitive pricing.


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Table of Contents

Global Wealth & Investment Management
 
Three Months Ended September 30
 
 
 
Nine Months Ended September 30
 
 
(Dollars in millions)
2015
 
2014
 
% Change
 
2015

2014
 
% Change
Net interest income (FTE basis)
$
1,376

 
$
1,459

 
(6
)%
 
$
4,086

 
$
4,430

 
(8
)%
Noninterest income:
 
 
 
 
 
 
 
 
 
 
 
Investment and brokerage services
2,682

 
2,713

 
(1
)
 
8,154

 
7,959

 
2

All other income
410

 
494

 
(17
)
 
1,318

 
1,413

 
(7
)
Total noninterest income
3,092

 
3,207

 
(4
)
 
9,472

 
9,372

 
1

Total revenue, net of interest expense (FTE basis)
4,468

 
4,666

 
(4
)
 
13,558

 
13,802

 
(2
)
 
 
 
 
 
 
 
 
 
 
 
 
Provision for credit losses
(2
)
 
(15
)
 
(87
)
 
36

 
—

 
n/m

Noninterest expense
3,447

 
3,405

 
1

 
10,366

 
10,213

 
1

Income before income taxes (FTE basis)
1,023

 
1,276

 
(20
)
 
3,156

 
3,589

 
(12
)
Income tax expense (FTE basis)
367

 
464

 
(21
)
 
1,161

 
1,325

 
(12
)
Net income
$
656

 
$
812

 
(19
)
 
$
1,995

 
$
2,264

 
(12
)
 
 
 
 
 
 
 
 
 
 
 
 
Net interest yield (FTE basis)
2.12
%
 
2.33
%
 
 
 
2.14
%
 
2.38
%
 
 
Return on average allocated capital
22

 
27

 
 
 
22

 
25

 
 
Efficiency ratio (FTE basis)
77.14

 
72.98

 
 
 
76.46

 
73.99

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
 
 
Nine Months Ended September 30
 
 
Average
2015
 
2014
 
% Change
 
2015
 
2014
 
% Change
Total loans and leases
$
133,168

 
$
121,002

 
10
 %
 
$
129,881

 
$
118,505

 
10
 %
Total earning assets
257,344

 
248,223

 
4

 
255,498

 
249,102

 
3

Total assets
274,192

 
266,324

 
3

 
272,715

 
267,779

 
2

Total deposits
243,980

 
239,352

 
2

 
242,507

 
240,716

 
1

Allocated capital
12,000

 
12,000

 
—

 
12,000

 
12,000

 
—

 
 
 
 
 
 
 
 
 
 
 
 
Period end
 
 
 
 
 
 
September 30
2015
 
December 31
2014
 
% Change
Total loans and leases
 
 
 
 
 
 
$
134,630

 
$
125,431

 
7
 %
Total earning assets
 
 
 
 
 
 
262,870

 
256,519

 
2

Total assets
 
 
 
 
 
 
279,155

 
274,887

 
2

Total deposits
 
 
 
 
 
 
246,172

 
245,391

 
—

n/m = not meaningful

GWIM consists of two primary businesses: Merrill Lynch Global Wealth Management (MLGWM) and U.S. Trust, Bank of America Private Wealth Management (U.S. Trust).

MLGWM's advisory business provides a high-touch client experience through a network of financial advisors focused on clients with over $250,000 in total investable assets. MLGWM provides tailored solutions to meet our clients' needs through a full set of investment management, brokerage, banking and retirement products.

U.S. Trust, together with MLGWM's Private Banking & Investments Group, provides comprehensive wealth management solutions targeted to high net worth and ultra high net worth clients, as well as customized solutions to meet clients' wealth structuring, investment management, trust and banking needs, including specialty asset management services.


33
Table of Contents

Client assets managed under advisory and/or discretion of GWIM are AUM and are typically held in diversified portfolios. The majority of client AUM have an investment strategy with a duration of greater than one year and are, therefore, considered long-term AUM. Fees earned on long-term AUM are calculated as a percentage of total AUM. The asset management fees charged to clients are dependent on various factors, but are generally driven by the breadth of the client's relationship and generally range from 50 to 150 bps on their total AUM. The net client long-term AUM flows represent the net change in clients' long-term AUM balances over a specified period of time, excluding market appreciation/depreciation and other adjustments.

Client assets under advisory and discretion of GWIM in which the investment strategy seeks current income, while maintaining liquidity and capital preservation, are considered liquidity AUM. The duration of these strategies is primarily less than one year. The change in AUM balances from the prior-year periods is primarily the net client flows for liquidity AUM.

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

Net income for GWIM decreased $156 million to $656 million driven by declines in both net interest income and noninterest income. Net interest income decreased $83 million to $1.4 billion due to the impact of the allocation of ALM activities, partially offset by the impact of loan and deposit growth. Noninterest income, primarily investment and brokerage services income, decreased $115 million to $3.1 billion driven by lower transactional revenue, resulting in part from the ongoing migration of clients from brokerage to managed relationships, as well as lower markets and muted new issue activity, partially offset by increased asset management fees due to the impact of long-term AUM flows. Noninterest expense increased $42 million to $3.4 billion primarily due to higher litigation-related costs and continued investment in client-facing professionals.

Return on average allocated capital was 22 percent, down from 27 percent, due to a decrease in net income. For more information on capital allocated to the business segments, see Business Segment Operations on page 25.

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

Net income for GWIM decreased $269 million to $2.0 billion driven by a decrease in revenue and an increase in noninterest expense. Net interest income decreased $344 million to $4.1 billion driven by the same factors as described in the three-month discussion above. Noninterest income, primarily investment and brokerage services income, increased $100 million to $9.5 billion, driven by increased asset management fees due to the impact of long-term AUM flows and higher market levels, partially offset by lower transactional revenue. Noninterest expense increased $153 million to $10.4 billion primarily due to higher revenue-related incentive compensation and investment in client-facing professionals.

Return on average allocated capital was 22 percent, down from 25 percent, due to a decrease in net income.


34
Table of Contents

Key Indicators and Metrics
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions, except as noted)
2015
 
2014
 
2015
 
2014
 
 
 
 
 
 
 
 
Revenue by Business
 
 
 
 
 
 
 
Merrill Lynch Global Wealth Management
$
3,694

 
$
3,874

 
$
11,234

 
$
11,429

U.S. Trust
756

 
775

 
2,271

 
2,326

Other (1)
18

 
17

 
53

 
47

Total revenue, net of interest expense (FTE basis)
$
4,468

 
$
4,666

 
$
13,558

 
$
13,802

 
 
 
 
 
 
 
 
Client Balances by Business, at period end
 
 
 
 
 
 
 
Merrill Lynch Global Wealth Management
 
 
 
 
$
1,942,623

 
$
2,004,391

U.S. Trust
 
 
 
 
375,751

 
381,054

Other (1)
 
 
 
 
78,110

 
76,640

Total client balances
 
 
 
 
$
2,396,484

 
$
2,462,085

 
 
 
 
 
 
 
 
Client Balances by Type, at period end
 
 
 
 
 
 
 
Long-term assets under management
 
 
 
 
$
798,887

 
$
811,403

Liquidity assets under management
 
 
 
 
78,106

 
76,603

Assets under management
 
 
 
 
876,993

 
888,006

Brokerage assets
 
 
 
 
1,026,355

 
1,073,858

Assets in custody
 
 
 
 
109,196

 
135,886

Deposits
 
 
 
 
246,172

 
238,710

Loans and leases (2)
 
 
 
 
137,768

 
125,625

Total client balances
 
 
 
 
$
2,396,484

 
$
2,462,085

 
 
 
 
 
 
 
 
Assets Under Management Rollforward
 
 
 
 
 
 
 
Assets under management, beginning balance
$
930,360

 
$
878,741

 
$
902,872

 
$
821,449

Net long-term client flows
4,448

 
11,168

 
27,695

 
40,420

Net liquidity client flows
(3,210
)
 
5,910

 
1,320

 
3,616

Market valuation/other
(54,605
)
 
(7,813
)
 
(54,894
)
 
22,521

Total assets under management, ending balance
$
876,993

 
$
888,006

 
$
876,993

 
$
888,006

 
 
 
 
 
 
 
 
Associates, at period end (3)
 
 
 
 
 
 
 
Number of financial advisors
 
 
 
 
16,605

 
15,867

Total wealth advisors
 
 
 
 
18,037

 
17,039

Total client-facing professionals
 
 
 
 
20,535

 
19,727

 
 
 
 
 
 
 
 
Merrill Lynch Global Wealth Management Metrics
 
 
 
 
 
 
 
Financial advisor productivity (4) (in thousands)
$
1,000

 
$
1,077

 
$
1,027

 
$
1,064

 
 
 
 
 
 
 
 
U.S. Trust Metrics, at period end
 
 
 
 
 
 
 
Client-facing professionals
 
 
 
 
2,178

 
2,135

(1) 
Includes the results of BofA Global Capital Management, the cash management division of Bank of America, and certain administrative items.
(2) 
Includes margin receivables which are classified in customer and other receivables on the Consolidated Balance Sheet.
(3) 
Includes financial advisors in the Consumer Banking segment of 2,042 and 1,868 at September 30, 2015 and 2014.
(4) 
Financial advisor productivity is defined as annualized Merrill Lynch Global Wealth Management total revenue divided by the total number of financial advisors (excluding financial advisors in the Consumer Banking segment). Total revenue excludes the allocation of certain ALM activities.

Client balances decreased $65.6 billion, or three percent, to $2.4 trillion driven by lower market levels, partially offset by positive long-term AUM flows.

The number of wealth advisors increased six percent, due to continued investment in the advisor development programs, improved competitive recruiting and near historically low advisor attrition levels.


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Table of Contents

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

Revenue from MLGWM of $3.7 billion decreased five percent driven by declines in both net interest income and noninterest income. Net interest income decreased due to the impact of the allocation of ALM activities, partially offset by the impact of loan and deposit growth. Noninterest income decreased driven by lower transactional revenue, partially offset by increased asset management fees due to the impact of long-term AUM flows.

Revenue from U.S. Trust of $756 million decreased two percent primarily driven by the impact of the allocation of ALM activities.

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

Revenue from MLGWM of $11.2 billion and U.S. Trust of $2.3 billion were each down two percent due to lower net interest income due to the impact of the allocation of ALM activities, partially offset by higher noninterest income driven by long-term AUM flows and higher market levels.

Net Migration Summary

GWIM results are impacted by the net migration of clients and their corresponding deposit, loan and brokerage balances primarily to or from Consumer Banking, as presented in the table below. Migrations result from the movement of clients between business segments to better align with client needs.

Net Migration Summary
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Total deposits, net – to (from) GWIM
$
697

 
$
(41
)
 
$
169

 
$
1,794

Total loans, net – to (from) GWIM
(15
)
 
(40
)
 
(69
)
 
(58
)
Total brokerage, net – to (from) GWIM
(446
)
 
(698
)
 
(1,703
)
 
(1,408
)



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Table of Contents

Global Banking
 
Three Months Ended September 30
 
 
 
Nine Months Ended September 30
 
 
(Dollars in millions)
2015
 
2014
 
% Change
 
2015

2014
 
% Change
Net interest income (FTE basis)
$
2,345

 
$
2,450

 
(4
)%
 
$
6,818

 
$
7,396

 
(8
)%
Noninterest income:
 
 
 
 
 
 
 
 
 
 
 
Service charges
746

 
730

 
2

 
2,184

 
2,188

 
—

Investment banking fees
752

 
727

 
3

 
2,381

 
2,383

 
—

All other income
348

 
438

 
(21
)
 
1,184

 
1,326

 
(11
)
Total noninterest income
1,846

 
1,895

 
(3
)
 
5,749

 
5,897

 
(3
)
Total revenue, net of interest expense (FTE basis)
4,191

 
4,345

 
(4
)
 
12,567

 
13,293

 
(5
)
 
 
 
 
 
 
 
 
 
 
 
 
Provision for credit losses
179

 
(64
)
 
n/m

 
452

 
353

 
28

Noninterest expense
2,020

 
2,016

 
—

 
5,952

 
6,200

 
(4
)
Income before income taxes (FTE basis)
1,992

 
2,393

 
(17
)
 
6,163

 
6,740

 
(9
)
Income tax expense (FTE basis)
715

 
872

 
(18
)
 
2,268

 
2,491

 
(9
)
Net income
$
1,277

 
$
1,521

 
(16
)
 
$
3,895

 
$
4,249

 
(8
)
 
 
 
 
 
 
 
 
 
 
 
 
Net interest yield (FTE basis)
2.86
%
 
3.03
%
 
 
 
2.85
%
 
3.13
%
 
 
Return on average allocated capital
14

 
18

 
 
 
15

 
17

 
 
Efficiency ratio (FTE basis)
48.17

 
46.39

 
 
 
47.36

 
46.65

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
 
 
Nine Months Ended September 30
 
 
Average
2015
 
2014
 
% Change
 
2015
 
2014
 
% Change
Total loans and leases
$
310,043

 
$
283,264

 
9
 %
 
$
300,141

 
$
286,309

 
5
 %
Total earning assets
325,740

 
320,931

 
1

 
319,899

 
315,713

 
1

Total assets
370,246

 
364,565

 
2

 
364,659

 
361,306

 
1

Total deposits
296,321

 
291,927

 
2

 
290,327

 
286,633

 
1

Allocated capital
35,000

 
33,500

 
4

 
35,000

 
33,500

 
4

 
 
 
 
 
 
 
 
 
 
 
 
Period end
 
 
 
 
 
 
September 30
2015
 
December 31
2014
 
% Change
Total loans and leases
 
 
 
 
 
 
$
315,224

 
$
288,905

 
9
 %
Total earning assets
 
 
 
 
 
 
327,313

 
308,419

 
6

Total assets
 
 
 
 
 
 
372,363

 
353,637

 
5

Total deposits
 
 
 
 
 
 
297,644

 
279,792

 
6

n/m = not meaningful

Global Banking, which includes Global Corporate Banking, Global Commercial Banking, Business Banking and Global Investment Banking, provides a wide range of lending-related products and services, integrated working capital management and treasury solutions to clients, and underwriting and advisory services through our network of offices and client relationship teams. Our lending products and services include commercial loans, leases, commitment facilities, trade finance, real estate lending and asset-based lending. Our treasury solutions business includes treasury management, foreign exchange and short-term investing options. We also provide investment banking products to our clients such as debt and equity underwriting and distribution, and merger-related and other advisory services. Underwriting debt and equity issuances, fixed-income and equity research, and certain market-based activities are executed through our global broker-dealer affiliates which are our primary dealers in several countries. Within Global Banking, Global Commercial Banking clients generally include middle-market companies, commercial real estate firms, auto dealerships and not-for-profit companies. Global Corporate Banking clients generally include large global corporations, financial institutions and leasing clients. Business Banking clients include mid-sized U.S.-based businesses requiring customized and integrated financial advice and solutions.


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Table of Contents

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

Net income for Global Banking decreased $244 million to $1.3 billion primarily driven by an increase in the provision for credit losses and lower revenue.

Revenue decreased $154 million to $4.2 billion primarily due to lower net interest income. The decline in net interest income reflects the impact of the allocation of ALM activities and increased liquidity costs as well as loan spread compression, partially offset by loan growth. Noninterest income decreased $49 million to $1.8 billion primarily driven by higher losses on loans accounted for under the fair value option.

The provision for credit losses increased $243 million to $179 million from a provision benefit of $64 million in the prior-year period primarily driven by increases in loan balances combined with reserve releases in the prior-year period. Noninterest expense of $2.0 billion remained relatively unchanged as lower litigation expense was offset by investment in commercial and business bankers.

The return on average allocated capital was 14 percent, down from 18 percent, due to increased capital allocations and lower net income. For more information on capital allocated to the business segments, see Business Segment Operations on page 25.

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

Net income for Global Banking decreased $354 million to $3.9 billion primarily driven by lower revenue and higher provision for credit losses, partially offset by lower noninterest expense.

Revenue decreased $726 million to $12.6 billion primarily due to lower net interest income driven by the same factors as described in the three-month discussion above. Noninterest income decreased $148 million to $5.7 billion primarily driven by lower gains within the leasing business and a gain in the prior period on the sale of an equity investment in Global Commercial Banking.

The provision for credit losses increased $99 million to $452 million, driven by the same factors as described in the three-month discussion above. Noninterest expense decreased $248 million to $6.0 billion primarily due to lower litigation expense and technology initiative costs.

The return on average allocated capital was 15 percent, down from 17 percent, driven by the same factors as described in the three-month discussion above.


38
Table of Contents

Global Corporate, Global Commercial and Business Banking

Global Corporate, Global Commercial and Business Banking each include Business Lending and Global Transaction Services activities. Business Lending includes various lending-related products and services, and related hedging activities, including commercial loans, leases, commitment facilities, trade finance, real estate lending and asset-based lending. Global Transaction Services includes deposits, treasury management, credit card, foreign exchange and short-term investment products. The table below presents a summary of the results, which exclude certain capital markets activity in Global Banking.

Global Corporate, Global Commercial and Business Banking
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Global Corporate Banking
 
Global Commercial Banking
 
Business Banking
 
Total
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Lending
$
816

 
$
878

 
$
984

 
$
934

 
$
89

 
$
91

 
$
1,889

 
$
1,903

Global Transaction Services
715

 
766

 
673

 
719

 
181

 
179

 
1,569

 
1,664

Total revenue, net of interest expense
$
1,531

 
$
1,644

 
$
1,657

 
$
1,653

 
$
270

 
$
270

 
$
3,458

 
$
3,567

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total loans and leases
$
142,634

 
$
127,513

 
$
150,494

 
$
139,499

 
$
16,681

 
$
16,238

 
$
309,809

 
$
283,250

Total deposits
138,925

 
144,930

 
122,976

 
117,002

 
34,425

 
29,995

 
296,326

 
291,927

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Lending
$
2,413

 
$
2,620

 
$
2,900

 
$
2,951

 
$
263

 
$
272

 
$
5,576

 
$
5,843

Global Transaction Services
2,079

 
2,245

 
1,954

 
2,154

 
517

 
532

 
4,550

 
4,931

Total revenue, net of interest expense
$
4,492

 
$
4,865

 
$
4,854

 
$
5,105

 
$
780

 
$
804

 
$
10,126

 
$
10,774

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total loans and leases
$
136,946

 
$
129,505

 
$
146,518

 
$
140,436

 
$
16,579

 
$
16,353

 
$
300,043

 
$
286,294

Total deposits
137,157

 
141,655

 
120,238

 
115,640

 
32,935

 
29,340

 
290,330

 
286,635

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Period end
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total loans and leases
$
144,471

 
$
129,969

 
$
153,911

 
$
138,581

 
$
16,808

 
$
16,356

 
$
315,190

 
$
284,906

Total deposits
140,177

 
135,744

 
122,688

 
115,631

 
34,784

 
30,950

 
297,649

 
282,325


Business Lending revenue of $1.9 billion remained relatively unchanged for the three months ended September 30, 2015 compared to the same period in 2014 as loan spread compression and lower gains within the leasing business were offset by the benefit of loan growth. Business Lending revenue declined $267 million for the nine months ended September 30, 2015 compared to the same period in 2014 due to the same factors as described in the three-month discussion above as well as a gain in the prior period on the sale of an equity investment in Global Commercial Banking.

Global Transaction Services revenue decreased $95 million and $381 million for the three and nine months ended September 30, 2015 compared to the same periods in 2014 primarily due to lower net interest income as a result of the impact of the allocation of ALM activities and liquidity costs.


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Table of Contents

Average loans and leases increased nine percent for the three months ended September 30, 2015 compared to the same period in 2014 due to strong origination volumes and increased utilization in the commercial and industrial and commercial real estate portfolios. Average loans and leases increased five percent for the nine months ended September 30, 2015 compared to the same period in 2014 due to strong origination volumes and increased utilization in the commercial and industrial portfolio. Average deposits remained relatively unchanged for the three and nine months ended September 30, 2015 compared to the same periods in 2014.

Global Investment Banking

Client teams and product specialists underwrite and distribute debt, equity and loan products, and provide advisory services and tailored risk management solutions. The economics of most investment banking and underwriting activities are shared primarily between Global Banking and Global Markets based on the activities performed by each segment. To provide a complete discussion of our consolidated investment banking fees, the table below presents total Corporation investment banking fees and the portion attributable to Global Banking.

Investment Banking Fees
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
 
Global Banking
 
Total Corporation
 
Global Banking
 
Total Corporation
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Products
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Advisory
$
365

 
$
291

 
$
391

 
$
316

 
$
999

 
$
782

 
$
1,095

 
$
865

Debt issuance
325

 
318

 
748

 
784

 
1,031

 
1,153

 
2,416

 
2,701

Equity issuance
62

 
118

 
188

 
315

 
351

 
448

 
950

 
1,142

Gross investment banking fees
752

 
727

 
1,327

 
1,415

 
2,381

 
2,383

 
4,461

 
4,708

Self-led deals
(11
)
 
(26
)
 
(40
)
 
(64
)
 
(50
)
 
(77
)
 
(161
)
 
(184
)
Total investment banking fees
$
741

 
$
701

 
$
1,287

 
$
1,351

 
$
2,331

 
$
2,306

 
$
4,300

 
$
4,524


Total Corporation investment banking fees of $1.3 billion, excluding self-led deals, included within Global Banking and Global Markets, decreased five percent for the three months ended September 30, 2015 compared to the same period in 2014 as higher advisory fees were more than offset by lower equity underwriting fees. Total Corporation investment banking fees of $4.3 billion, excluding self-led deals, included within Global Banking and Global Markets, decreased five percent for the nine months ended September 30, 2015 compared to the same period in 2014 driven by lower debt and equity issuance fees, partially offset by higher advisory fees. Underwriting fees for debt products declined primarily as a result of lower debt issuance volumes mainly in leveraged finance transactions.

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Table of Contents

Global Markets
 
Three Months Ended September 30
 
 
 
Nine Months Ended September 30
 
 
(Dollars in millions)
2015
 
2014
 
% Change
 
2015
 
2014
 
% Change
Net interest income (FTE basis)
$
1,135

 
$
999

 
14
 %
 
$
3,172

 
$
2,968

 
7
 %
Noninterest income:
 
 
 
 
 
 
 
 
 
 
 
Investment and brokerage services
574

 
533

 
8

 
1,703

 
1,654

 
3

Investment banking fees
521

 
577

 
(10
)
 
1,869

 
2,073

 
(10
)
Trading account profits
1,462

 
1,786

 
(18
)
 
5,282

 
5,921

 
(11
)
All other income
379

 
266

 
42

 
935

 
1,185

 
(21
)
Total noninterest income
2,936

 
3,162

 
(7
)
 
9,789

 
10,833

 
(10
)
Total revenue, net of interest expense (FTE basis)
4,071

 
4,161

 
(2
)
 
12,961

 
13,801

 
(6
)
 
 
 
 
 
 
 
 
 
 
 
 
Provision for credit losses
42

 
45

 
(7
)
 
69

 
83

 
(17
)
Noninterest expense
2,683

 
3,357

 
(20
)
 
8,556

 
9,341

 
(8
)
Income before income taxes (FTE basis)
1,346

 
759

 
77

 
4,336

 
4,377

 
(1
)
Income tax expense (FTE basis)
338

 
388

 
(13
)
 
1,392

 
1,597

 
(13
)
Net income
$
1,008

 
$
371

 
n/m

 
$
2,944

 
$
2,780

 
6

 
 
 
 
 
 
 
 
 
 
 
 
Return on average allocated capital
11
%
 
4
%
 
 
 
11
%
 
11
%
 
 
Efficiency ratio (FTE basis)
65.91

 
80.70

 
 
 
66.01

 
67.68

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
 
 
Nine Months Ended September 30
 
 
Average
2015
 
2014
 
% Change
 
2015
 
2014
 
% Change
Trading-related assets:
 
 
 
 
 
 
 
 
 
 
 
Trading account securities
$
196,884

 
$
201,964

 
(3
)%
 
$
195,842

 
$
201,986

 
(3
)%
Reverse repurchases
103,422

 
116,853

 
(11
)
 
109,415

 
115,343

 
(5
)
Securities borrowed
75,786

 
83,369

 
(9
)
 
78,520

 
86,455

 
(9
)
Derivative assets
55,385

 
44,305

 
25

 
55,490

 
44,103

 
26

Total trading-related assets (1)
431,477

 
446,491

 
(3
)
 
439,267

 
447,887

 
(2
)
Total loans and leases
66,392

 
62,959

 
5

 
61,798

 
63,409

 
(3
)
Total earning assets (1)
439,859

 
457,836

 
(4
)
 
436,970

 
464,306

 
(6
)
Total assets
597,103

 
599,977

 
—

 
599,472

 
606,205

 
(1
)
Total deposits
37,050

 
39,345

 
(6
)
 
38,813

 
40,769

 
(5
)
Allocated capital
35,000

 
34,000

 
3

 
35,000

 
34,000

 
3

 
 
 
 
 
 
 
 
 
 
 
 
Period end
 
 
 
 
 
 
September 30
2015
 
December 31
2014
 
% Change
Total trading-related assets (1)
 
 
 
 


 
$
407,493

 
$
418,860

 
(3
)%
Total loans and leases
 
 
 
 


 
70,159

 
59,388

 
18

Total earning assets (1)
 
 
 
 


 
421,909

 
421,799

 
—

Total assets
 
 
 
 


 
579,776

 
579,594

 
—

Total deposits
 
 
 
 
 
 
36,019

 
40,746

 
(12
)
(1) 
Trading-related assets include derivative assets, which are considered non-earning assets.
n/m = not meaningful

Global Markets offers sales and trading services, including research, to institutional clients across fixed-income, credit, currency, commodity and equity businesses. Global Markets product coverage includes securities and derivative products in both the primary and secondary markets. Global Markets provides market-making, financing, securities clearing, settlement and custody services globally to our institutional investor clients in support of their investing and trading activities. We also work with our commercial and corporate clients to provide risk management products using interest rate, equity, credit, currency and commodity derivatives, foreign exchange,

41
Table of Contents

fixed-income and mortgage-related products. As a result of our market-making activities in these products, we may be required to manage risk in a broad range of financial products including government securities, equity and equity-linked securities, high-grade and high-yield corporate debt securities, syndicated loans, mortgage-backed securities (MBS), commodities and asset-backed securities (ABS). The economics of most investment banking and underwriting activities are shared primarily between Global Markets and Global Banking based on the activities performed by each segment. Global Banking originates certain deal-related transactions with our corporate and commercial clients that are executed and distributed by Global Markets. For more information on investment banking fees on a consolidated basis, see page 40.

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

Net income for Global Markets increased $637 million to $1.0 billion. Excluding net DVA, net income increased $571 million to $814 million primarily driven by a decline in noninterest expense and lower tax expense, partially offset by lower revenue. Net DVA gains were $313 million compared to gains of $205 million. Sales and trading revenue, excluding net DVA, decreased $124 million primarily driven by lower FICC revenue, partially offset by increased Equities revenue. Noninterest expense decreased $674 million to $2.7 billion largely due to lower litigation expense and to a lesser extent lower revenue-related incentive compensation and support costs. The effective tax rate for the year-ago quarter reflected the impact of non-deductible litigation expense.

Average earning assets decreased $18.0 billion to $439.9 billion largely driven by a decrease in reverse repos, securities borrowed and trading securities primarily due to reduction in client financing activity and continuing balance sheet optimization efforts across Global Markets.

The return on average allocated capital was 11 percent, up from four percent, primarily driven by higher net income. For more information on capital allocated to the business segments, see Business Segment Operations on page 25.

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

Net income for Global Markets increased $164 million to $2.9 billion. Excluding net DVA, net income increased $136 million to $2.7 billion primarily driven by the same factors as described in the three-month discussion above, partially offset by lower equity investment gains (not included in sales and trading revenue) as the year-ago period included gains related to the IPO of an equity investment. Net DVA gains were $434 million compared to gains of $386 million. Sales and trading revenue, excluding net DVA, decreased $415 million primarily driven by the same factors as described in the three-month discussion above. Noninterest expense decreased $785 million to $8.6 billion driven by the same factors as described in the three-month discussion above.

Average earning assets decreased $27.3 billion to $437.0 billion primarily driven by the same factors as described in the three-month discussion above. Period-end loans and leases increased $10.8 billion from December 31, 2014 due to growth in mortgage and securitization finance.

The return on average allocated capital was unchanged at 11 percent, reflecting increases in both net income and allocated capital.


42
Table of Contents

Sales and Trading Revenue

Sales and trading revenue includes unrealized and realized gains and losses on trading and other assets, net interest income, and fees primarily from commissions on equity securities. Sales and trading revenue is segregated into fixed-income (government debt obligations, investment and non-investment grade corporate debt obligations, commercial mortgage-backed securities, residential mortgage-backed securities (RMBS), collateralized loan obligations (CLOs), interest rate and credit derivative contracts), currencies (interest rate and foreign exchange contracts), commodities (primarily futures, forwards, swaps and options) and equities (equity-linked derivatives and cash equity activity). The table below and related discussion present sales and trading revenue, substantially all of which is in Global Markets, with the remainder in Global Banking. In addition, the table below and related discussion present sales and trading revenue excluding the impact of net DVA, which is a non-GAAP financial measure. We believe the use of this non-GAAP financial measure provides clarity in assessing the underlying performance of these businesses.

Sales and Trading Revenue (1, 2)
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Sales and trading revenue
 
 
 
 
 
 
 
Fixed-income, currencies and commodities
$
2,285

 
$
2,387

 
$
7,277

 
$
7,856

Equities
1,191

 
1,105

 
3,555

 
3,343

Total sales and trading revenue
$
3,476

 
$
3,492

 
$
10,832

 
$
11,199

 
 
 
 
 
 
 
 
Sales and trading revenue, excluding net DVA (3)
 
 
 
 
 
 
 
Fixed-income, currencies and commodities
$
2,007

 
$
2,254

 
$
6,912

 
$
7,587

Equities
1,156

 
1,033

 
3,486

 
3,226

Total sales and trading revenue, excluding net DVA (3)
$
3,163

 
$
3,287

 
$
10,398

 
$
10,813

(1) 
Includes FTE adjustments of $43 million and $140 million for the three and nine months ended September 30, 2015 compared to $39 million and $131 million for the same periods in 2014. For more information on sales and trading revenue, see Note 2 – Derivatives to the Consolidated Financial Statements.
(2) 
Includes Global Banking sales and trading revenue of $86 million and $295 million for the three and nine months ended September 30, 2015 compared to $67 million and $221 million for the same periods in 2014.
(3) 
FICC and Equities sales and trading revenue, excluding net DVA, is a non-GAAP financial measure. FICC net DVA gains were $278 million and $365 million for the three and nine months ended September 30, 2015 compared to net DVA gains of $133 million and $269 million for the same periods in 2014. Equities net DVA gains were $35 million and $69 million for the three and nine months ended September 30, 2015 compared to net DVA gains of $72 million and $117 million for the same periods in 2014.

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

FICC revenue, excluding net DVA, decreased $247 million to $2.0 billion primarily driven by declines in credit-related businesses due to lower client activity, partially offset by stronger results in rates products. Equities revenue, excluding net DVA, increased $123 million to $1.2 billion primarily driven by strong performance in derivatives, reflecting favorable market conditions.

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

FICC revenue, excluding net DVA, decreased $675 million to $6.9 billion and Equities revenue, excluding net DVA, increased $260 million to $3.5 billion. Both were driven by the same factors as described in the three-month discussion above as well as stronger results in currencies and commodities products within FICC and a benefit in Equities from increased client activity in the Asia-Pacific region.


43
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Legacy Assets & Servicing
 
Three Months Ended September 30
 
 
 
Nine Months Ended September 30
 
 
(Dollars in millions)
2015
 
2014
 
% Change
 
2015
 
2014
 
% Change
Net interest income (FTE basis)
$
383

 
$
387

 
(1
)%
 
$
1,228

 
$
1,126

 
9
 %
Noninterest income:
 
 
 
 
 
 
 
 
 
 
 
Mortgage banking income
266

 
152

 
75

 
1,409

 
812

 
74

All other income
192

 
17

 
n/m

 
207

 
104

 
99

Total noninterest income
458

 
169

 
n/m

 
1,616

 
916

 
76

Total revenue, net of interest expense (FTE basis)
841

 
556

 
51

 
2,844

 
2,042

 
39

 
 
 
 
 
 
 
 
 
 
 
 
Provision for credit losses
6

 
267

 
(98
)
 
154

 
240

 
(36
)
Noninterest expense
1,143

 
6,648

 
(83
)
 
3,307

 
19,287

 
(83
)
Loss before income taxes (FTE basis)
(308
)
 
(6,359
)
 
(95
)
 
(617
)
 
(17,485
)
 
(96
)
Income tax benefit (FTE basis)
(112
)
 
(1,245
)
 
(91
)
 
(227
)
 
(4,748
)
 
(95
)
Net loss
$
(196
)
 
$
(5,114
)
 
(96
)
 
$
(390
)
 
$
(12,737
)
 
(97
)
 
 
 
 
 
 
 
 
 
 
 
 
Net interest yield (FTE basis)
3.69
%
 
3.77
%
 
 
 
3.94
%
 
3.90
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
 
 
Nine Months Ended September 30
 
 
Average
2015
 
2014
 
% Change
 
2015
 
2014
 
% Change
Total loans and leases
$
29,074

 
$
35,238

 
(17
)%
 
$
30,782

 
$
36,672

 
(16
)%
Total earning assets
41,179

 
40,718

 
1

 
41,678

 
38,625

 
8

Total assets
50,719

 
53,843

 
(6
)
 
51,994

 
54,030

 
(4
)
Allocated capital
24,000

 
17,000

 
41

 
24,000

 
17,000

 
41

 
 
 
 
 
 
 
 
 
 
 
 
Period end
 
 
 
 
 
 
September 30
2015
 
December 31
2014
 
% Change
Total loans and leases
 
 
 
 
 
 
$
27,982

 
$
33,055

 
(15
)%
Total earning assets
 
 
 
 
 
 
40,187

 
33,923

 
18

Total assets
 
 
 
 
 
 
49,080

 
45,958

 
7

n/m = not meaningful

LAS is responsible for our mortgage servicing activities related to residential first mortgage and home equity loans serviced for others and loans held by the Corporation, including loans that have been designated as the LAS Portfolios. The LAS Portfolios (both owned and serviced), herein referred to as the Legacy Owned and Legacy Serviced Portfolios, respectively (together, the Legacy Portfolios), and as further defined below, include those loans originated prior to January 1, 2011 that would not have been originated under our established underwriting standards as of December 31, 2010. For more information on our Legacy Portfolios, see page 45. In addition, LAS is responsible for managing certain legacy exposures related to mortgage origination, sales and servicing activities (e.g., litigation, representations and warranties). LAS also includes the financial results of the home equity portfolio selected as part of the Legacy Owned Portfolio and the results of MSR activities, including net hedge results.

LAS includes certain revenues and expenses on loans serviced for others, including owned loans serviced for Consumer Banking, GWIM and All Other.


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Table of Contents

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

The net loss for LAS decreased $4.9 billion to $196 million primarily driven by significantly lower litigation expense, which is included in noninterest expense. Also contributing to the decrease in the net loss were higher revenue, lower provision for credit losses and lower noninterest expense, excluding litigation. Revenue increased $285 million primarily due to gains realized from the deconsolidation of certain home equity securitizations as well as higher mortgage banking income. Mortgage banking income increased due to improved MSR net-of-hedge performance and lower representations and warranties provision, partially offset by lower mortgage servicing fees. The provision for credit losses decreased $261 million primarily driven by costs related to the consumer relief portion of the DoJ settlement in the prior-year period. Noninterest expense decreased $5.5 billion primarily due to a $5.1 billion decrease in litigation expense. Excluding litigation, noninterest expense decreased $430 million to $915 million due to lower default-related staffing and other default-related servicing expenses. We believe we are on track to achieve our goal of reducing noninterest expense, excluding litigation expense, to approximately $800 million, per quarter beginning in the fourth quarter of 2015.

The increase in allocated capital for LAS reflects higher Basel 3 Advanced approaches operational risk capital than in 2014. For more information on capital allocated to the business segments, see Business Segment Operations on page 25.

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

The net loss for LAS decreased $12.3 billion to $390 million primarily driven by the same factors as described in the three-month discussion above. Total revenue increased $802 million due to higher mortgage banking income reflecting a decrease in representation and warranties provision and higher MSR net-of-hedge performance, partially offset by lower servicing fees due to a smaller portfolio. The provision for credit losses decreased $86 million primarily driven by the same factors as described in the three-month discussion above. Noninterest expense decreased $16.0 billion primarily due to a $14.5 billion decrease in litigation expense. Excluding litigation, noninterest expense decreased $1.5 billion to $2.8 billion due to lower default-related staffing and other default-related servicing expenses.

The increase in allocated capital for LAS was driven by the same factors as described in the three-month discussion above.

Servicing

LAS is responsible for all of our in-house servicing activities related to the residential mortgage and home equity loan portfolios, including owned loans and loans serviced for others (collectively, the mortgage serviced portfolio). A portion of this portfolio has been designated as the Legacy Serviced Portfolio, which represented 26 percent and 27 percent of the total mortgage serviced portfolio, as measured by unpaid principal balance, at September 30, 2015 and 2014. In addition, LAS is responsible for managing vendors who subservice on our behalf.

Servicing activities include collecting cash for principal, interest and escrow payments from borrowers, disbursing customer draws for lines of credit, accounting for and remitting principal and interest payments to investors and escrow payments to third parties, and responding to customer inquiries. Our home retention efforts, including single point of contact resources, are also part of our servicing activities, along with supervision of foreclosures and property dispositions. Prior to foreclosure, LAS evaluates various workout options in an effort to help our customers avoid foreclosure. For more information on our servicing activities, including the impact of foreclosure delays, see Off-Balance Sheet Arrangements and Contractual Obligations – Servicing, Foreclosure and Other Mortgage Matters on page 53 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

Legacy Portfolios

The Legacy Portfolios (both owned and serviced) include those loans originated prior to January 1, 2011 that would not have been originated under our established underwriting standards in place as of December 31, 2010. The purchased credit-impaired (PCI) portfolio, as well as certain loans that met a pre-defined delinquency status or probability of default threshold as of January 1, 2011, are also included in the Legacy Portfolios. Since determining the pool of loans to be included in the Legacy Portfolios as of January 1, 2011, the criteria have not changed for these portfolios, but will continue to be evaluated over time.

Legacy Owned Portfolio

The Legacy Owned Portfolio includes those loans that met the criteria as described above and are on the balance sheet of the Corporation. Home equity loans in this portfolio are held on the balance sheet of LAS, and residential mortgage loans in this portfolio are included as part of All Other. The financial results of the on-balance sheet loans are reported in the segment that owns the loans or in All Other. Total loans in the Legacy Owned Portfolio decreased $14.2 billion during the nine months ended September 30, 2015 to $75.7 billion, of which $28.0 billion was held on the LAS balance sheet and the remainder was included in All Other. The decrease was largely due to payoffs and paydowns, as well as loan sales.


45
Table of Contents

Legacy Serviced Portfolio

The Legacy Serviced Portfolio includes loans serviced by LAS in both the Legacy Owned Portfolio and those loans serviced for outside investors that met the criteria as described above. The table below summarizes the balances of the residential mortgage loans included in the Legacy Serviced Portfolio (the Legacy Residential Mortgage Serviced Portfolio) representing 24 percent and 25 percent of the total residential mortgage serviced portfolio of $504 billion and $636 billion, as measured by unpaid principal balance, at September 30, 2015 and 2014. The decline in the Legacy Residential Mortgage Serviced Portfolio was due to paydowns and payoffs, and MSR and loan sales.

Legacy Residential Mortgage Serviced Portfolio, a subset of the Residential Mortgage Serviced Portfolio (1)
 
September 30
(Dollars in billions)
2015
 
2014
Unpaid principal balance
 
 
 
Residential mortgage loans
 
 
 
Total
$
121

 
$
160

60 days or more past due
14

 
32

 
 
 
 
Number of loans serviced (in thousands)
 
 
 
Residential mortgage loans
 
 
 
Total
659

 
853

60 days or more past due
81

 
163

(1) 
Excludes $29 billion and $36 billion of home equity loans and HELOCs at September 30, 2015 and 2014.

Non-Legacy Portfolio

As previously discussed, LAS is responsible for all of our servicing activities. The table below summarizes the balances of the residential mortgage loans that are not included in the Legacy Serviced Portfolio (the Non-Legacy Residential Mortgage Serviced Portfolio) representing 76 percent and 75 percent of the total residential mortgage serviced portfolio, as measured by unpaid principal balance, at September 30, 2015 and 2014. The decline in the Non-Legacy Residential Mortgage Serviced Portfolio was primarily due to paydowns and payoffs, partially offset by new originations.

Non-Legacy Residential Mortgage Serviced Portfolio, a subset of the Residential Mortgage Serviced Portfolio (1)
 
September 30
(Dollars in billions)
2015
 
2014
Unpaid principal balance
 
 
 
Residential mortgage loans
 
 
 
Total
$
383

 
$
476

60 days or more past due
6

 
10

 
 
 
 
Number of loans serviced (in thousands)
 
 
 
Residential mortgage loans
 
 
 
Total
2,438

 
3,035

60 days or more past due
33

 
58

(1) 
Excludes $47 billion and $50 billion of home equity loans and HELOCs at September 30, 2015 and 2014.

LAS Mortgage Banking Income

LAS mortgage banking income includes income earned in connection with servicing activities and MSR valuation adjustments, net of results from risk management activities used to hedge certain market risks of the MSRs. The costs associated with our servicing activities are included in noninterest expense. LAS mortgage banking income also includes the cost of legacy representations and warranties exposures and revenue from the sales of loans that had returned to performing status. The table below summarizes LAS mortgage banking income.


46
Table of Contents

LAS Mortgage Banking Income
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Servicing income:
 
 
 
 
 
 
 
Servicing fees
$
345

 
$
471

 
$
1,167

 
$
1,496

Amortization of expected cash flows (1)
(179
)
 
(201
)
 
(564
)
 
(620
)
Fair value changes of MSRs, net of risk management activities used to hedge certain market risks (2)
83

 
(19
)
 
526

 
152

Other servicing-related revenue
—

 
—

 
—

 
8

Total net servicing income
249

 
251

 
1,129

 
1,036

Representations and warranties (provision) benefit
(77
)
 
(152
)
 
37

 
(447
)
Other mortgage banking income (3)
94

 
53

 
243

 
223

Total LAS mortgage banking income
$
266

 
$
152

 
$
1,409

 
$
812

(1) 
Represents the net change in fair value of the MSR asset due to the recognition of modeled cash flows.
(2) 
Includes gains (losses) on sales of MSRs.
(3) 
Consists primarily of revenue from sales of repurchased loans that had returned to performing status.

During the three and nine months ended September 30, 2015, LAS mortgage banking income increased $114 million to $266 million, and $597 million to $1.4 billion compared to the same periods in 2014, primarily driven by a benefit in the provision for representations and warranties in the nine-month period, and improved MSR net-of-hedge performance, partially offset by lower servicing fees due to a smaller servicing portfolio. For the three and nine months ended September 30, 2015, servicing fees declined 27 percent and 22 percent to $345 million and $1.2 billion as the size of the servicing portfolio continued to decline driven by loan prepayment activity, which exceeded new originations primarily due to our exit from non-retail channels, as well as strategic sales of MSRs in prior periods. The $37 million benefit in the provision for representations and warranties for the nine months ended September 30, 2015 compared to a provision of $447 million in the same period in 2014 was primarily driven by the impact of the ACE Securities Corp. v. DB Structured Products, Inc. (ACE) decision, as time-barred claims are now treated as resolved. For more information on the ACE decision, see Off-Balance Sheet Arrangements and Contractual Obligations – Representations and Warranties on page 50.

Key Statistics
 
 
 
 
 
(Dollars in millions, except as noted)
September 30
2015
 
December 31
2014
Mortgage serviced portfolio (in billions) (1, 2)
$
580

 
 
$
693

 
Mortgage loans serviced for investors (in billions) (1)
391

 
 
474

 
Mortgage servicing rights:
 
 
 
 
 
Balance (3)
2,699

 
 
3,271

 
Capitalized mortgage servicing rights (% of loans serviced for investors)
69

bps
 
69

bps
(1) 
The servicing portfolio and mortgage loans serviced for investors represent the unpaid principal balance of loans. At September 30, 2015 and December 31, 2014, the balance excludes $17 billion and $16 billion of non-U.S. consumer mortgage loans serviced for investors.
(2) 
Servicing of residential mortgage loans, HELOCs and home equity loans by LAS.
(3) 
At September 30, 2015 and December 31, 2014, excludes $344 million and $259 million of certain non-U.S. residential mortgage MSR balances that are recorded in Global Markets.

Mortgage Servicing Rights

At September 30, 2015, the balance of consumer MSRs managed within LAS, which excludes $344 million of certain non-U.S. residential mortgage MSRs recorded in Global Markets was $2.7 billion compared to $3.3 billion at December 31, 2014. The consumer MSR balance managed within LAS decreased $572 million in the nine months ended September 30, 2015 primarily driven by the recognition of modeled cash flows and sales of MSRs, partially offset by new loan originations. For more information on our servicing activities, see Off-Balance Sheet Arrangements and Contractual Obligations – Servicing, Foreclosure and Other Mortgage Matters on page 54. For more information on MSRs, see Note 17 – Mortgage Servicing Rights to the Consolidated Financial Statements.

47
Table of Contents

All Other
 
Three Months Ended September 30
 
 
 
Nine Months Ended September 30
 
 
(Dollars in millions)
2015
 
2014
 
% Change
 
2015
 
2014
 
% Change
Net interest income (FTE basis)
$
(502
)
 
$
68

 
n/m

 
$
38

 
$
(175
)
 
(122
)%
Noninterest income:
 
 
 
 
 
 
 
 
 
 
 
Card income
68

 
92

 
(26
)%
 
203

 
266

 
(24
)
Equity investment income
(46
)
 
(26
)
 
77

 
(34
)
 
766

 
n/m

Gains on sales of debt securities
385

 
410

 
(6
)
 
810

 
1,149

 
(30
)
All other loss
(395
)
 
(587
)
 
(33
)
 
(1,094
)
 
(1,832
)
 
(40
)
Total noninterest income
12

 
(111
)
 
(111
)
 
(115
)
 
349

 
n/m

Total revenue, net of interest expense (FTE basis)
(490
)
 
(43
)
 
n/m

 
(77
)
 
174

 
n/m

 
 
 
 
 
 
 
 
 
 
 
 
Provision for credit losses
(67
)
 
(265
)
 
(75
)
 
(230
)
 
(647
)
 
(64
)
Noninterest expense
80

 
254

 
(69
)
 
1,998

 
2,434

 
(18
)
Income (loss) before income taxes (FTE basis)
(503
)
 
(32
)
 
n/m

 
(1,845
)
 
(1,613
)
 
14

Income tax expense (benefit) (FTE basis)
(507
)
 
(541
)
 
(6
)
 
(1,646
)
 
(2,059
)
 
(20
)
Net income (loss)
$
4

 
$
509

 
(99
)
 
$
(199
)
 
$
446

 
n/m

 
 
 
 
 
 
 
 
 
 
 
 
Balance Sheet
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
 
 
Nine Months Ended September 30
 
 
Average
2015
 
2014
 
% Change
 
2015
 
2014
 
% Change
Loans and leases:
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
$
121,179

 
$
177,183

 
(32
)%
 
$
137,241

 
$
186,280

 
(26
)%
Non-U.S. credit card
10,244

 
11,784

 
(13
)
 
10,087

 
11,700

 
(14
)
Other
6,404

 
10,437

 
(39
)
 
6,426

 
11,077

 
(42
)
Total loans and leases
137,827

 
199,404

 
(31
)
 
153,754

 
209,057

 
(26
)
Total assets (1)
264,385

 
272,554

 
(3
)
 
259,031

 
283,356

 
(9
)
Total deposits
22,605

 
29,879

 
(24
)
 
21,508

 
33,759

 
(36
)
 
 
 
 
 
 
 
 
 
 
 
 
Period end
 
 
 
 
 
 
September 30
2015
 
December 31
2014
 
% Change
Loans and leases:
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
 
 
 
 
 
 
$
114,512

 
$
155,595

 
(26
)%
Non-U.S. credit card
 
 
 
 
 
 
10,066

 
10,465

 
(4
)
Other
 
 
 
 
 
 
6,135

 
6,552

 
(6
)
Total loans and leases
 
 
 
 
 
 
130,713

 
172,612

 
(24
)
Total equity investments
 
 
 
 
 
 
4,378

 
4,886

 
(10
)
Total assets (1)
 
 
 
 
 
 
257,480

 
261,583

 
(2
)
Total deposits
 
 
 
 
 
 
21,771

 
19,242

 
13

(1) 
In segments where the total of liabilities and equity exceeds assets, which are generally deposit-taking segments, we allocate assets from All Other to those segments to match liabilities (i.e., deposits) and allocated shareholders' equity. Such allocated assets were $494.3 billion and $496.3 billion for the three and nine months ended September 30, 2015 compared to $490.6 billion and $480.1 billion for the same periods in 2014, and $493.7 billion and $474.6 billion at September 30, 2015 and December 31, 2014.
n/m = not meaningful


48
Table of Contents

All Other consists of ALM activities, equity investments, the international consumer card business, liquidating businesses, residual expense allocations and other. ALM activities encompass residential mortgages, debt securities, interest rate and foreign currency risk management activities including the residual net interest income allocation, the impact of certain allocation methodologies and accounting hedge ineffectiveness. The results of certain ALM activities are allocated to our business segments. Beginning with new originations in 2014, we retain certain residential mortgages in Consumer Banking, consistent with where the overall relationship is managed; previously such mortgages were in All Other. Additionally, certain residential mortgage loans that are managed by LAS are held in All Other. For more information on our ALM activities, see Interest Rate Risk Management for Non-trading Activities on page 118 and Note 18 – Business Segment Information to the Consolidated Financial Statements. Equity investments include our merchant services joint venture as well as Global Principal Investments (GPI) which is comprised of a portfolio of equity, real estate and other alternative investments. For more information on our merchant services joint venture, see Note 10 – Commitments and Contingencies to the Consolidated Financial Statements.

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

Net income for All Other decreased $505 million to $4 million due to lower net interest income and a decrease in the benefit in the provision for credit losses, partially offset by gains on the sales of consumer real estate loans. Net interest income decreased $570 million compared to the same period in 2014 primarily driven by the negative impact of the market-related adjustments on debt securities due to lower long-term interest rates. Gains on the sales of loans, including nonperforming and other delinquent loans, net of hedges, were $370 million compared to gains of $223 million, and are included in all other loss in the table on page 48. Also included in all other loss were U.K. PPI costs of $303 million compared to $298 million, and negative FTE adjustments of $342 million compared to $301 million to eliminate the FTE treatment of certain tax credits recorded in Global Banking.

The benefit in the provision for credit losses decreased $198 million to a benefit of $67 million compared to the prior-year period primarily due to a slower pace of reserve releases in the current period.

Noninterest expense decreased $174 million to $80 million reflecting a decrease in litigation expense and lower personnel and infrastructure costs, partially offset by higher professional fees related in part to our CCAR resubmission. The income tax benefit was $507 million compared to a benefit of $541 million, as the prior-period tax benefits attributable to the resolution of several tax examinations exceeded the current period tax benefits related to certain non-U.S. restructurings. In addition, both periods include income tax benefit adjustments to eliminate the FTE treatment of certain tax credits recorded in Global Banking.

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

Net income for All Other decreased $645 million to a net loss of $199 million due to a decrease in equity investment income, lower gains on sales of debt securities and a decrease in the benefit in the provision for credit losses, partially offset by higher net interest income, gains on sales of consumer real estate loans, lower U.K. PPI costs and a decrease in noninterest expense. Net interest income increased $213 million primarily driven by the impact of market-related adjustments on debt securities. Negative market-related adjustments on debt securities were $412 million compared to $503 million in the prior-year period. Equity investment income decreased $800 million as the prior-year period included a gain on the sale of a portion of an equity investment. Gains on the sales of loans, including nonperforming and other delinquent loans, net of hedges, were $934 million compared to gains of $405 million in the prior-year period. Also included in all other loss were U.K. PPI costs of $319 million compared to $482 million, and negative FTE adjustments of $1.2 billion compared to $962 million to eliminate the FTE treatment of certain tax credits recorded in Global Banking.

The benefit in the provision for credit losses declined $417 million to a benefit of $230 million primarily driven by the same factor as described in the three-month discussion above as well as lower recoveries on nonperforming loan sales.

Noninterest expense decreased $436 million to $2.0 billion primarily driven by the same factors as described in the three-month discussion above. The income tax benefit was $1.6 billion compared to a benefit of $2.1 billion, as the prior-year period included tax benefits attributable to the resolution of several tax examinations. In addition, both periods include income tax benefit adjustments to eliminate the FTE treatment of certain tax credits recorded in Global Banking.


 
 
 
 



49
Table of Contents

Off-Balance Sheet Arrangements and Contractual Obligations

We have contractual obligations to make future payments on debt and lease agreements. Additionally, in the normal course of business, we enter into contractual arrangements whereby we commit to future purchases of products or services from unaffiliated parties. For more information on obligations and commitments, see Note 10 – Commitments and Contingencies to the Consolidated Financial Statements, Off-Balance Sheet Arrangements and Contractual Obligations on page 50 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K, as well as Note 11 – Long-term Debt and Note 12 – Commitments and Contingencies to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Representations and Warranties

We securitize first-lien residential mortgage loans generally in the form of RMBS guaranteed by the government-sponsored enterprises (GSEs), which include FHLMC and FNMA, or by the Government National Mortgage Association (GNMA) in the case of Federal Housing Administration (FHA)-insured, U.S. Department of Veterans Affairs (VA)-guaranteed and Rural Housing Service-guaranteed mortgage loans, and sell pools of first-lien residential mortgage loans in the form of whole loans. In addition, in prior years, legacy companies and certain subsidiaries sold pools of first-lien residential mortgage loans and home equity loans as private-label securitizations (in certain of these securitizations, monoline insurers or other financial guarantee providers insured all or some of the securities) or in the form of whole loans. In connection with these transactions, we or certain of our subsidiaries or legacy companies made various representations and warranties. Breaches of these representations and warranties have resulted in and may continue to result in the requirement to repurchase mortgage loans or to otherwise make whole or provide other remedies to the GSEs, U.S. Department of Housing and Urban Development with respect to FHA-insured loans, VA, whole-loan investors, securitization trusts, monoline insurers or other financial guarantors as applicable (collectively, repurchases). In all such cases, subsequent to repurchasing the loan, we would be exposed to any credit loss on the repurchased mortgage loans after accounting for any mortgage insurance (MI) or mortgage guarantee payments that we may receive.

We have vigorously contested any request for repurchase where we have concluded that a valid basis for repurchase does not exist and will continue to do so in the future. However, in an effort to resolve legacy mortgage-related issues, we have reached settlements, certain of which have been for significant amounts, in lieu of a loan-by-loan review process, including with the GSEs, four monoline insurers and BNY Mellon, as trustee for certain securitization trusts.

For more information on accounting for representations and warranties, repurchase claims and exposures, including a summary of the larger bulk settlements, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees and Note 12 – Commitments and Contingencies to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K and Item 1A. Risk Factors of the Corporation's 2014 Annual Report on Form 10-K.

Settlement with the Bank of New York Mellon, as Trustee

On April 22, 2015, the New York County Supreme Court entered final judgment approving the BNY Mellon Settlement. In October 2015, BNY Mellon obtained certain state tax opinions and an IRS private letter ruling confirming that the settlement will not impact the real estate mortgage investment conduit tax status of the trusts. The final conditions of the settlement have thus been satisfied, requiring the Corporation to make the settlement payment of $8.5 billion (excluding legal fees) on or before February 9, 2016. The settlement payment and legal fees were previously fully reserved. BNY Mellon is required to determine the share of the settlement payment that will be allocated to each of the trusts covered by the settlement and then to distribute those amounts. For information on servicing matters associated with the BNY Mellon Settlement, see Off-Balance Sheet Arrangements and Contractual Obligations – Mortgage-related Settlements – Servicing Matters on page 54 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

New York Court Decision on Statute of Limitations

On June 11, 2015, the New York Court of Appeals, New York's highest appellate court, issued its opinion on the statute of limitations applicable to representations and warranties claims in ACE Securities Corp. v. DB Structured Products, Inc. (ACE). The Court of Appeals held that, under New York law, a claim for breach of contractual representations and warranties begins to run at the time the representations and warranties are made, and rejected the argument that the six-year statute of limitations does not begin to run until the time repurchase is refused. The Court of Appeals also held that compliance with the contractual notice and cure period was a pre-condition to filing suit, and claims that did not comply with such contractual requirements prior to the expiration of the statute of limitations period were invalid. While no entity affiliated with the Corporation was a party to this litigation, the vast majority of the private-label RMBS trusts into which entities affiliated with the Corporation sold loans and made representations and warranties are governed by New York law. While the Corporation treats claims where the statute of limitations has expired, as determined in accordance with the ACE decision, as time-barred and therefore resolved and no longer outstanding, investors or trustees may seek to distinguish certain aspects of the ACE decision or to

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assert other claims seeking to avoid the impact of the ACE decision. For example, a recent ruling by a New York intermediate appellate court allowed a counterparty to pursue litigation on loans in the entire trust even though only some of the loans complied with the condition precedent of timely pre-suit notice and opportunity to cure or repurchase. The potential impact on the Corporation, if any, of judicial limitations on the ACE decision, or claims seeking to distinguish or avoid the ACE decision is unclear at this time. For additional information, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements of the Corporation’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2015.

Unresolved Repurchase Claims

Unresolved representations and warranties repurchase claims represent the notional amount of repurchase claims made by counterparties, typically the outstanding principal balance or the unpaid principal balance at the time of default. In the case of first-lien mortgages, the claim amount is often significantly greater than the expected loss amount due to the benefit of collateral and, in some cases, MI or mortgage guarantee payments. Claims received from a counterparty remain outstanding until the underlying loan is repurchased, the claim is rescinded by the counterparty, we determine that the applicable statute of limitations has expired, or representations and warranties claims with respect to the applicable trust are settled, and fully and finally released. When a claim is denied and we do not receive a response from the counterparty, the claim remains in the unresolved repurchase claims balance until resolution in one of the ways described above.

At September 30, 2015, we had $18.3 billion of unresolved repurchase claims, net of duplicate claims, compared to $22.8 billion at December 31, 2014. These repurchase claims primarily relate to private-label securitizations and exclude claims in the amount of $7.4 billion at September 30, 2015, net of duplicate claims, where the statute of limitations has expired without litigation being commenced. At December 31, 2014, time-barred claims of $5.2 billion, net of duplicate claims, were included in unresolved repurchase claims. The notional amount of unresolved repurchase claims at both September 30, 2015 and December 31, 2014 includes $3.5 billion of claims, net of duplicate claims, related to loans in specific private-label securitization groups or tranches where we own substantially all of the outstanding securities. For additional information, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements.

The decrease in the notional amount of outstanding unresolved repurchase claims, net of duplicate claims, in the nine months ended September 30, 2015 is primarily due to the impact of the ACE decision. Excluding time-barred claims that were treated as outstanding at December 31, 2014, the remaining outstanding unresolved repurchase claims are driven by: (1) continued submission of claims by private-label securitization trustees, (2) the level of detail, support and analysis accompanying such claims, which impact overall claim quality and, therefore, claims resolution and (3) the lack of an established process to resolve disputes related to these claims. For example, claims submitted without individual file reviews generally lack the level of detail and analysis of individual loans that is necessary to evaluate a claim.

During the three and nine months ended September 30, 2015, we had limited loan-level representations and warranties repurchase claims experience with the monoline insurers due to bulk settlements in prior years and ongoing litigation with a single monoline insurer. For additional information, see Note 12 – Commitments and Contingencies to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

As a result of various bulk settlements with the GSEs, we have resolved substantially all outstanding and potential representations and warranties repurchase claims on whole loans sold by legacy Bank of America and Countrywide Financial Corporation (Countrywide) to FNMA and FHLMC through June 30, 2012 and December 31, 2009, respectively. After these settlements, our exposure to representations and warranties liability for loans originated prior to 2009 and sold to the GSEs is limited to loans with an original principal balance of $18.3 billion and loans with certain characteristics excluded from the settlements that we do not believe will be material, such as certain specified violations of the GSEs' charters, fraud and title defects. As of September 30, 2015, of the $18.3 billion, approximately $16.0 billion in principal has been paid and $991 million in principal has defaulted or was severely delinquent. At September 30, 2015, the notional amount of unresolved repurchase claims submitted by the GSEs was $20 million related to these vintages. For more information on the monolines and experience with the GSEs, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements.

In addition to unresolved repurchase claims, we have received notifications from sponsors of third-party securitizations with whom we engaged in whole-loan transactions indicating that we may have indemnity obligations with respect to loans for which we have not received a repurchase request. These outstanding notifications totaled $1.4 billion and $2.0 billion at September 30, 2015 and December 31, 2014.

We also from time to time receive correspondence purporting to raise representations and warranties breach issues from entities that do not have contractual standing or ability to bring such claims. We believe such communications to be procedurally and/or substantively invalid, and generally do not respond.


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The presence of repurchase claims on a given trust, receipt of notices of indemnification obligations and receipt of other communications, as discussed above, are all factors that inform our liability for representations and warranties and the corresponding estimated range of possible loss.

Representations and Warranties Liability

The liability for representations and warranties and corporate guarantees is included in accrued expenses and other liabilities on the Consolidated Balance Sheet and the related provision is included in mortgage banking income in the Consolidated Statement of Income. For more information on the representations and warranties liability and the corresponding estimated range of possible loss, see Off-Balance Sheet Arrangements and Contractual Obligations – Estimated Range of Possible Loss on page 54 and Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements.

At September 30, 2015 and December 31, 2014, the liability for representations and warranties was $11.5 billion and $12.1 billion, which includes $8.6 billion related to the BNY Mellon Settlement. The representations and warranties provision was $75 million for the three months ended September 30, 2015 compared to a provision of $167 million for the same period in 2014. The representations and warranties benefit was $46 million for the nine months ended September 30, 2015 compared to a provision of $433 million for the same period in 2014. The benefit in the provision for representations and warranties for the nine months ended September 30, 2015 compared to a provision in the same period in 2014 was primarily driven by the impact of the ACE decision, as time-barred claims are now treated as resolved.

Our liability for representations and warranties is necessarily dependent on, and limited by, a number of factors including for private-label securitizations the implied repurchase experience based on the BNY Mellon Settlement, as well as certain other assumptions and judgmental factors. Where relevant, we also consider more recent experience, such as claim activity, notification of potential indemnification obligations, our experience with various counterparties, the ACE decision and other recent court decisions related to the statute of limitations and other facts and circumstances, such as bulk settlements, as we believe appropriate. Accordingly, future provisions associated with obligations under representations and warranties may be materially impacted if future experiences are different from historical experience or our understandings, interpretations or assumptions.

Experience with Private-label Securitization and Whole-loan Investors

In prior years, legacy companies and certain subsidiaries sold pools of first-lien residential mortgage loans and home equity loans as private-label securitizations or in the form of whole loans to investors other than the GSEs (although the GSEs are investors in certain private-label securitizations). The majority of the loans sold were included in private-label securitizations, including third-party sponsored transactions. We provided representations and warranties to the whole-loan investors and these investors may retain those rights even when the whole loans were aggregated with other collateral into private-label securitizations sponsored by the whole-loan investors. Such loans originated from 2004 through 2008 had an original principal balance of $970 billion, including $786 billion sold to private-label and whole-loan investors without monoline insurance. Of the $970 billion, $582 billion in principal has been paid, $212 billion in principal has defaulted, $36 billion in principal was severely delinquent, and $140 billion in principal was current or less than 180 days past due at September 30, 2015, as summarized in Table 18.

Loans originated between 2004 and 2008 and sold without monoline insurance had an original total principal balance of $786 billion, which is included in Table 18. Of the $786 billion, $477 billion has been paid in full and $196 billion was defaulted or severely delinquent at September 30, 2015. At least 25 payments have been made on approximately 64 percent of the defaulted and severely delinquent loans.



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Table 18
Overview of Non-Agency Securitization and Whole-Loan Balances from 2004 to 2008
 
Principal Balance
 
Defaulted or Severely Delinquent
(Dollars in billions)
Original
Principal Balance
 
Outstanding Principal Balance September 30
2015
 
Outstanding
Principal
Balance 180 Days or More Past Due
 
Defaulted
Principal Balance
 
Defaulted
or Severely
Delinquent
 
Borrower Made Less than 13
Payments
 
Borrower Made
13 to 24
Payments
 
Borrower Made
25 to 36
Payments
 
Borrower Made More than 36
Payments
By Entity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Bank of America
$
100

 
$
13

 
$
2

 
$
8

 
$
10

 
$
1

 
$
2

 
$
2

 
$
5

Countrywide
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
BNY Mellon Settlement
409

 
89

 
19

 
88

 
107

 
15

 
26

 
25

 
41

Other
307

 
50

 
11

 
67

 
78

 
9

 
18

 
18

 
33

Total Countrywide
716

 
139

 
30

 
155

 
185

 
24

 
44

 
43

 
74

Merrill Lynch
72

 
12

 
2

 
20

 
22

 
4

 
5

 
4

 
9

First Franklin
82

 
12

 
2

 
29

 
31

 
5

 
7

 
5

 
14

Total (1, 2)
$
970

 
$
176

 
$
36

 
$
212

 
$
248

 
$
34

 
$
58

 
$
54

 
$
102

By Product
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Prime
$
302

 
$
48

 
$
5

 
$
29

 
$
34

 
$
2

 
$
6

 
$
7

 
$
19

Alt-A
173

 
40

 
8

 
42

 
50

 
7

 
12

 
11

 
20

Pay option
150

 
30

 
8

 
46

 
54

 
5

 
13

 
15

 
21

Subprime
251

 
46

 
13

 
75

 
88

 
17

 
21

 
16

 
34

Home equity
88

 
9

 
—

 
18

 
18

 
2

 
5

 
4

 
7

Other
6

 
3

 
2

 
2

 
4

 
1

 
1

 
1

 
1

Total
$
970

 
$
176

 
$
36

 
$
212

 
$
248

 
$
34

 
$
58

 
$
54

 
$
102

(1) 
Excludes transactions sponsored by Bank of America and Merrill Lynch where no representations or warranties were made.
(2) 
Includes exposures on third-party sponsored transactions related to legacy entity originations.

As it relates to private-label securitizations, a contractual liability to repurchase mortgage loans generally arises if there is a breach of representations and warranties that materially and adversely affects the interest of the investor or all the investors in a securitization trust or of the monoline insurer or other financial guarantor (as applicable).

We have received approximately $36.8 billion of representations and warranties repurchase claims (including duplicate claims) related to loans originated between 2004 and 2008, including $27.5 billion from private-label securitization trustees and a financial guarantee provider, $8.5 billion from whole-loan investors and $816 million from one private-label securitization counterparty. New private-label claims are primarily related to repurchase requests received from trustees for private-label securitization transactions not included in the BNY Mellon Settlement. Of the $36.8 billion in claims, we have resolved $17.5 billion of these claims with losses of $2.0 billion. Approximately $3.8 billion of these claims were resolved through repurchase or indemnification, $5.0 billion were rescinded by the investor, $336 million were resolved through settlements and $8.4 billion are not actionable under the applicable statute of limitations and are therefore considered resolved.

At September 30, 2015, for these vintages, the notional amount of unresolved repurchase claims (including duplicate claims) submitted by private-label securitization trustees, whole-loan investors, including third-party securitization sponsors and others was $19.2 billion, before subtracting $2.6 billion of duplicate claims primarily submitted without loan file reviews, resulting in net unresolved repurchase claims of $16.6 billion. We have performed an initial review with respect to substantially all of these claims and although we do not believe a valid basis for repurchase has been established by the claimant, we consider such claims activity in the computation of our liability for representations and warranties. Until we receive a repurchase claim, we generally do not review loan files related to private-label securitizations and believe we are not required by the governing documents to do so, unless particular facts suggest we should review an individual loan file.


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Estimated Range of Possible Loss

We currently estimate that the range of possible loss for representations and warranties exposures could be up to $2 billion over existing accruals at September 30, 2015. We treat claims that are time-barred as resolved and do not consider such claims in the estimated range of possible loss. The estimated range of possible loss reflects principally non-GSE exposures. It represents a reasonably possible loss, but does not represent a probable loss, and is based on currently available information, significant judgment and a number of assumptions that are subject to change.

For more information on the methodology used to estimate the representations and warranties liability, the corresponding estimated range of possible loss and the types of losses not considered, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements and Item 1A. Risk Factors of the Corporation's 2014 Annual Report on Form 10-K and, for more information related to the sensitivity of the assumptions used to estimate our liability for representations and warranties, see Complex Accounting Estimates – Representations and Warranties Liability on page 113 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

Servicing, Foreclosure and Other Mortgage Matters

We service a large portion of the loans we or our subsidiaries have securitized and also service loans on behalf of third-party securitization vehicles and other investors. Our servicing obligations are set forth in servicing agreements with the applicable counterparty. These obligations may include, but are not limited to, loan repurchase requirements in certain circumstances, indemnifications, payment of fees, advances for foreclosure costs that are not reimbursable, or responsibility for losses in excess of partial guarantees for VA loans.

Servicing agreements with the GSEs and GNMA generally provide the GSEs and GNMA with broader rights relative to the servicer than are found in servicing agreements with private investors. For example, the GSEs claim that they have the contractual right to loan repurchase for certain servicing breaches. In addition, the GSEs' first-lien mortgage seller/servicer guides provide timelines to resolve delinquent loans through workout efforts or liquidation, if necessary, and require the imposition of compensatory fees if those deadlines are not satisfied except for reasons beyond the control of the servicer. Servicers for GNMA are required to service in accordance with the applicable government agency requirements which include detailed regulatory requirements for servicing loans and reducing the amount of insurance or guaranty benefits that are paid if the applicable timelines are not satisfied. In addition, many non-agency RMBS and whole-loan servicing agreements state that the servicer may be liable for failure to perform its servicing obligations in keeping with industry standards or for acts or omissions that involve willful malfeasance, bad faith or gross negligence in the performance of, or reckless disregard of, the servicer's duties.

It is not possible to reasonably estimate our liability with respect to certain potential servicing-related claims. While we have recorded certain accruals for servicing-related claims, the amount of potential liability in excess of existing accruals could be material to the Corporation's results of operations or cash flows for any particular reporting period.

Mortgage Electronic Registration Systems, Inc.

For information on Mortgage Electronic Registration Systems, Inc., see Off-Balance Sheet Arrangements and Contractual Obligations – Mortgage Electronic Registration Systems, Inc. on page 54 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.


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Other Mortgage-related Matters

We continue to be subject to additional borrower and non-borrower litigation and governmental and regulatory scrutiny and investigations related to our past and current origination, servicing, transfer of servicing and servicing rights, servicing compliance obligations, and foreclosure activities, and MI and captive reinsurance practices with mortgage insurers, including those claims not covered by the National Mortgage Settlement or the August 20, 2014 settlement with the DoJ. For more information on the DoJ Settlement, see Off-Balance Sheet Arrangements and Contractual Obligations – Department of Justice Settlement on page 53 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K. The ongoing environment of additional regulation, increased regulatory compliance obligations, and enhanced regulatory enforcement, combined with ongoing uncertainty related to the continuing evolution of the regulatory environment, has resulted in increased operational and compliance costs and may limit our ability to continue providing certain products and services. For more information on management's estimate of the aggregate range of possible loss and on regulatory investigations, see Note 10 – Commitments and Contingencies to the Consolidated Financial Statements.

Mortgage-related Settlements – Servicing Matters

The National Mortgage Settlement expired in substantial part in accordance with its terms on October 4, 2015. The independent monitor for the settlement is continuing to conduct his review of our compliance with the uniform servicing standards during the period prior to the expiration of the National Mortgage Settlement. The DoJ and all of the original servicers subject to the National Mortgage Settlement have agreed to extend one section of the National Mortgage Settlement that relates to remediation to service members in order to allow the parties further time to complete such remediation. For more information on servicing matters associated with the BNY Mellon Settlement and the National Mortgage Settlement, see Off-Balance Sheet Arrangements and Contractual Obligations – Mortgage-related Settlements – Servicing Matters on page 54 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

Managing Risk

Risk is inherent in all our business activities. The seven types of risk faced by the Corporation are strategic, credit, market, liquidity, compliance, operational and reputational risks. Sound risk management is needed to serve our customers and deliver for our shareholders. If not managed well, risks can result in financial loss, regulatory sanctions and penalties, and damage to our reputation, each of which may adversely impact our ability to execute our business strategies. The Corporation takes a comprehensive approach to risk management with a defined Risk Framework and an articulated Risk Appetite Statement which are approved annually by the Corporation's Board of Directors (the Board) and the Board's Enterprise Risk Committee (ERC).

Our Risk Framework is the foundation for comprehensive management of the risks facing the Corporation. The Risk Framework sets forth clear roles, responsibilities and accountability for the management of risk and provides a blueprint for how the Board, through delegation of authority to committees and executive officers, establishes risk appetite and associated limits for our activities.

Our Risk Appetite Statement is intended to ensure that the Corporation maintains an acceptable risk profile by providing a common framework and a comparable set of measures for senior management and the Board to clearly indicate the level of risk the Corporation is willing to accept. Risk appetite is set at least annually in conjunction with the strategic, capital and financial operating plans to align risk appetite with the Corporation's strategy and financial resources. Our line of business strategies and risk appetite are also similarly aligned. For a more detailed discussion of our risk management activities, see the discussion below and pages 55 through 109 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.


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Strategic Risk Management

Strategic risk is embedded in every business and is one of the major risk categories along with credit, market, liquidity, compliance, operational and reputational risks. It is the risk that results from incorrect assumptions, inappropriate business plans, ineffective business strategy execution, or failure to respond in a timely manner to changes in the regulatory, macroeconomic and competitive environments, customer preferences, and technology developments in the geographic locations in which we operate.

Our appetite for strategic risk is assessed based on the strategic plan, with strategic risks selectively and carefully considered against the backdrop of the evolving marketplace. Strategic risk is managed in the context of our overall financial condition, risk appetite and stress test results, among other considerations. The chief executive officer and executive management team manage and act on significant strategic actions, such as divestitures, consolidation of legal entities or capital actions subsequent to required review and approval by the Board.

For more information on our strategic risk management activities, see page 58 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

Capital Management

The Corporation manages its capital position to maintain sufficient capital to support its business activities and to maintain capital, risk and risk appetite commensurate with one another. Additionally, we seek to maintain safety and soundness at all times, even under adverse scenarios, take advantage of organic growth opportunities, maintain ready access to financial markets, continue to serve as a credit intermediary, remain a source of strength for our subsidiaries, and satisfy current and future regulatory capital requirements. Capital management is integrated into our risk and governance processes, as capital is a key consideration in the development of our strategic plan, risk appetite and risk limits.

We conduct an Internal Capital Adequacy Assessment Process (ICAAP) on a periodic basis. The ICAAP is a forward-looking assessment of our projected capital needs and resources, incorporating earnings, balance sheet and risk forecasts under baseline and adverse economic and market conditions. We utilize periodic stress tests to assess the potential impacts to our balance sheet, earnings, regulatory capital and liquidity under a variety of stress scenarios. We perform qualitative risk assessments to identify and assess material risks not fully captured in our forecasts or stress tests. We assess the potential capital impacts of proposed changes to regulatory capital requirements. Management assesses ICAAP results and provides documented quarterly assessments of the adequacy of our capital guidelines and capital position to the Board or its committees.

The Corporation periodically reviews capital allocated to its businesses and allocates capital annually during the strategic and capital planning processes. For additional information, see Business Segment Operations on page 25.

CCAR and Capital Planning

The Federal Reserve requires BHCs to submit a capital plan and requests for capital actions on an annual basis, consistent with the rules governing the Comprehensive Capital Analysis and Review (CCAR) capital plan. The CCAR capital plan is the central element of the Federal Reserve's approach to ensure that large BHCs have adequate capital and robust processes for managing their capital.

In January 2015, we submitted our 2015 CCAR capital plan and related supervisory stress tests. The requested capital actions included a request to repurchase $4.0 billion of common stock over five quarters beginning in the second quarter of 2015, and to maintain the quarterly common stock dividend at the current rate of $0.05 per share. Based on the information in our January 2015 submission, we exceeded all stressed capital ratio minimum requirements in the severely adverse scenario with more than $20 billion in excess capital after all planned capital actions, a significant improvement from the prior-year CCAR quantitative results. On March 11, 2015, the Federal Reserve advised that it did not object to our 2015 capital plan but gave a conditional non-objection under which we were required to resubmit our CCAR capital plan by September 30, 2015 and address certain weaknesses the Federal Reserve identified in our capital planning process. We have established plans and taken actions which we believe address the identified weaknesses, and we resubmitted our CCAR capital plan on September 30, 2015. The Federal Reserve has 75 days to review our resubmitted CCAR capital plan and our capital planning revisions. Following that review, the Federal Reserve may determine that the capital plan is not adequate or the identified weaknesses are not being satisfactorily addressed, and may restrict our future capital actions.


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Pending the Federal Reserve's review of the resubmission of our CCAR capital plan, we are permitted to proceed with our stock repurchase program and to maintain our common stock dividend at the current rate. As of September 30, 2015, in connection with our 2015 CCAR capital plans, we have repurchased approximately $1.6 billion of common stock. The timing and amount of additional common stock repurchases and common stock dividends will continue to be consistent with our 2015 CCAR capital plan and will be subject to the Federal Reserve's review of our submission of a revised capital plan as discussed above. In addition, the timing and amount of common stock repurchases will be subject to various factors, including the Corporation's capital position, liquidity, financial performance and alternative uses of capital, stock trading price, and general market conditions, and may be suspended at any time. The common stock repurchases may be effected through open market purchases or privately negotiated transactions, including repurchase plans that satisfy the conditions of Rule 10b5-1 of the Securities Exchange Act of 1934.

Regulatory Capital

As a financial services holding company, we are subject to regulatory capital rules issued by U.S. banking regulators. On January 1, 2014, we became subject to Basel 3, which includes certain transition provisions through January 1, 2019. The Corporation and its primary affiliated banking entity, BANA, are Advanced approaches institutions under Basel 3.

Basel 3 Overview

Basel 3 updated the composition of capital and established a Common equity tier 1 capital ratio. Common equity tier 1 capital primarily includes common stock, retained earnings and accumulated OCI. Basel 3 revised minimum capital ratios and buffer requirements, added a supplementary leverage ratio (SLR), and addressed the adequately capitalized minimum requirements under the PCA framework. Finally, Basel 3 established two methods of calculating risk-weighted assets, the Standardized approach and the Advanced approaches. For additional information, see Capital Management – Standardized Approach and Capital Management – Advanced Approaches on page 59.

As an Advanced approaches institution, under Basel 3, we were required to complete a qualification period (parallel run) to demonstrate compliance with the Basel 3 Advanced approaches to the satisfaction of U.S. banking regulators. We received approval to begin using the Advanced approaches capital framework to determine risk-based capital requirements beginning in the fourth quarter of 2015. As previously disclosed, with the approval to exit parallel run, U.S. banking regulators requested modifications to certain internal analytical models including the wholesale (e.g., commercial) credit models which will increase our risk-weighted assets in the fourth quarter of 2015. All requested modifications to the internal analytical models will be reflected in the risk-based capital ratios in the fourth quarter of 2015. Prior to the requested modification, we estimate that our Common equity tier 1 capital ratio under Basel 3 Advanced approaches on a fully phased-in basis would have been approximately 11.0 percent at September 30, 2015. Having exited parallel run on October 1, 2015, with the requested modifications to these models fully incorporated, the pro-forma Common equity tier 1 capital ratio under the Basel 3 Advanced approaches on a fully phased-in basis would have been an estimated 9.7 percent at September 30, 2015. In the fourth quarter of 2015, we will be required to report regulatory risk-based capital ratios and risk-weighted assets under both the Standardized and Advanced approaches. The approach that yields the lower ratio is to be used to assess capital adequacy including under the PCA framework. Prior to the fourth quarter of 2015, we are required to report our capital adequacy under the Standardized approach only.

Regulatory Capital Composition

Basel 3 requires certain deductions from and adjustments to capital, which are primarily those related to MSRs, deferred tax assets and defined benefit pension assets. Also, any assets that are a direct deduction from the computation of capital are excluded from risk-weighted assets and adjusted average total assets. Basel 3 also provides for the inclusion in capital of net unrealized gains and losses on AFS debt and certain marketable equity securities recorded in accumulated OCI. These changes are impacted by, among other factors, fluctuations in interest rates, earnings performance and corporate actions. Under Basel 3 regulatory capital transition provisions, changes to the composition of regulatory capital are generally recognized in 20 percent annual increments, and will be fully recognized as of January 1, 2018.


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Table 19 summarizes how certain regulatory capital deductions and adjustments have been or will be transitioned from 2014 through 2018 for Common equity tier 1 and Tier 1 capital.

Table 19
Summary of Certain Basel 3 Regulatory Capital Transition Provisions
Beginning on January 1 of each year
2014
 
2015
 
2016
 
2017
 
2018
Common equity tier 1 capital
 
 
 
 
 
 
 
 
 
Percent of total amount deducted from Common equity tier 1 capital includes:
20%
 
40%
 
60%
 
80%
 
100%
Deferred tax assets arising from net operating loss and tax credit carryforwards; intangibles, other than mortgage servicing rights and goodwill; defined benefit pension fund net assets; net unrealized cumulative gains (losses) related to changes in own credit risk on liabilities, including derivatives, measured at fair value; direct and indirect investments in our own Common equity tier 1 capital instruments; certain amounts exceeding the threshold by 10 percent individually and 15 percent in aggregate
Percent of total amount used to adjust Common equity tier 1 capital includes (1):
80%
 
60%
 
40%
 
20%
 
0%
Net unrealized gains (losses) on AFS debt and certain marketable equity securities recorded in accumulated OCI; employee benefit plan adjustments recorded in accumulated OCI
Tier 1 capital
 
 
 
 
 
 
 
 
 
Percent of total amount deducted from Tier 1 capital includes:
80%
 
60%
 
40%
 
20%
 
0%
Deferred tax assets arising from net operating loss and tax credit carryforwards; defined benefit pension fund net assets; net unrealized cumulative gains (losses) related to changes in own credit risk on liabilities, including derivatives, measured at fair value
(1) 
Represents the phase-out percentage of the exclusion by year (e.g., 20 percent of net unrealized gains (losses) on AFS debt and certain marketable equity securities recorded in accumulated OCI was included in 2014).

Additionally, Basel 3 revised the regulatory capital treatment for Trust Securities, requiring them to be transitioned from Tier 1 capital into Tier 2 capital in 2014 and 2015, until fully excluded from Tier 1 capital in 2016, and transitioned from Tier 2 capital beginning in 2016 with the full exclusion in 2022. As of September 30, 2015, our qualifying Trust Securities were $1.4 billion, approximately 10 bps of the Tier 1 capital ratio.

Minimum Capital Requirements

Minimum capital requirements and related buffers are being phased in from January 1, 2014 through January 1, 2019. Effective January 1, 2015, the PCA framework was also amended to reflect the requirements of Basel 3. The PCA framework establishes categories of capitalization, including "well capitalized," based on regulatory ratio requirements. U.S. banking regulators are required to take certain mandatory actions depending on the category of capitalization, with no mandatory actions required for "well-capitalized" banking organizations, which included BANA at September 30, 2015. Also effective January 1, 2015, Common equity tier 1 capital is included in the measurement of "well capitalized" for depository institutions.

Beginning January 1, 2016, we will be subject to a capital conservation buffer, a countercyclical capital buffer and a G-SIB surcharge which will be phased in over a three-year period ending January 1, 2019. Once fully phased in, the Corporation's risk-based capital ratio requirements will include a capital conservation buffer greater than 2.5 percent, plus any applicable countercyclical capital buffer and G-SIB surcharge in order to avoid certain restrictions on capital distributions and discretionary bonus payments. The buffers and surcharge must be composed solely of Common equity tier 1 capital. The countercyclical capital buffer is currently set at zero. U.S. banking regulators must jointly decide on any increase in the countercyclical buffer, after which time institutions will have up to one year for implementation. Based on the Federal Reserve final rule published in July 2015, under certain assumptions, we estimate that our G-SIB surcharge will increase our risk-based capital ratio requirements by 3.0 percent. For more information on our G-SIB surcharge, see Capital Management – Regulatory Developments on page 65.


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Table 20 presents regulatory minimum and "well-capitalized" ratio requirements in accordance with Basel 3 Standardized – Transition as measured at September 30, 2015 and December 31, 2014.

Table 20
Bank of America Corporation Regulatory Capital Ratio Requirements under Basel 3 Standardized – Transition
 
 
September 30, 2015
 
December 31, 2014
 
 
Regulatory Minimum (1)
 
Well-capitalized (2)
 
Regulatory Minimum (1)
 
Well-capitalized (2)
Common equity tier 1
 
4.5
%
 
n/a

 
4.0
%
 
n/a

Tier 1 capital
 
6.0

 
6.0
%
 
5.5

 
6.0
%
Total capital
 
8.0

 
10.0

 
8.0

 
10.0

Tier 1 leverage
 
4.0

 
n/a

 
4.0

 
n/a

(1) 
When presented on a fully phased-in basis, beginning January 1, 2019, the minimum Basel 3 risk-based capital ratio requirements for the Corporation are expected to significantly increase. For additional information, see Table 24.
(2) 
To be "well capitalized" under current U.S. banking regulatory agency definitions, a bank holding company must maintain these or higher ratios and not be subject to a Federal Reserve order or directive to maintain higher capital levels.
n/a = not applicable

Standardized Approach

Total risk-weighted assets under the Basel 3 Standardized approach consist of credit risk and market risk measures. Credit risk-weighted assets are measured by applying fixed risk weights to on- and off-balance sheet exposures (excluding securitizations), determined based on the characteristics of the exposure, such as type of obligor, Organization for Economic Cooperation and Development (OECD) country risk code and maturity, among others. Off-balance sheet exposures primarily include financial guarantees, unfunded lending commitments, letters of credit and potential future derivative exposures. Market risk applies to covered positions which include trading assets and liabilities, foreign exchange exposures and commodity exposures. Market risk capital is modeled for general market risk and specific risk for products where specific risk regulatory approval has been granted; in the absence of specific risk model approval, standard specific risk charges apply. For securitization exposures, risk-weighted assets are determined using the Simplified Supervisory Formula Approach (SSFA). Under the Standardized approach, no distinction is made for variations in credit quality for corporate exposures, and the economic benefit of collateral is restricted to a limited list of eligible securities and cash.

Advanced Approaches

In addition to the credit risk and market risk measures, Basel 3 Advanced approaches include measures of operational risk and risks related to the credit valuation adjustment (CVA) for over-the-counter (OTC) derivative exposures. The Advanced approaches rely on internal analytical models to measure risk weights for credit risk exposures and allow the use of models to estimate the exposure at default (EAD) for certain exposure types. Market risk capital measurements are consistent with the Standardized approach, except for securitization exposures. For both trading and non-trading securitization exposures, institutions are permitted to use the Supervisory Formula Approach (SFA) and would use the SSFA if the SFA is unavailable for a particular exposure. Non-securitization credit risk exposures are measured using internal ratings-based models to determine the applicable risk weight by estimating the probability of default, loss given default (LGD) and, in certain instances, EAD. The internal analytical models primarily rely on internal historical default and loss experience. Operational risk is measured using internal analytical models which rely on both internal and external operational loss experience and data. The calculations require management to make estimates, assumptions and interpretations, including with respect to the probability of future events based on historical experience. Actual results could differ from those estimates and assumptions. Under the Federal Reserve's reservation of authority, they may require us to hold an amount of capital greater than otherwise required under the capital rules if they determine that our risk-based capital requirement using our internal analytical models is not commensurate with our credit, market, operational or other risks.

Supplementary Leverage Ratio

Basel 3 also requires Advanced approaches institutions to disclose a SLR. The numerator of the SLR is quarter-end Basel 3 Tier 1 capital. The denominator is total leverage exposure based on the daily average of the sum of on-balance sheet exposures less permitted Tier 1 deductions, as well as the simple average of certain off-balance sheet exposures, as of the end of each month in a quarter. Off-balance sheet exposures primarily include undrawn lending commitments, letters of credit, OTC derivatives and repo-style transactions. Total leverage exposure includes the effective notional principal amount of credit derivatives and similar instruments through which credit protection is sold. The credit conversion factors (CCFs) applied to certain off-balance sheet exposures conform to the graduated CCF utilized under the Basel 3 Standardized approach, but are subject to a minimum 10 percent CCF. Effective January 1, 2018, the Corporation will be required to maintain a minimum SLR of 3.0 percent, plus a supplementary leverage buffer of 2.0 percent, in order

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to avoid certain restrictions on capital distributions and discretionary bonuses. Insured depository institution subsidiaries of BHCs, including BANA, will be required to maintain a minimum 6.0 percent SLR to be considered "well capitalized" under the PCA framework.

As of September 30, 2015, the Corporation's estimated SLR on a fully phased-in basis was 6.4 percent, which exceeds the 5.0 percent threshold that represents the minimum plus the supplementary leverage buffer for BHCs. The estimated SLR for BANA on a fully phased-in basis was 7.0 percent, which exceeds the 6.0 percent "well-capitalized" level for insured depository institutions of BHCs.

Capital Composition and Ratios

Table 21 presents Bank of America Corporation's capital ratios and related information in accordance with Basel 3 Standardized – Transition as measured at September 30, 2015 and December 31, 2014. As of September 30, 2015 and December 31, 2014, the Corporation meets the definition of "well capitalized" under current regulatory requirements.

Table 21
Bank of America Corporation Regulatory Capital under Basel 3 Standardized – Transition
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Ratio
 
Amount
 
Ratio
 
Amount
Common equity tier 1 capital
11.6
%
 
$
161,649

 
12.3
%
 
$
155,361

Tier 1 capital
12.9

 
178,830

 
13.4

 
168,973

Total capital
15.8

 
219,901

 
16.5

 
208,670

Tier 1 leverage
8.5

 
178,830

 
8.2

 
168,973

 
 
 
 
 
 
 
 
 
 
 
 
 
September 30
2015
 
December 31
2014
Risk-weighted assets (in billions) (1)
 
 
 
 
$
1,392

 
$
1,262

Adjusted quarterly average total assets (in billions) (2)
 
 
 
 
2,092

 
2,060

(1) 
On a pro-forma basis, under Basel 3 Standardized – Transition as measured at January 1, 2015, the December 31, 2014 risk-weighted assets would have been $1,392 billion.
(2) 
Reflects adjusted average total assets for the three months ended September 30, 2015 and December 31, 2014.

Common equity tier 1 capital under Basel 3 Standardized – Transition was $161.6 billion at September 30, 2015, an increase of $6.3 billion compared to December 31, 2014 driven by earnings, partially offset by dividends, common stock repurchases and the impact of certain transition provisions under Basel 3 Standardized – Transition. For more information on Basel 3 transition provisions, see Table 19. During the nine months ended September 30, 2015, Total capital increased $11.2 billion primarily driven by the same factors that drove the increase in Common equity tier 1 capital as well as issuances of preferred stock and subordinated debt. The Tier 1 leverage ratio increased 35 bps compared to December 31, 2014 primarily driven by an increase in Tier 1 capital. For additional information, see Table 22.

Risk-weighted assets increased $130 billion during the nine months ended September 30, 2015 to $1,392 billion primarily due to the change in the calculation of risk-weighted assets from the general risk-based approach at December 31, 2014 to the Basel 3 Standardized approach. During the nine months ended September 30, 2015, on a pro-forma basis under Basel 3 Standardized – Transition, risk-weighted assets of $1,392 billion remained unchanged compared to December 31, 2014.

At September 30, 2015, an increase or decrease in our Common equity tier 1, Tier 1 or Total capital ratios by one bp would require a change of $139 million in Common equity tier 1, Tier 1 or Total capital. We could also increase our Common equity tier 1, Tier 1 or Total capital ratios by one bp on such date by a reduction in risk-weighted assets of $1.2 billion, $1.1 billion and $880 million, respectively. An increase in our Tier 1 leverage ratio by one bp on such date would require $209 million of additional Tier 1 capital or a reduction of $2.4 billion in adjusted average assets.


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Table 22 presents the capital composition as measured under Basel 3 Standardized – Transition at September 30, 2015 and December 31, 2014.

Table 22
Capital Composition under Basel 3 Standardized – Transition
(Dollars in millions)
September 30
2015
 
December 31
2014
Total common shareholders' equity
$
233,632

 
$
224,162

Goodwill
(69,217
)
 
(69,234
)
Deferred tax assets arising from net operating loss and tax credit carryforwards
(3,703
)
 
(2,226
)
Unamortized net periodic benefit costs recorded in accumulated OCI, net-of-tax
1,964

 
2,680

Net unrealized (gains) losses on AFS debt and equity securities and net (gains) losses on derivatives recorded in accumulated OCI, net-of-tax
299

 
573

Intangibles, other than mortgage servicing rights and goodwill
(1,102
)
 
(639
)
DVA related to liabilities and derivatives (1)
152

 
231

Other
(376
)
 
(186
)
Common equity tier 1 capital
161,649

 
155,361

Qualifying preferred stock, net of issuance cost
22,273

 
19,308

Deferred tax assets arising from net operating loss and tax credit carryforwards
(5,554
)
 
(8,905
)
Trust preferred securities
1,430

 
2,893

Defined benefit pension fund assets
(470
)
 
(599
)
DVA related to liabilities and derivatives under transition
228

 
925

Other
(726
)
 
(10
)
Total Tier 1 capital
178,830

 
168,973

Long-term debt qualifying as Tier 2 capital
20,565

 
17,953

Qualifying allowance for credit losses
13,318

 
14,634

Nonqualifying capital instruments subject to phase out from Tier 2 capital
4,803

 
3,881

Minority interest
2,404

 
3,233

Other
(19
)
 
(4
)
Total capital
$
219,901

 
$
208,670

(1) 
Represents loss on structured liabilities and derivatives, net-of-tax, that is excluded from Common equity tier 1, Tier 1 and Total capital for regulatory capital purposes.


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Table 23 presents the components of our risk-weighted assets as measured under Basel 3 Standardized – Transition at September 30, 2015 and December 31, 2014.

Table 23
Risk-weighted assets under Basel 3 Standardized – Transition
(Dollars in billions)
September 30
2015
 
December 31
2014
Credit risk
$
1,297

 
$
1,169

Market risk
95

 
93

Total risk-weighted assets
$
1,392

 
$
1,262


Table 24 presents the expected regulatory minimum ratio requirements in accordance with Basel 3 on a fully phased-in basis at January 1, 2019. The regulatory minimum Basel 3 Common equity tier 1, Tier 1 and Total capital ratio requirements for the Corporation will be comprised of the minimum ratio for Common equity tier 1, Tier 1 and Total capital as shown in Table 20, plus a capital conservation buffer greater than 2.5 percent, the G-SIB surcharge of 3.0 percent and any countercyclical buffer, which is currently set at zero. Table 24 assumes a capital conservation buffer of 2.5 percent. For more information on these buffers, see Capital Management – Regulatory Developments on page 65.

Table 24
 
 
Bank of America Corporation Regulatory Capital Ratio Requirements – Fully Phased-in
 
 
 
 
January 1, 2019
 
 
Regulatory Minimum
Common equity tier 1
 
10.0
%
Tier 1 capital
 
11.5

Total capital
 
13.5

Tier 1 leverage
 
4.0




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Table 25 presents estimates of our Basel 3 regulatory risk-based capital ratios on a fully phased-in basis at September 30, 2015 and December 31, 2014. The Common equity tier 1, Tier 1 and Total capital estimates reflect the full impact of Basel 3 changes to capital composition after the transition period ends on January 1, 2019. These changes include certain deductions from and adjustments to capital, the most significant of which relate to deferred tax assets, and the inclusion of net unrealized gains and losses on AFS debt and certain marketable equity securities recorded in accumulated OCI. These ratios are considered non-GAAP financial measures until the end of the transition period on January 1, 2019 when adopted and required by U.S. banking regulators.

Table 25
Bank of America Corporation Regulatory Capital – Fully Phased-in (1, 2)




 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Ratio
 
Amount
 
Ratio
 
Amount
Standardized approach
 
 
 
 
 
 
 
Common equity tier 1 capital
10.8
%
 
$
153,089

 
10.0
%
 
$
141,217

Tier 1 capital
12.3

 
174,631

 
11.3

 
160,480

Total capital (3)
14.9

 
210,817

 
13.9

 
196,115

Advanced approaches
 
 
 
 
 
 
 
Common equity tier 1 capital
11.0

 
153,089

 
9.6

 
141,217

Tier 1 capital
12.5

 
174,631

 
11.0

 
160,480

Total capital (3)
14.5

 
202,062

 
12.7

 
185,986

Pro-forma Common equity tier 1 capital (4)
9.7

 
153,089

 
—

 
—

 
 
 
 
 
 
 
 
 
 
 
 
 
September 30
2015
 
December 31
2014
Risk-weighted assets – Standardized approach (in billions)
 
 
 
 
$
1,415

 
$
1,415

Risk-weighted assets – Advanced approaches (in billions)
 
 
 
 
1,398

 
1,465

Pro-forma risk-weighted assets – Advanced approaches (in billions) (4)
 
 
 
 
1,570

 
—

(1) 
We received approval to begin using the Advanced approaches capital framework to determine risk-based capital requirements beginning in the fourth quarter of 2015. With the approval to exit parallel run, we will be required to report regulatory capital risk-weighted assets and ratios under both the Standardized and Advanced approaches. The approach that yields the lower ratio is to be used to assess capital adequacy. Prior to exiting parallel run, we were required to report regulatory capital risk-weighted assets and ratios under the Standardized approach only. As previously disclosed, with the approval to exit parallel run, U.S. banking regulators requested modifications to certain internal analytical models including the wholesale (e.g., commercial) credit models which will increase our risk-weighted assets in the fourth quarter of 2015.
(2) 
Basel 3 Advanced approaches estimates assume approval by U.S. banking regulators of our internal analytical models. We are working to obtain approval from our regulators of the internal models methodology (IMM).
(3) 
Total capital under the Advanced approaches differs from the Standardized approach due to differences in the amount permitted in Tier 2 capital related to the qualifying allowance for credit losses.
(4) 
Pro-forma Basel 3 Advanced approaches estimates include all requested modifications to the internal analytical models.



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Table 26 presents a reconciliation of regulatory capital in accordance with Basel 3 Standardized – Transition to the Basel 3 Standardized approach fully phased-in estimates and Basel 3 Advanced approaches fully phased-in estimates at September 30, 2015 and December 31, 2014.

Table 26
Regulatory Capital Reconciliation between Basel 3 Transition to Fully Phased-in (1, 2)
(Dollars in millions)
September 30
2015
 
December 31
2014
Common equity tier 1 capital (transition)
$
161,649

 
$
155,361

Deferred tax assets arising from net operating loss and tax credit carryforwards phased in during transition
(5,554
)
 
(8,905
)
Accumulated OCI phased in during transition
(1,018
)
 
(1,592
)
Intangibles phased in during transition
(1,654
)
 
(2,556
)
Defined benefit pension fund assets phased in during transition
(470
)
 
(599
)
DVA related to liabilities and derivatives phased in during transition
228

 
925

Other adjustments and deductions phased in during transition
(92
)
 
(1,417
)
Common equity tier 1 capital (fully phased-in)
153,089

 
141,217

Additional Tier 1 capital (transition)
17,181

 
13,612

Deferred tax assets arising from net operating loss and tax credit carryforwards phased out during transition
5,554

 
8,905

Trust preferred securities phased out during transition
(1,430
)
 
(2,893
)
Defined benefit pension fund assets phased out during transition
470

 
599

DVA related to liabilities and derivatives phased out during transition
(228
)
 
(925
)
Other transition adjustments to Additional Tier 1 capital
(5
)
 
(35
)
Additional Tier 1 capital (fully phased-in)
21,542

 
19,263

Tier 1 capital (fully phased-in)
174,631

 
160,480

Tier 2 capital (transition)
41,071

 
39,697

Nonqualifying capital instruments phased out during transition
(4,803
)
 
(3,881
)
Other transition adjustments to Tier 2 capital
(82
)
 
(181
)
Tier 2 capital (fully phased-in)
36,186

 
35,635

Basel 3 Standardized approach Total capital (fully phased-in)
210,817

 
196,115

Change in Tier 2 qualifying allowance for credit losses
(8,755
)
 
(10,129
)
Basel 3 Advanced approaches Total capital (fully phased-in)
$
202,062

 
$
185,986

 
 
 
 
Risk-weighted assets – As reported to Basel 3 (fully phased-in)
 
 
 
As reported risk-weighted assets
$
1,391,672

 
$
1,261,544

Changes in risk-weighted assets from reported to fully phased-in
22,989

 
153,722

Basel 3 Standardized approach risk-weighted assets (fully phased-in)
1,414,661

 
1,415,266

Changes in risk-weighted assets for advanced models
(17,157
)
 
50,213

Basel 3 Advanced approaches risk-weighted assets (fully phased-in)
1,397,504

 
$
1,465,479

Changes in risk-weighted assets due to modifications to Internal Analytical Models
172,697

 
—

Pro-forma Basel 3 Advanced approaches risk-weighted assets (fully phased-in) (3)
$
1,570,201

 
—

(1) 
We received approval to begin using the Advanced approaches capital framework to determine risk-based capital requirements beginning in the fourth quarter of 2015. With the approval to exit parallel run, we will be required to report regulatory capital risk-weighted assets and ratios under both the Standardized and Advanced approaches. The approach that yields the lower ratio is to be used to assess capital adequacy. Prior to exiting parallel run, we were required to report regulatory capital risk-weighted assets and ratios under the Standardized approach only. As previously disclosed, with the approval to exit parallel run, U.S. banking regulators requested modifications to certain internal analytical models including the wholesale (e.g., commercial) credit models which will increase our risk-weighted assets in the fourth quarter of 2015.
(2) 
Basel 3 Advanced approaches estimates assume approval by U.S. banking regulators of our internal analytical models. We are working to obtain approval from our regulators of the internal models methodology (IMM).
(3) 
Pro-forma Basel 3 Advanced approaches estimates include all requested modifications to the internal analytical models.  

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Bank of America, N.A. Regulatory Capital

Table 27 presents regulatory capital information for BANA in accordance with Basel 3 Standardized – Transition as measured at September 30, 2015 and December 31, 2014.

Table 27
Bank of America, N.A. Regulatory Capital under Basel 3 Standardized – Transition
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Ratio
 
Amount
 
Minimum
Required (1)
 
Ratio
 
Amount
 
Minimum
Required (1)
Common equity tier 1 capital
12.5
%
 
$
144,880

 
6.5
%
 
13.1
%
 
$
145,150

 
4.0
%
Tier 1 capital
12.5

 
144,880

 
8.0

 
13.1

 
145,150

 
6.0

Total capital
13.8

 
160,331

 
10.0

 
14.6

 
161,623

 
10.0

Tier 1 leverage
9.3

 
144,880

 
5.0

 
9.6

 
145,150

 
5.0

(1) 
Percent required to meet guidelines to be considered "well capitalized" under the Prompt Corrective Action framework, except for the December 31, 2014 Common equity tier 1 capital which reflects capital adequacy minimum requirements as an Advanced approaches bank under Basel 3 during a transition period that ended in 2014.

BANA's Common equity tier 1 capital ratio under Basel 3 Standardized – Transition was 12.5 percent at September 30, 2015, a decrease of 66 bps from December 31, 2014, primarily driven by dividends to the parent company and the change in the calculation of risk-weighted assets from the general risk-based approach at December 31, 2014 to the Basel 3 Standardized approach, partially offset by earnings. The Total capital ratio decreased 82 bps to 13.8 percent at September 30, 2015 compared to December 31, 2014 and the Tier 1 leverage ratio decreased 29 bps to 9.3 percent. The decrease in the Total capital ratio was driven by the same factors as the Common equity tier 1 capital ratio. The decrease in the Tier 1 leverage ratio was primarily driven by an increase in adjusted quarterly average total assets.

Regulatory Developments

Global Systemically Important Bank Surcharge

We have been designated as a global systemically important bank (G-SIB) and as such, are subject to a risk-based capital surcharge (G-SIB surcharge) that must be satisfied with Common equity tier 1 capital. The surcharge assessment methodology published by the Basel Committee on Banking Supervision (Basel Committee) relies on an indicator-based measurement approach (e.g., size, complexity, cross-jurisdictional activity, inter-connectedness and substitutability/financial institution infrastructure) to determine a score relative to the global banking industry. Institutions with the highest scores are designated as G-SIBs and are assigned to one of four loss absorbency buckets from 1.0 percent to 2.5 percent, in 0.5 percent increments based on each institution's relative score and supervisory judgment. A fifth loss absorbency bucket of 3.5 percent serves to discourage banks from becoming more systemically important.

In July 2015, the Federal Reserve finalized a regulation that will implement G-SIB surcharge requirements for the largest U.S. BHCs. Under the final rule, assignment to loss absorbency buckets will be determined by the higher score as calculated according to two methods. Method 1 is consistent with the Basel Committee's methodology, whereas Method 2 replaces the substitutability/financial institution infrastructure indicator with a measure of short-term wholesale funding and then determines the overall score by applying a fixed multiplier for each of the other systemic indicators. Under the final U.S. rules, the G-SIB surcharge will be phased in beginning on January 1, 2016, becoming fully effective on January 1, 2019. We estimate that our G-SIB surcharge will increase our risk-based capital ratio requirements by 3.0 percent under Method 2 and 1.5 percent under Method 1.

For more information on regulatory capital, see Note 16 – Regulatory Requirements and Restrictions to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.


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Minimum Total Loss-Absorbing Capacity

In November 2014, the FSB proposed standards for the total loss-absorbing capacity (TLAC) that G-SIBs would be required to maintain in order to facilitate an orderly resolution in the event of failure. The proposal would require G-SIBs to hold sufficient amounts of qualifying regulatory capital and debt instruments to help ensure recapitalization and continuity of critical functions upon a resolution without imposing losses on taxpayers or threatening financial stability. Under the proposal, a G-SIB would be required to maintain minimum TLAC of 16.0 percent to 20.0 percent of risk-weighted assets, excluding regulatory Common equity tier 1 capital buffers, at least twice the minimum Basel 3 Tier 1 leverage ratio and at least 33 percent of the minimum TLAC requirement in the form of eligible long-term debt. The FSB intends to submit a final revised proposal recommendation to the Group of Twenty (G-20) in November 2015.

On October 30, 2015, the Federal Reserve voted to issue a notice of proposed rulemaking which establishes external TLAC requirements for U.S. BHCs designated as G-SIBs. Under the proposal by the Federal Reserve, U.S. G-SIBs would be required to maintain a minimum external TLAC of 16 percent of risk-weighted assets, excluding regulatory buffers, in 2019, increasing to the greater of 18 percent of risk-weighted assets, excluding regulatory buffers, and 9.5 percent of the denominator of the SLR in 2022. In addition, U.S. G-SIBs must meet the external TLAC requirement with minimum eligible long-term debt equal to the greater of 6 percent of risk-weighted assets plus the G-SIB surcharge, and 4.5 percent of the denominator of the SLR. We continue to monitor and evaluate developments and impacts related to this proposal.

Revisions to Approaches for Measuring Risk-weighted Assets

The Basel Committee has several open proposals to revise key methodologies for measuring risk-weighted assets. The proposals include a fundamental review of the trading book, which would update market risk measurement, and revisions to the CVA risk framework. The proposed revisions affect both modeled and standardized approaches for measuring market risk and CVA risk. The Basel Committee has also proposed revisions to the standardized approach for credit risk and the standardized approaches for operational risk. A revised standardized model for counterparty credit risk has previously been finalized. These revisions would be coupled with a proposed capital floor framework to limit the extent to which banks can reduce risk-weighted asset levels through the use of internal models. The Basel Committee expects to finalize the outstanding proposals by the end of 2016. Once the proposals are finalized, U.S. banking regulators may update the U.S. Basel 3 rules to incorporate the Basel Committee revisions.

Broker-dealer Regulatory Capital and Securities Regulation

The Corporation's principal U.S. broker-dealer subsidiaries are Merrill Lynch, Pierce, Fenner & Smith (MLPF&S) and Merrill Lynch Professional Clearing Corp (MLPCC). MLPCC is a fully-guaranteed subsidiary of MLPF&S and provides clearing and settlement services. Both entities are subject to the net capital requirements of SEC Rule 15c3-1. Both entities are also registered as futures commission merchants and are subject to the Commodity Futures Trading Commission Regulation 1.17.

MLPF&S has elected to compute the minimum capital requirement in accordance with the Alternative Net Capital Requirement as permitted by SEC Rule 15c3-1. At September 30, 2015, MLPF&S's regulatory net capital as defined by Rule 15c3-1 was $10.1 billion and exceeded the minimum requirement of $1.4 billion by $8.7 billion. MLPCC's net capital of $3.2 billion exceeded the minimum requirement of $365 million by $2.8 billion.

In accordance with the Alternative Net Capital Requirements, MLPF&S is required to maintain tentative net capital in excess of $1.0 billion, net capital in excess of $500 million and notify the SEC in the event its tentative net capital is less than $5.0 billion. At September 30, 2015, MLPF&S had tentative net capital and net capital in excess of the minimum and notification requirements.

Merrill Lynch International (MLI), a U.K. investment firm, is regulated by the Prudential Regulation Authority and the Financial Conduct Authority, and is subject to certain regulatory capital requirements. At September 30, 2015, MLI's capital resources were $34.3 billion which exceeded the minimum requirement of $16.8 billion.

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Common and Preferred Stock Dividends

For a summary of our declared quarterly cash dividends on common stock during the third quarter of 2015 and through October 30, 2015, see Note 11 – Shareholders' Equity to the Consolidated Financial Statements. The Corporation has certain warrants outstanding and exercisable to purchase 150.4 million shares of its common stock, expiring on January 16, 2019 and warrants outstanding and exercisable to purchase 121.8 million shares of its common stock, expiring on October 28, 2018. For more information on the original issuance and exercise price of these warrants, see Note 11 – Shareholders' Equity to the Consolidated Financial Statements.

Table 28 is a summary of our cash dividend declarations on preferred stock during the third quarter of 2015 and through October 30, 2015. During the third quarter of 2015, we declared $441 million of cash dividends on preferred stock. For more information on preferred stock, see Note 11 – Shareholders' Equity to the Consolidated Financial Statements.

Table 28
 
 
 
 
 
 
 
 
 
 
 
Preferred Stock Cash Dividend Summary
Preferred Stock
Outstanding
Notional
Amount
(in millions)
 
Declaration Date
 
Record Date
 
Payment Date
 
Per Annum
Dividend Rate
 
Dividend Per
Share
Series B (1)
$
1

 
July 23, 2015
 
October 9, 2015
 
October 23, 2015
 
7.00
%
 
$
1.75


 
 
October 22, 2015
 
January 11, 2016
 
January 25, 2016
 
7.00

 
1.75

Series D (2)
$
654

 
July 9, 2015
 
August 31, 2015
 
September 14, 2015
 
6.204
%
 
$
0.38775

 
 
 
October 9, 2015
 
November 30, 2015
 
December 14, 2015
 
6.204

 
0.38775

Series E (2)
$
317

 
July 9, 2015
 
July 31, 2015
 
August 17, 2015
 
Floating

 
$
0.25556

 
 
 
October 9, 2015
 
October 30, 2015
 
November 16, 2015
 
Floating

 
0.25556

Series F
$
141

 
July 9, 2015
 
August 31, 2015
 
September 15, 2015
 
Floating

 
$
1,022.22222

 
 
 
October 9, 2015
 
November 30, 2015
 
December 15, 2015
 
Floating

 
1,011.11111

Series G
$
493

 
July 9, 2015
 
August 31, 2015
 
September 15, 2015
 
Adjustable

 
$
1,022.22222

 
 
 
October 9, 2015
 
November 30, 2015
 
December 15, 2015
 
Adjustable

 
1,011.11111

Series I (2)
$
365

 
July 9, 2015
 
September 15, 2015
 
October 1, 2015
 
6.625
%
 
$
0.4140625

 
 
 
October 9, 2015
 
December 15, 2015
 
January 4, 2016
 
6.625

 
0.4140625

Series K (3, 4)
$
1,544

 
July 9, 2015
 
July 15, 2015
 
July 30, 2015
 
Fixed-to-floating

 
$
40.00

Series L
$
3,080

 
June 19, 2015
 
July 1, 2015
 
July 30, 2015
 
7.25
%
 
$
18.125

 
 
 
September 18, 2015
 
October 1, 2015
 
October 30, 2015
 
7.25

 
18.125

Series M (3, 4)
$
1,310

 
October 9, 2015
 
October 31, 2015
 
November 16, 2015
 
Fixed-to-floating

 
$
40.625

Series T
$
5,000

 
July 23, 2015
 
September 25, 2015
 
October 13, 2015
 
6.00
%
 
$
1,500.00

 
 
 
October 22, 2015
 
December 26, 2015
 
January 11, 2016
 
6.00

 
1,500.00

Series U (3, 4)
$
1,000

 
October 9, 2015
 
November 15, 2015
 
December 1, 2015
 
Fixed-to-floating

 
$
26.00

Series V (3, 4)
$
1,500

 
October 9, 2015
 
December 1, 2015
 
December 17, 2015
 
Fixed-to-floating

 
$
25.625

Series W (2)
$
1,100

 
July 9, 2015
 
August 15, 2015
 
September 9, 2015
 
6.625
%
 
$
0.4140625

 
 
 
October 9, 2015
 
November 15, 2015
 
December 9, 2015
 
6.625

 
0.4140625

Series X (3, 4)
$
2,000

 
July 9, 2015
 
August 15, 2015
 
September 8, 2015
 
Fixed-to-floating

 
$
31.25

Series Y (2)
$
1,100

 
June 19, 2015
 
July 1, 2015
 
July 27, 2015
 
6.50
%
 
$
0.40625

 
 
 
September 18, 2015
 
October 1, 2015
 
October 27, 2015
 
6.50

 
0.40625

Series Z (3, 4)
$
1,400

 
September 18, 2015
 
October 1, 2015
 
October 23, 2015
 
Fixed-to-floating

 
$
32.50

Series AA (3, 4)
$
1,900

 
July 9, 2015
 
September 1, 2015
 
September 17, 2015
 
Fixed-to-floating

 
$
30.50

(1)
Dividends are cumulative.
(2)
Dividends per depositary share, each representing a 1/1,000th interest in a share of preferred stock.
(3) 
Initially pays dividends semi-annually.
(4) 
Dividends per depositary share, each representing a 1/25th interest in a share of preferred stock.

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Table 28
 
 
 
 
 
 
 
 
 
 
 
Preferred Stock Cash Dividend Summary (continued)
Preferred Stock
Outstanding
Notional
Amount
(in millions)
 
Declaration Date
 
Record Date
 
Payment Date
 
Per Annum
Dividend Rate
 
Dividend Per
Share
Series 1 (5)
$
98

 
July 9, 2015
 
August 15, 2015
 
August 28, 2015
 
Floating

 
$
0.18750

 
 
 
October 9, 2015
 
November 15, 2015
 
November 30, 2015
 
Floating

 
0.18750

Series 2 (5)
$
299

 
July 9, 2015
 
August 15, 2015
 
August 28, 2015
 
Floating

 
$
0.19167

 
 
 
October 9, 2015
 
November 15, 2015
 
November 30, 2015
 
Floating

 
0.19167

Series 3 (5)
$
653

 
July 9, 2015
 
August 15, 2015
 
August 28, 2015
 
6.375
%
 
$
0.3984375

 
 
 
October 9, 2015
 
November 15, 2015
 
November 30, 2015
 
6.375

 
0.3984375

Series 4 (5)
$
210

 
July 9, 2015
 
August 15, 2015
 
August 28, 2015
 
Floating

 
$
0.25556

 
 
 
October 9, 2015
 
November 15, 2015
 
November 30, 2015
 
Floating

 
0.25556

Series 5 (5)
$
422

 
July 9, 2015
 
August 1, 2015
 
August 21, 2015
 
Floating

 
$
0.25556

 
 
 
October 9, 2015
 
November 1, 2015
 
November 23, 2015
 
Floating

 
0.25556

(5) 
Dividends per depositary share, each representing a 1/1,200th interest in a share of preferred stock.

Liquidity Risk
 
Funding and Liquidity Risk Management

We define liquidity risk as the potential inability to meet our contractual and contingent financial obligations, on- or off-balance sheet, as they come due. Our primary liquidity risk management objective is to meet all contractual and contingent financial obligations at all times, including during periods of stress. To achieve that objective, we analyze and monitor our liquidity risk under expected and stressed conditions, maintain excess liquidity and access to diverse funding sources, including our stable deposit base, and seek to align liquidity-related incentives and risks.

We define excess liquidity as readily available assets, limited to cash and high-quality, liquid, unencumbered securities that we can use to meet our contractual and contingent financial obligations as those obligations arise. We manage our liquidity position through line of business and asset-liability management activities, as well as through our legal entity funding strategy, on both a forward and current (including intraday) basis under both expected and stressed conditions. We believe that a centralized approach to funding and liquidity risk management within Corporate Treasury enhances our ability to monitor liquidity requirements, maximizes access to funding sources, minimizes borrowing costs and facilitates timely responses to liquidity events. For more information regarding global funding and liquidity risk management, see Liquidity Risk – Funding and Liquidity Risk Management on page 65 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

Global Excess Liquidity Sources and Other Unencumbered Assets

We maintain excess liquidity available to Bank of America Corporation, including the parent company and selected subsidiaries, in the form of cash and high-quality, liquid, unencumbered securities. Our liquidity buffer, or Global Excess Liquidity Sources (GELS), is comprised of assets that are readily available to the parent company and selected subsidiaries, including bank and broker-dealer subsidiaries, even during stressed market conditions. Our cash is primarily on deposit with the Federal Reserve and, to a lesser extent, central banks outside of the U.S. We limit the composition of high-quality, liquid, unencumbered securities to U.S. government securities, U.S. agency securities, U.S. agency MBS and a select group of non-U.S. government and supranational securities. We believe we can quickly obtain cash for these securities, even in stressed conditions, through repurchase agreements or outright sales. We hold our GELS in legal entities that allow us to meet the liquidity requirements of our global businesses, and we consider the impact of potential regulatory, tax, legal and other restrictions that could limit the transferability of funds among entities. Our GELS are substantially the same in composition to what qualifies as High Quality Liquid Assets (HQLA) under the final LCR rules. For more information on the final rules, see Liquidity Risk – Basel 3 Liquidity Standards on page 70.


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Our GELS were $499 billion and $439 billion at September 30, 2015 and December 31, 2014 and were maintained as shown in Table 29.

Table 29
Global Excess Liquidity Sources
(Dollars in billions)
September 30
2015
 
December 31
2014
 
Average for Three Months Ended September 30, 2015
Parent company
$
98

 
$
98

 
$
97

Bank subsidiaries
354

 
306

 
359

Other regulated entities
47

 
35

 
42

Total Global Excess Liquidity Sources
$
499

 
$
439

 
$
498


As shown in Table 29, parent company GELS totaled $98 billion at both September 30, 2015 and December 31, 2014. Parent company liquidity remained unchanged as subsidiary inflows and debt issuances were largely offset by debt maturities and derivative collateral outflows. Typically, parent company excess liquidity is in the form of cash deposited with BANA.

GELS available to our bank subsidiaries totaled $354 billion and $306 billion at September 30, 2015 and December 31, 2014. The increase in bank subsidiaries' liquidity was primarily due to deposit inflows and net debt issuances, partially offset by loan growth. GELS at bank subsidiaries exclude the cash deposited by the parent company. Our bank subsidiaries can also generate incremental liquidity by pledging a range of other unencumbered loans and securities to certain Federal Home Loan Banks (FHLBs) and the Federal Reserve Discount Window. The cash we could have obtained by borrowing against this pool of specifically-identified eligible assets was approximately $239 billion and $214 billion at September 30, 2015 and December 31, 2014. We have established operational procedures to enable us to borrow against these assets, including regularly monitoring our total pool of eligible loans and securities collateral. Eligibility is defined in guidelines from the FHLBs and the Federal Reserve and is subject to change at their discretion. Due to regulatory restrictions, liquidity generated by the bank subsidiaries can generally be used only to fund obligations within the bank subsidiaries and can only be transferred to the parent company or nonbank subsidiaries with prior regulatory approval.

GELS available to our other regulated entities, comprised primarily of broker-dealer subsidiaries, totaled $47 billion and $35 billion at September 30, 2015 and December 31, 2014. The increase in liquidity in other regulated entities is largely driven by parent company liquidity contributions to the Corporation's primary U.S. broker-dealer. Our other regulated entities also held other unencumbered investment-grade securities and equities that we believe could be used to generate additional liquidity. Liquidity held in an other regulated entity is primarily available to meet the obligations of that entity and transfers to the parent company or to any other subsidiary may be subject to prior regulatory approval due to regulatory restrictions and minimum requirements.

Table 30 presents the composition of GELS at September 30, 2015 and December 31, 2014.

Table 30
Global Excess Liquidity Sources Composition
(Dollars in billions)
September 30
2015
 
December 31
2014
Cash on deposit
$
130

 
$
97

U.S. Treasury securities
49

 
74

U.S. agency securities and mortgage-backed securities
299

 
252

Non-U.S. government and supranational securities
21

 
16

Total Global Excess Liquidity Sources
$
499

 
$
439


Time-to-required Funding and Stress Modeling

We use a variety of metrics to determine the appropriate amounts of excess liquidity to maintain at the parent company, our bank subsidiaries and other regulated entities. One metric we use to evaluate the appropriate level of excess liquidity at the parent company is "time-to-required funding." This debt coverage measure indicates the number of months that the parent company can continue to meet its unsecured contractual obligations as they come due using only the parent company's liquidity sources without issuing any new debt or accessing any additional liquidity sources. We define unsecured contractual obligations for purposes of this metric as maturities of senior or subordinated debt issued or guaranteed by Bank of America Corporation. These include certain unsecured debt instruments, primarily structured liabilities, which we may be required to settle for cash prior to maturity. Our time-to-required funding was 42 months at September 30, 2015. For purposes of calculating time-to-required funding at September 30, 2015, we have included in the amount of

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unsecured contractual obligations $8.6 billion related to the BNY Mellon Settlement. The final conditions of the settlement have been satisfied, requiring the Corporation to make the settlement payment on or before February 9, 2016. For more information on the BNY Mellon Settlement, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements.

We also utilize liquidity stress analysis to assist us in determining the appropriate amounts of excess liquidity to maintain at the parent company, our bank subsidiaries and other regulated entities. The liquidity stress testing process is an integral part of analyzing our potential contractual and contingent cash outflows beyond the outflows considered in the time-to-required funding analysis. We evaluate the liquidity requirements under a range of scenarios with varying levels of severity and time horizons. The scenarios we consider and utilize incorporate market-wide and Corporation-specific events, including potential credit rating downgrades for the parent company and our subsidiaries, and are based on historical experience, regulatory guidance, and both expected and unexpected future events.

The types of potential contractual and contingent cash outflows we consider in our scenarios may include, but are not limited to, upcoming contractual maturities of unsecured debt and reductions in new debt issuance; diminished access to secured financing markets; potential deposit withdrawals; increased draws on loan commitments, liquidity facilities and letters of credit; additional collateral that counterparties could call if our credit ratings were downgraded; collateral and margin requirements arising from market value changes; and potential liquidity required to maintain businesses and finance customer activities. Changes in certain market factors including, but not limited to, credit rating downgrades, could negatively impact potential contractual and contingent outflows and the related financial instruments, and in some cases these impacts could be material to our financial results.

We consider all sources of funds that we could access during each stress scenario and focus particularly on matching available sources with corresponding liquidity requirements by legal entity. We also use the stress modeling results to manage our asset-liability profile and establish limits and guidelines on certain funding sources and businesses.

Basel 3 Liquidity Standards

The Basel Committee has issued two liquidity risk-related standards that are considered part of the Basel 3 liquidity standards: the Liquidity Coverage Ratio (LCR) and the Net Stable Funding Ratio (NSFR).

In 2014, U.S. banking regulators finalized LCR requirements for the largest U.S. financial institutions on a consolidated basis and for their subsidiary depository institutions with total assets greater than $10 billion. The LCR is calculated as the amount of a financial institution's unencumbered HQLA relative to the estimated net cash outflows the institution could encounter over a 30-day period of significant liquidity stress, expressed as a percentage. Under the final rule, an initial minimum LCR of 80 percent was required as of January 2015, and will increase thereafter in 10 percentage point increments annually through January 2017. These minimum requirements are applicable to the Corporation on a consolidated basis and to our insured depository institutions. As of September 30, 2015, we estimate that the consolidated Corporation was above the 2017 LCR requirements. The Corporation's LCR may fluctuate from period to period due to normal business flows from customer activity.

In 2014, the Basel Committee issued a final standard for the NSFR, the standard that is intended to reduce funding risk over a longer time horizon. The NSFR is designed to ensure an appropriate amount of stable funding, generally capital and liabilities maturing beyond one year, given the mix of assets and off-balance sheet items. The final standard aligns the NSFR to the LCR and gives more credit to a wider range of funding. The final standard also includes adjustments to the stable funding required for certain types of assets, some of which reduce the stable funding requirement and some of which increase it. Basel Committee standards generally do not apply directly to U.S. financial institutions, but require adoption by U.S. banking regulators. U.S. banking regulators are expected to propose a similar NSFR regulation applicable to U.S. financial institutions in the near future. We expect to meet the NSFR requirement within the regulatory timeline.

Diversified Funding Sources

We fund our assets primarily with a mix of deposits and secured and unsecured liabilities through a centralized, globally coordinated funding strategy. We diversify our funding globally across products, programs, markets, currencies and investor groups.

The primary benefits of our centralized funding strategy include greater control, reduced funding costs, wider name recognition by investors and greater flexibility to meet the variable funding requirements of subsidiaries. Where regulations, time zone differences or other business considerations make parent company funding impractical, certain other subsidiaries may issue their own debt.

We fund a substantial portion of our lending activities through our deposits, which were $1.16 trillion and $1.12 trillion at September 30, 2015 and December 31, 2014. Deposits are primarily generated by our Consumer Banking, GWIM and Global Banking segments. These deposits are diversified by clients, product type and geography, and the majority of our U.S. deposits are insured by the Federal Deposit Insurance Corporation. We consider a substantial portion of our deposits to be a stable, low-cost and consistent source

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of funding. We believe this deposit funding is generally less sensitive to interest rate changes, market volatility or changes in our credit ratings than wholesale funding sources. Our lending activities may also be financed through secured borrowings, including credit card securitizations and securitizations with GSEs, the FHA and private-label investors, as well as FHLBs loans.

Our trading activities in other regulated entities are primarily funded on a secured basis through securities lending and repurchase agreements and these amounts will vary based on customer activity and market conditions. We believe funding these activities in the secured financing markets is more cost-efficient and less sensitive to changes in our credit ratings than unsecured financing. Repurchase agreements are generally short-term and often overnight. Disruptions in secured financing markets for financial institutions have occurred in prior market cycles which resulted in adverse changes in terms or significant reductions in the availability of such financing. We manage the liquidity risks arising from secured funding by sourcing funding globally from a diverse group of counterparties, providing a range of securities collateral and pursuing longer durations, when appropriate. For more information on secured financing agreements, see Note 9 – Federal Funds Sold or Purchased, Securities Financing Agreements and Short-term Borrowings to the Consolidated Financial Statements.

We issue long-term unsecured debt in a variety of maturities and currencies to achieve cost-efficient funding and to maintain an appropriate maturity profile. While the cost and availability of unsecured funding may be negatively impacted by general market conditions or by matters specific to the financial services industry or the Corporation, we seek to mitigate refinancing risk by actively managing the amount of our borrowings that we anticipate will mature within any month or quarter.

During the three and nine months ended September 30, 2015, we issued $8.3 billion and $34.0 billion of long-term debt, consisting of $6.6 billion and $21.1 billion for Bank of America Corporation, $76 million and $7.7 billion for Bank of America, N.A. and $1.6 billion and $5.2 billion of other debt.

Table 31 presents the carrying value of aggregate annual contractual maturities of long-term debt as of September 30, 2015. During the nine months ended September 30, 2015, we had total long-term debt maturities and purchases of $34.6 billion consisting of $20.6 billion for Bank of America Corporation, $6.3 billion for Bank of America, N.A. and $7.7 billion of other debt.

Table 31
Long-term Debt By Maturity
 
Remainder of
 
 
 
 
 
 
 
 
 
 
 
 
(Dollars in millions)
2015
 
2016
 
2017
 
2018
 
2019
 
Thereafter
 
Total
Bank of America Corporation
 
 
 
 
 
 
 
 
 
 
 
 
 
Senior notes
$
2,483

 
$
16,945

 
$
18,568

 
$
20,420

 
$
17,056

 
$
49,231

 
$
124,703

Senior structured notes
891

 
4,177

 
1,580

 
1,737

 
1,381

 
7,140

 
16,906

Subordinated notes
660

 
4,893

 
4,952

 
2,750

 
1,511

 
18,611

 
33,377

Junior subordinated notes
—

 
—

 
—

 
—

 
—

 
7,303

 
7,303

Total Bank of America Corporation
4,034

 
26,015

 
25,100

 
24,907

 
19,948

 
82,285

 
182,289

Bank of America, N.A.
 
 
 
 
 
 
 
 
 
 
 
 
 
Senior notes
—

 
3,052

 
3,653

 
3,522

 
—

 
20

 
10,247

Subordinated notes
—

 
1,060

 
3,485

 
—

 
1

 
1,732

 
6,278

Advances from Federal Home Loan Banks
499

 
6,003

 
10

 
10

 
15

 
137

 
6,674

Securitizations and other Bank VIEs (1)
140

 
1,290

 
3,550

 
2,300

 
2,451

 
934

 
10,665

Other
14

 
53

 
2,697

 
6

 
9

 
71

 
2,850

Total Bank of America, N.A.
653

 
11,458

 
13,395

 
5,838

 
2,476

 
2,894

 
36,714

Other debt
 
 
 
 
 
 
 
 
 
 
 
 
 
Senior notes
—

 
—

 
1

 
—

 
—

 
30

 
31

Structured liabilities
345

 
2,491

 
2,000

 
1,287

 
875

 
7,929

 
14,927

Junior subordinated notes
—

 
—

 
—

 
—

 
—

 
340

 
340

Nonbank VIEs (1)
—

 
456

 
241

 
38

 
22

 
1,500

 
2,257

Other
200

 
500

 
—

 
—

 
—

 
30

 
730

Total other debt
545

 
3,447

 
2,242

 
1,325

 
897

 
9,829

 
18,285

Total long-term debt
$
5,232

 
$
40,920

 
$
40,737

 
$
32,070

 
$
23,321

 
$
95,008

 
$
237,288

(1) 
Represents the total long-term debt included in the liabilities of consolidated VIEs on the Consolidated Balance Sheet.


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Table 32 presents our long-term debt by major currency at September 30, 2015 and December 31, 2014.

Table 32
Long-term Debt By Major Currency
(Dollars in millions)
September 30
2015
 
December 31
2014
U.S. Dollar
$
189,384

 
$
191,264

Euro
31,012

 
30,687

British Pound
7,384

 
7,881

Japanese Yen
3,632

 
6,058

Australian Dollar
1,759

 
2,135

Canadian Dollar
1,492

 
1,779

Swiss Franc
900

 
897

Other
1,725

 
2,438

Total long-term debt
$
237,288

 
$
243,139


Total long-term debt decreased $5.9 billion, or two percent, during the nine months ended September 30, 2015 primarily due to the impact of revaluation of non-U.S. Dollar debt and changes in fair value for debt accounted for under the fair value option. These impacts were substantially offset through derivative hedge transactions. Excluding these two factors, total long-term debt remained relatively unchanged for the nine months ended September 30, 2015. We may, from time to time, purchase outstanding debt instruments in various transactions, depending on prevailing market conditions, liquidity and other factors. In addition, our other regulated entities may make markets in our debt instruments to provide liquidity for investors. For more information on long-term debt funding, see Note 11 – Long-term Debt to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K and for more information regarding funding and liquidity risk management, see page 65 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

We use derivative transactions to manage the duration, interest rate and currency risks of our borrowings, considering the characteristics of the assets they are funding. For further details on our ALM activities, see Interest Rate Risk Management for Non-trading Activities on page 118.

We may also issue unsecured debt in the form of structured notes for client purposes. During the three and nine months ended September 30, 2015, we issued $1.2 billion and $4.8 billion of structured notes, a majority of which was issued by Bank of America Corporation. Structured notes are debt obligations that pay investors returns linked to other debt or equity securities, indices, currencies or commodities. We typically hedge the returns we are obligated to pay on these liabilities with derivatives and/or investments in the underlying instruments, so that from a funding perspective, the cost is similar to our other unsecured long-term debt. We could be required to settle certain structured liability obligations for cash or other securities prior to maturity under certain circumstances, which we consider for liquidity planning purposes. We believe, however, that a portion of such borrowings will remain outstanding beyond the earliest put or redemption date. We had outstanding structured liabilities with a carrying value of $31.6 billion and $38.8 billion at September 30, 2015 and December 31, 2014.

Substantially all of our senior and subordinated debt obligations contain no provisions that could trigger a requirement for an early repayment, require additional collateral support, result in changes to terms, accelerate maturity or create additional financial obligations upon an adverse change in our credit ratings, financial ratios, earnings, cash flows or stock price.

Contingency Planning

We maintain contingency funding plans that outline our potential responses to liquidity stress events at various levels of severity. These policies and plans are based on stress scenarios and include potential funding strategies and communication and notification procedures that we would implement in the event we experienced stressed liquidity conditions. We periodically review and test the contingency funding plans to validate efficacy and assess readiness.

Our U.S. bank subsidiaries can access contingency funding through the Federal Reserve Discount Window. Certain non-U.S. subsidiaries have access to central bank facilities in the jurisdictions in which they operate. While we do not rely on these sources in our liquidity modeling, we maintain the policies, procedures and governance processes that would enable us to access these sources if necessary.


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Credit Ratings

Our borrowing costs and ability to raise funds are impacted by our credit ratings. In addition, credit ratings may be important to customers or counterparties when we compete in certain markets and when we seek to engage in certain transactions, including OTC derivatives. Thus, it is our objective to maintain high-quality credit ratings, and management maintains an active dialogue with the rating agencies.

Credit ratings and outlooks are opinions expressed by rating agencies on our creditworthiness and that of our obligations or securities, including long-term debt, short-term borrowings, preferred stock and other securities, including asset securitizations. Our credit ratings are subject to ongoing review by the rating agencies, and they consider a number of factors, including our own financial strength, performance, prospects and operations, as well as factors not under our control. The rating agencies could make adjustments to our ratings at any time, and they provide no assurances that they will maintain our ratings at current levels.

Other factors that influence our credit ratings include changes to the rating agencies' methodologies for our industry or certain security types; the rating agencies' assessment of the general operating environment for financial services companies; our relative positions in the markets in which we compete; our various risk exposures and risk management policies and activities; pending litigation and other contingencies or potential tail risks; our reputation; our liquidity position, diversity of funding sources and funding costs; the current and expected level and volatility of our earnings; our capital position and capital management practices; our corporate governance; the sovereign credit ratings of the U.S. government; current or future regulatory and legislative initiatives; and the agencies' views on whether the U.S. government would provide meaningful support to the Corporation or its subsidiaries in a crisis.

On July 23, 2015, Standard & Poor's Ratings Services (S&P) concluded a periodic review of the eight U.S. G-SIBs. As a result, S&P upgraded Bank of America's stand-alone credit profile (SACP) to 'a-' from 'bbb+', reflecting S&P's view that the Corporation's potential legal and regulatory risks have declined, and that it has made steady progress on reducing the size of its legacy mortgage portfolio resulting in lower credit costs and an improved risk profile. S&P concurrently upgraded the ratings of Bank of America Corporation's preferred stock and trust preferred securities to BB+ from BB. S&P also revised the outlook to positive from stable on the ratings of Bank of America's core rated operating subsidiaries, including Bank of America, N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Merrill Lynch International, and Bank of America Merrill Lynch International Limited. Those entities' long-term and short-term senior debt ratings remain unchanged at A and A-1. S&P also left Bank of America Corporation's long-term and short-term senior debt ratings unchanged at A- and A-2, but retained a negative outlook. The negative outlook on the holding company ratings reflects S&P's ongoing evaluation of whether it deems the U.S. G-SIB resolution regime to be effective and thus eliminates the remaining notch of uplift in those ratings for potential extraordinary government support. The positive outlook on the operating subsidiary ratings reflects the possibility that for those subsidiaries, S&P could offset the elimination of the notch of uplift for government support with two notches of uplift from the agency's implementation of a new framework for incorporating additional loss-absorbing debt and equity capital buffers at the holding company into operating company credit ratings.

On May 28, 2015, Moody's Investors Service, Inc. (Moody's) concluded its previously announced review of several global investment banking groups, including Bank of America, which followed the publication of the agency's new bank rating methodology. As a result, Moody's upgraded Bank of America Corporation's long-term senior debt rating to Baa1 from Baa2, and the preferred stock rating to Ba2 from Ba3. Moody's also upgraded the long-term senior debt and long-term deposit ratings of Bank of America, N.A. to A1 from A2. Moody's affirmed the short-term ratings at P-2 for Bank of America Corporation and P-1 for Bank of America, N.A. Moody's now has a stable outlook on all of our ratings.

On May 19, 2015, Fitch Ratings (Fitch) completed its review of sovereign support for 12 large, complex securities trading and universal banks, including Bank of America. As a result, Fitch revised the support rating floors for the U.S. global systemically important BHCs to No Floor from A, effectively removing the implied government support uplift from those institutions' ratings. The rating agency also upgraded Bank of America Corporation's stand-alone rating, or Viability Rating to 'a' from 'a-', while affirming its long-term and short-term senior debt ratings at A and F1, respectively. Fitch indicated that the upgrade of the Viability Rating was driven by the Corporation's maintenance of good capital and liquidity levels, materially lower potential litigation costs compared to recent years and a gradually improving earnings profile. Fitch concurrently upgraded Bank of America, N.A.'s long-term senior debt rating to A+ from A, and its long-term deposit rating to AA- from A+. Fitch set the outlook on these ratings at stable. Fitch also revised the outlook to positive on the ratings of Bank of America's material international operating subsidiaries, including Merrill Lynch International.


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Table 33 presents the Corporation's current long-term/short-term senior debt ratings and outlooks expressed by the rating agencies.

Table 33
Senior Debt Ratings
 
 
Moody's Investors Service
 
Standard & Poor's
 
Fitch Ratings
 
Long-term
 
Short-term
 
Outlook
 
Long-term
 
Short-term
 
Outlook
 
Long-term
 
Short-term
 
Outlook
Bank of America Corporation
Baa1
 
P-2
 
Stable
 
A-
 
A-2
 
Negative
 
A
 
F1
 
Stable
Bank of America, N.A.
A1
 
P-1
 
Stable
 
A
 
A-1
 
Positive
 
A+
 
F1
 
Stable
Merrill Lynch, Pierce, Fenner & Smith
NR
 
NR
 
NR
 
A
 
A-1
 
Positive
 
A+
 
F1
 
Stable
Merrill Lynch International
NR
 
NR
 
NR
 
A
 
A-1
 
Positive
 
A
 
F1
 
Positive
NR = not rated

A reduction in certain of our credit ratings or the ratings of certain asset-backed securitizations may have a material adverse effect on our liquidity, potential loss of access to credit markets, the related cost of funds, our businesses and on certain trading revenues, particularly in those businesses where counterparty creditworthiness is critical. In addition, under the terms of certain OTC derivative contracts and other trading agreements, in the event of downgrades of our or our rated subsidiaries' credit ratings, the counterparties to those agreements may require us to provide additional collateral, or to terminate these contracts or agreements, which could cause us to sustain losses and/or adversely impact our liquidity. If the short-term credit ratings of our parent company, bank or broker-dealer subsidiaries were downgraded by one or more levels, the potential loss of access to short-term funding sources such as repo financing and the effect on our incremental cost of funds could be material.

While certain potential impacts are contractual and quantifiable, the full scope of the consequences of a credit rating downgrade to a financial institution is inherently uncertain, as it depends upon numerous dynamic, complex and inter-related factors and assumptions, including whether any downgrade of a company's long-term credit ratings precipitates downgrades to its short-term credit ratings, and assumptions about the potential behaviors of various customers, investors and counterparties. For more information on potential impacts of credit rating downgrades, see Liquidity Risk – Time-to-required Funding and Stress Modeling on page 69.

For more information on the additional collateral and termination payments that could be required in connection with certain OTC derivative contracts and other trading agreements as a result of such a credit rating downgrade, see Note 2 – Derivatives to the Consolidated Financial Statements herein and Item 1A. Risk Factors of the Corporation's 2014 Annual Report on Form 10-K.
 
 
 
 
 
 
 
 


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Credit Risk Management

Credit quality remained strong in the third quarter of 2015 driven by lower U.S. unemployment and improving home prices as well as our proactive credit risk management activities positively impacting our credit portfolio as nonperforming loans and leases and delinquencies continued to improve. For additional information, see Executive Summary – Third Quarter 2015 Economic and Business Environment on page 4.

We proactively refine our underwriting and credit risk management practices as well as credit standards to meet the changing economic environment. To actively mitigate losses and enhance customer support in our consumer businesses, we have in place collection programs and loan modification and customer assistance infrastructures. We utilize a number of actions to mitigate losses in the commercial businesses including increasing the frequency and intensity of portfolio monitoring, hedging activity and our practice of transferring management of deteriorating commercial exposures to independent special asset officers as credits enter criticized categories.

We have non-U.S. exposure largely in Europe and Asia Pacific. For more information on our exposures and related risks in non-U.S. countries, see Non-U.S. Portfolio on page 106 and Item 1A. Risk Factors of the Corporation's 2014 Annual Report on Form 10-K.

For more information on our credit risk management activities, see Consumer Portfolio Credit Risk Management on page 75, Commercial Portfolio Credit Risk Management on page 95, Non-U.S. Portfolio on page 106, Provision for Credit Losses on page 108, Allowance for Credit Losses on page 108, and Note 4 – Outstanding Loans and Leases and Note 5 – Allowance for Credit Losses to the Consolidated Financial Statements.

Consumer Portfolio Credit Risk Management

Credit risk management for the consumer portfolio begins with initial underwriting and continues throughout a borrower's credit cycle. Statistical techniques in conjunction with experiential judgment are used in all aspects of portfolio management including underwriting, product pricing, risk appetite, setting credit limits, and establishing operating processes and metrics to quantify and balance risks and returns. Statistical models are built using detailed behavioral information from external sources such as credit bureaus and/or internal historical experience. These models are a component of our consumer credit risk management process and are used in part to assist in making both new and ongoing credit decisions, as well as portfolio management strategies, including authorizations and line management, collection practices and strategies, and determination of the allowance for loan and lease losses and allocated capital for credit risk.

During the nine months ended September 30, 2015, we completed approximately 41,600 customer loan modifications with a total unpaid principal balance of approximately $7.0 billion, including approximately 17,700 permanent modifications, under the U.S. government's Making Home Affordable Program. Of the loan modifications completed during the nine months ended September 30, 2015, in terms of both the volume of modifications and the unpaid principal balance associated with the underlying loans, more than half were in the Corporation's held-for-investment (HFI) portfolio. For modified loans on our balance sheet, these modification types are generally considered troubled debt restructurings (TDR). For more information on TDRs and portfolio impacts, see Consumer Portfolio Credit Risk Management – Nonperforming Consumer Loans, Leases and Foreclosed Properties Activity on page 92 and Note 4 – Outstanding Loans and Leases to the Consolidated Financial Statements.

Consumer Credit Portfolio

Improvement in the U.S. unemployment rate and home prices continued during the three and nine months ended September 30, 2015 resulting in improved credit quality and lower credit losses across most major consumer portfolios compared to the same periods in 2014. Nearly all consumer loan portfolios 30 and 90 days or more past due declined during the nine months ended September 30, 2015 as a result of improved delinquency trends. Although home prices have shown steady improvement since the beginning of 2012, they have not fully recovered to their 2006 levels.

Improved credit quality, continued loan balance run-off and sales across the consumer portfolio drove a $2.0 billion decrease in the consumer allowance for loan and lease losses during the nine months ended September 30, 2015 to $8.0 billion at September 30, 2015. For additional information, see Allowance for Credit Losses on page 108.


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For more information on our accounting policies regarding delinquencies, nonperforming status, charge-offs and TDRs for the consumer portfolio, see Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K. For more information on representations and warranties related to our residential mortgage and home equity portfolios, see Off-Balance Sheet Arrangements and Contractual Obligations – Representations and Warranties on page 50 and Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements.

Table 34 presents our outstanding consumer loans and leases, and the PCI loan portfolio. In addition to being included in the "Outstandings" columns in Table 34, PCI loans are also shown separately, net of purchase accounting adjustments, in the "Purchased Credit-impaired Loan Portfolio" columns. The impact of the PCI loan portfolio on certain credit statistics is reported where appropriate. For more information on PCI loans, see Consumer Portfolio Credit Risk Management – Purchased Credit-impaired Loan Portfolio on page 87 and Note 4 – Outstanding Loans and Leases to the Consolidated Financial Statements.

Table 34
Consumer Loans and Leases
 
Outstandings
 
Purchased Credit-impaired Loan Portfolio
(Dollars in millions)
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
Residential mortgage (1)
$
187,939

 
$
216,197

 
$
12,581

 
$
15,152

Home equity
78,030

 
85,725

 
4,865

 
5,617

U.S. credit card
88,339

 
91,879

 
n/a

 
n/a

Non-U.S. credit card
10,066

 
10,465

 
n/a

 
n/a

Direct/Indirect consumer (2)
87,314

 
80,381

 
n/a

 
n/a

Other consumer (3)
2,012

 
1,846

 
n/a

 
n/a

Consumer loans excluding loans accounted for under the fair value option
453,700

 
486,493

 
17,446

 
20,769

Loans accounted for under the fair value option (4)
1,944

 
2,077

 
n/a

 
n/a

Total consumer loans and leases
$
455,644

 
$
488,570

 
$
17,446

 
$
20,769

(1) 
Outstandings include pay option loans of $2.4 billion and $3.2 billion at September 30, 2015 and December 31, 2014. We no longer originate pay option loans.
(2) 
Outstandings include auto and specialty lending loans of $41.7 billion and $37.7 billion, unsecured consumer lending loans of $1.0 billion and $1.5 billion, U.S. securities-based lending loans of $39.2 billion and $35.8 billion, non-U.S. consumer loans of $3.9 billion and $4.0 billion, student loans of $581 million and $632 million and other consumer loans of $834 million and $761 million at September 30, 2015 and December 31, 2014.
(3) 
Outstandings include consumer finance loans of $591 million and $676 million, consumer leases of $1.2 billion and $1.0 billion and consumer overdrafts of $189 million and $162 million at September 30, 2015 and December 31, 2014.
(4) 
Consumer loans accounted for under the fair value option include residential mortgage loans of $1.7 billion and $1.9 billion and home equity loans of $225 million and $196 million at September 30, 2015 and December 31, 2014. For more information on the fair value option, see Consumer Portfolio Credit Risk Management – Consumer Loans Accounted for Under the Fair Value Option on page 91 and Note 15 – Fair Value Option to the Consolidated Financial Statements.
n/a = not applicable


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Table 35 presents consumer nonperforming loans and accruing consumer loans past due 90 days or more. Nonperforming loans do not include past due consumer credit card loans, other unsecured loans and in general, consumer non-real estate-secured loans (loans discharged in Chapter 7 bankruptcy are included) as these loans are typically charged off no later than the end of the month in which the loan becomes 180 days past due. Real estate-secured past due consumer loans that are insured by the FHA or individually insured under long-term standby agreements with FNMA and FHLMC (collectively, the fully-insured loan portfolio) are reported as accruing as opposed to nonperforming since the principal repayment is insured. Fully-insured loans included in accruing past due 90 days or more are primarily from our repurchases of delinquent FHA loans pursuant to our servicing agreements with GNMA. Additionally, nonperforming loans and accruing balances past due 90 days or more do not include the PCI loan portfolio or loans accounted for under the fair value option even though the customer may be contractually past due.

Table 35
Consumer Credit Quality
 
Nonperforming
 
Accruing Past Due 90 Days or More
(Dollars in millions)
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
Residential mortgage (1)
$
5,242

 
$
6,889

 
$
7,616

 
$
11,407

Home equity
3,429

 
3,901

 
—

 
—

U.S. credit card
n/a

 
n/a

 
721

 
866

Non-U.S. credit card
n/a

 
n/a

 
78

 
95

Direct/Indirect consumer
25

 
28

 
38

 
64

Other consumer
1

 
1

 
2

 
1

Total (2)
$
8,697

 
$
10,819

 
$
8,455

 
$
12,433

Consumer loans and leases as a percentage of outstanding consumer loans and leases (2)
1.92
%
 
2.22
%
 
1.86
%
 
2.56
%
Consumer loans and leases as a percentage of outstanding loans and leases, excluding PCI and fully-insured loan portfolios (2)
2.19

 
2.70

 
0.21

 
0.26

(1) 
Residential mortgage loans accruing past due 90 days or more are fully-insured loans. At September 30, 2015 and December 31, 2014, residential mortgage included $4.6 billion and $7.3 billion of loans on which interest has been curtailed by the FHA, and therefore are no longer accruing interest, although principal is still insured, and $3.0 billion and $4.1 billion of loans on which interest was still accruing.
(2) 
Balances exclude consumer loans accounted for under the fair value option. At September 30, 2015 and December 31, 2014, $321 million and $392 million of loans accounted for under the fair value option were past due 90 days or more and not accruing interest.
n/a = not applicable


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Table 36 presents net charge-offs and related ratios for consumer loans and leases.

Table 36
 
 
 
 
 
 
 
 
Consumer Net Charge-offs and Related Ratios
 
 
 
 
 
 
 
 
 
Net Charge-offs (1)
 
Net Charge-off Ratios (1, 2)
 
Three Months Ended September 30
 
Nine Months Ended
September 30
 
Three Months Ended September 30
 
Nine Months Ended
September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Residential mortgage
$
26

 
$
53

 
$
400

 
$
145

 
0.05
%
 
0.09
%
 
0.26
%
 
0.08
%
Home equity
120

 
89

 
443

 
630

 
0.60

 
0.40

 
0.72

 
0.93

U.S. credit card
546

 
625

 
1,751

 
2,026

 
2.46

 
2.79

 
2.66

 
3.05

Non-U.S. credit card
47

 
67

 
142

 
190

 
1.83

 
2.26

 
1.88

 
2.17

Direct/Indirect consumer
25

 
34

 
83

 
125

 
0.12

 
0.17

 
0.13

 
0.20

Other consumer
57

 
56

 
139

 
161

 
11.21

 
10.48

 
9.72

 
10.58

Total
$
821

 
$
924

 
$
2,958

 
$
3,277

 
0.71

 
0.72

 
0.84

 
0.85

(1) 
Net charge-offs exclude write-offs in the PCI loan portfolio. These write-offs decreased the PCI valuation allowance included as part of the allowance for loan and lease losses. For more information on PCI write-offs, see Consumer Portfolio Credit Risk Management – Purchased Credit-impaired Loan Portfolio on page 87.
(2) 
Net charge-off ratios are calculated as annualized net charge-offs divided by average outstanding loans and leases excluding loans accounted for under the fair value option.

Net charge-off ratios, excluding the PCI and fully-insured loan portfolios, were 0.08 percent and 0.39 percent for residential mortgage, 0.64 percent and 0.77 percent for home equity, and 0.82 percent and 1.00 percent for the total consumer portfolio for the three and nine months ended September 30, 2015, respectively. Net charge-off ratios, excluding the PCI and fully-insured loan portfolios, were 0.15 percent and 0.14 percent for residential mortgage, 0.43 percent and 1.00 percent for home equity, and 0.90 percent and 1.07 percent for the total consumer portfolio for the three and nine months ended September 30, 2014, respectively. These are the only product classifications that include PCI and fully-insured loans for these periods.

Net charge-offs, as shown in Tables 36 and 37, exclude write-offs in the PCI loan portfolio of $128 million and $580 million in residential mortgage and $20 million and $146 million in home equity for the three and nine months ended September 30, 2015, and $196 million and $547 million in residential mortgage and $50 million and $250 million in home equity for the three and nine months ended September 30, 2014. These write-offs decreased the PCI valuation allowance included as part of the allowance for loan and lease losses. Net charge-off ratios including the PCI write-offs were 0.32 percent and 0.64 percent for residential mortgage and 0.70 percent and 0.96 percent for home equity for the three and nine months ended September 30, 2015, and 0.42 percent and 0.38 percent for residential mortgage and 0.63 percent and 1.30 percent for home equity for the three and nine months ended September 30, 2014. For more information on PCI write-offs, see Consumer Portfolio Credit Risk Management – Purchased Credit-impaired Loan Portfolio on page 87.


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Table 37 presents outstandings, nonperforming balances, net charge-offs, allowance for loan and lease losses and provision for loan and lease losses for the Core portfolio and the Legacy Assets & Servicing portfolio within the consumer real estate portfolio. For more information on the Legacy Assets & Servicing portfolio, see LAS on page 44.

Table 37
 
 
 
 
Consumer Real Estate Portfolio (1)
 
 
 
 
 
Outstandings
 
Nonperforming
 
Net Charge-offs (2)
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
(Dollars in millions)
 
 
 
 
2015
 
2014
 
2015
 
2014
Core portfolio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
$
143,221

 
$
162,220

 
$
1,949

 
$
2,398

 
$
14

 
$
42

 
$
97

 
$
141

Home equity
48,983

 
51,887

 
1,376

 
1,496

 
45

 
47

 
147

 
201

Total Core portfolio
192,204

 
214,107

 
3,325

 
3,894

 
59

 
89

 
244

 
342

Legacy Assets & Servicing portfolio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
44,718

 
53,977

 
3,293

 
4,491

 
12

 
11

 
303

 
4

Home equity
29,047

 
33,838

 
2,053

 
2,405

 
75

 
42

 
296

 
429

Total Legacy Assets & Servicing portfolio
73,765

 
87,815

 
5,346

 
6,896

 
87

 
53

 
599

 
433

Consumer real estate portfolio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
187,939

 
216,197

 
5,242

 
6,889

 
26

 
53

 
400

 
145

Home equity
78,030

 
85,725

 
3,429

 
3,901

 
120

 
89

 
443

 
630

Total consumer real estate portfolio
$
265,969

 
$
301,922

 
$
8,671

 
$
10,790

 
$
146

 
$
142

 
$
843

 
$
775

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Allowance for Loan
and Lease Losses
 
Provision for Loan
and Lease Losses
 
 
 
 
 
September 30
2015
 
December 31
2014
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
 
 
 
 
 
 
2015
 
2014
 
2015
 
2014
Core portfolio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
 
 
 
 
$
430

 
$
593

 
$
(33
)
 
$
(6
)
 
$
(66
)
 
$
(2
)
Home equity
 
 
 
 
711

 
702

 
70

 
4

 
156

 
22

Total Core portfolio

 

 
1,141

 
1,295

 
37

 
(2
)
 
90

 
20

Legacy Assets & Servicing portfolio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
 
 
 
 
1,325

 
2,307

 
(55
)
 
63

 
(99
)
 
(359
)
Home equity
 
 
 
 
1,934

 
2,333

 
6

 
(103
)
 
77

 
(128
)
Total Legacy Assets & Servicing portfolio


 


 
3,259

 
4,640

 
(49
)
 
(40
)
 
(22
)
 
(487
)
Consumer real estate portfolio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
 
 
 
 
1,755

 
2,900

 
(88
)
 
57

 
(165
)
 
(361
)
Home equity
 
 
 
 
2,645

 
3,035

 
76

 
(99
)
 
233

 
(106
)
Total consumer real estate portfolio
 
 
 
 
$
4,400

 
$
5,935

 
$
(12
)
 
$
(42
)
 
$
68

 
$
(467
)
(1) 
Outstandings and nonperforming amounts exclude loans accounted for under the fair value option. Consumer loans accounted for under the fair value option include residential mortgage loans of $1.7 billion and $1.9 billion and home equity loans of $225 million and $196 million at September 30, 2015 and December 31, 2014. For more information on the fair value option, see Consumer Portfolio Credit Risk Management – Consumer Loans Accounted for Under the Fair Value Option on page 91 and Note 15 – Fair Value Option to the Consolidated Financial Statements.
(2) 
Net charge-offs exclude write-offs in the PCI loan portfolio. Write-offs in the PCI loan portfolio decrease the PCI valuation allowance included as part of the allowance for loan and lease losses. For more information on PCI write-offs, see Consumer Portfolio Credit Risk Management – Purchased Credit-impaired Loan Portfolio on page 87.


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We believe that the presentation of information adjusted to exclude the impact of the PCI loan portfolio, the fully-insured loan portfolio and loans accounted for under the fair value option is more representative of the ongoing operations and credit quality of the business. As a result, in the following discussions of the residential mortgage and home equity portfolios, we provide information that excludes the impact of the PCI loan portfolio, the fully-insured loan portfolio and loans accounted for under the fair value option in certain credit quality statistics. We separately disclose information on the PCI loan portfolio on page 87.

Residential Mortgage

The residential mortgage portfolio makes up the largest percentage of our consumer loan portfolio at 41 percent of consumer loans and leases at September 30, 2015. Approximately 60 percent of the residential mortgage portfolio is in All Other and is comprised of originated loans, purchased loans used in our overall ALM activities, delinquent FHA loans repurchased pursuant to our servicing agreements with GNMA as well as loans repurchased related to our representations and warranties. Approximately 29 percent of the residential mortgage portfolio is in GWIM and represents residential mortgages originated for the home purchase and refinancing needs of our wealth management clients and the remaining portion of the portfolio is primarily in Consumer Banking.

Outstanding balances in the residential mortgage portfolio, excluding loans accounted for under the fair value option, decreased $28.3 billion during the nine months ended September 30, 2015 due to loan sales of $23.6 billion, including $16.4 billion of loans with standby insurance agreements, $2.5 billion of nonperforming and other delinquent loans, $4.5 billion of loans in consolidated agency residential mortgage securitization vehicles, and runoff outpacing the retention of new originations. These declines were partially offset by repurchases of delinquent loans pursuant to our servicing agreements with GNMA, which are part of our mortgage banking activities.

At September 30, 2015 and December 31, 2014, the residential mortgage portfolio included $38.6 billion and $65.0 billion of outstanding fully-insured loans. On this portion of the residential mortgage portfolio, we are protected against principal loss as a result of either FHA insurance or long-term standby agreements with FNMA and FHLMC. At September 30, 2015 and December 31, 2014, $35.6 billion and $47.8 billion had FHA insurance with the remainder protected by long-term standby agreements. At September 30, 2015 and December 31, 2014, $12.4 billion and $15.9 billion of the FHA-insured loan population were repurchases of delinquent FHA loans pursuant to our servicing agreements with GNMA.

The long-term standby agreements with FNMA and FHLMC reduce our regulatory risk-weighted assets due to the transfer of a portion of our credit risk to unaffiliated parties. At September 30, 2015, these programs had the cumulative effect of reducing our risk-weighted assets by $904 million, and increasing both our Tier 1 capital ratio and Common equity tier 1 capital ratio by one bp under the Basel 3 Standardized – Transition. This compared to reducing our risk-weighted assets by $5.2 billion, and increasing both our Tier 1 capital ratio and Tier 1 Common capital ratio by five bps at December 31, 2014 under Basel 3 Standardized – Transition.


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Table 38 presents certain residential mortgage key credit statistics on both a reported basis excluding loans accounted for under the fair value option, and excluding the PCI loan portfolio, our fully-insured loan portfolio and loans accounted for under the fair value option. Additionally, in the "Reported Basis" columns in the table below, accruing balances past due and nonperforming loans do not include the PCI loan portfolio, in accordance with our accounting policies, even though the customer may be contractually past due. As such, the following discussion presents the residential mortgage portfolio excluding the PCI loan portfolio, the fully-insured loan portfolio and loans accounted for under the fair value option. For more information on the PCI loan portfolio, see page 87.

Table 38
Residential Mortgage – Key Credit Statistics
 
 
 
Reported Basis (1)
 
Excluding Purchased
Credit-impaired and
Fully-insured Loans
(Dollars in millions)
 
 
 
 
 
 
 
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
Outstandings
 
 
 
 
 
 
 
 
$
187,939

 
$
216,197

 
$
136,786

 
$
136,075

Accruing past due 30 days or more
 
 
 
 
 
 
 
12,120

 
16,485

 
1,653

 
1,868

Accruing past due 90 days or more
 
 
 
 
 
 
 
7,616

 
11,407

 
—

 
—

Nonperforming loans
 
 
 
 
 
 
 
 
5,242

 
6,889

 
5,242

 
6,889

Percent of portfolio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Refreshed LTV greater than 90 but less than or equal to 100
 
8
%
 
9
%
 
5
%
 
6
%
Refreshed LTV greater than 100
 
 
 
 
 
10

 
12

 
5

 
7

Refreshed FICO below 620
 
 
 
 
 
 
 
14

 
16

 
6

 
8

2006 and 2007 vintages (2)
 
 
 
 
 
 
 
18

 
19

 
18

 
22

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reported Basis
 
Excluding Purchased Credit-impaired and Fully-insured Loans
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Net charge-off ratio (3)
0.05
%
 
0.09
%
 
0.26
%
 
0.08
%
 
0.08
%
 
0.15
%
 
0.39
%
 
0.14
%
(1) 
Outstandings, accruing past due, nonperforming loans and percentages of portfolio exclude loans accounted for under the fair value option. There were $1.7 billion and $1.9 billion of residential mortgage loans accounted for under the fair value option at September 30, 2015 and December 31, 2014. For more information on the fair value option, see Consumer Portfolio Credit Risk Management – Consumer Loans Accounted for Under the Fair Value Option on page 91 and Note 15 – Fair Value Option to the Consolidated Financial Statements.
(2) 
These vintages of loans account for $1.9 billion, or 36 percent, and $2.8 billion, or 41 percent of nonperforming residential mortgage loans at September 30, 2015 and December 31, 2014. For the three and nine months ended September 30, 2015, these vintages accounted for $4 million of recoveries, and $114 million, or 29 percent of total residential mortgage net charge-offs. For the three months ended September 30, 2014, these vintages accounted for $13 million, or 26 percent of total residential mortgage net charge-offs. For the nine months ended September 30, 2014, these vintages accounted for no residential mortgage net charge-offs.
(3) 
Net charge-off ratios are calculated as annualized net charge-offs divided by average outstanding loans excluding loans accounted for under the fair value option.

Nonperforming residential mortgage loans decreased $1.6 billion during the nine months ended September 30, 2015 including sales of $1.2 billion, partially offset by a $246 million net increase related to the settlement with the DoJ for those loans that are no longer fully insured. Excluding these items, nonperforming residential mortgage loans decreased as outflows, including the transfer of certain qualifying borrowers discharged in a Chapter 7 bankruptcy to performing status, outpaced new inflows. Of the nonperforming residential mortgage loans at September 30, 2015, $1.8 billion, or 34 percent, were current on contractual payments. Nonperforming loans that are contractually current primarily consist of collateral-dependent TDRs, including those that have been discharged in Chapter 7 bankruptcy, as well as loans that have not yet demonstrated a sustained period of payment performance following a TDR. In addition, $2.3 billion, or 43 percent of nonperforming residential mortgage loans were 180 days or more past due and had been written down to the estimated fair value of the collateral, less costs to sell. Accruing loans that were 30 days or more past due decreased $215 million during the nine months ended September 30, 2015.


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Net charge-offs decreased $27 million to $26 million for the three months ended September 30, 2015, or 0.08 percent of total average residential mortgage loans, compared to net charge-offs of $53 million, or 0.15 percent, for the same period in 2014. This decrease in net charge-offs was primarily driven by higher recoveries of $57 million related to nonperforming loan sales during the three months ended September 30, 2015 compared to $39 million for the same period in 2014, favorable portfolio trends and decreased write-downs on loans greater than 180 days past due, which were written down to the estimated fair value of the collateral, less costs to sell, due in part to improvement in home prices and the U.S. economy. These improvements were partially offset by $49 million of net charge-offs during the three months ended September 30, 2015 related to the consumer relief portion of the settlement with the DoJ. Net charge-offs increased $255 million to $400 million for the nine months ended September 30, 2015, or 0.39 percent of total average residential mortgage loans, compared to net charge-offs of $145 million, or 0.14 percent, for the same period in 2014. This increase in net charge-offs was primarily driven by $379 million of charge-offs during the nine months ended September 30, 2015 related to the consumer relief portion of the settlement with the DoJ. In addition, net charge-offs included recoveries of $119 million related to nonperforming loan sales during the nine months ended September 30, 2015 compared to $224 million for the same period in 2014. Excluding these items, net charge-offs declined driven by favorable portfolio trends and decreased write-downs on loans greater than 180 days past due, which were written down to the estimated fair value of the collateral, less costs to sell, due in part to improvement in home prices and the U.S. economy.

Residential mortgage loans with a greater than 90 percent but less than or equal to 100 percent refreshed loan-to-value (LTV) represented five percent and six percent of the residential mortgage portfolio at September 30, 2015 and December 31, 2014. Loans with a refreshed LTV greater than 100 percent represented five percent and seven percent of the residential mortgage loan portfolio at September 30, 2015 and December 31, 2014. Of the loans with a refreshed LTV greater than 100 percent, 97 percent and 96 percent were performing at September 30, 2015 and December 31, 2014. Loans with a refreshed LTV greater than 100 percent reflect loans where the outstanding carrying value of the loan is greater than the most recent valuation of the property securing the loan. The majority of these loans have a refreshed LTV greater than 100 percent primarily due to home price deterioration since 2006, somewhat mitigated by subsequent appreciation. Loans to borrowers with refreshed FICO scores below 620 represented six percent and eight percent of the residential mortgage portfolio at September 30, 2015 and December 31, 2014.

Of the $136.8 billion in total residential mortgage loans outstanding at September 30, 2015, as shown in Table 39, 40 percent were originated as interest-only loans. The outstanding balance of interest-only residential mortgage loans that have entered the amortization period was $12.2 billion, or 22 percent, at September 30, 2015. Residential mortgage loans that have entered the amortization period generally have experienced a higher rate of early stage delinquencies and nonperforming status compared to the residential mortgage portfolio as a whole. At September 30, 2015, $225 million, or two percent of outstanding interest-only residential mortgages that had entered the amortization period were accruing past due 30 days or more compared to $1.7 billion, or one percent for the entire residential mortgage portfolio. In addition, at September 30, 2015, $783 million, or six percent of outstanding interest-only residential mortgage loans that had entered the amortization period were nonperforming, of which $388 million were contractually current, compared to $5.2 billion, or four percent for the entire residential mortgage portfolio, of which $1.8 billion were contractually current. Loans in our interest-only residential mortgage portfolio have an interest-only period of three to ten years and more than 90 percent of these loans have yet to enter the amortization period and will not be required to make a fully-amortizing payment until 2016 or later.


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Table 39 presents outstandings, nonperforming loans and net charge-offs by certain state concentrations for the residential mortgage portfolio. The Los Angeles-Long Beach-Santa Ana Metropolitan Statistical Area (MSA) within California represented 13 percent of outstandings at both September 30, 2015 and December 31, 2014. For the three and nine months ended September 30, 2015, loans within this MSA contributed net recoveries of $6 million and $10 million within the residential mortgage portfolio. For the three and nine months ended September 30, 2014, loans within this MSA contributed net recoveries of $10 million and $32 million within the residential mortgage portfolio. In the New York area, the New York-Northern New Jersey-Long Island MSA made up 11 percent of outstandings at both September 30, 2015 and December 31, 2014. For the three and nine months ended September 30, 2015, loans within this MSA contributed net charge-offs of $13 million and $86 million within the residential mortgage portfolio. For the three and nine months ended September 30, 2014, loans within this MSA contributed net charge-offs of $15 million and $44 million within the residential mortgage portfolio.

Table 39
 
 
 
 
Residential Mortgage State Concentrations
 
 
 
 
 
Outstandings (1)
 
Nonperforming (1)
 
Net Charge-offs (2)
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
(Dollars in millions)
 
 
 
 
2015
 
2014
 
2015
 
2014
California
$
47,244

 
$
45,496

 
$
1,071

 
$
1,459

 
$
(30
)
 
$
(25
)
 
$
(37
)
 
$
(119
)
New York (3)
12,422

 
11,826

 
446

 
477

 
11

 
7

 
46

 
24

Florida (3)
9,978

 
10,116

 
595

 
858

 
5

 
(4
)
 
51

 
(12
)
Texas
6,165

 
6,635

 
203

 
269

 
—

 
(2
)
 
9

 
2

Virginia
4,147

 
4,402

 
176

 
244

 
3

 
(3
)
 
17

 
7

Other U.S./Non-U.S.
56,830

 
57,600

 
2,751

 
3,582

 
37

 
80

 
314

 
243

Residential mortgage loans (4)
$
136,786

 
$
136,075

 
$
5,242

 
$
6,889

 
$
26

 
$
53

 
$
400

 
$
145

Fully-insured loan portfolio
38,572

 
64,970

 
 
 
 
 
 
 
 
 
 
 
 
Purchased credit-impaired residential mortgage loan portfolio
12,581

 
15,152

 
 
 
 
 
 
 
 
 
 
 
 
Total residential mortgage loan portfolio
$
187,939

 
$
216,197

 
 
 
 
 
 
 
 
 
 
 
 
(1) 
Outstandings and nonperforming loans exclude loans accounted for under the fair value option. There were $1.7 billion and $1.9 billion of residential mortgage loans accounted for under the fair value option at September 30, 2015 and December 31, 2014. For more information on the fair value option, see Consumer Portfolio Credit Risk Management – Consumer Loans Accounted for Under the Fair Value Option on page 91 and Note 15 – Fair Value Option to the Consolidated Financial Statements.
(2) 
Net charge-offs exclude $128 million and $580 million of write-offs in the residential mortgage PCI loan portfolio for the three and nine months ended September 30, 2015 compared to $196 million and $547 million for the same periods in 2014. These write-offs decreased the PCI valuation allowance included as part of the allowance for loan and lease losses. For additional information, see Consumer Portfolio Credit Risk Management – Purchased Credit-impaired Loan Portfolio on page 87.
(3) 
In these states, foreclosure requires a court order following a legal proceeding (judicial states).
(4) 
Amounts exclude the PCI residential mortgage and fully-insured loan portfolios.

The Community Reinvestment Act (CRA) encourages banks to meet the credit needs of their communities for housing and other purposes, particularly in neighborhoods with low or moderate incomes. Our CRA portfolio was $8.2 billion and $9.0 billion at September 30, 2015 and December 31, 2014, or six percent and seven percent of the residential mortgage portfolio. The CRA portfolio included $641 million and $986 million of nonperforming loans at September 30, 2015 and December 31, 2014, representing 12 percent and 14 percent of total nonperforming residential mortgage loans. There were no net charge-offs in the CRA portfolio for the three months ended September 30, 2015, compared to $24 million, or 45 percent of total net charge-offs for the residential mortgage portfolio for the same period in 2014. Net charge-offs in the CRA portfolio were $71 million and $45 million for the nine months ended September 30, 2015 and 2014, or 18 percent and 31 percent of total net charge-offs for the residential mortgage portfolio.

Home Equity

At September 30, 2015, the home equity portfolio made up 17 percent of the consumer portfolio and is comprised of home equity lines of credit (HELOCs), home equity loans and reverse mortgages.

At September 30, 2015, our HELOC portfolio had an outstanding balance of $67.7 billion, or 87 percent of the total home equity portfolio compared to $74.2 billion, or 87 percent, at December 31, 2014. HELOCs generally have an initial draw period of 10 years and those borrowers typically are only required to pay the interest due on the loans on a monthly basis. After the initial draw period ends, the loans generally convert to 15-year amortizing loans.


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At September 30, 2015, our home equity loan portfolio had an outstanding balance of $8.4 billion, or 11 percent of the total home equity portfolio compared to $9.8 billion, or 11 percent, at December 31, 2014. Home equity loans are almost all fixed-rate loans with amortizing payment terms of 10 to 30 years and of the $8.4 billion at September 30, 2015, 54 percent have 25- to 30-year terms. At September 30, 2015, our reverse mortgage portfolio had an outstanding balance, excluding loans accounted for under the fair value option, of $1.9 billion, or two percent of the total home equity portfolio compared to $1.7 billion, or two percent, at December 31, 2014. We no longer originate reverse mortgages.

At September 30, 2015, approximately 56 percent of the home equity portfolio was included in Consumer Banking, 35 percent was included in LAS and the remainder of the portfolio was primarily in GWIM. Outstanding balances in the home equity portfolio, excluding loans accounted for under the fair value option, decreased $7.7 billion during the nine months ended September 30, 2015 primarily due to paydowns and charge-offs outpacing new originations and draws on existing lines. Of the total home equity portfolio at September 30, 2015 and December 31, 2014, $20.3 billion and $20.6 billion, or 26 percent and 24 percent, were in first-lien positions (28 percent and 26 percent excluding the PCI home equity portfolio). At September 30, 2015, outstanding balances in the home equity portfolio that were in a second-lien or more junior-lien position and where we also held the first-lien loan totaled $13.4 billion, or 18 percent of our total home equity portfolio excluding the PCI loan portfolio.

Unused HELOCs totaled $51.1 billion at September 30, 2015 compared to $53.7 billion at December 31, 2014. The decrease was primarily due to customers choosing to close accounts, as well as accounts reaching the end of their draw period, which automatically eliminates open line exposure. Both of these more than offset customer paydowns of principal balances and the impact of new production. The HELOC utilization rate was 57 percent at September 30, 2015 compared to 58 percent at December 31, 2014.

Table 40 presents certain home equity portfolio key credit statistics on both a reported basis excluding loans accounted for under the fair value option, and excluding the PCI loan portfolio and loans accounted for under the fair value option. Additionally, in the "Reported Basis" columns in the table below, accruing balances past due 30 days or more and nonperforming loans do not include the PCI loan portfolio, in accordance with our accounting policies, even though the customer may be contractually past due. As such, the following discussion presents the home equity portfolio excluding the PCI loan portfolio and loans accounted for under the fair value option. For more information on the PCI loan portfolio, see page 87.

Table 40
Home Equity – Key Credit Statistics
 
 
 
 
 
 
 
 
 
Reported Basis (1)
 
Excluding Purchased
Credit-impaired Loans
(Dollars in millions)
 
 
 
 
 
 
 
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
Outstandings
 
 
 
 
 
 
 
 
$
78,030

 
$
85,725

 
$
73,165

 
$
80,108

Accruing past due 30 days or more (2)
 
 
 
 
 
614

 
640

 
614

 
640

Nonperforming loans (2)
 
 
 
 
 
3,429

 
3,901

 
3,429

 
3,901

Percent of portfolio
 
 
 
 
 
 
 
 
 

 
 

 
 

 
 

Refreshed CLTV greater than 90 but less than or equal to 100
 
7
%
 
8
%
 
6
%
 
7
%
Refreshed CLTV greater than 100
 
 
 
14

 
16

 
12

 
14

Refreshed FICO below 620
 
 
 
 
 
7

 
8

 
7

 
7

2006 and 2007 vintages (3)
 
 
 
 
 
44

 
46

 
42

 
43

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reported Basis
 
Excluding Purchased Credit-impaired Loans
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Net charge-off ratio (4)
0.60
%
 
0.40
%
 
0.72
%
 
0.93
%
 
0.64
%
 
0.43
%
 
0.77
%
 
1.00
%
(1)
Outstandings, accruing past due, nonperforming loans and percentages of the portfolio exclude loans accounted for under the fair value option. There were $225 million and $196 million of home equity loans accounted for under the fair value option at September 30, 2015 and December 31, 2014. For more information on the fair value option, see Consumer Portfolio Credit Risk Management – Consumer Loans Accounted for Under the Fair Value Option on page 91 and Note 15 – Fair Value Option to the Consolidated Financial Statements.
(2) 
Accruing past due 30 days or more includes $81 million and $98 million and nonperforming loans include $409 million and $505 million of loans where we serviced the underlying first-lien at September 30, 2015 and December 31, 2014.
(3) 
These vintages of loans have higher refreshed combined LTV ratios and accounted for 46 percent and 47 percent of nonperforming home equity loans at September 30, 2015 and December 31, 2014, and 52 percent and 56 percent of net charge-offs for the three and nine months ended September 30, 2015 and 59 percent and 57 percent for the three and nine months ended September 30, 2014.
(4) 
Net charge-off ratios are calculated as annualized net charge-offs divided by average outstanding loans excluding loans accounted for under the fair value option.

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Nonperforming outstanding balances in the home equity portfolio decreased $472 million during the nine months ended September 30, 2015 as outflows, including sales of $154 million and the transfer of certain qualifying borrowers discharged in a Chapter 7 bankruptcy to performing status, outpaced new inflows. Of the nonperforming home equity portfolio at September 30, 2015, $1.5 billion, or 43 percent, were current on contractual payments. Nonperforming loans that are contractually current primarily consist of collateral-dependent TDRs, including those that have been discharged in Chapter 7 bankruptcy, junior-lien loans where the underlying first-lien is 90 days or more past due, as well as loans that have not yet demonstrated a sustained period of payment performance following a TDR. In addition, $1.3 billion, or 38 percent of nonperforming home equity loans were 180 days or more past due and had been written down to the estimated fair value of the collateral, less costs to sell. Accruing loans that were 30 days or more past due decreased $26 million during the nine months ended September 30, 2015.

In some cases, the junior-lien home equity outstanding balance that we hold is performing, but the underlying first-lien is not. For outstanding balances in the home equity portfolio on which we service the first-lien loan, we are able to track whether the first-lien loan is in default. For loans where the first-lien is serviced by a third party, we utilize credit bureau data to estimate the delinquency status of the first-lien. Given that the credit bureau database we use does not include a property address for the mortgages, we are unable to identify with certainty whether a reported delinquent first-lien mortgage pertains to the same property for which we hold a junior-lien loan. For certain loans, we utilize a third-party vendor to combine credit bureau and public record data to better link a junior-lien loan with the underlying first-lien mortgage. At September 30, 2015, we estimate that $1.3 billion of current and $181 million of 30 to 89 days past due junior-lien loans were behind a delinquent first-lien loan. We service the first-lien loans on $215 million of these combined amounts, with the remaining $1.3 billion serviced by third parties. Of the $1.5 billion of current to 89 days past due junior-lien loans, based on available credit bureau data and our own internal servicing data, we estimate that approximately $554 million had first-lien loans that were 90 days or more past due.

Net charge-offs increased $31 million to $120 million for the three months ended September 30, 2015, or 0.64 percent of the total average home equity portfolio, compared to $89 million, or 0.43 percent for the same period in 2014. The increase for the three-month period was primarily driven by lower recoveries partially offset by continued portfolio improvement. Net charge-offs decreased $187 million to $443 million for the nine months ended September 30, 2015, or 0.77 percent of the total average home equity portfolio, compared to $630 million, or 1.00 percent for the same period in 2014. The decrease for the nine-month period was primarily driven by favorable portfolio trends due in part to improvement in home prices and the U.S. economy, partially offset by $70 million of charge-offs related to the consumer relief portion of the settlement with the DoJ and lower recoveries. The net charge-off ratios were also impacted by lower outstanding balances primarily as a result of paydowns and charge-offs outpacing new originations and draws on existing lines.

Outstanding balances in the home equity portfolio with greater than 90 percent but less than or equal to 100 percent refreshed combined loan-to-value (CLTV) comprised six percent and seven percent of the home equity portfolio at September 30, 2015 and December 31, 2014. Outstanding balances with a refreshed CLTV greater than 100 percent comprised 12 percent and 14 percent of the home equity portfolio at September 30, 2015 and December 31, 2014. Outstanding balances in the home equity portfolio with a refreshed CLTV greater than 100 percent reflect loans where the carrying value and available line of credit of the combined loans are equal to or greater than the most recent valuation of the property securing the loan. Depending on the value of the property, there may be collateral in excess of the first-lien that is available to reduce the severity of loss on the second-lien. Of those outstanding balances with a refreshed CLTV greater than 100 percent, 96 percent of the customers were current on their home equity loan and 92 percent of second-lien loans with a refreshed CLTV greater than 100 percent were current on both their second-lien and underlying first-lien loans at September 30, 2015. Outstanding balances in the home equity portfolio to borrowers with a refreshed FICO score below 620 represented seven percent of the home equity portfolio at both September 30, 2015 and December 31, 2014.

Of the $73.2 billion in total home equity portfolio outstandings at September 30, 2015, as shown in Table 41, 69 percent were interest-only loans, almost all of which were HELOCs. The outstanding balance of HELOCs that have entered the amortization period was $8.4 billion, or 13 percent of total HELOCs at September 30, 2015. The HELOCs that have entered the amortization period have experienced a higher percentage of early stage delinquencies and nonperforming status when compared to the HELOC portfolio as a whole. At September 30, 2015, $214 million, or three percent of outstanding HELOCs that had entered the amortization period were accruing past due 30 days or more compared to $562 million, or one percent for the entire HELOC portfolio. In addition, at September 30, 2015, $1.2 billion, or 14 percent of outstanding HELOCs that had entered the amortization period were nonperforming, of which $498 million were contractually current, compared to $3.1 billion, or five percent for the entire HELOC portfolio, of which $1.3 billion were contractually current. Loans in our HELOC portfolio generally have an initial draw period of 10 years and 45 percent of these loans will enter the amortization period in 2016 and 2017 and will be required to make fully-amortizing payments. We communicate to contractually current customers more than a year prior to the end of their draw period to inform them of the potential change to the payment structure before entering the amortization period, and provide payment options to customers prior to the end of the draw period.


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Although we do not actively track how many of our home equity customers pay only the minimum amount due on their home equity loans and lines, we can infer some of this information through a review of our HELOC portfolio that we service and that is still in its revolving period (i.e., customers may draw on and repay their line of credit, but are generally only required to pay interest on a monthly basis). During the three months ended September 30, 2015, approximately 52 percent of these customers with an outstanding balance did not pay any principal on their HELOCs.

Table 41 presents outstandings, nonperforming balances and net charge-offs by certain state concentrations for the home equity portfolio. In the New York area, the New York-Northern New Jersey-Long Island MSA made up 12 percent of the outstanding home equity portfolio at both September 30, 2015 and December 31, 2014. For the three and nine months ended September 30, 2015, loans within this MSA contributed net charge-offs of $14 million and $51 million. For the three and nine months ended September 30, 2014, loans within this MSA contributed net charge-offs of $16 million and $87 million. The Los Angeles-Long Beach-Santa Ana MSA within California made up 12 percent of the outstanding home equity portfolio at both September 30, 2015 and December 31, 2014. There were no net charge-offs on loans within this MSA for the three months ended September 30, 2015. For the nine months ended September 30, 2015, loans within this MSA contributed net charge-offs of $14 million. For the three and nine months ended September 30, 2014, loans within this MSA contributed net recoveries of $10 million and net charge-offs of $21 million.

Table 41
 
 
 
 
Home Equity State Concentrations
 
 
 
 
 
Outstandings (1)
 
Nonperforming (1)
 
Net Charge-offs (2)
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
(Dollars in millions)
 
 
 
 
2015
 
2014
 
2015
 
2014
California
$
20,957

 
$
23,250

 
$
918

 
$
1,012

 
$
7

 
$
(24
)
 
$
44

 
$
68

Florida (3)
8,696

 
9,633

 
521

 
574

 
27

 
28

 
89

 
112

New Jersey (3)
5,646

 
5,883

 
244

 
299

 
11

 
10

 
36

 
47

New York (3)
5,367

 
5,671

 
345

 
387

 
9

 
10

 
34

 
59

Massachusetts
3,452

 
3,655

 
125

 
148

 
2

 
3

 
11

 
17

Other U.S./Non-U.S.
29,047

 
32,016

 
1,276

 
1,481

 
64

 
62

 
229

 
327

Home equity loans (4)
$
73,165

 
$
80,108

 
$
3,429

 
$
3,901

 
$
120

 
$
89

 
$
443

 
$
630

Purchased credit-impaired home equity portfolio
4,865

 
5,617

 
 
 
 
 
 
 
 
 
 
 
 
Total home equity loan portfolio
$
78,030

 
$
85,725

 
 
 
 
 
 
 
 
 
 
 
 
(1)
Outstandings and nonperforming amounts exclude loans accounted for under the fair value option. There were $225 million and $196 million of home equity loans accounted for under the fair value option at September 30, 2015 and December 31, 2014. For more information on the fair value option, see Consumer Portfolio Credit Risk Management – Consumer Loans Accounted for Under the Fair Value Option on page 91 and Note 15 – Fair Value Option to the Consolidated Financial Statements.
(2) 
Net charge-offs exclude $20 million and $146 million of write-offs in the home equity PCI loan portfolio for the three and nine months ended September 30, 2015 compared to $50 million and $250 million for the same periods in 2014. These write-offs decreased the PCI valuation allowance included as part of the allowance for loan and lease losses. For additional information, see Consumer Portfolio Credit Risk Management – Purchased Credit-impaired Loan Portfolio on page 87.
(3) 
In these states, foreclosure requires a court order following a legal proceeding (judicial states).
(4) 
Amount excludes the PCI home equity portfolio.


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Purchased Credit-impaired Loan Portfolio

Loans acquired with evidence of credit quality deterioration since origination and for which it is probable at purchase that we will be unable to collect all contractually required payments are accounted for under the accounting guidance for PCI loans, which addresses accounting for differences between contractual and expected cash flows to be collected from the purchaser's initial investment in loans if those differences are attributable, at least in part, to credit quality.

Table 42 presents the unpaid principal balance, carrying value, related valuation allowance and the net carrying value as a percentage of the unpaid principal balance for the PCI loan portfolio.

Table 42
Purchased Credit-impaired Loan Portfolio
 
September 30, 2015
(Dollars in millions)
Unpaid
Principal
Balance
 
Carrying
Value
 
Related
Valuation
Allowance
 
Carrying
Value Net of
Valuation
Allowance
 
Percent of Unpaid
Principal
Balance
Residential mortgage
$
12,905

 
$
12,581

 
$
397

 
$
12,184

 
94.41
%
Home equity
4,901

 
4,865

 
489

 
4,376

 
89.29

Total purchased credit-impaired loan portfolio
$
17,806

 
$
17,446

 
$
886

 
$
16,560

 
93.00

 
 
 
 
 
 
 
 
 
 
 
December 31, 2014
Residential mortgage
$
15,726

 
$
15,152

 
$
880

 
$
14,272

 
90.75
%
Home equity
5,605

 
5,617

 
772

 
4,845

 
86.44

Total purchased credit-impaired loan portfolio
$
21,331

 
$
20,769

 
$
1,652

 
$
19,117

 
89.62


The total PCI unpaid principal balance decreased $3.5 billion, or 17 percent, during the nine months ended September 30, 2015 primarily driven by sales, payoffs, paydowns and write-offs. During the nine months ended September 30, 2015, we sold PCI loans with a carrying value of $1.2 billion compared to sales of $1.9 billion for the same period in 2014.

Of the unpaid principal balance of $17.8 billion at September 30, 2015, $15.2 billion, or 86 percent, was current based on the contractual terms, $1.3 billion, or seven percent, was in early stage delinquency, and $920 million was 180 days or more past due, including $826 million of first-lien mortgages and $94 million of home equity loans.

During the three months ended September 30, 2015, we recorded a provision benefit of $68 million for the PCI loan portfolio which included an expense of $12 million for residential mortgage and a benefit of $80 million for home equity. During the nine months ended September 30, 2015, we recorded a provision benefit of $40 million for the PCI loan portfolio which included an expense of $97 million for residential mortgage and a benefit of $137 million for home equity. This compared to no provision expense and a provision benefit of $106 million for the three and nine months ended September 30, 2014. The provision benefit for the nine months ended September 30, 2015 was primarily driven by lower default estimates.

The PCI valuation allowance declined $766 million during the nine months ended September 30, 2015 due to write-offs in the PCI loan portfolio of $580 million in residential mortgage and $146 million in home equity, combined with a provision benefit of $40 million.


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Purchased Credit-impaired Residential Mortgage Loan Portfolio

The PCI residential mortgage loan portfolio represented 72 percent of the total PCI loan portfolio at September 30, 2015. Those loans to borrowers with a refreshed FICO score below 620 represented 33 percent of the PCI residential mortgage loan portfolio at September 30, 2015. Loans with a refreshed LTV greater than 90 percent, after consideration of purchase accounting adjustments and the related valuation allowance, represented 31 percent of the PCI residential mortgage loan portfolio and 36 percent based on the unpaid principal balance at September 30, 2015. Table 43 presents outstandings net of purchase accounting adjustments and before the related valuation allowance, by certain state concentrations.

Table 43
Outstanding Purchased Credit-impaired Loan Portfolio – Residential Mortgage State Concentrations
(Dollars in millions)
September 30
2015
 
December 31
2014
California
$
5,895

 
$
6,885

Florida (1)
969

 
1,289

Virginia
550

 
640

Maryland
473

 
602

Texas
254

 
318

Other U.S./Non-U.S.
4,440

 
5,418

Total
$
12,581

 
$
15,152

(1)
In this state, foreclosure requires a court order following a legal proceeding (judicial state).

Pay option adjustable-rate mortgages (ARMs), which are included in the PCI residential mortgage portfolio, have interest rates that adjust monthly and minimum required payments that adjust annually, subject to resetting if minimum payments are made and deferred interest limits are reached. Annual payment adjustments are subject to a 7.5 percent maximum change. To ensure that contractual loan payments are adequate to repay a loan, the fully-amortizing loan payment amount is re-established after the initial five- or ten-year period and again every five years thereafter. These payment adjustments are not subject to the 7.5 percent limit and may be substantial due to changes in interest rates and the addition of unpaid interest to the loan balance.

The difference between the frequency of changes in a loan's interest rates and payments along with a limitation on changes in the minimum monthly payments of 7.5 percent per year can result in payments that are not sufficient to pay all of the monthly interest charges (i.e., negative amortization). Unpaid interest is added to the loan balance until the loan balance increases to a specified limit, which can be no more than 115 percent of the original loan amount, at which time a new monthly payment amount adequate to repay the loan over its remaining contractual life is established.

At September 30, 2015, the unpaid principal balance of pay option loans, which include pay option ARMs and payment advantage ARMs, was $2.5 billion, with a carrying value of $2.4 billion, including $2.1 billion of loans that were credit-impaired upon acquisition and, accordingly, the reserve is based on a life-of-loan loss estimate. The total unpaid principal balance of pay option loans with accumulated negative amortization was $560 million, including $32 million of negative amortization. For those borrowers who are making payments in accordance with their contractual terms, five percent and one percent at September 30, 2015 and December 31, 2014 elected to make only the minimum payment on pay option loans. We believe the majority of borrowers are now making scheduled payments primarily because the low rate environment has caused the fully indexed rates to be affordable to more borrowers. We continue to evaluate our exposure to payment resets on the acquired negative-amortizing loans including the PCI pay option loan portfolio and have taken into consideration in the evaluation several assumptions including prepayment and default rates. Of the loans in the pay option portfolio at September 30, 2015 that have not already experienced a payment reset, two percent are expected to reset in 2015, 51 percent are expected to reset in 2016 and 21 percent are expected to reset thereafter. In addition, five percent are expected to prepay and approximately 21 percent are expected to default prior to being reset, most of which were severely delinquent as of September 30, 2015. We no longer originate pay option loans.


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Purchased Credit-impaired Home Equity Loan Portfolio

The PCI home equity portfolio represented 28 percent of the total PCI loan portfolio at September 30, 2015. Those loans with a refreshed FICO score below 620 represented 15 percent of the PCI home equity portfolio at September 30, 2015. Loans with a refreshed CLTV greater than 90 percent, after consideration of purchase accounting adjustments and the related valuation allowance, represented 60 percent of the PCI home equity portfolio and 64 percent based on the unpaid principal balance at September 30, 2015. Table 44 presents outstandings net of purchase accounting adjustments and before the related valuation allowance, by certain state concentrations.

Table 44
Outstanding Purchased Credit-impaired Loan Portfolio – Home Equity State Concentrations
(Dollars in millions)
September 30
2015
 
December 31
2014
California
$
1,431

 
$
1,646

Florida (1)
276

 
313

Virginia
232

 
265

Arizona
168

 
188

Colorado
113

 
151

Other U.S./Non-U.S.
2,645

 
3,054

Total
$
4,865

 
$
5,617

(1)
In this state, foreclosure requires a court order following a legal proceeding (judicial state).

U.S. Credit Card

At September 30, 2015, 97 percent of the U.S. credit card portfolio was managed in Consumer Banking with the remainder managed in GWIM. Outstandings in the U.S. credit card portfolio decreased $3.5 billion during the nine months ended September 30, 2015 due to a seasonal decline in retail transaction volume. Net charge-offs decreased $79 million to $546 million and $275 million to $1.8 billion during the three and nine months ended September 30, 2015 compared to the same periods in 2014 due to improvements in delinquencies and bankruptcies as a result of an improved economic environment and the impact of higher credit quality originations. U.S. credit card loans 30 days or more past due and still accruing interest decreased $187 million while loans 90 days or more past due and still accruing interest decreased $145 million during the nine months ended September 30, 2015 as a result of the factors mentioned above that contributed to lower net charge-offs.

Table 45 presents certain key credit statistics for the U.S. credit card portfolio.

Table 45
 
 
 
 
 
 
 
U.S. Credit Card – Key Credit Statistics
(Dollars in millions)
 
 
 
 
September 30
2015
 
December 31
2014
Outstandings
 
 
 
 
$
88,339

 
$
91,879

Accruing past due 30 days or more
 
 
 
 
1,514

 
1,701

Accruing past due 90 days or more
 
 
 
 
721

 
866

 
 
 
 
 
 
 
 
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
2015
 
2014
 
2015
 
2014
Net charge-offs
$
546


$
625

 
$
1,751

 
$
2,026

Net charge-off ratios (1)
2.46
%

2.79
%
 
2.66
%
 
3.05
%
(1)
Net charge-off ratios are calculated as annualized net charge-offs divided by average outstanding loans.

Unused lines of credit for U.S. credit card totaled $317.1 billion and $305.9 billion at September 30, 2015 and December 31, 2014. The $11.2 billion increase was driven by account growth, lines of credit increases and a seasonal decrease in line utilization due to lower transaction volumes.


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Table 46 presents certain state concentrations for the U.S. credit card portfolio.

Table 46
 
 
 
 
U.S. Credit Card State Concentrations
 
 
 
 
 
Outstandings
 
Accruing Past Due
90 Days or More
 
Net Charge-offs
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
(Dollars in millions)
 
 
 
 
2015
 
2014
 
2015
 
2014
California
$
13,335

 
$
13,682

 
$
110

 
$
127

 
$
85

 
$
97

 
$
269

 
$
318

Florida
7,188

 
7,530

 
71

 
89

 
58

 
66

 
186

 
214

Texas
6,521

 
6,586

 
54

 
58

 
37

 
42

 
117

 
136

New York
5,516

 
5,655

 
53

 
59

 
38

 
43

 
121

 
133

New Jersey
3,842

 
3,943

 
31

 
40

 
24

 
29

 
75

 
89

Other U.S.
51,937

 
54,483

 
402

 
493

 
304

 
348

 
983

 
1,136

Total U.S. credit card portfolio
$
88,339

 
$
91,879

 
$
721

 
$
866

 
$
546

 
$
625

 
$
1,751

 
$
2,026


Non-U.S. Credit Card

Outstandings in the non-U.S. credit card portfolio, which are recorded in All Other, decreased $399 million during the nine months ended September 30, 2015 due to a weakening of the British Pound against the U.S. Dollar and a seasonal decline in retail transaction volume. For the three and nine months ended September 30, 2015, net charge-offs decreased $20 million to $47 million and $48 million to $142 million compared to the same periods in 2014 due to improvement in delinquencies as a result of higher credit quality originations and an improved economic environment.

Unused lines of credit for non-U.S. credit card totaled $28.0 billion and $28.2 billion at September 30, 2015 and December 31, 2014. The $223 million decrease was driven by weakening of the British Pound against the U.S. Dollar, partially offset by account growth and lines of credit increases.

Table 47 presents certain key credit statistics for the non-U.S. credit card portfolio.

Table 47
 
 
 
 
 
 
 
Non-U.S. Credit Card – Key Credit Statistics
(Dollars in millions)
 
 
 
 
September 30
2015
 
December 31
2014
Outstandings
 
 
 
 
$
10,066

 
$
10,465

Accruing past due 30 days or more
 
 
 
 
148

 
183

Accruing past due 90 days or more
 
 
 
 
78

 
95

 
 
 
 
 
 
 
 
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
2015
 
2014
 
2015
 
2014
Net charge-offs
$
47


$
67

 
$
142

 
$
190

Net charge-off ratios (1)
1.83
%

2.26
%
 
1.88
%
 
2.17
%
(1)
Net charge-off ratios are calculated as annualized net charge-offs divided by average outstanding loans.


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Direct/Indirect Consumer

At September 30, 2015, approximately 50 percent of the direct/indirect portfolio was included in GWIM (principally securities-based lending loans), 49 percent was included in Consumer Banking (consumer auto and specialty lending – automotive, marine, aircraft, recreational vehicle loans, and consumer personal loans) and the remainder was primarily student loans in All Other.

Outstandings in the direct/indirect portfolio increased $6.9 billion during the nine months ended September 30, 2015 as growth in the consumer auto portfolio primarily driven by bulk loan purchases, and growth in securities-based lending were partially offset by lower outstandings in the unsecured consumer lending portfolio.

For the three and nine months ended September 30, 2015, net charge-offs decreased $9 million to $25 million and $42 million to $83 million, or 0.12 percent and 0.13 percent of total average direct/indirect loans, compared to 0.17 percent and 0.20 percent for the same periods in 2014. These decreases in net charge-offs were primarily driven by improvements in delinquencies and bankruptcies in the unsecured consumer lending portfolio as a result of an improved economic environment as well as reduced outstandings in this portfolio.

Direct/indirect loans that were past due 90 days or more and still accruing interest declined $26 million to $38 million during the nine months ended September 30, 2015 due to decreases in the unsecured consumer lending, and consumer auto and specialty lending portfolios.

Table 48 presents certain state concentrations for the direct/indirect consumer loan portfolio.

Table 48
 
 
 
 
Direct/Indirect State Concentrations
 
 
 
 
 
Outstandings
 
Accruing Past Due
90 Days or More
 
Net Charge-offs
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
(Dollars in millions)
 
 
 
 
2015
 
2014
 
2015
 
2014
California
$
10,785

 
$
9,770

 
$
3

 
$
5

 
$
1

 
$
4

 
$
5

 
$
12

Florida
8,683

 
7,930

 
4

 
5

 
6

 
5

 
14

 
20

Texas
8,429

 
7,741

 
4

 
5

 
4

 
5

 
12

 
15

New York
4,894

 
4,458

 
1

 
2

 
1

 
2

 
2

 
7

Illinois
2,865

 
2,550

 
1

 
2

 
—

 
1

 
2

 
4

Other U.S./Non-U.S.
51,658

 
47,932

 
25

 
45

 
13

 
17

 
48

 
67

Total direct/indirect loan portfolio
$
87,314

 
$
80,381

 
$
38

 
$
64

 
$
25

 
$
34

 
$
83

 
$
125


Other Consumer

At September 30, 2015, approximately 61 percent of the $2.0 billion other consumer portfolio was consumer auto leases included in Consumer Banking. The remainder is primarily associated with certain consumer finance businesses that we previously exited.

Consumer Loans Accounted for Under the Fair Value Option

Outstanding consumer loans accounted for under the fair value option totaled $1.9 billion at September 30, 2015 and were comprised of residential mortgage loans that were previously classified as held-for-sale, residential mortgage loans held in consolidated variable interest entities (VIEs) and repurchased home equity loans. The loans that were previously classified as held-for-sale were transferred to the residential mortgage portfolio in connection with the decision to retain the loans. The fair value option had been elected at the time of origination and the loans continue to be measured at fair value after the reclassification. During the nine months ended September 30, 2015, we recorded net gains of $21 million resulting from changes in the fair value of these loans.


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Nonperforming Consumer Loans, Leases and Foreclosed Properties Activity

Table 49 presents nonperforming consumer loans, leases and foreclosed properties activity for the three and nine months ended September 30, 2015 and 2014. Nonperforming LHFS are excluded from nonperforming loans as they are recorded at either fair value or the lower of cost or fair value. Nonperforming loans do not include past due consumer credit card loans, other unsecured loans and in general, consumer non-real estate-secured loans (loans discharged in Chapter 7 bankruptcy are included) as these loans are typically charged off no later than the end of the month in which the loan becomes 180 days past due. The charge-offs on these loans have no impact on nonperforming activity and, accordingly, are excluded from this table. The fully-insured loan portfolio is not reported as nonperforming as principal repayment is insured. Additionally, nonperforming loans do not include the PCI loan portfolio or loans accounted for under the fair value option. For more information on nonperforming loans, see Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K. During the nine months ended September 30, 2015, nonperforming consumer loans declined $2.1 billion to $8.7 billion and included the impact of sales of $1.4 billion, partially offset by a net increase of $176 million related to the impact of the consumer relief portion of the settlement with the DoJ for those loans that are no longer fully insured. Excluding these, nonperforming loans declined as outflows, including the transfer of certain qualifying borrowers discharged in a Chapter 7 bankruptcy to performing status, outpaced new inflows.

The outstanding balance of a real estate-secured loan that is in excess of the estimated property value less costs to sell is charged off no later than the end of the month in which the loan becomes 180 days past due unless repayment of the loan is fully insured. At September 30, 2015, $4.0 billion, or 44 percent of nonperforming consumer real estate loans and foreclosed properties had been written down to their estimated property value less costs to sell, including $3.6 billion of nonperforming loans 180 days or more past due and $479 million of foreclosed properties. In addition, at September 30, 2015, $3.3 billion, or 38 percent of nonperforming consumer loans were modified and are now current after successful trial periods, or are current loans classified as nonperforming loans in accordance with applicable policies.

Foreclosed properties decreased $151 million during the nine months ended September 30, 2015 as liquidations outpaced additions. PCI loans are excluded from nonperforming loans as these loans were written down to fair value at the acquisition date; however, once the underlying real estate is acquired by the Corporation upon foreclosure of the delinquent PCI loan, it is included in foreclosed properties. PCI-related foreclosed properties increased $31 million during the nine months ended September 30, 2015. Not included in foreclosed properties at September 30, 2015 was $1.3 billion of real estate that was acquired upon foreclosure of certain delinquent government-guaranteed loans (principally FHA-insured loans). We exclude these amounts from our nonperforming loans and foreclosed properties activity as we expect we will be reimbursed once the property is conveyed to the guarantor for principal and, up to certain limits, costs incurred during the foreclosure process and interest incurred during the holding period. For more information on the review of our foreclosure processes, see Off-Balance Sheet Arrangements and Contractual Obligations – Servicing, Foreclosure and Other Mortgage Matters on page 54.

Restructured Loans

Nonperforming loans also include certain loans that have been modified in TDRs where economic concessions have been granted to borrowers experiencing financial difficulties. These concessions typically result from the Corporation's loss mitigation activities and could include reductions in the interest rate, payment extensions, forgiveness of principal, forbearance or other actions. Certain TDRs are classified as nonperforming at the time of restructuring and may only be returned to performing status after considering the borrower's sustained repayment performance for a reasonable period, generally six months. Nonperforming TDRs, excluding those modified loans in the PCI loan portfolio, are included in Table 49.


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Table 49
 
 
 
 
Nonperforming Consumer Loans, Leases and Foreclosed Properties Activity (1)
 
 
 
 
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Nonperforming loans and leases, beginning of period
$
9,575

 
$
13,460

 
$
10,819

 
$
15,840

Additions to nonperforming loans and leases:
 
 
 
 
 
 
 
New nonperforming loans and leases
1,029

 
1,516

 
3,922

 
5,368

Reductions to nonperforming loans and leases:
 
 
 
 
 
 
 
Paydowns and payoffs
(262
)
 
(522
)
 
(804
)
 
(1,315
)
Sales
(447
)
 
(957
)
 
(1,360
)
 
(2,782
)
Returns to performing status (2)
(722
)
 
(810
)
 
(2,220
)
 
(2,549
)
Charge-offs
(375
)
 
(431
)
 
(1,319
)
 
(1,654
)
Transfers to foreclosed properties (3)
(101
)
 
(183
)
 
(341
)
 
(512
)
Transfers (to) from loans held-for-sale
—

 
115

 
—

 
(208
)
Total net reductions to nonperforming loans and leases
(878
)
 
(1,272
)
 
(2,122
)
 
(3,652
)
Total nonperforming loans and leases, September 30 (4)
8,697

 
12,188

 
8,697

 
12,188

Foreclosed properties, beginning of period
553

 
547

 
630

 
533

Additions to foreclosed properties:
 
 
 
 
 
 
 
New foreclosed properties (3)
132

 
340

 
485

 
773

Reductions to foreclosed properties:
 
 
 
 
 
 
 
Sales
(182
)
 
(248
)
 
(552
)
 
(629
)
Write-downs
(24
)
 
(25
)
 
(84
)
 
(63
)
Total net additions (reductions) to foreclosed properties
(74
)
 
67

 
(151
)
 
81

Total foreclosed properties, September 30 (5)
479

 
614

 
479

 
614

Nonperforming consumer loans, leases and foreclosed properties, September 30
$
9,176

 
$
12,802

 
$
9,176

 
$
12,802

Nonperforming consumer loans and leases as a percentage of outstanding consumer loans and leases (6)
1.92
%
 
2.45
%
 
 
 
 
Nonperforming consumer loans, leases and foreclosed properties as a percentage of outstanding consumer loans, leases and foreclosed properties (6)
2.02

 
2.57

 
 
 
 
(1)
Balances do not include nonperforming LHFS of $8 million and $9 million and nonaccruing TDRs removed from the PCI loan portfolio prior to January 1, 2010 of $49 million and $101 million at September 30, 2015 and 2014 as well as loans accruing past due 90 days or more as presented in Table 35 and Note 4 – Outstanding Loans and Leases to the Consolidated Financial Statements.
(2) 
Consumer loans may be returned to performing status when all principal and interest is current and full repayment of the remaining contractual principal and interest is expected, or when the loan otherwise becomes well-secured and is in the process of collection.
(3) 
New foreclosed properties represents transfers of nonperforming loans to foreclosed properties net of charge-offs taken during the first 90 days after transfer of a loan to foreclosed properties. New foreclosed properties also includes properties obtained upon foreclosure of delinquent PCI loans, properties repurchased due to representations and warranties exposure and properties acquired with newly consolidated subsidiaries.
(4) 
At September 30, 2015, 41 percent of nonperforming loans were 180 days or more past due.
(5) 
Foreclosed property balances do not include properties insured by certain government-guaranteed loans, principally FHA-insured loans, of $1.3 billion and $1.1 billion at September 30, 2015 and 2014.
(6) 
Outstanding consumer loans and leases exclude loans accounted for under the fair value option.

Our policy is to record any losses in the value of foreclosed properties as a reduction in the allowance for loan and lease losses during the first 90 days after transfer of a loan to foreclosed properties. Thereafter, further losses in value as well as gains and losses on sale are recorded in noninterest expense. New foreclosed properties included in Table 49 are net of $51 million and $127 million of charge-offs and write-offs of PCI loans for the three and nine months ended September 30, 2015 compared to $65 million and $150 million for the same periods in 2014, recorded during the first 90 days after transfer.

We classify junior-lien home equity loans as nonperforming when the first-lien loan becomes 90 days past due even if the junior-lien loan is performing. At September 30, 2015 and December 31, 2014, $554 million and $800 million of such junior-lien home equity loans were included in nonperforming loans and leases. This decline was driven by overall portfolio improvement as well as $70 million of charge-offs related to the consumer relief portion of the settlement with the DoJ.


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Table 50 presents TDRs for the consumer real estate portfolio. Performing TDR balances are excluded from nonperforming loans and leases in Table 49.

Table 50
Consumer Real Estate Troubled Debt Restructurings
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Total
 
Nonperforming
 
Performing
 
Total
 
Nonperforming
 
Performing
Residential mortgage (1, 2)
$
19,891

 
$
3,667

 
$
16,224

 
$
23,270

 
$
4,529

 
$
18,741

Home equity (3)
2,650

 
1,646

 
1,004

 
2,358

 
1,595

 
763

Total consumer real estate troubled debt restructurings
$
22,541

 
$
5,313

 
$
17,228

 
$
25,628

 
$
6,124

 
$
19,504

(1)
Residential mortgage TDRs deemed collateral dependent totaled $5.2 billion and $5.8 billion, and included $3.0 billion and $3.6 billion of loans classified as nonperforming and $2.2 billion and $2.2 billion of loans classified as performing at September 30, 2015 and December 31, 2014.
(2)
Residential mortgage performing TDRs included $9.7 billion and $11.9 billion of loans that were fully-insured at September 30, 2015 and December 31, 2014.
(3)
Home equity TDRs deemed collateral dependent totaled $1.6 billion and $1.6 billion, and included $1.3 billion and $1.4 billion of loans classified as nonperforming and $281 million and $178 million of loans classified as performing at September 30, 2015 and December 31, 2014.

In addition to modifying consumer real estate loans, we work with customers who are experiencing financial difficulty by modifying credit card and other consumer loans. Credit card and other consumer loan modifications generally involve a reduction in the customer's interest rate on the account and placing the customer on a fixed payment plan not exceeding 60 months, all of which are considered TDRs (the renegotiated TDR portfolio). In addition, the accounts of non-U.S. credit card customers who do not qualify for a fixed payment plan may have their interest rates reduced, as required by certain local jurisdictions. These modifications, which are also TDRs, tend to experience higher payment default rates given that the borrowers may lack the ability to repay even with the interest rate reduction. In all cases, the customer's available line of credit is canceled.

Modifications of credit card and other consumer loans are primarily made through internal renegotiation programs utilizing direct customer contact, but may also utilize external renegotiation programs. The renegotiated TDR portfolio is excluded in large part from Table 49 as substantially all of the loans remain on accrual status until either charged off or paid in full. At September 30, 2015 and December 31, 2014, our renegotiated TDR portfolio was $850 million and $1.1 billion, of which $692 million and $907 million were current or less than 30 days past due under the modified terms. The decline in the renegotiated TDR portfolio was primarily driven by paydowns and charge-offs as well as lower program enrollments. For more information on the renegotiated TDR portfolio, see Note 4 – Outstanding Loans and Leases to the Consolidated Financial Statements.


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Commercial Portfolio Credit Risk Management

Commercial credit risk is evaluated and managed with the goal that concentrations of credit exposure do not result in undesirable levels of risk. We review, measure and manage concentrations of credit exposure by industry, product, geography, customer relationship and loan size. We also review, measure and manage commercial real estate loans by geographic location and property type. In addition, within our non-U.S. portfolio, we evaluate exposures by region and by country. Tables 55, 60 and 65 summarize our concentrations. We also utilize syndications of exposure to third parties, loan sales, hedging and other risk mitigation techniques to manage the size and risk profile of the commercial credit portfolio.

For more information on our accounting policies regarding delinquencies, nonperforming status and net charge-offs for the commercial portfolio, see Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Commercial Credit Portfolio

During the nine months ended September 30, 2015, credit quality among large corporate borrowers remained stable. Credit quality of commercial real estate borrowers, however, improved notably as property valuations continued to increase and vacancy rates remained low.

Outstanding commercial loans and leases increased $39.2 billion during the nine months ended September 30, 2015, primarily in U.S. commercial, non-U.S. commercial and commercial real estate. Nonperforming commercial loans and leases decreased $11 million during the nine months ended September 30, 2015. Nonperforming commercial loans and leases as a percentage of outstanding loans and leases, excluding loans accounted for under the fair value option, decreased during the nine months ended September 30, 2015 to 0.26 percent from 0.29 percent at December 31, 2014. Reservable criticized balances increased $2.0 billion to $13.6 billion during the nine months ended September 30, 2015 as a result of downgrades outpacing paydowns and upgrades. The increase in reservable criticized balances was primarily due to our oil, gas and energy exposure as the credit quality of certain borrowers was impacted by the sustained drop in oil prices. The allowance for loan and lease losses for the commercial portfolio increased $268 million to $4.7 billion at September 30, 2015 compared to December 31, 2014. For additional information, see Allowance for Credit Losses on page 108.

Table 51 presents our commercial loans and leases portfolio, and related credit quality information at September 30, 2015 and December 31, 2014.

Table 51
Commercial Loans and Leases
 
Outstandings
 
Nonperforming
 
Accruing Past Due 90
Days or More
(Dollars in millions)
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
U.S. commercial
$
243,974

 
$
220,293

 
$
836

 
$
701

 
$
42

 
$
110

Commercial real estate (1)
55,629

 
47,682

 
108

 
321

 
42

 
3

Commercial lease financing
25,680

 
24,866

 
17

 
3

 
18

 
41

Non-U.S. commercial
88,470

 
80,083

 
56

 
1

 
1

 
—

 
413,753

 
372,924

 
1,017

 
1,026

 
103

 
154

U.S. small business commercial (2)
13,058

 
13,293

 
85

 
87

 
60

 
67

Commercial loans excluding loans accounted for under the fair value option
426,811

 
386,217

 
1,102

 
1,113

 
163

 
221

Loans accounted for under the fair value option (3)
5,234

 
6,604

 
—

 
—

 
—

 
—

Total commercial loans and leases
$
432,045

 
$
392,821

 
$
1,102

 
$
1,113

 
$
163

 
$
221

(1) 
Includes U.S. commercial real estate loans of $51.8 billion and $45.2 billion and non-U.S. commercial real estate loans of $3.8 billion and $2.5 billion at September 30, 2015 and December 31, 2014.
(2) 
Includes card-related products.
(3) 
Commercial loans accounted for under the fair value option include U.S. commercial loans of $2.2 billion and $1.9 billion and non-U.S. commercial loans of $3.0 billion and $4.7 billion at September 30, 2015 and December 31, 2014. For more information on the fair value option, see Note 15 – Fair Value Option to the Consolidated Financial Statements.


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Table 52 presents net charge-offs and related ratios for our commercial loans and leases for the three and nine months ended September 30, 2015 and 2014. The increase in net charge-offs of $9 million for the nine months ended September 30, 2015 compared to the same period in 2014 was primarily related to a net recovery in commercial real estate in the prior-year period.

Table 52
 
 
 
 
 
 
 
 
Commercial Net Charge-offs and Related Ratios
 
 
 
 
 
 
 
 
 
Net Charge-offs
 
Net Charge-off Ratios (1)
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
U.S. commercial
$
52

 
$
58

 
$
58

 
$
69

 
0.09
 %
 
0.11
 %
 
0.03
 %
 
0.04
 %
Commercial real estate
(10
)
 
(6
)
 
(9
)
 
(75
)
 
(0.08
)
 
(0.05
)
 
(0.02
)
 
(0.21
)
Commercial lease financing
3

 
(3
)
 
8

 
(10
)
 
0.06

 
(0.05
)
 
0.04

 
(0.05
)
Non-U.S. commercial
9

 
1

 
9

 
32

 
0.04

 
—

 
0.01

 
0.05

 
54

 
50

 
66

 
16

 
0.05

 
0.05

 
0.02

 
0.01

U.S. small business commercial
57

 
69

 
170

 
211

 
1.72

 
2.03

 
1.73

 
2.11

Total commercial
$
111

 
$
119

 
$
236

 
$
227

 
0.11

 
0.12

 
0.08

 
0.08

(1) 
Net charge-off ratios are calculated as annualized net charge-offs divided by average outstanding loans and leases excluding loans accounted for under the fair value option.

Table 53 presents commercial credit exposure by type for utilized, unfunded and total binding committed credit exposure. Commercial utilized credit exposure includes standby letters of credit (SBLCs) and financial guarantees, bankers' acceptances and commercial letters of credit for which we are legally bound to advance funds under prescribed conditions, during a specified time period. Although funds have not yet been advanced, these exposure types are considered utilized for credit risk management purposes.

Total commercial utilized credit exposure increased $42.3 billion during the nine months ended September 30, 2015 primarily driven by growth in loans and leases. The utilization rate for loans and leases, SBLCs and financial guarantees, commercial letters of credit and bankers' acceptances, in the aggregate, was 57 percent at both September 30, 2015 and December 31, 2014.

Table 53
Commercial Credit Exposure by Type
 
Commercial Utilized (1)
 
Commercial Unfunded (2, 3)
 
Total Commercial Committed
(Dollars in millions)
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
Loans and leases
$
432,045

 
$
392,821

 
$
346,773

 
$
317,258

 
$
778,818

 
$
710,079

Derivative assets (4)
55,226

 
52,682

 
—

 
—

 
55,226

 
52,682

Standby letters of credit and financial guarantees
33,357

 
33,550

 
620

 
745

 
33,977

 
34,295

Debt securities and other investments
18,889

 
17,301

 
4,800

 
5,315

 
23,689

 
22,616

Loans held-for-sale
6,304

 
7,036

 
843

 
2,315

 
7,147

 
9,351

Commercial letters of credit
2,028

 
2,037

 
136

 
126

 
2,164

 
2,163

Bankers' acceptances
176

 
255

 
—

 
—

 
176

 
255

Foreclosed properties and other
931

 
960

 
—

 
—

 
931

 
960

Total
$
548,956

 
$
506,642

 
$
353,172

 
$
325,759

 
$
902,128

 
$
832,401

(1) 
Total commercial utilized exposure includes loans of $5.2 billion and $6.6 billion and issued letters of credit with a notional amount of $240 million and $535 million accounted for under the fair value option at September 30, 2015 and December 31, 2014.
(2) 
Total commercial unfunded exposure includes loan commitments accounted for under the fair value option with a notional amount of $7.7 billion and $9.4 billion at September 30, 2015 and December 31, 2014.
(3) 
Excludes unused business card lines which are not legally binding.
(4) 
Derivative assets are carried at fair value, reflect the effects of legally enforceable master netting agreements and have been reduced by cash collateral of $46.2 billion and $47.3 billion at September 30, 2015 and December 31, 2014. Not reflected in utilized and committed exposure is additional non-cash derivative collateral held of $24.1 billion and $23.8 billion which consists primarily of other marketable securities.


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Table 54 presents commercial utilized reservable criticized exposure by loan type. Criticized exposure corresponds to the Special Mention, Substandard and Doubtful asset categories as defined by regulatory authorities. Total commercial utilized reservable criticized exposure increased $2.0 billion, or 17 percent, during the nine months ended September 30, 2015 driven by downgrades primarily related to our oil, gas and energy exposure outpacing paydowns and upgrades. Approximately 86 percent and 87 percent of commercial utilized reservable criticized exposure was secured at September 30, 2015 and December 31, 2014.

Table 54
Commercial Utilized Reservable Criticized Exposure
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Amount (1)
 
Percent (2)
 
Amount (1)
 
Percent (2)
U.S. commercial
$
9,221

 
3.40
%
 
$
7,597

 
3.07
%
Commercial real estate
567

 
0.99

 
1,108

 
2.24

Commercial lease financing
1,222

 
4.76

 
1,034

 
4.16

Non-U.S. commercial
1,751

 
1.85

 
887

 
1.03

 
12,761

 
2.84

 
10,626

 
2.60

U.S. small business commercial
810

 
6.20

 
944

 
7.10

Total commercial utilized reservable criticized exposure
$
13,571

 
2.94

 
$
11,570

 
2.74

(1) 
Total commercial utilized reservable criticized exposure includes loans and leases of $12.3 billion and $10.2 billion and commercial letters of credit of $1.2 billion and $1.3 billion at September 30, 2015 and December 31, 2014.
(2) 
Percentages are calculated as commercial utilized reservable criticized exposure divided by total commercial utilized reservable exposure for each exposure category.

U.S. Commercial

At September 30, 2015, 70 percent of the U.S. commercial loan portfolio, excluding small business, was managed in Global Banking, 17 percent in Global Markets, 10 percent in GWIM (generally business-purpose loans for high net worth clients) and the remainder primarily in Consumer Banking. U.S. commercial loans, excluding loans accounted for under the fair value option, increased $23.7 billion, or 11 percent, during the nine months ended September 30, 2015 due to growth across all of the commercial businesses. Nonperforming loans and leases increased $135 million, or 19 percent, during the nine months ended September 30, 2015, largely related to our oil, gas and energy exposure. Net charge-offs decreased $6 million and $11 million for the three and nine months ended September 30, 2015 compared to the same periods in 2014.

Commercial Real Estate

Commercial real estate primarily includes commercial loans and leases secured by non-owner-occupied real estate and is dependent on the sale or lease of the real estate as the primary source of repayment. The portfolio remains diversified across property types and geographic regions. California represented the largest state concentration at 22 percent of the commercial real estate loans and leases portfolio at both September 30, 2015 and December 31, 2014. The commercial real estate portfolio is predominantly managed in Global Banking and consists of loans made primarily to public and private developers, and commercial real estate firms. Outstanding loans increased $7.9 billion, or 17 percent, during the nine months ended September 30, 2015 due to new originations primarily in major metropolitan markets.

For the three and nine months ended September 30, 2015, we continued to see improvements in credit quality in both the residential and non-residential portfolios. We use a number of proactive risk mitigation initiatives to reduce adversely rated exposure in the commercial real estate portfolio including transfers of deteriorating exposures to management by independent special asset officers and the pursuit of loan restructurings or asset sales to achieve the best results for our customers and the Corporation.

Nonperforming commercial real estate loans and foreclosed properties decreased $222 million and reservable criticized balances decreased $541 million, or 49 percent, during the nine months ended September 30, 2015. The decrease in reservable criticized balances was primarily due to transfers to foreclosed properties and improvements in the remainder of the portfolio. Net recoveries were $10 million and $9 million for the three and nine months ended September 30, 2015 compared to net recoveries of $6 million and $75 million for the same periods in 2014.

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Table 55 presents outstanding commercial real estate loans by geographic region, based on the geographic location of the collateral, and by property type.

Table 55
Outstanding Commercial Real Estate Loans
(Dollars in millions)
September 30
2015
 
December 31
2014
By Geographic Region
 
 
 
California
$
12,134

 
$
10,352

Northeast
9,971

 
8,781

Southwest
7,499

 
6,570

Southeast
6,272

 
5,495

Midwest
3,492

 
2,867

Florida
3,027

 
2,520

Northwest
2,267

 
2,151

Midsouth
2,221

 
1,724

Illinois
2,109

 
2,785

Non-U.S. 
3,801

 
2,494

Other (1)
2,836

 
1,943

Total outstanding commercial real estate loans
$
55,629

 
$
47,682

By Property Type
 
 
 
Non-residential
 
 
 
Office
$
14,501

 
$
13,306

Multi-family rental
8,820

 
8,382

Shopping centers/retail
8,304

 
7,969

Industrial/warehouse
6,443

 
4,550

Hotels/motels
4,794

 
3,578

Unsecured
2,743

 
1,194

Multi-use
2,598

 
1,943

Land and land development
533

 
490

Other
4,771

 
4,560

Total non-residential
53,507

 
45,972

Residential
2,122

 
1,710

Total outstanding commercial real estate loans
$
55,629

 
$
47,682

(1) 
Includes unsecured loans to real estate investment trusts and national home builders whose portfolios of properties span multiple geographic regions and properties in the states of Colorado, Utah, Hawaii, Wyoming and Montana.


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Tables 56 and 57 present commercial real estate credit quality data by non-residential and residential property types. The residential portfolio presented in Tables 55, 56 and 57 includes condominiums and other residential real estate. Other property types in Tables 55, 56 and 57 primarily include special purpose, nursing/retirement homes, medical facilities and restaurants.

Table 56
Commercial Real Estate Credit Quality Data
 
Nonperforming Loans and
Foreclosed Properties (1)
 
Utilized Reservable
Criticized Exposure (2)
(Dollars in millions)
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
Non-residential
 
 
 
 
 
 
 
Office
$
20

 
$
177

 
$
72

 
$
235

Multi-family rental
20

 
21

 
88

 
125

Shopping centers/retail
16

 
46

 
222

 
350

Industrial/warehouse
6

 
42

 
15

 
67

Hotels/motels
19

 
3

 
17

 
26

Unsecured
—

 
1

 
2

 
14

Multi-use
16

 
11

 
43

 
55

Land and land development
44

 
51

 
19

 
63

Other
10

 
14

 
75

 
145

Total non-residential
151

 
366

 
553

 
1,080

Residential
15

 
22

 
14

 
28

Total commercial real estate
$
166

 
$
388

 
$
567

 
$
1,108

(1) 
Includes commercial foreclosed properties of $58 million and $67 million at September 30, 2015 and December 31, 2014.
(2) 
Includes loans, SBLCs and bankers' acceptances and excludes loans accounted for under the fair value option.

Table 57
 
 
 
 
Commercial Real Estate Net Charge-offs and Related Ratios
 
 
 
 
 
Net Charge-offs
 
Net Charge-off Ratios (1)
 
Three Months Ended September 30
 
Nine Months Ended September 30
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Non-residential
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Office
$
(4
)
 
$
(4
)
 
$
—

 
$
(5
)
 
(0.11
)%
 
(0.12
)%
 
—
 %
 
(0.05
)%
Multi-family rental
—

 
(10
)
 
—

 
(21
)
 
—

 
(0.45
)
 
—

 
(0.32
)
Shopping centers/retail
—

 
—

 
—

 
3

 
—

 
—

 
—

 
0.05

Industrial/warehouse
—

 
1

 
(2
)
 
(1
)
 
—

 
0.05

 
(0.04
)
 
(0.04
)
Hotels/motels
—

 
(2
)
 
5

 
(3
)
 
—

 
(0.27
)
 
0.17

 
(0.09
)
Unsecured
(1
)
 
(4
)
 
(3
)
 
(20
)
 
(0.13
)
 
(0.91
)
 
(0.21
)
 
(1.47
)
Multi-use
(4
)
 
—

 
(4
)
 
(9
)
 
(0.62
)
 
—

 
(0.25
)
 
(0.65
)
Land and land development
(2
)
 
—

 
(7
)
 
—

 
(1.22
)
 
—

 
(1.86
)
 
—

Other
1

 
—

 
1

 
(17
)
 
0.03

 
—

 
—

 
(0.53
)
Total non-residential
(10
)
 
(19
)
 
(10
)
 
(73
)
 
(0.08
)
 
(0.17
)
 
(0.03
)
 
(0.21
)
Residential
—

 
13

 
1

 
(2
)
 
—

 
3.26

 
0.08

 
(0.18
)
Total commercial real estate
$
(10
)
 
$
(6
)
 
$
(9
)
 
$
(75
)
 
(0.08
)
 
(0.05
)
 
(0.02
)
 
(0.21
)
(1) 
Net charge-off ratios are calculated as annualized net charge-offs divided by average outstanding loans excluding loans accounted for under the fair value option.


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Table of Contents

At September 30, 2015, total committed non-residential exposure was $75.2 billion compared to $67.7 billion at December 31, 2014, of which $53.5 billion and $46.0 billion were funded loans. Non-residential nonperforming loans and foreclosed properties decreased $215 million to $151 million at September 30, 2015 compared to December 31, 2014 primarily due to a decrease in office property. The non-residential nonperforming loans and foreclosed properties represented 0.28 percent and 0.79 percent of total non-residential loans and foreclosed properties at September 30, 2015 and December 31, 2014. Non-residential utilized reservable criticized exposure decreased $527 million, or 49 percent, to $553 million at September 30, 2015 compared to $1.1 billion at December 31, 2014, which represented 1.00 percent and 2.27 percent of non-residential utilized reservable exposure. For the non-residential portfolio, net recoveries decreased $9 million to $10 million and $63 million to $10 million for the three and nine months ended September 30, 2015 compared to the same periods in 2014.

At September 30, 2015, total committed residential exposure was $3.9 billion compared to $3.6 billion at December 31, 2014, of which $2.1 billion and $1.7 billion were funded secured loans at September 30, 2015 and December 31, 2014. Residential nonperforming loans and foreclosed properties decreased $7 million, or 32 percent, and residential utilized reservable criticized exposure decreased $14 million, or 50 percent, during the nine months ended September 30, 2015. The nonperforming loans, leases and foreclosed properties and the utilized reservable criticized ratios for the residential portfolio were 0.69 percent and 0.64 percent at September 30, 2015 compared to 1.28 percent and 1.51 percent at December 31, 2014.

At September 30, 2015 and December 31, 2014, the commercial real estate loan portfolio included $7.8 billion and $6.7 billion of funded construction and land development loans that were originated to fund the construction and/or rehabilitation of commercial properties. Reservable criticized construction and land development loans totaled $105 million and $164 million, and nonperforming construction and land development loans and foreclosed properties totaled $45 million and $80 million at September 30, 2015 and December 31, 2014. During a property's construction phase, interest income is typically paid from interest reserves that are established at the inception of the loan. As construction is completed and the property is put into service, these interest reserves are depleted and interest payments from operating cash flows begin. We do not recognize interest income on nonperforming loans regardless of the existence of an interest reserve.

Non-U.S. Commercial

At September 30, 2015, 75 percent of the non-U.S. commercial loan portfolio was managed in Global Banking and 25 percent in Global Markets. Outstanding loans, excluding loans accounted for under the fair value option, increased $8.4 billion during the nine months ended September 30, 2015 primarily due to growth in securitization finance on consumer loans and increased corporate demand. Net charge-offs were $9 million for both the three and nine months ended September 30, 2015 compared to $1 million and $32 million for the same periods in 2014. For more information on the non-U.S. commercial portfolio, see Non-U.S. Portfolio on page 106.

U.S. Small Business Commercial

The U.S. small business commercial loan portfolio is comprised of small business card loans and small business loans managed in Consumer Banking. Credit card-related products were 45 percent and 43 percent of the U.S. small business commercial portfolio at September 30, 2015 and December 31, 2014. Net charge-offs were $57 million and $170 million for the three and nine months ended September 30, 2015 compared to $69 million and $211 million for the same periods in 2014, with the decrease driven by an improvement in small business card loan delinquencies and a reduction in higher risk vintages. In addition, the nine months ended September 30, 2015 was impacted by increased recoveries from the sale of previously charged-off loans in the small business loan portfolio. Of the U.S. small business commercial net charge-offs, 78 percent and 82 percent were credit card-related products for the three and nine months ended September 30, 2015 compared to 75 percent and 74 percent for the same periods in 2014.

Commercial Loans Accounted for Under the Fair Value Option

The portfolio of commercial loans accounted for under the fair value option is held primarily in Global Markets and Global Banking. Outstanding commercial loans accounted for under the fair value option decreased $1.4 billion to an aggregate fair value of $5.2 billion at September 30, 2015 compared to December 31, 2014 primarily due to decreased corporate borrowings under bank credit facilities. We recorded net losses of $142 million and $217 million during the three and nine months ended September 30, 2015 compared to net losses of $9 million and net gains of $26 million for the same periods in 2014 from changes in the fair value of this loan portfolio. These amounts were primarily attributable to changes in instrument-specific credit risk, were recorded in other income and do not reflect the results of hedging activities.

In addition, unfunded lending commitments and letters of credit accounted for under the fair value option had an aggregate fair value of $594 million and $405 million at September 30, 2015 and December 31, 2014, which was recorded in accrued expenses and other liabilities. The associated aggregate notional amount of unfunded lending commitments and letters of credit accounted for under the fair value option was $7.9 billion and $9.9 billion at September 30, 2015 and December 31, 2014. We recorded net losses of $201 million and $146 million during the three and nine months ended September 30, 2015 compared to net gains of $6 million and $20 million for

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Table of Contents

the same periods in 2014 from changes in the fair value of commitments and letters of credit. These amounts were primarily attributable to changes in instrument-specific credit risk, were recorded in other income and do not reflect the results of hedging activities.

Nonperforming Commercial Loans, Leases and Foreclosed Properties Activity

Table 58 presents the nonperforming commercial loans, leases and foreclosed properties activity during the three and nine months ended September 30, 2015 and 2014. Nonperforming loans do not include loans accounted for under the fair value option. During the three and nine months ended September 30, 2015, nonperforming commercial loans and leases decreased $70 million and $11 million to $1.1 billion. The decline in foreclosed properties of $207 million during the three months ended September 30, 2015 was primarily due to the sale of properties. Approximately 98 percent of commercial nonperforming loans, leases and foreclosed properties were secured and approximately 66 percent were contractually current. Commercial nonperforming loans were carried at approximately 81 percent of their unpaid principal balance before consideration of the allowance for loan and lease losses as the carrying value of these loans has been reduced to the estimated property value less costs to sell.

Table 58
 
 
 
 
 
 
 
Nonperforming Commercial Loans, Leases and Foreclosed Properties Activity (1, 2)
 
Three Months Ended September 30
 
Nine Months Ended
September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Nonperforming loans and leases, beginning of period
$
1,172

 
$
1,216

 
$
1,113

 
$
1,309

Additions to nonperforming loans and leases:
 
 
 
 
 
 
 
New nonperforming loans and leases
205

 
477

 
911

 
1,014

Advances
11

 
33

 
28

 
42

Reductions to nonperforming loans and leases:
 
 
 
 
 
 
 
Paydowns
(145
)
 
(161
)
 
(358
)
 
(515
)
Sales
—

 
(12
)
 
(81
)
 
(68
)
Returns to performing status (3)
(47
)
 
(80
)
 
(98
)
 
(184
)
Charge-offs
(93
)
 
(116
)
 
(200
)
 
(237
)
Transfers to foreclosed properties (4)
(1
)
 
(5
)
 
(213
)
 
(9
)
Total net additions (reductions) to nonperforming loans and leases
(70
)
 
136

 
(11
)
 
43

Total nonperforming loans and leases, September 30
1,102

 
1,352

 
1,102

 
1,352

Foreclosed properties, beginning of period
265

 
77

 
67

 
90

Additions to foreclosed properties:
 
 
 
 
 
 
 
New foreclosed properties (4)
—

 
5

 
207

 
8

Reductions to foreclosed properties:
 
 
 
 
 
 
 
Sales
(207
)
 
(2
)
 
(214
)
 
(15
)
Write-downs
—

 
(2
)
 
(2
)
 
(5
)
Total net additions (reductions) to foreclosed properties
(207
)
 
1

 
(9
)
 
(12
)
Total foreclosed properties, September 30
58

 
78

 
58

 
78

Nonperforming commercial loans, leases and foreclosed properties, September 30
$
1,160

 
$
1,430

 
$
1,160

 
$
1,430

Nonperforming commercial loans and leases as a percentage of outstanding commercial loans and leases (5)
0.26
%
 
0.35
%
 
 
 
 
Nonperforming commercial loans, leases and foreclosed properties as a percentage of outstanding commercial loans, leases and foreclosed properties (5)
0.27

 
0.37

 
 
 
 
(1) 
Balances do not include nonperforming LHFS of $266 million and $246 million at September 30, 2015 and 2014.
(2) 
Includes U.S. small business commercial activity. Small business card loans are excluded as they are not classified as nonperforming.
(3) 
Commercial loans and leases may be returned to performing status when all principal and interest is current and full repayment of the remaining contractual principal and interest is expected, or when the loan otherwise becomes well-secured and is in the process of collection. TDRs are generally classified as performing after a sustained period of demonstrated payment performance.
(4) 
New foreclosed properties represents transfers of nonperforming loans to foreclosed properties net of charge-offs recorded during the first 90 days after transfer of a loan to foreclosed properties.
(5) 
Outstanding commercial loans exclude loans accounted for under the fair value option.


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Table 59 presents our commercial TDRs by product type and performing status. U.S. small business commercial TDRs are comprised of renegotiated small business card loans and are not classified as nonperforming as they are charged off no later than the end of the month in which the loan becomes 180 days past due. For more information on TDRs, see Note 4 – Outstanding Loans and Leases to the Consolidated Financial Statements.

Table 59
Commercial Troubled Debt Restructurings
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Total
 
Non-performing
 
Performing
 
Total
 
Non-performing
 
Performing
U.S. commercial
$
1,325

 
$
395

 
$
930

 
$
1,096

 
$
308

 
$
788

Commercial real estate
127

 
31

 
96

 
456

 
234

 
222

Non-U.S. commercial
92

 
9

 
83

 
43

 
—

 
43

U.S. small business commercial
21

 
—

 
21

 
35

 
—

 
35

Total commercial troubled debt restructurings
$
1,565

 
$
435

 
$
1,130

 
$
1,630

 
$
542

 
$
1,088


Industry Concentrations

Table 60 presents commercial committed and utilized credit exposure by industry and the total net credit default protection purchased to cover the funded and unfunded portions of certain credit exposures. Our commercial credit exposure is diversified across a broad range of industries. Total commercial committed credit exposure increased $69.7 billion, or eight percent, during the nine months ended September 30, 2015 to $902.1 billion. Increases in commercial committed exposure were concentrated in diversified financials, real estate, retailing, health care equipment and services, and software and services.

Industry limits are used internally to manage industry concentrations and are based on committed exposures and capital usage that are allocated on an industry-by-industry basis. A risk management framework is in place to set and approve industry limits as well as to provide ongoing monitoring.

Diversified financials, our largest industry concentration with committed exposure of $119.2 billion, increased $15.7 billion, or 15 percent, during the nine months ended September 30, 2015. The increase was primarily driven by growth in exposure to asset managers and certain asset-backed lending products.

Real estate, our second largest industry concentration with committed exposure of $83.0 billion, increased $6.8 billion, or nine percent, during the nine months ended September 30, 2015. The increase was primarily due to strong demand for quality core assets in major metropolitan markets. Real estate construction and land development exposure represented 14 percent and 13 percent of the total real estate industry committed exposure at September 30, 2015 and December 31, 2014. For more information on the commercial real estate and related portfolios, see Commercial Portfolio Credit Risk Management – Commercial Real Estate on page 97.

During the nine months ended September 30, 2015 committed exposure to the retailing industry increased $5.9 billion, or 10 percent, healthcare equipment and services increased $4.3 billion, or eight percent, and software and services increased $4.2 billion, or 30 percent, primarily driven by increased client activity.

The significant decline in oil prices since June 2014 has impacted and may continue to impact the financial performance of energy producers as well as energy equipment and service providers. While we did not experience material credit losses in our energy portfolio through September 30, 2015, the magnitude of the impact over time will depend upon the level of oil prices. Our oil, gas and energy related exposure decreased $1.6 billion during the nine months ended September 30, 2015 to $46.1 billion, of which $21.8 billion was utilized exposure, driven by paydowns from large clients.

Our committed state and municipal exposure of $40.9 billion at September 30, 2015 consisted of $34.1 billion of commercial utilized exposure (including $19.5 billion of funded loans, $6.4 billion of SBLCs and $2.3 billion of derivative assets) and $6.8 billion of unfunded commercial exposure (primarily unfunded loan commitments and letters of credit) and is reported in the government and public education industry in Table 60. With the U.S. economy gradually strengthening, most state and local governments are experiencing improved fiscal circumstances and continue to honor debt obligations as agreed. While historical default rates have been low, as part of our overall and ongoing risk management processes, we continually monitor these exposures through a rigorous review process. Additionally, internal communications are regularly circulated such that exposure levels are maintained in compliance with established concentration guidelines.


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Table 60
Commercial Credit Exposure by Industry (1)
 
Commercial
Utilized
 
Total Commercial
Committed
(Dollars in millions)
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
Diversified financials
$
75,761

 
$
63,306

 
$
119,248

 
$
103,528

Real estate (2)
60,927

 
53,834

 
82,983

 
76,153

Retailing
38,080

 
33,683

 
63,931

 
58,043

Capital goods
31,985

 
29,028

 
58,400

 
54,653

Healthcare equipment and services
33,478

 
32,923

 
56,728

 
52,450

Banking
44,302

 
42,330

 
51,638

 
48,353

Government and public education
43,969

 
42,095

 
51,425

 
49,937

Oil, gas and energy
21,779

 
23,830

 
46,089

 
47,667

Materials
23,753

 
23,664

 
45,943

 
45,821

Consumer services
23,091

 
21,657

 
36,215

 
33,269

Food, beverage and tobacco
17,867

 
16,131

 
35,221

 
34,465

Commercial services and supplies
18,550

 
17,997

 
32,056

 
30,451

Transportation
18,997

 
17,538

 
27,491

 
24,541

Utilities
11,071

 
9,399

 
26,751

 
25,235

Media
12,667

 
11,128

 
23,993

 
21,502

Individuals and trusts
17,467

 
16,749

 
22,538

 
21,195

Software and services
7,566

 
5,927

 
18,287

 
14,071

Pharmaceuticals and biotechnology
5,448

 
5,707

 
16,715

 
13,493

Technology hardware and equipment
6,957

 
5,489

 
14,798

 
12,350

Consumer durables and apparel
5,907

 
6,111

 
10,657

 
10,613

Insurance, including monolines
4,587

 
5,204

 
10,611

 
11,252

Automobiles and components
4,108

 
4,114

 
10,492

 
9,683

Telecommunication services
4,373

 
3,814

 
9,953

 
9,295

Food and staples retailing
3,917

 
3,848

 
7,410

 
7,418

Religious and social organizations
4,718

 
4,881

 
6,269

 
6,548

Other
7,631

 
6,255

 
16,286

 
10,415

Total commercial credit exposure by industry
$
548,956

 
$
506,642

 
$
902,128

 
$
832,401

Net credit default protection purchased on total commitments (3)
 
 
 
 
$
(6,494
)
 
$
(7,302
)
(1) 
Includes U.S. small business commercial exposure.
(2) 
Industries are viewed from a variety of perspectives to best isolate the perceived risks. For purposes of this table, the real estate industry is defined based on the borrowers' or counterparties' primary business activity using operating cash flows and primary source of repayment as key factors.
(3) 
Represents net notional credit protection purchased. For additional information, see Commercial Portfolio Credit Risk Management – Risk Mitigation on page 104.


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Risk Mitigation

We purchase credit protection to cover the funded portion as well as the unfunded portion of certain credit exposures. To lower the cost of obtaining our desired credit protection levels, we may add credit exposure within an industry, borrower or counterparty group by selling protection.

At September 30, 2015 and December 31, 2014, net notional credit default protection purchased in our credit derivatives portfolio to hedge our funded and unfunded exposures for which we elected the fair value option, as well as certain other credit exposures, was $6.5 billion and $7.3 billion. We recorded net gains of $191 million and $78 million for the three and nine months ended September 30, 2015 compared to net gains of $15 million and net losses of $87 million for the same periods in 2014 on these positions. The gains and losses on these instruments were offset by gains and losses on the related exposures. The Value-at-Risk (VaR) results for these exposures are included in the fair value option portfolio information in Table 68. For additional information, see Trading Risk Management on page 113.

Tables 61 and 62 present the maturity profiles and the credit exposure debt ratings of the net credit default protection portfolio at September 30, 2015 and December 31, 2014.

Table 61
Net Credit Default Protection by Maturity
 
September 30
2015
 
December 31
2014
Less than or equal to one year
33
%
 
43
%
Greater than one year and less than or equal to five years
62

 
55

Greater than five years
5

 
2

Total net credit default protection
100
%
 
100
%

Table 62
Net Credit Default Protection by Credit Exposure Debt Rating
(Dollars in millions)
September 30, 2015
 
December 31, 2014
Ratings (1, 2)
Net
Notional (3)
 
Percent of
Total
 
Net
Notional (3)
 
Percent of
Total
AA
$
—

 
—
%
 
$
(30
)
 
0.4
%
A
(959
)
 
14.8

 
(660
)
 
9.0

BBB
(2,368
)
 
36.5

 
(4,401
)
 
60.3

BB
(2,196
)
 
33.8

 
(1,527
)
 
20.9

B
(872
)
 
13.4

 
(610
)
 
8.4

CCC and below
(76
)
 
1.2

 
(42
)
 
0.6

NR (4)
(23
)
 
0.3

 
(32
)
 
0.4

Total net credit default protection
$
(6,494
)
 
100.0
%
 
$
(7,302
)
 
100.0
%
(1) 
Ratings are refreshed on a quarterly basis.
(2) 
Ratings of BBB- or higher are considered to meet the definition of investment grade.
(3) 
Represents net credit default protection (purchased) sold.
(4) 
NR is comprised of index positions held and any names that have not been rated.

In addition to our net notional credit default protection purchased to cover the funded and unfunded portion of certain credit exposures, credit derivatives are used for market-making activities for clients and establishing positions intended to profit from directional or relative value changes. We execute the majority of our credit derivative trades in the OTC market with large, multinational financial institutions, including broker-dealers and, to a lesser degree, with a variety of other investors. Because these transactions are executed in the OTC market, we are subject to settlement risk. We are also subject to credit risk in the event that these counterparties fail to perform under the terms of these contracts. In most cases, credit derivative transactions are executed on a daily margin basis. Therefore, events such as a credit downgrade, depending on the ultimate rating level, or a breach of credit covenants would typically require an increase in the amount of collateral required by the counterparty, where applicable, and/or allow us to take additional protective measures such as early termination of all trades.


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Table 63 presents the total contract/notional amount of credit derivatives outstanding and includes both purchased and written credit derivatives. The credit risk amounts are measured as net asset exposure by counterparty, taking into consideration all contracts with the counterparty. For more information on our written credit derivatives, see Note 2 – Derivatives to the Consolidated Financial Statements.

The credit risk amounts discussed above and presented in Table 63 take into consideration the effects of legally enforceable master netting agreements while amounts disclosed in Note 2 – Derivatives to the Consolidated Financial Statements are shown on a gross basis. Credit risk reflects the potential benefit from offsetting exposure to non-credit derivative products with the same counterparties that may be netted upon the occurrence of certain events, thereby reducing our overall exposure.

Table 63
Credit Derivatives
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Contract/
Notional
 
Credit Risk
 
Contract/
Notional
 
Credit Risk
Purchased credit derivatives:
 
 
 
 
 
 
 
Credit default swaps
$
1,001,591

 
$
3,681

 
$
1,094,796

 
$
3,833

Total return swaps/other
46,496

 
1,546

 
44,333

 
510

Total purchased credit derivatives
$
1,048,087

 
$
5,227

 
$
1,139,129

 
$
4,343

Written credit derivatives:
 
 
 

 
 
 
 
Credit default swaps
$
991,963

 
n/a

 
$
1,073,101

 
n/a

Total return swaps/other
50,971

 
n/a

 
61,031

 
n/a

Total written credit derivatives
$
1,042,934

 
n/a

 
$
1,134,132

 
n/a

n/a = not applicable

Counterparty Credit Risk Valuation Adjustments

We record counterparty credit risk valuation adjustments on certain derivative assets, including our credit default protection purchased, in order to properly reflect the credit risk of the counterparty, as presented in Table 64. We calculate CVA based on a modeled expected exposure that incorporates current market risk factors including changes in market spreads and non-credit related market factors that affect the value of a derivative. The exposure also takes into consideration credit mitigants such as legally enforceable master netting agreements and collateral. For additional information, see Note 2 – Derivatives to the Consolidated Financial Statements.

We enter into risk management activities to offset market driven exposures. We often hedge the counterparty spread risk in CVA with credit default swaps (CDS). We hedge other market risks in CVA primarily with currency and interest rate swaps. In certain instances, the net-of-hedge amounts in the table below move in the same direction as the gross amount or may move in the opposite direction. This is a consequence of the complex interaction of the risks being hedged resulting in limitations in the ability to perfectly hedge all of the market exposures at all times.

Table 64
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Valuation Gains and Losses
Gains (Losses)
Three Months Ended September 30
 
Nine Months Ended September 30
 
2015
 
2014
 
2015
 
2014
(Dollars in millions)
Gross
 
Hedge
 
Net
 
Gross

 
Hedge

 
Net
 
Gross
 
Hedge
 
Net
 
Gross

 
Hedge

 
Net
Credit valuation
$
(137
)
 
$
204

 
$
67

 
$
(139
)
 
$
190

 
$
51

 
$
85

 
$
89

 
$
174

 
$
179

 
$
73

 
$
252



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Non-U.S. Portfolio

Our non-U.S. credit and trading portfolios are subject to country risk. We define country risk as the risk of loss from unfavorable economic and political conditions, currency fluctuations, social instability and changes in government policies. A risk management framework is in place to measure, monitor and manage non-U.S. risk and exposures. In addition to the direct risk of doing business in a country, we also are exposed to indirect country risks (e.g., related to the collateral received on secured financing transactions or related to client clearing activities). These indirect exposures are managed in the normal course of business through credit, market and operational risk governance, rather than through country risk governance.

Table 65 presents our 20 largest non-U.S. country exposures at September 30, 2015. These exposures accounted for 87 percent and 88 percent of our total non-U.S. exposure at September 30, 2015 and December 31, 2014. Net country exposure for these 20 countries increased $11.1 billion from December 31, 2014 primarily driven by increases in the United Kingdom, Israel, South Korea, Hong Kong and India, partially offset by reductions in Japan, China and Switzerland. On a product basis, the increase was driven by higher funded loans and loan equivalents in the United Kingdom, India, Hong Kong, Germany and South Korea; higher unfunded commitments in Israel, United Kingdom and Australia; and higher derivatives exposure in the United Kingdom, United Arab Emirates and South Korea. These increases were partially offset by reductions in securities in the United Kingdom, Canada, Australia and Italy; lower derivatives exposure in Italy and Switzerland; and a reduction in unfunded commitments in France, Switzerland, Germany and Spain.

Non-U.S. exposure is presented on an internal risk management basis and includes sovereign and non-sovereign credit exposure, securities and other investments issued by or domiciled in countries other than the U.S. The risk assignments by country can be adjusted for external guarantees and certain collateral types. Exposures that are subject to external guarantees are reported under the country of the guarantor. Exposures with tangible collateral are reflected in the country where the collateral is held. For securities received, other than cross-border resale agreements, outstandings are assigned to the domicile of the issuer of the securities.

Funded loans and loan equivalents include loans, leases, and other extensions of credit and funds, including letters of credit and due from placements, which have not been reduced by collateral, hedges or credit default protection. Funded loans and loan equivalents are reported net of charge-offs but prior to any allowance for loan and lease losses. Unfunded commitments are the undrawn portion of legally binding commitments related to loans and loan equivalents.

Net counterparty exposure includes the fair value of derivatives, including the counterparty risk associated with CDS, and secured financing transactions. Derivatives exposures are presented net of collateral, which is predominantly cash, pledged under legally enforceable master netting agreements. Secured financing transaction exposures are presented net of eligible cash or securities pledged as collateral.

Securities and other investments are carried at fair value and long securities exposures are netted against short exposures with the same underlying issuer to, but not below, zero (i.e., negative issuer exposures are reported as zero). Other investments include our GPI portfolio and strategic investments.

Net country exposure represents country exposure less hedges and credit default protection purchased, net of credit default protection sold. We hedge certain of our country exposures with credit default protection primarily in the form of single-name, as well as indexed and tranched CDS. The exposures associated with these hedges represent the amount that would be realized upon the isolated default of an individual issuer in the relevant country assuming a zero recovery rate for that individual issuer, and are calculated based on the CDS notional amount adjusted for any fair value receivable or payable. Changes in the assumption of an isolated default can produce different results in a particular tranche.


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Table 65
Top 20 Non-U.S. Countries Exposure
(Dollars in millions)
Funded Loans and Loan Equivalents
 
Unfunded Loan Commitments
 
Net Counterparty Exposure
 
Securities/
Other
Investments
 
Country Exposure at September 30
2015
 
Hedges and Credit Default Protection
 
Net Country Exposure at September 30
2015
 
Increase (Decrease) from December 31
2014
United Kingdom
$
28,155

 
$
13,745

 
$
8,315

 
$
5,498

 
$
55,713

 
$
(4,159
)
 
$
51,554

 
$
6,007

Canada
6,268

 
6,674

 
2,080

 
4,344

 
19,366

 
(1,136
)
 
18,230

 
(310
)
Brazil
10,147

 
384

 
859

 
4,026

 
15,416

 
(253
)
 
15,163

 
179

Japan
12,428

 
538

 
4,046

 
1,067

 
18,079

 
(3,099
)
 
14,980

 
(1,754
)
Germany
6,065

 
5,406

 
3,297

 
2,342

 
17,110

 
(4,546
)
 
12,564

 
5

India
7,534

 
279

 
369

 
3,725

 
11,907

 
(274
)
 
11,633

 
1,047

China
9,875

 
625

 
679

 
1,311

 
12,490

 
(1,139
)
 
11,351

 
(941
)
France
2,819

 
4,580

 
1,493

 
5,429

 
14,321

 
(3,621
)
 
10,700

 
262

Hong Kong
7,469

 
295

 
1,391

 
656

 
9,811

 
(26
)
 
9,785

 
1,177

Netherlands
3,007

 
3,028

 
864

 
2,465

 
9,364

 
(1,204
)
 
8,160

 
25

Australia
3,256

 
2,868

 
780

 
1,559

 
8,463

 
(441
)
 
8,022

 
349

South Korea
4,134

 
991

 
1,009

 
2,225

 
8,359

 
(642
)
 
7,717

 
1,268

Switzerland
2,876

 
3,168

 
454

 
680

 
7,178

 
(1,343
)
 
5,835

 
(696
)
Italy
2,714

 
1,486

 
1,627

 
1,249

 
7,076

 
(1,888
)
 
5,188

 
(211
)
Mexico
2,913

 
1,051

 
221

 
544

 
4,729

 
(316
)
 
4,413

 
142

Singapore
2,274

 
79

 
700

 
1,223

 
4,276

 
(54
)
 
4,222

 
218

Israel (1)
236

 
3,375

 
15

 
185

 
3,811

 
(20
)
 
3,791

 
3,313

Spain
2,098

 
581

 
281

 
1,029

 
3,989

 
(587
)
 
3,402

 
(214
)
Turkey
3,152

 
75

 
42

 
50

 
3,319

 
(131
)
 
3,188

 
700

United Arab Emirates
1,865

 
107

 
1,094

 
34

 
3,100

 
(110
)
 
2,990

 
583

Total top 20 non-U.S. countries exposure
$
119,285

 
$
49,335

 
$
29,616

 
$
39,641

 
$
237,877

 
$
(24,989
)
 
$
212,888

 
$
11,149

(1) 
The increase in exposure to unfunded loan commitments from December 31, 2014 was primarily due to an outstanding bridge loan agreement.

Our net exposure to Greece at September 30, 2015 was $264 million, primarily in the form of sovereign derivatives. Implementation risks surrounding the release of new bailout funds to Greece, conditional on reforms, remain high and the additional austerity also required will have a negative impact on the Greek economy in the short term. We are closely monitoring the financial crisis in Greece through established routines and crisis control processes, and do not currently anticipate a material adverse impact to our portfolio or widespread contagion from a potential Greek default or eurozone exit.

Russian intervention in Ukraine initiated in 2014 significantly increased regional geopolitical tensions. The Russian economy continues to slow due to the negative impacts of weak oil prices, ongoing economic sanctions and high interest rates resulting from Russian central bank actions taken to counter ruble depreciation. At September 30, 2015, our net exposure to Russia remained relatively unchanged from June 30, 2015 at $2.9 billion, concentrated in oil and gas companies and commercial banks. Our exposure to Ukraine was minimal. In response to Russian actions, U.S. and European governments have imposed sanctions on a limited number of Russian individuals and business entities. Geopolitical and economic conditions remain fluid with potential for further escalation of tensions, increased severity of sanctions against Russian interests, sustained low oil prices and rating agency downgrades.

Certain European countries, including Italy, Spain, Ireland and Portugal, have experienced varying degrees of financial stress in recent years. While market conditions have improved in Europe, policymakers continue to address fundamental challenges of competitiveness, growth, deflation and high unemployment. A return of political stress or financial instability in these countries could disrupt financial markets and have a detrimental impact on global economic conditions and sovereign and non-sovereign debt in these countries. Our net exposure at September 30, 2015 to Italy and Spain was $5.2 billion and $3.4 billion, respectively, as presented in Table 65. Net exposure at September 30, 2015 to Ireland and Portugal was $880 million and $124 million, respectively. We expect to continue to support client activities in the region and our exposures may vary over time as we monitor the situation and manage our risk profile.

Weakening of commodity prices, signs of slowing growth in China and a recession in Brazil is driving risk aversion in emerging markets. At September 30, 2015, our net exposure to China remained relatively unchanged from June 30, 2015 at $11.4 billion, concentrated in large state-owned companies, subsidiaries of multinational corporations and commercial banks. Our exposure to Brazil was $15.2 billion, concentrated in sovereign securities, oil and gas companies and commercial banks.

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Provision for Credit Losses

The provision for credit losses increased $170 million to $806 million, and $295 million to $2.4 billion for the three and nine months ended September 30, 2015 compared to the same periods in 2014. The provision for credit losses was $126 million and $843 million lower than net charge-offs for the three and nine months ended September 30, 2015, resulting in a reduction in the allowance for credit losses. This compared to a reduction of $407 million and $1.4 billion in the allowance for credit losses for the three and nine months ended September 30, 2014. We currently expect that, if economic conditions remain unchanged, the provision for credit losses would be generally consistent with present levels through mid-2016.

The provision for credit losses for the consumer portfolio decreased $2 million to $542 million, and increased $363 million to $1.7 billion for the three and nine months ended September 30, 2015 compared to the same periods in 2014. The prior-year periods included $400 million of additional costs associated with the consumer relief portion of the settlement with the DoJ. Excluding these additional costs, the consumer provision for credit losses increased as we continue to release reserves, but at a slower pace than in the prior-year periods, and also due to a lower level of recoveries on nonperforming loan sales and other recoveries in the nine-month period. Included in the provision is a benefit of $68 million and $40 million related to the PCI loan portfolio for the three and nine months ended September 30, 2015. This compared to no provision for the three months ended September 30, 2014 and a benefit of $106 million for the nine months ended September 30, 2014.

The provision for credit losses for the commercial portfolio, including unfunded lending commitments, increased $172 million to $264 million, primarily due to loan growth, and decreased $68 million to $637 million for the three and nine months ended September 30, 2015 compared to the same periods in 2014.

Allowance for Credit Losses
 
Allowance for Loan and Lease Losses

The allowance for loan and lease losses is comprised of two components. The first component covers nonperforming commercial loans and TDRs. The second component covers loans and leases on which there are incurred losses that are not yet individually identifiable, as well as incurred losses that may not be represented in the loss forecast models. We evaluate the adequacy of the allowance for loan and lease losses based on the total of these two components, each of which is described in more detail below. The allowance for loan and lease losses excludes LHFS and loans accounted for under the fair value option as the fair value reflects a credit risk component.

The first component of the allowance for loan and lease losses covers both nonperforming commercial loans and all TDRs within the consumer and commercial portfolios. These loans are subject to impairment measurement based on the present value of projected future cash flows discounted at the loan's original effective interest rate, or in certain circumstances, impairment may also be based upon the collateral value or the loan's observable market price if available. Impairment measurement for the renegotiated consumer credit card, small business credit card and unsecured consumer TDR portfolios is based on the present value of projected cash flows discounted using the average portfolio contractual interest rate, excluding promotionally priced loans, in effect prior to restructuring. For purposes of computing this specific loss component of the allowance, larger impaired loans are evaluated individually and smaller impaired loans are evaluated as a pool using historical experience for the respective product types and risk ratings of the loans.

The second component of the allowance for loan and lease losses covers the remaining consumer and commercial loans and leases that have incurred losses that are not yet individually identifiable. The allowance for consumer and certain homogeneous commercial loan and lease products is based on aggregated portfolio evaluations, generally by product type. Loss forecast models are utilized that consider a variety of factors including, but not limited to, historical loss experience, estimated defaults or foreclosures based on portfolio trends, delinquencies, economic trends and credit scores. Our consumer real estate loss forecast model estimates the portion of loans that will default based on individual loan attributes, the most significant of which are refreshed LTV or CLTV, and borrower credit score as well as vintage and geography, all of which are further broken down into current delinquency status. Additionally, we incorporate the delinquency status of underlying first-lien loans on our junior-lien home equity portfolio in our allowance process. Incorporating refreshed LTV and CLTV into our probability of default allows us to factor the impact of changes in home prices into our allowance for loan and lease losses. These loss forecast models are updated on a quarterly basis to incorporate information reflecting the current economic environment. As of September 30, 2015, the loss forecast process resulted in reductions in the allowance for all major consumer portfolios compared to December 31, 2014.

The allowance for commercial loan and lease losses is established by product type after analyzing historical loss experience, internal risk rating, current economic conditions, industry performance trends, geographic and obligor concentrations within each portfolio and any other pertinent information. The statistical models for commercial loans are generally updated annually and utilize our historical database of actual defaults and other data. The loan risk ratings and composition of the commercial portfolios used to calculate the

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allowance are updated quarterly to incorporate the most recent data reflecting the current economic environment. For risk-rated commercial loans, we estimate the probability of default and the LGD based on our historical experience of defaults and credit losses. Factors considered when assessing the internal risk rating include the value of the underlying collateral, if applicable, the industry in which the obligor operates, the obligor's liquidity and other financial indicators, and other quantitative and qualitative factors relevant to the obligor's credit risk. As of September 30, 2015, the allowance increased for all major commercial portfolios compared to December 31, 2014.

Also included within the second component of the allowance for loan and lease losses are reserves to cover losses that are incurred but, in our assessment, may not be adequately represented in the historical loss data used in the loss forecast models. For example, factors that we consider include, among others, changes in lending policies and procedures, changes in economic and business conditions, changes in the nature and size of the portfolio, changes in portfolio concentrations, changes in the volume and severity of past due loans and nonaccrual loans, the effect of external factors such as competition, and legal and regulatory requirements. We also consider factors that are applicable to unique portfolio segments. For example, we consider the risk of uncertainty in our loss forecasting models related to junior-lien home equity loans that are current, but have first-lien loans that we do not service that are 30 days or more past due. In addition, we consider the increased risk of default associated with our interest-only loans that have yet to enter the amortization period. Further, we consider the inherent uncertainty in mathematical models that are built upon historical data.

During the three and nine months ended September 30, 2015, the factors that impacted the allowance for loan and lease losses included overall improvements in the credit quality of the portfolios driven by continuing improvements in the U.S. economy and labor markets, continuing proactive credit risk management initiatives and the impact of recent higher credit quality originations. Additionally, the resolution of uncertainties through current recognition of net charge-offs has impacted the amount of reserve needed in certain portfolios. Evidencing the improvements in the U.S. economy and labor markets are modest growth in consumer spending, improvements in unemployment levels and a decrease in the absolute level and our share of national consumer bankruptcy filings. In addition to these improvements, returns to performing status, charge-offs, sales, paydowns and transfers to foreclosed properties continued to outpace new nonaccrual loans. Also impacting the allowance for loan and lease losses was growth in loan balances across the commercial portfolio.

We monitor differences between estimated and actual incurred loan and lease losses. This monitoring process includes periodic assessments by senior management of loan and lease portfolios and the models used to estimate incurred losses in those portfolios.

Additions to, or reductions of, the allowance for loan and lease losses generally are recorded through charges or credits to the provision for credit losses. Credit exposures deemed to be uncollectible are charged against the allowance for loan and lease losses. Recoveries of previously charged off amounts are credited to the allowance for loan and lease losses.

The allowance for loan and lease losses for the consumer portfolio, as presented in Table 67, was $8.0 billion at September 30, 2015, a decrease of $2.0 billion from December 31, 2014. The decrease was primarily in the residential mortgage, home equity and credit card portfolios. Reductions in the residential mortgage and home equity portfolios were due to improved home prices and lower delinquencies, a decrease in consumer loan balances, as well as the utilization of reserves recorded as a part of the settlement with the DoJ. Further, the residential mortgage and home equity allowance declined due to write-offs in our PCI loan portfolio.

The decrease in the allowance related to the U.S. credit card and unsecured consumer lending portfolios in Consumer Banking was primarily due to improvement in delinquencies and more generally in unemployment levels. For example, in the U.S. credit card portfolio, accruing loans 30 days or more past due decreased to $1.5 billion at September 30, 2015 from $1.7 billion (to 1.71 percent from 1.85 percent of outstanding U.S. credit card loans) at December 31, 2014, and accruing loans 90 days or more past due decreased to $721 million at September 30, 2015 from $866 million (to 0.82 percent from 0.94 percent of outstanding U.S. credit card loans) at December 31, 2014. See Tables 35, 36, 45 and 47 for additional details on key credit statistics for the credit card and other unsecured consumer lending portfolios.

The allowance for loan and lease losses for the commercial portfolio, as presented in Table 67, was $4.7 billion at September 30, 2015, an increase of $268 million from December 31, 2014 with the increase attributable in part to loan growth. Commercial utilized reservable criticized exposure increased to $13.6 billion at September 30, 2015 from $11.6 billion (to 2.94 percent from 2.74 percent of total commercial utilized reservable exposure) at December 31, 2014, primarily due to certain downgrades in the oil and gas portfolio. Nonperforming commercial loans remained unchanged at $1.1 billion between September 30, 2015 and December 31, 2014. The percentage of commercial nonperforming loans to total outstanding commercial loans decreased to 0.26 percent from 0.29 percent due to an increase in loan balances during the year. Commercial loans and leases outstanding increased to $432.0 billion at September 30, 2015 from $392.8 billion at December 31, 2014. See Tables 51, 52 and 54 for additional details on key commercial credit statistics.

The allowance for loan and lease losses as a percentage of total loans and leases outstanding was 1.44 percent at September 30, 2015 compared to 1.65 percent at December 31, 2014. The decrease in the ratio was primarily due to improved credit quality driven by improved economic conditions, write-offs in the PCI loan portfolio and utilization of reserves related to the settlement with the DoJ. The September 30, 2015 and December 31, 2014 ratios above include the PCI loan portfolio. Excluding the PCI loan portfolio, the allowance

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for loan and lease losses as a percentage of total loans and leases outstanding was 1.36 percent at September 30, 2015 compared to 1.50 percent at December 31, 2014.

Table 66 presents a rollforward of the allowance for credit losses, which includes the allowance for loan and lease losses and the reserve for unfunded lending commitments, for the three and nine months ended September 30, 2015 and 2014.

Table 66
 
 
 
 
 
 
 
Allowance for Credit Losses
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Allowance for loan and lease losses, beginning of period
$
13,068

 
$
15,811

 
$
14,419

 
$
17,428

Loans and leases charged off
 
 
 
 
 
 
 
Residential mortgage
(146
)
 
(220
)
 
(716
)
 
(715
)
Home equity
(199
)
 
(265
)
 
(714
)
 
(998
)
U.S. credit card
(652
)
 
(737
)
 
(2,072
)
 
(2,355
)
Non-U.S. credit card
(67
)
 
(90
)
 
(210
)
 
(284
)
Direct/Indirect consumer
(91
)
 
(103
)
 
(289
)
 
(344
)
Other consumer
(63
)
 
(64
)
 
(162
)
 
(190
)
Total consumer charge-offs
(1,218
)
 
(1,479
)
 
(4,163
)
 
(4,886
)
U.S. commercial (1)
(136
)
 
(172
)
 
(358
)
 
(433
)
Commercial real estate
(3
)
 
(13
)
 
(21
)
 
(23
)
Commercial lease financing
(7
)
 
(3
)
 
(17
)
 
(5
)
Non-U.S. commercial
(11
)
 
—

 
(14
)
 
(32
)
Total commercial charge-offs
(157
)
 
(188
)
 
(410
)
 
(493
)
Total loans and leases charged off
(1,375
)
 
(1,667
)
 
(4,573
)
 
(5,379
)
Recoveries of loans and leases previously charged off
 
 
 
 
 
 
 
Residential mortgage
120

 
167

 
316

 
570

Home equity
79

 
176

 
271

 
368

U.S. credit card
106

 
112

 
321

 
329

Non-U.S. credit card
20

 
23

 
68

 
94

Direct/Indirect consumer
66

 
69

 
206

 
219

Other consumer
6

 
8

 
23

 
29

Total consumer recoveries
397

 
555

 
1,205

 
1,609

U.S. commercial (2)
27

 
45

 
130

 
153

Commercial real estate
13

 
19

 
30

 
98

Commercial lease financing
4

 
6

 
9

 
15

Non-U.S. commercial
2

 
(1
)
 
5

 
—

Total commercial recoveries
46

 
69

 
174

 
266

Total recoveries of loans and leases previously charged off
443

 
624

 
1,379

 
1,875

Net charge-offs
(932
)
 
(1,043
)
 
(3,194
)
 
(3,504
)
Write-offs of PCI loans
(148
)
 
(246
)
 
(726
)
 
(797
)
Provision for loan and lease losses
733

 
610

 
2,218

 
2,011

Other (3)
(64
)
 
(26
)
 
(60
)
 
(32
)
Allowance for loan and lease losses, September 30
12,657

 
15,106

 
12,657

 
15,106

Reserve for unfunded lending commitments, beginning of period
588

 
503

 
528

 
484

Provision for unfunded lending commitments
73

 
26

 
133

 
45

Reserve for unfunded lending commitments, September 30
661

 
529

 
661

 
529

Allowance for credit losses, September 30
$
13,318

 
$
15,635

 
$
13,318

 
$
15,635

(1) 
Includes U.S. small business commercial charge-offs of $67 million and $217 million for the three and nine months ended September 30, 2015 compared to $83 million and $257 million for the same periods in 2014.
(2) 
Includes U.S. small business commercial recoveries of $10 million and $47 million for the three and nine months ended September 30, 2015 compared to $14 million and $46 million for the same periods in 2014.
(3) 
Primarily represents the net impact of portfolio sales, consolidations and deconsolidations, and foreign currency translation adjustments.

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Table 66
 
 
 
 
 
 
 
Allowance for Credit Losses (continued)
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Loan and allowance ratios:
 
 
 
 
 
 
 
Loans and leases outstanding at September 30 (4)
$
880,511

 
$
883,132

 
$
880,511

 
$
883,132

Allowance for loan and lease losses as a percentage of total loans and leases outstanding at September 30 (4)
1.44
%
 
1.71
%
 
1.44
%
 
1.71
%
Consumer allowance for loan and lease losses as a percentage of total consumer loans and leases outstanding at September 30 (5)
1.75

 
2.14

 
1.75

 
2.14

Commercial allowance for loan and lease losses as a percentage of total commercial loans and leases outstanding at September 30 (6)
1.10

 
1.15

 
1.10

 
1.15

Average loans and leases outstanding (4)
$
875,409

 
$
890,353

 
$
870,914

 
$
900,239

Annualized net charge-offs as a percentage of average loans and leases outstanding (4, 7)
0.42
%
 
0.46
%
 
0.49
%
 
0.52
%
Annualized net charge-offs and PCI write-offs as a percentage of average loans and leases outstanding (4)
0.49

 
0.57

 
0.60

 
0.64

Allowance for loan and lease losses as a percentage of total nonperforming loans and leases at September 30 (4, 8)
129

 
112

 
129

 
112

Ratio of the allowance for loan and lease losses at September 30 to annualized net charge-offs (7)
3.42

 
3.65

 
2.96

 
3.22

Ratio of the allowance for loan and lease losses at September 30 to annualized net charge-offs and PCI write-offs
2.95

 
2.95

 
2.41

 
2.63

Amounts included in allowance for loan and lease losses for loans and leases that are excluded from nonperforming loans and leases at September 30 (9)
$
4,682

 
$
6,013

 
$
4,682

 
$
6,013

Allowance for loan and lease losses as a percentage of total nonperforming loans and leases, excluding the allowance for loan and lease losses for loans and leases that are excluded from nonperforming loans and leases at September 30 (4, 9)
81
%
 
67
%
 
81
%
 
67
%
Loan and allowance ratios excluding PCI loans and the related valuation allowance: (10)
 
 
 
 
 
 
 
Allowance for loan and lease losses as a percentage of total loans and leases outstanding at September 30 (4)
1.36
%
 
1.57
%
 
1.36
%
 
1.57
%
Consumer allowance for loan and lease losses as a percentage of total consumer loans and leases outstanding at September 30 (5)
1.62

 
1.91

 
1.62

 
1.91

Annualized net charge-offs as a percentage of average loans and leases outstanding (4)
0.43

 
0.48

 
0.50

 
0.53

Allowance for loan and lease losses as a percentage of total nonperforming loans and leases at September 30 (4, 8)
120

 
100

 
120

 
100

Ratio of the allowance for loan and lease losses at September 30 to annualized net charge-offs
3.18

 
3.27

 
2.76

 
2.88

(4) 
Outstanding loan and lease balances and ratios do not include loans accounted for under the fair value option of $7.2 billion and $8.2 billion at September 30, 2015 and 2014. Average loans accounted for under the fair value option were $7.4 billion and $8.0 billion for the three and nine months ended September 30, 2015 compared to $8.9 billion and $10.1 billion for the same periods in 2014.
(5) 
Excludes consumer loans accounted for under the fair value option of $1.9 billion and $2.1 billion at September 30, 2015 and 2014.
(6) 
Excludes commercial loans accounted for under the fair value option of $5.2 billion and $6.1 billion at September 30, 2015 and 2014.
(7) 
Net charge-offs exclude $148 million and $726 million of write-offs in the PCI loan portfolio for the three and nine months ended September 30, 2015 compared to $246 million and $797 million for the same periods in 2014. These write-offs decreased the PCI valuation allowance included as part of the allowance for loan and lease losses. For more information on PCI write-offs, see Consumer Portfolio Credit Risk Management – Purchased Credit-impaired Loan Portfolio on page 87.
(8) 
For more information on our definition of nonperforming loans, see pages 92 and 101.
(9) 
Primarily includes amounts allocated to U.S. credit card and unsecured consumer lending portfolios in Consumer Banking, PCI loans and the non-U.S. credit card portfolio in All Other.
(10) 
For more information on the PCI loan portfolio and the valuation allowance for PCI loans, see Note 4 – Outstanding Loans and Leases and Note 5 – Allowance for Credit Losses to the Consolidated Financial Statements.

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For reporting purposes, we allocate the allowance for credit losses across products. However, the allowance is generally available to absorb any credit losses without restriction. Table 67 presents our allocation by product type.

Table 67
Allocation of the Allowance for Credit Losses by Product Type
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Amount
 
Percent of
Total
 
Percent of
Loans and
Leases
Outstanding (1)
 
Amount
 
Percent of
Total
 
Percent of
Loans and
Leases
Outstanding (1)
Allowance for loan and lease losses
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
$
1,755

 
13.87
%
 
0.93
%
 
$
2,900

 
20.11
%
 
1.34
%
Home equity
2,645

 
20.90

 
3.39

 
3,035

 
21.05

 
3.54

U.S. credit card
2,973

 
23.49

 
3.37

 
3,320

 
23.03

 
3.61

Non-U.S. credit card
299

 
2.36

 
2.97

 
369

 
2.56

 
3.53

Direct/Indirect consumer
234

 
1.85

 
0.27

 
299

 
2.07

 
0.37

Other consumer
46

 
0.36

 
2.33

 
59

 
0.41

 
3.15

Total consumer
7,952

 
62.83

 
1.75

 
9,982

 
69.23

 
2.05

U.S. commercial (2)
2,749

 
21.72

 
1.07

 
2,619

 
18.16

 
1.12

Commercial real estate
1,084

 
8.56

 
1.95

 
1,016

 
7.05

 
2.13

Commercial lease financing
160

 
1.26

 
0.62

 
153

 
1.06

 
0.62

Non-U.S. commercial
712

 
5.63

 
0.80

 
649

 
4.50

 
0.81

Total commercial (3)
4,705

 
37.17

 
1.10

 
4,437

 
30.77

 
1.15

Allowance for loan and lease losses (4)
12,657

 
100.00
%
 
1.44

 
14,419

 
100.00
%
 
1.65

Reserve for unfunded lending commitments
661

 
 
 
 
 
528

 
 
 
 
Allowance for credit losses
$
13,318

 
 
 
 
 
$
14,947

 
 
 
 
(1) 
Ratios are calculated as allowance for loan and lease losses as a percentage of loans and leases outstanding excluding loans accounted for under the fair value option. Consumer loans accounted for under the fair value option included residential mortgage loans of $1.7 billion and $1.9 billion and home equity loans of $225 million and $196 million at September 30, 2015 and December 31, 2014. Commercial loans accounted for under the fair value option included U.S. commercial loans of $2.2 billion and $1.9 billion and non-U.S. commercial loans of $3.0 billion and $4.7 billion at September 30, 2015 and December 31, 2014.
(2) 
Includes allowance for loan and lease losses for U.S. small business commercial loans of $520 million and $536 million at September 30, 2015 and December 31, 2014.
(3) 
Includes allowance for loan and lease losses for impaired commercial loans of $154 million and $159 million at September 30, 2015 and December 31, 2014.
(4) 
Includes $886 million and $1.7 billion of valuation allowance presented with the allowance for loan and lease losses related to PCI loans at September 30, 2015 and December 31, 2014.

Reserve for Unfunded Lending Commitments

In addition to the allowance for loan and lease losses, we also estimate probable losses related to unfunded lending commitments such as letters of credit, financial guarantees, unfunded bankers' acceptances and binding loan commitments, excluding commitments accounted for under the fair value option. Unfunded lending commitments are subject to the same assessment as funded loans, including estimates of probability of default and LGD. Due to the nature of unfunded commitments, the estimate of probable losses must also consider utilization. To estimate the portion of these undrawn commitments that is likely to be drawn by a borrower at the time of estimated default, analyses of the Corporation's historical experience are applied to the unfunded commitments to estimate the funded EAD. The expected loss for unfunded lending commitments is the product of the probability of default, the LGD and the EAD, adjusted for any qualitative factors including economic uncertainty and inherent imprecision in models.

The reserve for unfunded lending commitments was $661 million at September 30, 2015, an increase of $133 million from December 31, 2014 with the increase attributable to higher unfunded balances and updates to unfunded loss models.


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Market Risk Management

Market risk is the risk that values of assets and liabilities or revenues will be adversely affected by changes in market conditions. This risk is inherent in the financial instruments associated with our operations, primarily within our Global Markets segment. We are also exposed to these risks in other areas of the Corporation (e.g., our ALM activities). In the event of market stress, these risks could have a material impact on the results of the Corporation. For additional information, see Interest Rate Risk Management for Non-trading Activities on page 118.

Our traditional banking loan and deposit products are non-trading positions and are generally reported at amortized cost for assets or the amount owed for liabilities (historical cost). However, these positions are still subject to changes in economic value based on varying market conditions, with one of the primary risks being changes in the levels of interest rates. The risk of adverse changes in the economic value of our non-trading positions arising from changes in interest rates is managed through our ALM activities. We have elected to account for certain assets and liabilities under the fair value option.

Our trading positions are reported at fair value with changes reflected in income. Trading positions are subject to various changes in market-based risk factors. The majority of this risk is generated by our activities in the interest rate, foreign exchange, credit, equity and commodities markets. In addition, the values of assets and liabilities could change due to market liquidity, correlations across markets and expectations of market volatility. We seek to manage these risk exposures by using a variety of techniques that encompass a broad range of financial instruments. The key risk management techniques are discussed in more detail in the Trading Risk Management section.

Global Markets Risk Management is responsible for providing senior management with a clear and comprehensive understanding of the trading risks to which the Corporation is exposed. These responsibilities include ownership of market risk policy, developing and maintaining quantitative risk models, calculating aggregated risk measures, establishing and monitoring position limits consistent with risk appetite, conducting daily reviews and analysis of trading inventory, approving material risk exposures and fulfilling regulatory requirements. Market risks that impact businesses outside of Global Markets are monitored and governed by their respective governance functions.

Quantitative risk models, such as VaR, are an essential component in evaluating the market risks within a portfolio. A subcommittee of the Management Risk Committee (MRC) is responsible for providing management oversight and approval of model risk management and governance (Risk Management, or RM subcommittee). The RM subcommittee defines model risk standards, consistent with the Corporation's risk framework and risk appetite, prevailing regulatory guidance and industry best practice. Models must meet certain validation criteria, including effective challenge of the model development process and a sufficient demonstration of developmental evidence incorporating a comparison of alternative theories and approaches. The RM subcommittee ensures model standards are consistent with model risk requirements and monitors the effective challenge in the model validation process across the Corporation. In addition, the relevant stakeholders must agree on any required actions or restrictions to the models and maintain a stringent monitoring process to ensure continued compliance.

For more information on the fair value of certain financial assets and liabilities, see Note 14 – Fair Value Measurements to the Consolidated Financial Statements. For more information on our market risk management process, see page 99 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

Trading Risk Management

To evaluate risk in our trading activities, we focus on the actual and potential volatility of revenues generated by individual positions as well as portfolios of positions. Various techniques and procedures are utilized to enable the most complete understanding of these risks. Quantitative measures of market risk are evaluated on a daily basis from a single position to the portfolio of the Corporation. These measures include sensitivities of positions to various market risk factors, such as the potential impact on revenue from a one basis point change in interest rates, and statistical measures utilizing both actual and hypothetical market moves, such as Value-at-Risk (VaR) and stress testing. Periods of extreme market stress influence the reliability of these techniques to varying degrees. Qualitative evaluations of market risk utilize the suite of quantitative risk measures while understanding each of their respective limitations. Additionally, risk managers independently evaluate the risk of the portfolios under the current market environment and potential future environments.

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VaR is a common statistic used to measure market risk as it allows the aggregation of market risk factors, including the effects of portfolio diversification. A VaR model simulates the value of a portfolio under a range of scenarios in order to generate a distribution of potential gains and losses. VaR represents the loss a portfolio is not expected to exceed more than a certain number of times per period, based on a specified holding period, confidence level and window of historical data. We use one VaR model consistently across the trading portfolios and it uses a historical simulation approach based on a three-year window of historical data. Our primary VaR statistic is equivalent to a 99 percent confidence level. This means that for a VaR with a one-day holding period, there should not be losses in excess of VaR, on average, 99 out of 100 trading days.

Within any VaR model, there are significant and numerous assumptions that will differ from company to company. The accuracy of a VaR model depends on the availability and quality of historical data for each of the risk factors in the portfolio. A VaR model may require additional modeling assumptions for new products that do not have the necessary historical market data or for less liquid positions for which accurate daily prices are not consistently available. For positions with insufficient historical data for the VaR calculation, the process for establishing an appropriate proxy is based on fundamental and statistical analysis of the new product or less liquid position. This analysis identifies reasonable alternatives that replicate both the expected volatility and correlation to other market risk factors that the missing data would be expected to experience.

VaR may not be indicative of realized revenue volatility as changes in market conditions or in the composition of the portfolio can have a material impact on the results. In particular, the historical data used for the VaR calculation might indicate higher or lower levels of portfolio diversification than will be experienced. In order for the VaR model to reflect current market conditions, we update the historical data underlying our VaR model on a weekly basis, or more frequently during periods of market stress, and regularly review the assumptions underlying the model. A relatively minor portion of risks related to our trading positions is not included in VaR. These risks are reviewed as part of our ICAAP.

Global Markets Risk Management continually reviews, evaluates and enhances our VaR model so that it reflects the material risks in our trading portfolio. Changes to the VaR model are reviewed and approved prior to implementation and any material changes are reported to management through the appropriate management committees.

Trading limits on quantitative risk measures, including VaR, are independently set by Global Markets Risk Management and reviewed on a regular basis to ensure they remain relevant and within our overall risk appetite for market risks. Trading limits are reviewed in the context of market liquidity, volatility and strategic business priorities. Trading limits are set at both a granular level to ensure extensive coverage of risks as well as at aggregated portfolios to account for correlations among risk factors. All trading limits are approved at least annually. Approved trading limits are stored and tracked in a centralized limits management system. Trading limit excesses are communicated to management for review. Certain quantitative market risk measures and corresponding limits have been identified as critical in the Corporation's Risk Appetite Statement. These risk appetite limits are reported on a daily basis and are approved at least annually by the ERC and the Board.

In periods of market stress, Global Markets senior leadership communicates daily to discuss losses, key risk positions and any limit excesses. As a result of this process, the businesses may selectively reduce risk.

Table 68 presents the total market-based trading portfolio VaR which is the combination of the covered positions trading portfolio and the impact from less liquid trading exposures. Covered positions are defined by regulatory standards as trading assets and liabilities, both on- and off-balance sheet, that meet a defined set of specifications. These specifications identify the most liquid trading positions which are intended to be held for a short-term horizon and where the Corporation is able to hedge the material risk elements in a two-way market. Positions in less liquid markets, or where there are restrictions on the ability to trade the positions, typically do not qualify as covered positions. Foreign exchange and commodity positions are always considered covered positions, except for structural foreign currency positions that we choose to exclude with prior regulatory approval. In addition, Table 68 presents our fair value option portfolio, which includes the funded and unfunded exposures for which we elect the fair value option and their corresponding hedges. The fair value option portfolio combined with the total market-based trading portfolio VaR represents the Corporation's total market-based portfolio VaR. Additionally, market risk VaR for trading activities as presented in Table 68 differs from VaR used for regulatory capital calculations due to the holding period used. The holding period for VaR used for regulatory capital calculations is 10 days, while for the market risk VaR presented below it is one day. Both measures utilize the same process and methodology.

The total market-based portfolio VaR results in Table 68 include market risk from all business segments to which the Corporation is exposed, excluding CVA and DVA. The majority of this portfolio is within the Global Markets segment.


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Table 68 presents period-end, average, high and low daily trading VaR for the three months ended September 30, 2015, June 30, 2015 and September 30, 2014, as well as average daily trading VaR for the nine months ended September 30, 2015 and 2014, using a 99 percent confidence level.

Table 68
 
 
 
Market Risk VaR for Trading Activities
 
 
 
 
 
 
 
 
 
 
Nine Months
 
Three Months Ended
 
Ended
 
September 30, 2015
 
June 30, 2015
 
September 30, 2014
 
September 30
(Dollars in millions)
Period End
Average
High (1)
Low (1)
 
Period End
Average
High (1)
Low (1)
 
Period End
Average
High (1)
Low (1)
 
2015 Average
2014 Average
Foreign exchange
$
12

$
10

$
19

$
7

 
$
11

$
8

$
23

$
6

 
$
19

$
16

$
24

$
10

 
$
9

$
17

Interest rate
31

23

31

17

 
19

26

38

16

 
30

35

57

20

 
26

36

Credit
33

31

38

28

 
31

36

42

31

 
42

54

82

40

 
36

56

Equity
19

16

33

9

 
13

13

18

9

 
22

16

22

13

 
14

16

Commodity
5

5

7

4

 
4

6

8

4

 
8

8

9

6

 
6

7

Portfolio diversification
(42
)
(44
)
—

—

 
(32
)
(45
)
—

—

 
(75
)
(85
)
—

—

 
(45
)
(81
)
Total covered positions trading portfolio
58

41

58

30

 
46

44

65

35

 
46

44

66

33

 
46

51

Impact from less liquid exposures
—

10

—

—

 
9

11

—

—

 
8

6

—

—

 
10

6

Total market-based trading portfolio
58

51

63

39

 
55

55

74

47

 
54

50

70

38

 
56

57

Fair value option loans
23

22

26

18

 
19

21

28

17

 
23

31

39

21

 
25

31

Fair value option hedges
16

13

17

10

 
10

9

14

8

 
8

12

17

8

 
13

13

Fair value option portfolio diversification
(28
)
(22
)
—

—

 
(17
)
(18
)
—

—

 
(15
)
(22
)
—

—

 
(24
)
(22
)
Total fair value option portfolio
11

13

15

10

 
12

12

16

10

 
16

21

26

15

 
14

22

Portfolio diversification
(4
)
(4
)
—

—

 
(5
)
(6
)
—

—

 
(7
)
(15
)
—

—

 
(6
)
(13
)
Total market-based portfolio
$
65

$
60

$
74

$
45

 
$
62

$
61

$
80

$
52

 
$
63

$
56

$
75

$
44

 
$
64

$
66

(1) 
The high and low for each portfolio may have occurred on different trading days than the high and low for the components. Therefore the impact from less liquid exposures and the amount of portfolio diversification, which is the difference between the total portfolio and the sum of the individual components, are not relevant.

The average total market-based trading portfolio VaR decreased for the three months ended September 30, 2015 compared to the three months ended June 30, 2015 primarily due to reduced exposure to the credit and interest rate markets.

The graph below presents the daily total market-based trading portfolio VaR for the previous five quarters, corresponding to the data in Table 68.



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Additional VaR statistics produced within the Corporation's single VaR model are provided in Table 69 at the same level of detail as in Table 68. Evaluating VaR with additional statistics allows for an increased understanding of the risks in the portfolio as the historical market data used in the VaR calculation does not necessarily follow a predefined statistical distribution. Table 69 presents average trading VaR statistics for 99 percent and 95 percent confidence levels for the three months ended September 30, 2015, June 30, 2015 and September 30, 2014.

Table 69
Average Market Risk VaR for Trading Activities – 99 Percent and 95 Percent VaR Statistics
 
Three Months Ended
 
September 30, 2015
 
June 30, 2015
 
September 30, 2014
(Dollars in millions)
99 percent
95 percent
 
99 percent
95 percent
 
99 percent
95 percent
Foreign exchange
$
10

$
6

 
$
8

$
5

 
$
16

$
9

Interest rate
23

14

 
26

15

 
35

22

Credit
31

18

 
36

20

 
54

23

Equity
16

9

 
13

7

 
16

8

Commodity
5

3

 
6

3

 
8

4

Portfolio diversification
(44
)
(28
)
 
(45
)
(31
)
 
(85
)
(43
)
Total covered positions trading portfolio
41

22

 
44

19

 
44

23

Impact from less liquid exposures
10

2

 
11

4

 
6

3

Total market-based trading portfolio
51

24

 
55

23

 
50

26

Fair value option loans
22

13

 
21

12

 
31

15

Fair value option hedges
13

8

 
9

6

 
12

8

Fair value option portfolio diversification
(22
)
(14
)
 
(18
)
(11
)
 
(22
)
(14
)
Total fair value option portfolio
13

7

 
12

7

 
21

9

Portfolio diversification
(4
)
(3
)
 
(6
)
(5
)
 
(15
)
(8
)
Total market-based portfolio
$
60

$
28

 
$
61

$
25

 
$
56

$
27


Backtesting

The accuracy of the VaR methodology is evaluated by backtesting, which compares the daily VaR results, utilizing a one-day holding period, against a comparable subset of trading revenue. A backtesting excess occurs when a trading loss exceeds the VaR for the corresponding day. These excesses are evaluated to understand the positions and market moves that produced the trading loss and to ensure that the VaR methodology accurately represents those losses. As our primary VaR statistic used for backtesting is based on a 99 percent confidence level and a one-day holding period, we expect one trading loss in excess of VaR every 100 days, or between two to three trading losses in excess of VaR over the course of a year. The number of backtesting excesses observed can differ from the statistically expected number of excesses if the current level of market volatility is materially different than the level of market volatility that existed during the three years of historical data used in the VaR calculation.

We conduct daily backtesting on our portfolios, ranging from the total market-based portfolio to individual trading areas. Additionally, we conduct daily backtesting on the VaR results used for regulatory capital calculations as well as the VaR results for key legal entities, regions and risk factors. These results are reported to senior market risk management. Senior management regularly reviews and evaluates the results of these tests.

The trading revenue used for backtesting is defined by regulatory agencies in order to most closely align with the VaR component of the regulatory capital calculation. This revenue differs from total trading-related revenue in that it excludes revenue from trading activities that either do not generate market risk or the market risk cannot be included in VaR. Some examples of the types of revenue excluded for backtesting are fees, commissions, reserves, net interest income and intraday trading revenues.

During the three and nine months ended September 30, 2015, there were no days in which there was a backtesting excess for our total market-based portfolio VaR, utilizing a one-day holding period.


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Total Trading-related Revenue

Total trading-related revenue, excluding brokerage fees, and CVA and DVA related revenue, represents the total amount earned from trading positions, including market-based net interest income, which are taken in a diverse range of financial instruments and markets. Trading account assets and liabilities are reported at fair value. For more information on fair value, see Note 14 – Fair Value Measurements to the Consolidated Financial Statements. Trading-related revenues can be volatile and are largely driven by general market conditions and customer demand. Also, trading-related revenues are dependent on the volume and type of transactions, the level of risk assumed, and the volatility of price and rate movements at any given time within the ever-changing market environment. Significant daily revenues by business are monitored and the primary drivers of these are reviewed.

The histogram below is a graphic depiction of trading volatility and illustrates the daily level of trading-related revenue for the three months ended September 30, 2015 compared to the three months ended June 30, 2015 and March 31, 2015. During the three months ended September 30, 2015, positive trading-related revenue was recorded for 100 percent of the trading days, of which 74 percent were daily trading gains of over $25 million. This compares to the three months ended June 30, 2015, where positive trading-related revenue was recorded for 98 percent of the trading days, of which 78 percent were daily trading gains of over $25 million and the largest loss was $4 million. During the three months ended March 31, 2015, positive trading-related revenue was recorded for 97 percent of the trading days, of which 86 percent were daily trading gains of over $25 million and the largest loss was $3 million.


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Trading Portfolio Stress Testing

Because the very nature of a VaR model suggests results can exceed our estimates and it is dependent on a limited historical window, we also stress test our portfolio using scenario analysis. This analysis estimates the change in value of our trading portfolio that may result from abnormal market movements.

A set of scenarios, categorized as either historical or hypothetical, are computed daily for the overall trading portfolio and individual businesses. These scenarios include shocks to underlying market risk factors that may be well beyond the shocks found in the historical data used to calculate VaR. Historical scenarios simulate the impact of the market moves that occurred during a period of extended historical market stress. Generally, a multi-week period representing the most severe point during a crisis is selected for each historical scenario. Hypothetical scenarios provide simulations of the estimated portfolio impact from potential future market stress events. Scenarios are reviewed and updated in response to changing positions and new economic or political information. In addition, new or ad hoc scenarios are developed to address specific potential market events or particular vulnerabilities in the portfolio. The stress tests are reviewed on a regular basis and the results are presented to senior management.

Stress testing for the trading portfolio is integrated with enterprise-wide stress testing and incorporated into the limits framework. The macroeconomic scenarios used for enterprise-wide stress testing purposes differ from the typical trading portfolio scenarios in that they have a longer time horizon and the results are forecasted over multiple periods for use in consolidated capital and liquidity planning. For additional information, see Managing Risk on page 55.

Interest Rate Risk Management for Non-trading Activities

The following discussion presents net interest income excluding the impact of trading-related activities.

Interest rate risk represents the most significant market risk exposure to our non-trading balance sheet. Interest rate risk is measured as the potential change in net interest income caused by movements in market interest rates. Client-facing activities, primarily lending and deposit-taking, create interest rate sensitive positions on our balance sheet.

We prepare forward-looking forecasts of net interest income. The baseline forecast takes into consideration expected future business growth, ALM positioning and the direction of interest rate movements as implied by the market-based forward curve. We then measure and evaluate the impact that alternative interest rate scenarios have on the baseline forecast in order to assess interest rate sensitivity under varied conditions. The net interest income forecast is frequently updated for changing assumptions and differing outlooks based on economic trends, market conditions and business strategies. Thus, we continually monitor our balance sheet position in order to maintain an acceptable level of exposure to interest rate changes.

The interest rate scenarios that we analyze incorporate balance sheet assumptions such as loan and deposit growth and pricing, changes in funding mix, product repricing and maturity characteristics. Our overall goal is to manage interest rate risk so that movements in interest rates do not significantly adversely affect earnings and capital.

Table 70 presents the spot and 12-month forward rates used in our baseline forecasts at September 30, 2015 and December 31, 2014.

Table 70
Forward Rates
 
September 30, 2015
 
December 31, 2014
 
Federal Funds
 
Three-month
LIBOR
 
10-Year Swap
 
Federal Funds
 
Three-month
LIBOR
 
10-Year Swap
Spot rates
0.25
%
 
0.33
%
 
2.00
%
 
0.25
%
 
0.26
%
 
2.28
%
12-month forward rates
0.50

 
0.77

 
2.25

 
0.75

 
0.91

 
2.55


Table 71 shows the pretax dollar impact to forecasted net interest income over the next 12 months from September 30, 2015 and December 31, 2014, resulting from instantaneous parallel and non-parallel shocks to the market-based forward curve. Periodically we evaluate the scenarios presented to ensure that they are meaningful in the context of the current rate environment. For more information on net interest income excluding the impact of trading-related activities, see page 19.


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For the three and nine months ended September 30, 2015, the asset sensitivity to long-end rates on our balance sheet increased due to lower interest rates. We continue to be asset sensitive to a parallel move in interest rates with the majority of that benefit coming from the short end of the yield curve. Additionally, higher interest rates impact the fair value of debt securities and, accordingly, for debt securities classified as AFS, may adversely affect accumulated OCI and thus capital levels under the Basel 3 capital rules. Under instantaneous upward parallel shifts, the near term adverse impact to accumulated OCI and Basel 3 capital is reduced over time by offsetting positive impacts to net interest income. For more information on the transition provisions of Basel 3, see Capital Management – Regulatory Capital on page 57.

Table 71
 
 
 
 
 
 
 
Estimated Net Interest Income Excluding Trading-related Net Interest Income
(Dollars in millions)
Curve Change
Short Rate (bps)
 
Long Rate (bps)
 
September 30
2015
 
December 31
2014
Parallel shifts
 
 
 
 
 
 
 
 +100 bps instantaneous shift
+100

 
+100

 
$
4,534

 
$
3,685

 -50 bps instantaneous shift
-50

 
-50

 
(3,814
)
 
(3,043
)
Flatteners
 

 
 
 
 
 
 
Short-end instantaneous change
+100

 
—

 
2,545

 
1,966

Long-end instantaneous change
—

 
-50

 
(2,145
)
 
(1,772
)
Steepeners
 

 
 
 
 
 
 
Short-end instantaneous change
-50

 
—

 
(1,640
)
 
(1,261
)
Long-end instantaneous change
—

 
+100

 
2,072

 
1,782


The sensitivity analysis in Table 71 assumes that we take no action in response to these rate shocks and does not assume any change in other macroeconomic variables normally correlated with changes in interest rates. As part of our ALM activities, we use securities, residential mortgages, and interest rate and foreign exchange derivatives in managing interest rate sensitivity.

The behavior of our deposit portfolio in the baseline forecast and in alternate interest rate scenarios is a key assumption in our projected estimates of net interest income. The sensitivity analysis in Table 71 assumes no change in deposit portfolio size or mix from the baseline forecast in alternate rate environments. In higher rate scenarios, any customer activity resulting in the replacement of low-cost or noninterest-bearing deposits with higher-yielding deposits or market-based funding would reduce the Corporation's benefit in those scenarios.

Securities

The securities portfolio is an integral part of our interest rate risk management, which includes our ALM positioning, and is primarily comprised of debt securities including MBS and U.S. Treasury securities. As part of the ALM positioning, we use derivatives to hedge interest rate and duration risk. At September 30, 2015 and December 31, 2014, our debt securities portfolio had a carrying value of $391.7 billion and $380.5 billion.

During the three months ended September 30, 2015 and 2014, we purchased debt securities of $79.8 billion and $79.9 billion, sold $60.7 billion and $39.3 billion, and had maturities and received paydowns of $26.7 billion and $25.7 billion, respectively. We realized $385 million and $432 million in net gains on sales of AFS debt securities during the three months ended September 30, 2015 and 2014. During the three months ended September 30, 2015, we also exchanged loans supported by long-term standby agreements with FNMA and FHLMC with a fair value of $6.3 billion into debt securities guaranteed by FNMA and FHLMC, of which we retained $5.0 billion. During the nine months ended September 30, 2015 and 2014, we purchased debt securities of $168.3 billion and $185.6 billion, sold $101.1 billion and $81.6 billion, and had maturities and received paydowns of $70.9 billion and $65.5 billion, respectively. We realized $821 million and $1.2 billion in net gains on sales of AFS debt securities during the nine months ended September 30, 2015 and 2014. During the nine months ended September 30, 2015, we also exchanged loans supported by long-term standby agreements with FNMA and FHLMC with a fair value of $16.7 billion into debt securities guaranteed by FNMA and FHLMC, of which we retained $15.1 billion.


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At September 30, 2015, accumulated OCI included after-tax net unrealized gains of $1.6 billion on AFS debt securities and after-tax net unrealized gains of $15 million on AFS marketable equity securities compared to after-tax net unrealized losses of $656 million and after-tax net unrealized losses of $5 million at September 30, 2014. For more information on accumulated OCI, see Note 12 – Accumulated Other Comprehensive Income (Loss) to the Consolidated Financial Statements. The pretax net amounts in accumulated OCI related to AFS debt securities increased $2.4 billion and $359 million during the three and nine months ended September 30, 2015 to a $2.5 billion net unrealized gain primarily due to the impact of lower interest rates. For more information on our securities portfolio, see Note 3 – Securities to the Consolidated Financial Statements.

Residential Mortgage Portfolio

At September 30, 2015 and December 31, 2014, our residential mortgage portfolio was $187.9 billion and $216.2 billion excluding $1.7 billion and $1.9 billion of consumer residential mortgage loans accounted for under the fair value option at each period end. For more information on consumer fair value option loans, see Consumer Portfolio Credit Risk Management – Consumer Loans Accounted for Under the Fair Value Option on page 91. The $28.3 billion decrease in the nine months ended September 30, 2015 was primarily due to loan sales of $23.6 billion, including $16.4 billion of loans with standby insurance agreements, $2.5 billion of nonperforming and other delinquent loans, $4.5 billion of loans in consolidated agency residential mortgage securitization vehicles, and runoff outpacing the retention of new originations. These declines were partially offset by repurchases of delinquent loans pursuant to our servicing agreements with GNMA, which are part of our mortgage banking activities.

Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014

During the three months ended September 30, 2015, Consumer Banking and GWIM originated $8.7 billion of first-lien mortgages that we retained compared to $6.2 billion in the same period in 2014. We received paydowns of $8.8 billion compared to $10.2 billion in the same period in 2014. We repurchased $501 million of loans pursuant to our servicing agreements with GNMA and redelivered $872 million, primarily FHA-insured loans, compared to repurchases of $1.5 billion and redeliveries of $687 million in the same period in 2014. Sales of loans, excluding redelivered FHA-insured loans, were $10.0 billion compared to $9.1 billion in the same period in 2014. Gains recognized on the sales of residential mortgages were $399 million compared to $210 million in the same period in 2014.

Nine Months Ended September 30, 2015 Compared to Nine Months Ended September 30, 2014

During the nine months ended September 30, 2015, Consumer Banking and GWIM originated $26.4 billion of first-lien mortgages that we retained compared to $16.8 billion in the same period in 2014. We received paydowns of $29.6 billion compared to $28.0 billion in the same period in 2014. We repurchased $2.3 billion of loans pursuant to our servicing agreements with GNMA and redelivered $2.2 billion, primarily FHA-insured loans, compared to repurchases of $3.8 billion and redeliveries of $3.0 billion in the same period in 2014. Sales of loans, excluding redelivered FHA-insured loans, were $23.6 billion compared to $12.2 million in the same period in 2014. Gains recognized on the sales of residential mortgages were $916 million compared to $392 million in the same period in 2014.

Interest Rate and Foreign Exchange Derivative Contracts

Interest rate and foreign exchange derivative contracts are utilized in our ALM activities and serve as an efficient tool to manage our interest rate and foreign exchange risk. We use derivatives to hedge the variability in cash flows or changes in fair value on our balance sheet due to interest rate and foreign exchange components. For more information on our hedging activities, see Note 2 – Derivatives to the Consolidated Financial Statements.

Our interest rate contracts are generally non-leveraged generic interest rate and foreign exchange basis swaps, options, futures and forwards. In addition, we use foreign exchange contracts, including cross-currency interest rate swaps, foreign currency futures contracts, foreign currency forward contracts and options to mitigate the foreign exchange risk associated with foreign currency-denominated assets and liabilities.

Changes to the composition of our derivatives portfolio during the nine months ended September 30, 2015 reflect actions taken for interest rate and foreign exchange rate risk management. The decisions to reposition our derivatives portfolio are based on the current assessment of economic and financial conditions including the interest rate and foreign currency environments, balance sheet composition and trends, and the relative mix of our cash and derivative positions.

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Table 72 presents derivatives utilized in our ALM activities including those designated as accounting and economic hedging instruments and shows the notional amount, fair value, weighted-average receive-fixed and pay-fixed rates, expected maturity and average estimated durations of our open ALM derivatives at September 30, 2015 and December 31, 2014. These amounts do not include derivative hedges on our MSRs.

Table 72
Asset and Liability Management Interest Rate and Foreign Exchange Contracts
 
 
 
 
 
September 30, 2015
 
 
 
 
 
 
 
Expected Maturity
 
 
(Dollars in millions, average estimated duration in years)
Fair
Value
 
Total
 
Remainder of 2015
 
2016
 
2017
 
2018
 
2019
 
Thereafter
 
Average
Estimated
Duration
Receive-fixed interest rate swaps (1)
$
7,811

 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
5.12

Notional amount
 

 
$
113,532

 
$
3,480

 
$
15,339

 
$
21,453

 
$
20,599

 
$
9,783

 
$
42,878

 
 

Weighted-average fixed-rate
 

 
3.14
%
 
1.72
%
 
3.12
%
 
3.64
%
 
3.32
%
 
2.37
%
 
3.11
%
 
 

Pay-fixed interest rate swaps (1)
(177
)
 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
4.04

Notional amount
 

 
$
7,379

 
$
—

 
$
1,025

 
$
1,527

 
$
2,908

 
$
350

 
$
1,569

 
 

Weighted-average fixed-rate
 

 
1.86
%
 
—
%
 
1.65
%
 
1.84
%
 
1.62
%
 
1.75
%
 
2.48
%
 
 

Same-currency basis swaps (2)
(60
)
 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Notional amount
 

 
$
81,818

 
$
6,497

 
$
15,692

 
$
20,887

 
$
11,026

 
$
6,789

 
$
20,927

 
 

Foreign exchange basis swaps (1, 3, 4)
(3,500
)
 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Notional amount
 

 
146,044

 
3,747

 
24,852

 
27,756

 
17,674

 
12,331

 
59,684

 
 

Option products (5)
17

 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Notional amount (6)
 

 
15

 
—

 
—

 
—

 
—

 
—

 
15

 
 

Foreign exchange contracts (1, 4, 7)
2,218

 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Notional amount (6)
 

 
(24,362
)
 
(20,795
)
 
(14,960
)
 
5,520

 
(2,290
)
 
2,181

 
5,982

 
 

Futures and forward rate contracts
(14
)
 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

Notional amount (6)
 

 
758

 
758

 
—

 
—

 
—

 
—

 
—

 
 

Net ALM contracts
$
6,295

 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2014
 
 
 
 
 
 
 
Expected Maturity
 
 
(Dollars in millions, average estimated duration in years)
Fair
Value
 
Total
 
2015
 
2016
 
2017
 
2018
 
2019
 
Thereafter
 
Average
Estimated
Duration
Receive-fixed interest rate swaps (1)
$
7,626

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.34

Notional amount
 
 
$
113,766

 
$
11,785

 
$
15,339

 
$
21,453

 
$
15,299

 
$
10,233

 
$
39,657

 
 
Weighted-average fixed-rate
 
 
2.98
%
 
3.56
%
 
3.12
%
 
3.64
%
 
4.07
%
 
0.49
%
 
2.63
%
 
 
Pay-fixed interest rate swaps (1)
(829
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8.05

Notional amount
 
 
$
14,668

 
$
520

 
$
1,025

 
$
1,527

 
$
2,908

 
$
425

 
$
8,263

 
 
Weighted-average fixed-rate
 
 
2.27
%
 
2.30
%
 
1.65
%
 
1.84
%
 
1.62
%
 
0.09
%
 
2.77
%
 
 
Same-currency basis swaps (2)
(74
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional amount
 
 
$
94,413

 
$
18,881

 
$
15,691

 
$
21,068

 
$
11,026

 
$
6,787

 
$
20,960

 
 
Foreign exchange basis swaps (1, 3, 4)
(2,352
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional amount
 
 
161,196

 
27,629

 
26,118

 
27,026

 
14,255

 
12,359

 
53,809

 
 
Option products (5)
11

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional amount (6)
 
 
980

 
964

 
—

 
—

 
—

 
—

 
16

 
 
Foreign exchange contracts (1, 4, 7)
3,700

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional amount (6)
 
 
(22,572
)
 
(29,931
)
 
(2,036
)
 
6,134

 
(2,335
)
 
2,359

 
3,237

 
 
Futures and forward rate contracts
(129
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional amount (6)
 
 
(14,949
)
 
(14,949
)
 
—

 
—

 
—

 
—

 
—

 
 
Net ALM contracts
$
7,953

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) 
Does not include basis adjustments on either fixed-rate debt issued by the Corporation or AFS debt securities, which are hedged using derivatives designated as fair value hedging instruments, that substantially offset the fair values of these derivatives.
(2) 
At September 30, 2015 and December 31, 2014, the notional amount of same-currency basis swaps included $81.8 billion and $94.4 billion in both foreign currency and U.S. Dollar-denominated basis swaps in which both sides of the swap are in the same currency.
(3) 
Foreign exchange basis swaps consisted of cross-currency variable interest rate swaps used separately or in conjunction with receive-fixed interest rate swaps.
(4) 
Does not include foreign currency translation adjustments on certain non-U.S. debt issued by the Corporation that substantially offset the fair values of these derivatives.
(5) 
The notional amount of option products of $15 million at September 30, 2015 was comprised of purchased caps/floors. Option products of $980 million at December 31, 2014 were comprised of $974 million in foreign exchange options, $16 million in purchased caps/floors and $(10) million in swaptions.
(6) 
Reflects the net of long and short positions. Amounts shown as negative reflect a net short position.
(7) 
The notional amount of foreign exchange contracts of $(24.4) billion at September 30, 2015 was comprised of $22.2 billion in foreign currency-denominated and cross-currency receive-fixed swaps, $(40.3) billion in net foreign currency forward rate contracts, $(7.8) billion in foreign currency-denominated pay-fixed swaps and $1.5 billion in net foreign currency futures contracts. Foreign exchange contracts of $(22.6) billion at December 31, 2014 were comprised of $21.0 billion in foreign currency-denominated and cross-currency receive-fixed swaps, $(36.4) billion in net foreign currency forward rate contracts, $(8.3) billion in foreign currency-denominated pay-fixed swaps and $1.1 billion in foreign currency futures contracts.

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We use interest rate derivative instruments to hedge the variability in the cash flows of our assets and liabilities and other forecasted transactions (collectively referred to as cash flow hedges). The net losses on both open and terminated cash flow hedge derivative instruments recorded in accumulated OCI were $2.0 billion and $2.7 billion, on a pretax basis, at September 30, 2015 and December 31, 2014. These net losses are expected to be reclassified into earnings in the same period as the hedged cash flows affect earnings and will decrease income or increase expense on the respective hedged cash flows. Assuming no change in open cash flow derivative hedge positions and no changes in prices or interest rates beyond what is implied in forward yield curves at September 30, 2015, the pretax net losses are expected to be reclassified into earnings as follows: $643 million, or 32 percent, within the next year, 40 percent in years two through five, and 18 percent in years six through ten, with the remaining 10 percent thereafter. For more information on derivatives designated as cash flow hedges, see Note 2 – Derivatives to the Consolidated Financial Statements.

We hedge our net investment in non-U.S. operations determined to have functional currencies other than the U.S. Dollar using forward foreign exchange contracts that typically settle in less than 180 days, cross-currency basis swaps and foreign exchange options. We recorded net after-tax losses on derivatives in accumulated OCI associated with net investment hedges which were offset by gains on our net investments in consolidated non-U.S. entities at September 30, 2015.

Mortgage Banking Risk Management

We originate, fund and service mortgage loans, which subject us to credit, liquidity and interest rate risks, among others. We determine whether loans will be HFI or held-for-sale at the time of commitment and manage credit and liquidity risks by selling or securitizing a portion of the loans we originate.

Interest rate risk and market risk can be substantial in the mortgage business. Fluctuations in interest rates drive consumer demand for new mortgages and the level of refinancing activity which, in turn, affects total origination and servicing income. Hedging the various sources of interest rate risk in mortgage banking is a complex process that requires complex modeling and ongoing monitoring. Typically, an increase in mortgage interest rates will lead to a decrease in mortgage originations and related fees. IRLCs and the related residential first-mortgage LHFS are subject to interest rate risk between the date of the IRLC and the date the loans are sold to the secondary market, as an increase in mortgage interest rates will typically lead to a decrease in the value of these instruments.

MSRs are nonfinancial assets created when the underlying mortgage loan is sold to investors and we retain the right to service the loan. Typically, an increase in mortgage rates will lead to an increase in the value of the MSRs driven by lower prepayment expectations. This increase in value from increases in mortgage rates is opposite of, and therefore offsets, the risk described for IRLCs and LHFS. Because the interest rate risks of these two hedged items offset, we combine them into one overall hedged item with one combined economic hedge portfolio.

Interest rate and certain market risks of IRLCs and residential mortgage LHFS are economically hedged in combination with MSRs. To hedge these combined assets, we use certain derivatives such as interest rate options, interest rate swaps, forward sale commitments, eurodollar and U.S. Treasury futures, and mortgage TBAs, as well as other securities including agency MBS, principal-only and interest-only MBS and U.S. Treasury securities. For the three and nine months ended September 30, 2015, we recorded gains in mortgage banking income of $389 million and $325 million related to the change in fair value of the derivative contracts and other securities used to hedge the market risks of the MSRs and funded LHFS compared to gains of $70 million and $598 million for the same periods in 2014. For more information on MSRs, see Note 17 – Mortgage Servicing Rights to the Consolidated Financial Statements and for more information on mortgage banking income, see Consumer Banking on page 27.


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Compliance Risk Management

Compliance risk is the risk of legal or regulatory sanctions, material financial loss or damage to the reputation of the Corporation in the event of the failure of the Corporation to comply with the requirements of applicable laws, rules, regulations, related self-regulatory organization standards and codes of conduct (collectively, applicable laws, rules and regulations). Global Compliance independently assesses compliance risk, and evaluates adherence to applicable laws, rules and regulations, including identifying compliance issues and risks, performing monitoring and testing, and reporting on the state of compliance activities across the Corporation. Additionally, Global Compliance works with Front Line Units (FLUs) and control functions so that day-to-day activities operate in a compliant manner. For more information on FLUs and control functions, see Managing Risk on page 55 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

The Corporation's approach to the management of compliance risk is further described in the Global Compliance – Enterprise Policy, which outlines the requirements of the Corporation's global compliance program, and defines roles and responsibilities related to the implementation, execution and management of the compliance program by Global Compliance. The requirements work together to drive a comprehensive risk-based approach for the proactive identification, management and escalation of compliance risks throughout the Corporation.

The Global Compliance – Enterprise Policy sets the requirements for reporting compliance risk information to executive management as well as the Board or appropriate Board-level committees with an outline for conducting objective oversight of the Corporation's compliance risk management activities. The Board provides oversight of compliance risk through its Audit Committee and ERC.

Operational Risk Management

The Corporation defines operational risk as the risk of loss resulting from inadequate or failed internal processes, people and systems or from external events. Operational risk may occur anywhere in the Corporation, including third-party business processes, and is not limited to operations functions. Effects may extend beyond financial losses and may result in reputational risk impacts. Operational risk includes legal risk. Successful operational risk management is particularly important to diversified financial services companies because of the nature, volume and complexity of the financial services business. Operational risk is a significant component in the calculation of total risk-weighted assets used in the Basel 3 capital estimate under the Advanced approaches. For more information on Basel 3 Advanced approaches, see Capital Management – Advanced Approaches on page 59.

We approach operational risk management from two perspectives within the structure of the Corporation: (1) at the enterprise level to provide independent, integrated management of operational risk across the organization, and (2) at the business and control function levels to address operational risk in revenue producing and non-revenue producing units. The Operational Risk Management Program addresses the overarching processes for identifying, measuring, monitoring and controlling operational risk, and reporting operational risk information to management and the Board. A sound internal governance structure enhances the effectiveness of the Corporation's Operational Risk Management Program and is accomplished at the enterprise level through formal oversight by the Board, the ERC, the Chief Risk Officer and a variety of management committees and risk oversight groups aligned to the Corporation's overall risk governance framework and practices. Of these, the MRC oversees the Corporation's policies and processes for sound operational risk management. The MRC also serves as an escalation point for critical operational risk matters within the Corporation. The MRC reports operational risk activities to the ERC. The independent operational risk management teams oversee the businesses and control functions to monitor adherence to the Operational Risk Management Program and advise and challenge operational risk exposures.

Within the Global Risk Management organization, the Corporate Operational Risk team develops and guides the strategies, enterprise-wide policies, practices, controls and monitoring tools for assessing and managing operational risks across the organization and reports results to businesses, control functions, senior management, management committees, the ERC and the Board.

The businesses and control functions are responsible for assessing, monitoring and managing all the risks within their units, including operational risks. In addition to enterprise risk management tools such as loss reporting, scenario analysis and Risk and Control Self Assessments (RCSAs), operational risk executives, working in conjunction with senior business executives, have developed key tools to help identify, measure, monitor and control risk in each business and control function. Examples of these include personnel management practices; data management, data quality controls and related processes; fraud management units; cybersecurity controls, processes and systems; transaction processing, monitoring and analysis; business recovery planning; and new product introduction processes. The business and control functions are also responsible for consistently implementing and monitoring adherence to corporate practices.


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Business and control function management uses the enterprise RCSA process to capture the identification and assessment of operational risk exposures and evaluate the status of risk and control issues including mitigation plans, as appropriate. The goals of this process are to assess changing market and business conditions, evaluate key risks impacting each business and control function, and assess the controls in place to mitigate the risks. Key operational risk indicators have been developed and are used to assist in identifying trends and issues on an enterprise, business and control function level. Independent review and challenge to the Corporation's overall operational risk management framework is performed by the Corporate Operational Risk Program Adherence Team and reported through the operational risk governance committees and management routines.

Where appropriate, insurance policies are purchased to mitigate the impact of operational losses. These insurance policies are explicitly incorporated in the structural features of operational risk evaluation. As insurance recoveries, especially given recent market events, are subject to legal and financial uncertainty, the inclusion of these insurance policies is subject to reductions in their expected mitigating benefits.

Complex Accounting Estimates

Our significant accounting principles, as described in Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K, are essential in understanding the MD&A. Many of our significant accounting principles require complex judgments to estimate the values of assets and liabilities. We have procedures and processes in place to facilitate making these judgments.

The more judgmental estimates impacting results for the nine months ended September 30, 2015 are summarized in the following discussion. We have identified and described the development of the variables most important in the estimation processes that involve mathematical models to derive the estimates. In many cases, there are numerous alternative judgments that could be used in the process of determining the inputs to the models. Where alternatives exist, we have used the factors that we believe represent the most reasonable value in developing the inputs. Actual performance that differs from our estimates of the key variables could impact our results of operations. Separate from the possible future impact to our results of operations from input and model variables, the value of our lending portfolio and market-sensitive assets and liabilities may change subsequent to the balance sheet date, often significantly, due to the nature and magnitude of future credit and market conditions. Such credit and market conditions may change quickly and in unforeseen ways and the resulting volatility could have a significant, negative effect on future operating results. These fluctuations would not be indicative of deficiencies in our models or inputs.

For additional information, see Complex Accounting Estimates on page 109 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

Fair Value of Financial Instruments

We classify the fair values of financial instruments based on the fair value hierarchy established under applicable accounting guidance which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Applicable accounting guidance establishes three levels of inputs used to measure fair value. For additional information, see Note 14 – Fair Value Measurements and Note 15 – Fair Value Option to the Consolidated Financial Statements, and Complex Accounting Estimates on page 109 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K.

Level 3 Assets and Liabilities

Financial assets and liabilities where values are based on valuation techniques that require inputs that are both unobservable and are significant to the overall fair value measurement are classified as Level 3 under the fair value hierarchy established in applicable accounting guidance. The Level 3 financial assets and liabilities include certain loans, MBS, ABS, collateralized debt obligations, CLOs and structured liabilities, as well as highly structured, complex or long-dated derivative contracts, private equity investments and consumer MSRs. The fair value of these Level 3 financial assets and liabilities is determined using pricing models, discounted cash flow methodologies or similar techniques for which the determination of fair value requires significant management judgment or estimation.


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Table 73
Recurring Level 3 Asset and Liability Summary
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Level 3
Fair Value
 
As a %
of Total
Level 3
Assets
 
As a %
of Total
Assets
 
Level 3
Fair Value
 
As a %
of Total
Level 3
Assets
 
As a %
of Total
Assets
Trading account assets
$
5,698

 
29.45
%
 
0.26
%
 
$
6,259

 
28.12
%
 
0.30
%
Derivative assets
6,014

 
31.09

 
0.28

 
6,851

 
30.77

 
0.33

AFS debt securities
1,342

 
6.94

 
0.06

 
2,555

 
11.48

 
0.12

Loans and leases
1,984

 
10.26

 
0.09

 
1,983

 
8.91

 
0.09

Mortgage servicing rights
3,043

 
15.73

 
0.14

 
3,530

 
15.86

 
0.17

All other Level 3 assets at fair value
1,264

 
6.53

 
0.07

 
1,084

 
4.86

 
0.05

Total Level 3 assets at fair value (1)
$
19,345

 
100.00
%
 
0.90
%
 
$
22,262

 
100.00
%
 
1.06
%
 
 
 
 
 
 
 
 
 
 
 
 
 
Level 3
Fair Value
 
As a %
of Total
Level 3
Liabilities
 
As a %
of Total
Liabilities
 
Level 3
Fair Value
 
As a %
of Total
Level 3
Liabilities
 
As a %
of Total
Liabilities
Derivative liabilities
$
5,617

 
72.12
%
 
0.30
%
 
$
7,771

 
76.34
%
 
0.42
%
Long-term debt
1,910

 
24.52

 
0.10

 
2,362

 
23.20

 
0.13

All other Level 3 liabilities at fair value
261

 
3.36

 
0.01

 
46

 
0.46

 
—

Total Level 3 liabilities at fair value (1)
$
7,788

 
100.00
%
 
0.41
%
 
$
10,179

 
100.00
%
 
0.55
%
(1) 
Level 3 total assets and liabilities are shown before the impact of cash collateral and counterparty netting related to our derivative positions.

Level 3 financial instruments may be hedged with derivatives classified as Level 1 or 2; therefore, gains or losses associated with Level 3 financial instruments may be offset by gains or losses associated with financial instruments classified in other levels of the fair value hierarchy. The Level 3 gains and losses recorded in earnings did not have a significant impact on our liquidity or capital resources. We conduct a review of our fair value hierarchy classifications on a quarterly basis. Transfers into or out of Level 3 are made if the significant inputs used in the financial models measuring the fair values of the assets and liabilities became unobservable or observable, respectively, in the current marketplace. These transfers are considered to be effective as of the beginning of the quarter in which they occur. For more information on the significant transfers into and out of Level 3 during the three and nine months ended September 30, 2015, see Note 14 – Fair Value Measurements to the Consolidated Financial Statements.

Goodwill and Intangible Assets

Background

The nature of and accounting for goodwill and intangible assets are discussed in Note 1 – Summary of Significant Accounting Principles and Note 8 – Goodwill and Intangible Assets to the Consolidated Financial Statements of the Corporation's 2014 Annual report on Form 10-K as well as Complex Accounting Estimates on page 109 of the MD&A of the Corporation's 2014 Annual Report on Form 10-K. Goodwill is reviewed for potential impairment at the reporting unit level on an annual basis, which for the Corporation is as of June 30, and in interim periods if events or circumstances indicate a potential impairment. A reporting unit is an operating segment or one level below. As reporting units are determined after an acquisition or evolve with changes in business strategy, goodwill is assigned to reporting units and it no longer retains its association with a particular acquisition. All of the revenue streams and related activities of a reporting unit, whether acquired or organic, are available to support the value of the goodwill.


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2015 Annual Goodwill Impairment Testing

Estimating the fair value of reporting units is a subjective process that involves the use of estimates and judgments, particularly related to cash flows, the appropriate discount rates and an applicable control premium. We determined the fair values of the reporting units using a combination of valuation techniques consistent with the market approach and the income approach and also utilized independent valuation specialists.

The market approach we used estimates the fair value of the individual reporting units by incorporating any combination of the tangible capital, book capital and earnings multiples from comparable publicly-traded companies in industries similar to the reporting unit. The relative weight assigned to these multiples varies among the reporting units based on qualitative and quantitative characteristics, primarily the size and relative profitability of the reporting unit as compared to the comparable publicly-traded companies. Since the fair values determined under the market approach are representative of a noncontrolling interest, we added a control premium to arrive at the reporting units' estimated fair values on a controlling basis.

For purposes of the income approach, we calculated discounted cash flows by taking the net present value of estimated future cash flows and an appropriate terminal value. Our discounted cash flow analysis employs a capital asset pricing model in estimating the discount rate (i.e., cost of equity financing) for each reporting unit. The inputs to this model include the risk-free rate of return, beta, which is a measure of the level of non-diversifiable risk associated with comparable companies for each specific reporting unit, market equity risk premium and in certain cases an unsystematic (company-specific) risk factor. The unsystematic risk factor is the input that specifically addresses uncertainty related to our projections of earnings and growth, including the uncertainty related to loss expectations. We utilized discount rates that we believe adequately reflect the risk and uncertainty in the financial markets generally and specifically in our internally developed forecasts. We estimated expected rates of equity returns based on historical market returns and risk/return rates for industries similar to each reporting unit. We use our internal forecasts to estimate future cash flows and actual results may differ from forecasted results.

During the three months ended September 30, 2015, we completed our annual goodwill impairment test as of June 30, 2015 for all of our reporting units that had goodwill. In performing the first step of the annual goodwill impairment analysis, we compared the fair value of each reporting unit to its estimated carrying value as measured by allocated equity, which includes goodwill. We also evaluated the U.K. Card business within All Other, as the U.K. Card business comprises substantially all of the goodwill included in All Other. To determine fair value, we utilized a combination of the market approach and the income approach. Under the market approach, we compared earnings and equity multiples of the individual reporting units to multiples of public companies comparable to the individual reporting units. The control premium used in the June 30, 2015 annual goodwill impairment test was 30 percent, based upon observed comparable premiums paid for change in control transactions for financial institutions, for all reporting units. Under the income approach, we updated our assumptions to reflect the current market environment. The discount rates used in the June 30, 2015 annual goodwill impairment test ranged from 10.2 percent to 13.7 percent depending on the relative risk of a reporting unit. Growth rates developed by management for individual revenue and expense items in each reporting unit ranged from negative 3.5 percent to positive 8.0 percent.

The Corporation's market capitalization remained below our recorded book value during the first nine months of 2015. As none of our reporting units are publicly traded, individual reporting unit fair value determinations may not directly correlate to the Corporation's market capitalization. We considered the comparison of the aggregate fair value of the reporting units with assigned goodwill to the Corporation's market capitalization as of June 30, 2015. Although we believe it is reasonable to conclude that market capitalization could be an indicator of fair value over time, we do not believe that our current market capitalization would reflect the aggregate fair value of our individual reporting units with assigned goodwill, as reporting units with no assigned goodwill have not been valued and are excluded (e.g., LAS) from the comparison and our market capitalization does not include consideration of individual reporting unit control premiums. Although the individual reporting units have considered the impact of recent regulatory changes in their forecasts and valuations, overall regulatory and market uncertainties persist that we believe further impact the Corporation's stock price.

Based on the results of step one of the annual goodwill impairment test, we determined that step two was not required for any of the reporting units as their fair value exceeded their carrying value indicating there was no impairment.


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Table 74 shows goodwill assigned to the individual reporting units and the fair value as a percentage of the carrying value as of our June 30, 2015 annual goodwill impairment test.

Table 74
 
 
 
Goodwill by Reporting Unit (1)
 
 
 
 
June 30, 2015
(Dollars in millions)
Estimated
Fair Value as a
Percent of Allocated
Carrying Value
 
Goodwill
Consumer Banking
 
 
 
Deposits
138.7
%
 
$
18,414

Card Services
254.8

 
10,014

Consumer Vehicle Lending
127.8

 
1,695

Global Wealth & Investment Management
 
 
 
U.S. Trust
196.7

 
2,922

Merrill Lynch Global Wealth Management
323.4

 
6,776

Global Banking
 
 
 
Global Commercial Banking
160.2

 
16,146

Global Corporate and Investment Banking
184.5

 
6,231

Business Banking
176.6

 
1,546

Global Markets
141.8

 
5,197

All Other (2)
282.9

 
775

(1) 
There was no goodwill in Home Loans within Consumer Banking or LAS as of June 30, 2015.
(2)  
Reflects the goodwill and fair value as a percent of allocated carrying value assigned to the U.K. Card business within All Other. The total amount of goodwill in All Other was $834 million at June 30, 2015.

In estimating the fair value of the reporting units in step one of the annual goodwill impairment analysis, the fair values can be sensitive to changes in the projected cash flows and assumptions. In some instances, minor changes in the assumptions could impact whether the fair value of a reporting unit is greater than its carrying value. Furthermore, a prolonged decrease or increase in a particular assumption could eventually lead to the fair value of a reporting unit being less than its carrying value. Also, under step two of the annual goodwill impairment analysis, which was not required for any of our reporting units at June 30, 2015, changes in the estimated fair values of the individual assets and liabilities may result in a different amount of implied goodwill, and ultimately the amount of goodwill impairment, if any.


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Glossary
Alt-A Mortgage – A type of U.S. mortgage that, for various reasons, is considered riskier than A-paper, or "prime," and less risky than "subprime," the riskiest category. Alt-A interest rates, which are determined by credit risk, therefore tend to be between those of prime and subprime consumer real estate loans. Typically, Alt-A mortgages are characterized by borrowers with less than full documentation, lower credit scores and higher LTVs.
Assets in Custody – Consist largely of custodial and non-discretionary trust assets excluding brokerage assets administered for clients. Trust assets encompass a broad range of asset types including real estate, private company ownership interest, personal property and investments.
Assets Under Management (AUM) – The total market value of assets under the investment advisory and/or discretion of GWIM which generate asset management fees based on a percentage of the assets' market values. AUM reflects assets that are generally managed for institutional, high net worth and retail clients, and are distributed through various investment products including mutual funds, other commingled vehicles and separate accounts. AUM is classified in two categories, Liquidity AUM and Long-term AUM. Liquidity AUM are assets under advisory and discretion of GWIM in which the investment strategy seeks current income, while maintaining liquidity and capital preservation. The duration of these strategies is primarily less than one year. Long-term AUM are assets under advisory and/or discretion of GWIM in which the duration of investment strategy is longer than one year.
Carrying Value (with respect to loans) – The amount at which a loan is recorded on the balance sheet. For loans recorded at amortized cost, carrying value is the unpaid principal balance net of unamortized deferred loan origination fees and costs, and unamortized purchase premium or discount. For loans that are or have been on nonaccrual status, the carrying value is also reduced by any net charge-offs that have been recorded and the amount of interest payments applied as a reduction of principal under the cost recovery method. For PCI loans, the carrying value equals fair value upon acquisition adjusted for subsequent cash collections and yield accreted to date. For credit card loans, the carrying value also includes interest that has been billed to the customer. For loans classified as held-for-sale, carrying value is the lower of carrying value as described in the sentences above, or fair value. For loans for which we have elected the fair value option, the carrying value is fair value.
Client Brokerage Assets – Include client assets which are held in brokerage accounts. This includes non-discretionary brokerage and fee-based assets which generate brokerage income and asset management fee revenue.
Committed Credit Exposure – Includes any funded portion of a facility plus the unfunded portion of a facility on which the lender is legally bound to advance funds during a specified period under prescribed conditions.
Credit Derivatives – Contractual agreements that provide protection against a credit event on one or more referenced obligations. The nature of a credit event is established by the protection purchaser and the protection seller at the inception of the transaction, and such events generally include bankruptcy or insolvency of the referenced credit entity, failure to meet payment obligations when due, as well as acceleration of indebtedness and payment repudiation or moratorium. The purchaser of the credit derivative pays a periodic fee in return for a payment by the protection seller upon the occurrence, if any, of such a credit event. A credit default swap is a type of credit derivative.
Credit Valuation Adjustment (CVA) – A portfolio adjustment required to properly reflect the counterparty credit risk exposure as part of the fair value of derivative instruments.
Debit Valuation Adjustment (DVA) – A portfolio adjustment required to properly reflect the Corporation's own credit risk exposure as part of the fair value of derivative instruments and/or structured liabilities.
Funding Valuation Adjustment (FVA) – A portfolio adjustment required to include funding costs on uncollateralized derivatives and derivatives where the Corporation is not permitted to use the collateral it receives.
Interest Rate Lock Commitment (IRLC) – Commitment with a loan applicant in which the loan terms, including interest rate and price, are guaranteed for a designated period of time subject to credit approval.
Letter of Credit – A document issued on behalf of a customer to a third party promising to pay the third party upon presentation of specified documents. A letter of credit effectively substitutes the issuer's credit for that of the customer.

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Loan-to-value (LTV) – A commonly used credit quality metric that is reported in terms of ending and average LTV. Ending LTV is calculated as the outstanding carrying value of the loan at the end of the period divided by the estimated value of the property securing the loan. An additional metric related to LTV is combined loan-to-value (CLTV) which is similar to the LTV metric, yet combines the outstanding balance on the residential mortgage loan and the outstanding carrying value on the home equity loan or available line of credit, both of which are secured by the same property, divided by the estimated value of the property. A LTV of 100 percent reflects a loan that is currently secured by a property valued at an amount exactly equal to the carrying value or available line of the loan. Estimated property values are generally determined through the use of automated valuation models (AVMs) or the CoreLogic Case-Shiller Index. An AVM is a tool that estimates the value of a property by reference to large volumes of market data including sales of comparable properties and price trends specific to the MSA in which the property being valued is located. CoreLogic Case-Shiller is a widely used index based on data from repeat sales of single family homes. CoreLogic Case-Shiller indexed-based values are reported on a three-month or one-quarter lag.
Margin Receivable – An extension of credit secured by eligible securities in certain brokerage accounts.
Market-related Adjustments – Include adjustments to premium amortization or discount accretion on debt securities when a decrease in long-term rates shortens (or an increase extends) the estimated lives of mortgage-related debt securities. Also included in market-related adjustments is hedge ineffectiveness that impacts net interest income.
Mortgage Servicing Right (MSR) – The right to service a mortgage loan when the underlying loan is sold or securitized. Servicing includes collections for principal, interest and escrow payments from borrowers and accounting for and remitting principal and interest payments to investors.
Net Interest Yield – Net interest income divided by average total interest-earning assets.
Nonperforming Loans and Leases – Include loans and leases that have been placed on nonaccrual status, including nonaccruing loans whose contractual terms have been restructured in a manner that grants a concession to a borrower experiencing financial difficulties (TDRs). Loans accounted for under the fair value option, PCI loans and LHFS are not reported as nonperforming loans and leases. Consumer credit card loans, business card loans, consumer loans secured by personal property (except for certain secured consumer loans, including those that have been modified in a TDR), and consumer loans secured by real estate that are insured by the FHA or through long-term credit protection agreements with FNMA and FHLMC (fully-insured loan portfolio) are not placed on nonaccrual status and are, therefore, not reported as nonperforming loans and leases.
Prompt Corrective Action (PCA) – A framework established by the U.S. banking regulators requiring banks to maintain certain levels of regulatory capital ratios, comprised of five categories of capitalization: "well capitalized," "adequately capitalized," "undercapitalized," "significantly undercapitalized" and "critically undercapitalized." Insured depository institutions that fail to meet these capital levels are subject to increasingly strict limits on their activities, including their ability to make capital distributions, pay management compensation, grow assets and take other actions.
Purchased Credit-impaired (PCI) Loan – A loan purchased as an individual loan, in a portfolio of loans or in a business combination with evidence of deterioration in credit quality since origination for which it is probable, upon acquisition, that the investor will be unable to collect all contractually required payments. These loans are recorded at fair value upon acquisition.
Subprime Loans – Although a standard industry definition for subprime loans (including subprime mortgage loans) does not exist, the Corporation defines subprime loans as specific product offerings for higher risk borrowers, including individuals with one or a combination of high credit risk factors, such as low FICO scores, high debt to income ratios and inferior payment history.
Troubled Debt Restructurings (TDRs) – Loans whose contractual terms have been restructured in a manner that grants a concession to a borrower experiencing financial difficulties. Certain consumer loans for which a binding offer to restructure has been extended are also classified as TDRs. Concessions could include a reduction in the interest rate to a rate that is below market on the loan, payment extensions, forgiveness of principal, forbearance, loans discharged in bankruptcy or other actions intended to maximize collection. Secured consumer loans that have been discharged in Chapter 7 bankruptcy and have not been reaffirmed by the borrower are classified as TDRs at the time of discharge from bankruptcy. TDRs are generally reported as nonperforming loans and leases while on nonaccrual status. Nonperforming TDRs may be returned to accrual status when, among other criteria, payment in full of all amounts due under the restructured terms is expected and the borrower has demonstrated a sustained period of repayment performance, generally six months. TDRs that are on accrual status are reported as performing TDRs through the end of the calendar year in which the restructuring occurred or the year in which they are returned to accrual status. In addition, if accruing TDRs bear less than a market rate of interest at the time of modification, they are reported as performing TDRs throughout their remaining lives unless and until they cease to perform in accordance with their modified contractual terms, at which time they would be placed on nonaccrual status and reported as nonperforming TDRs.
Value-at-Risk (VaR) – VaR is a model that simulates the value of a portfolio under a range of hypothetical scenarios in order to generate a distribution of potential gains and losses. VaR represents the loss the portfolio is expected to experience with a given confidence level based on historical data. A VaR model is an effective tool in estimating ranges of potential gains and losses on our trading portfolios.

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Acronyms
 
 
 
ABS
 
Asset-backed securities
AFS
 
Available-for-sale
ALM
 
Asset and liability management
ARM
 
Adjustable-rate mortgage
AUM
 
Assets under management
BHC
 
Bank holding company
CCAR
 
Comprehensive Capital Analysis and Review
CDO
 
Collateralized debt obligation
CLO
 
Collateralized loan obligation
CRA
 
Community Reinvestment Act
CVA
 
Credit valuation adjustment
DVA
 
Debit valuation adjustment
EAD
 
Exposure at default
ERC
 
Enterprise Risk Committee
FHA
 
Federal Housing Administration
FHLB
 
Federal Home Loan Bank
FHLMC
 
Freddie Mac
FICC
 
Fixed-income, currencies and commodities
FICO
 
Fair Isaac Corporation (credit score)
FLUs
 
Front line units
FNMA
 
Fannie Mae
FSB
 
Financial Stability Board
FTE
 
Fully taxable-equivalent
FVA
 
Funding valuation adjustment
GAAP
 
Accounting principles generally accepted in the United States of America
GNMA
 
Government National Mortgage Association
GSE
 
Government-sponsored enterprise
HELOC
 
Home equity lines of credit
 
 
 
 
 
 
 
HFI
 
Held-for-investment
HQLA
 
High Quality Liquid Assets
HUD
 
U.S. Department of Housing and Urban Development
LCR
 
Liquidity Coverage Ratio
LGD
 
Loss-given default
LHFS
 
Loans held-for-sale
LIBOR
 
London InterBank Offered Rate
LTV
 
Loan-to-value
MBS
 
Mortgage-backed securities
MD&A
 
Management's Discussion and Analysis of Financial Condition and Results of Operations
MI
 
Mortgage insurance
MRC
 
Management Risk Committee
MSR
 
Mortgage servicing right
NSFR
 
Net Stable Funding Ratio
OCI
 
Other comprehensive income
OTC
 
Over-the-counter
OTTI
 
Other-than-temporary impairment
PCA
 
Prompt Corrective Action
PCI
 
Purchased credit-impaired
PPI
 
Payment protection insurance
RCSAs
 
Risk and Control Self Assessments
RMBS
 
Residential mortgage-backed securities
SEC
 
Securities and Exchange Commission
SLR
 
Supplementary leverage ratio
TDR
 
Troubled debt restructurings
TLAC
 
Total Loss-Absorbing Capacity
VIE
 
Variable interest entity



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Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

See Market Risk Management on page 113 in the MD&A and the sections referenced therein for Quantitative and Qualitative Disclosures about Market Risk.

Item 4. CONTROLS AND PROCEDURES
 
Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report and pursuant to Rule 13a-15(b) of the Securities Exchange Act of 1934 (Exchange Act), the Corporation's management, including the Chief Executive Officer and the Chief Financial Officer, conducted an evaluation of the effectiveness and design of the Corporation's disclosure controls and procedures (as that term is defined in Rule 13a-15(e) of the Exchange Act). Based upon that evaluation, the Corporation's Chief Executive Officer and Chief Financial Officer concluded that the Corporation's disclosure controls and procedures were effective, as of the end of the period covered by this report, in recording, processing, summarizing and reporting information required to be disclosed by the Corporation in reports that it files or submits under the Exchange Act, within the time periods specified in the Securities and Exchange Commission's rules and forms.

Changes in Internal Controls

There have been no changes in the Corporation's internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) during the three months ended September 30, 2015 that have materially affected or are reasonably likely to materially affect the Corporation's internal control over financial reporting.


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Part I. FINANCIAL INFORMATION
 
 
 
 
 
 
 
Item 1. FINANCIAL STATEMENTS
 
 
 
 
 
 
 
Bank of America Corporation and Subsidiaries
 
 
 
 
 
 
 
Consolidated Statement of Income
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions, except per share information)
2015
 
2014
 
2015
 
2014
Interest income
 
 
 
 
 
 
 
Loans and leases
$
8,005

 
$
8,535

 
$
24,019

 
$
25,930

Debt securities
1,839

 
2,225

 
6,796

 
6,346

Federal funds sold and securities borrowed or purchased under agreements to resell
275

 
239

 
774

 
801

Trading account assets
1,134

 
1,111

 
3,291

 
3,463

Other interest income
754

 
748

 
2,222

 
2,194

Total interest income
12,007

 
12,858

 
37,102

 
38,734

 
 
 
 
 
 
 
 
Interest expense
 
 
 
 
 
 
 
Deposits
214

 
270

 
650

 
843

Short-term borrowings
597

 
591

 
1,868

 
1,963

Trading account liabilities
342

 
392

 
1,071

 
1,225

Long-term debt
1,343

 
1,386

 
4,063

 
4,386

Total interest expense
2,496

 
2,639

 
7,652

 
8,417

Net interest income
9,511

 
10,219

 
29,450

 
30,317

 
 
 
 
 
 
 
 
Noninterest income
 
 
 
 
 
 
 
Card income
1,510

 
1,500

 
4,381

 
4,334

Service charges
1,898

 
1,907

 
5,519

 
5,599

Investment and brokerage services
3,336

 
3,327

 
10,101

 
9,887

Investment banking income
1,287

 
1,351

 
4,300

 
4,524

Equity investment income (loss)
(31
)
 
9

 
84

 
1,150

Trading account profits
1,616

 
1,899

 
5,510

 
6,198

Mortgage banking income
407

 
272

 
2,102

 
1,211

Gains on sales of debt securities
385

 
432

 
821

 
1,191

Other income
763

 
293

 
1,733

 
1,111

Total noninterest income
11,171

 
10,990

 
34,551

 
35,205

Total revenue, net of interest expense
20,682

 
21,209

 
64,001

 
65,522

 
 
 
 
 
 
 
 
Provision for credit losses
806

 
636

 
2,351

 
2,056

 
 
 
 
 
 
 
 
Noninterest expense
 
 
 
 
 
 
 
Personnel
7,829

 
8,039

 
25,333

 
26,094

Occupancy
1,028

 
1,070

 
3,082

 
3,264

Equipment
499

 
514

 
1,511

 
1,594

Marketing
445

 
446

 
1,330

 
1,338

Professional fees
673

 
611

 
1,588

 
1,795

Amortization of intangibles
207

 
234

 
632

 
708

Data processing
731

 
754

 
2,298

 
2,348

Telecommunications
210

 
311

 
583

 
1,005

Other general operating
2,185

 
8,163

 
6,963

 
22,775

Total noninterest expense
13,807

 
20,142

 
43,320

 
60,921

Income before income taxes
6,069

 
431

 
18,330

 
2,545

Income tax expense
1,561

 
663

 
5,145

 
762

Net income (loss)
$
4,508

 
$
(232
)
 
$
13,185

 
$
1,783

Preferred stock dividends
441

 
238

 
1,153

 
732

Net income (loss) applicable to common shareholders
$
4,067

 
$
(470
)
 
$
12,032

 
$
1,051

 
 
 
 
 
 
 
 
Per common share information
 
 
 
 
 
 
 
Earnings (loss)
$
0.39

 
$
(0.04
)
 
$
1.15

 
$
0.10

Diluted earnings (loss)
0.37

 
(0.04
)
 
1.09

 
0.10

Dividends paid
0.05

 
0.05

 
0.15

 
0.07

Average common shares issued and outstanding (in thousands)
10,444,291

 
10,515,790

 
10,483,466

 
10,531,688

Average diluted common shares issued and outstanding (in thousands)
11,197,203

 
10,515,790

 
11,234,125

 
10,587,841

See accompanying Notes to Consolidated Financial Statements.

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Bank of America Corporation and Subsidiaries
Consolidated Statement of Comprehensive Income
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Net income (loss)
$
4,508

 
$
(232
)
 
$
13,185

 
$
1,783

Other comprehensive income (loss), net-of-tax:
 
 
 
 
 
 
 
Net change in available-for-sale debt and marketable equity securities
1,418

 
(994
)
 
217

 
2,600

Net change in derivatives
127

 
196

 
416

 
411

Employee benefit plan adjustments
27

 
8

 
77

 
64

Net change in foreign currency translation adjustments
(76
)
 
(14
)
 
(84
)
 
(133
)
Other comprehensive income (loss)
1,496

 
(804
)
 
626

 
2,942

Comprehensive income (loss)
$
6,004

 
$
(1,036
)
 
$
13,811

 
$
4,725

See accompanying Notes to Consolidated Financial Statements.



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Bank of America Corporation and Subsidiaries
Consolidated Balance Sheet
(Dollars in millions)
September 30
2015
 
December 31
2014
Assets
 
 
 
Cash and due from banks
$
27,886

 
$
33,118

Interest-bearing deposits with the Federal Reserve, non-U.S. central banks and other banks
142,540

 
105,471

Cash and cash equivalents
170,426

 
138,589

Time deposits placed and other short-term investments
6,485

 
7,510

Federal funds sold and securities borrowed or purchased under agreements to resell (includes $62,806 and $62,182 measured at fair value)
206,681

 
191,823

Trading account assets (includes $110,680 and $110,621 pledged as collateral)
180,018

 
191,785

Derivative assets
55,226

 
52,682

Debt securities:
 
 
 
Carried at fair value (includes $55,573 and $46,976 pledged as collateral)
325,078

 
320,695

Held-to-maturity, at cost (fair value – $66,480 and $59,641; $15,020 and $17,124 pledged as collateral)
66,573

 
59,766

Total debt securities
391,651

 
380,461

Loans and leases (includes $7,178 and $8,681 measured at fair value and $44,794 and $52,959 pledged as collateral)
887,689

 
881,391

Allowance for loan and lease losses
(12,657
)
 
(14,419
)
Loans and leases, net of allowance
875,032

 
866,972

Premises and equipment, net
9,554

 
10,049

Mortgage servicing rights (includes $3,043 and $3,530 measured at fair value)
3,043

 
3,530

Goodwill
69,761

 
69,777

Intangible assets
3,973

 
4,612

Loans held-for-sale (includes $4,688 and $6,801 measured at fair value)
8,842

 
12,836

Customer and other receivables
63,443

 
61,845

Other assets (includes $13,318 and $13,873 measured at fair value)
108,871

 
112,063

Total assets
$
2,153,006

 
$
2,104,534

 
 
 
 
 
 
 
 
Assets of consolidated variable interest entities included in total assets above (isolated to settle the liabilities of the variable interest entities)
Trading account assets
$
5,514

 
$
6,890

Loans and leases
79,121

 
95,187

Allowance for loan and lease losses
(1,595
)
 
(1,968
)
Loans and leases, net of allowance
77,526

 
93,219

Loans held-for-sale
338

 
1,822

All other assets
2,424

 
2,769

Total assets of consolidated variable interest entities
$
85,802

 
$
104,700

See accompanying Notes to Consolidated Financial Statements.

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Bank of America Corporation and Subsidiaries
Consolidated Balance Sheet (continued)
(Dollars in millions)
September 30
2015
 
December 31
2014
Liabilities
 
 
 
Deposits in U.S. offices:
 
 
 
Noninterest-bearing
$
417,837

 
$
393,102

Interest-bearing (includes $1,163 and $1,469 measured at fair value)
676,812

 
660,161

Deposits in non-U.S. offices:
 
 
 
Noninterest-bearing
8,519

 
7,230

Interest-bearing
58,841

 
58,443

Total deposits
1,162,009

 
1,118,936

Federal funds purchased and securities loaned or sold under agreements to repurchase (includes $38,914 and $35,357 measured at fair value)
199,238

 
201,277

Trading account liabilities
74,252

 
74,192

Derivative liabilities
45,862

 
46,909

Short-term borrowings (includes $1,869 and $2,697 measured at fair value)
34,518

 
31,172

Accrued expenses and other liabilities (includes $13,356 and $12,055 measured at fair value and $661 and $528 of reserve for unfunded lending commitments)
143,934

 
145,438

Long-term debt (includes $29,185 and $36,404 measured at fair value)
237,288

 
243,139

Total liabilities
1,897,101

 
1,861,063

Commitments and contingencies (Note 6 – Securitizations and Other Variable Interest Entities, Note 7 – Representations and Warranties Obligations and Corporate Guarantees and Note 10 – Commitments and Contingencies)


 


 
 
 
 
Shareholders' equity
 
 
 
Preferred stock, $0.01 par value; authorized – 100,000,000 shares; issued and outstanding – 3,767,790 and 3,647,790 shares
22,273

 
19,309

Common stock and additional paid-in capital, $0.01 par value; authorized – 12,800,000,000 shares; issued and outstanding – 10,427,305,035 and 10,516,542,476 shares
151,841

 
153,458

Retained earnings
85,485

 
75,024

Accumulated other comprehensive income (loss)
(3,694
)
 
(4,320
)
Total shareholders' equity
255,905

 
243,471

Total liabilities and shareholders' equity
$
2,153,006

 
$
2,104,534

 
 
 
 
Liabilities of consolidated variable interest entities included in total liabilities above
 
 
 
Short-term borrowings
$
567

 
$
1,032

Long-term debt (includes $11,426 and $11,943 of non-recourse debt)
12,922

 
13,307

All other liabilities (includes $38 and $84 of non-recourse liabilities)
103

 
138

Total liabilities of consolidated variable interest entities
$
13,592

 
$
14,477

See accompanying Notes to Consolidated Financial Statements.

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Bank of America Corporation and Subsidiaries
Consolidated Statement of Changes in Shareholders' Equity
 
 
Preferred
Stock
Common Stock and Additional Paid-in Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Total
Shareholders'
Equity
(Dollars in millions, shares in thousands)
Shares
Amount
Balance, December 31, 2013
$
13,352

10,591,808

$
155,293

$
72,497

$
(8,457
)
$
232,685

Net income
 
 
 
1,783

 
1,783

Net change in available-for-sale debt and marketable equity securities
 
 
 
 
2,600

2,600

Net change in derivatives
 
 
 
 
411

411

Employee benefit plan adjustments
 
 
 
 
64

64

Net change in foreign currency translation adjustments
 
 
 
 
(133
)
(133
)
Dividends paid:
 
 
 
 
 
 
Common
 
 
 
(737
)
 
(737
)
Preferred
 
 
 
(732
)
 
(732
)
Issuance of preferred stock
4,561

 
 
 
 
4,561

Common stock issued under employee plans and related tax effects
 
25,218

(146
)
 
 
(146
)
Common stock repurchased
 
(101,132
)
(1,675
)
 
 
(1,675
)
Balance, September 30, 2014
$
17,913

10,515,894

$
153,472

$
72,811

$
(5,515
)
$
238,681

 
 
 
 
 
 
 
Balance, December 31, 2014
$
19,309

10,516,542

$
153,458

$
75,024

$
(4,320
)
$
243,471

Net income
 
 
 
13,185

 
13,185

Net change in available-for-sale debt and marketable equity securities
 
 
 
 
217

217

Net change in derivatives
 
 
 
 
416

416

Employee benefit plan adjustments
 
 
 
 
77

77

Net change in foreign currency translation adjustments
 
 
 
 
(84
)
(84
)
Dividends paid:
 
 
 
 
 
 
Common
 
 
 
(1,571
)
 
(1,571
)
Preferred
 
 
 
(1,153
)
 
(1,153
)
Issuance of preferred stock
2,964

 
 
 
 
2,964

Common stock issued under employee plans and related tax effects
 
3,983

(42
)
 
 
(42
)
Common stock repurchased
 
(93,220
)
(1,575
)
 
 
(1,575
)
Balance, September 30, 2015
$
22,273

10,427,305

$
151,841

$
85,485

$
(3,694
)
$
255,905

See accompanying Notes to Consolidated Financial Statements.



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Bank of America Corporation and Subsidiaries
Consolidated Statement of Cash Flows
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
Operating activities
 
 
 
Net income
$
13,185

 
$
1,783

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Provision for credit losses
2,351

 
2,056

Gains on sales of debt securities
(821
)
 
(1,191
)
Depreciation and premises improvements amortization
1,174

 
1,172

Amortization of intangibles
632

 
708

Net amortization of premium/discount on debt securities
1,368

 
1,675

Deferred income taxes
2,980

 
554

Loans held-for-sale:
 
 
 
Originations and purchases
(30,346
)
 
(28,652
)
Proceeds from sales and paydowns of loans originally classified as held-for-sale
27,726

 
29,458

Net change in:
 
 
 
Trading and derivative instruments
8,631

 
13,009

Other assets
(1,547
)
 
(4,405
)
Accrued expenses and other liabilities
(1,637
)
 
14,794

Other operating activities, net
(1,437
)
 
(514
)
Net cash provided by operating activities
22,259

 
30,447

Investing activities
 
 
 
Net change in:
 
 
 
Time deposits placed and other short-term investments
1,289

 
3,681

Federal funds sold and securities borrowed or purchased under agreements to resell
(14,858
)
 
(32,982
)
Debt securities carried at fair value:
 
 
 
Proceeds from sales
101,880

 
82,831

Proceeds from paydowns and maturities
60,791

 
60,255

Purchases
(151,991
)
 
(174,848
)
Held-to-maturity debt securities:
 
 
 
Proceeds from paydowns and maturities
10,129

 
5,250

Purchases
(16,260
)
 
(10,742
)
Loans and leases:
 
 
 
Proceeds from sales
20,399

 
20,422

Purchases
(9,240
)
 
(8,070
)
Other changes in loans and leases, net
(34,189
)
 
17,983

Net purchases of premises and equipment
(679
)
 
(684
)
Proceeds from sales of foreclosed properties
766

 
644

Proceeds from sales of investments
342

 
1,557

Other investing activities, net
(682
)
 
(635
)
Net cash used in investing activities
(32,303
)
 
(35,338
)
Financing activities
 
 
 
Net change in:
 
 
 
Deposits
43,073

 
(7,290
)
Federal funds purchased and securities loaned or sold under agreements to repurchase
(2,039
)
 
19,819

Short-term borrowings
3,346

 
(12,724
)
Long-term debt:
 
 
 
Proceeds from issuance
33,956

 
46,917

Retirement of long-term debt
(34,583
)
 
(44,623
)
Proceeds from issuance of preferred stock
2,964

 
4,561

Common stock repurchased
(1,575
)
 
(1,675
)
Cash dividends paid
(2,724
)
 
(1,469
)
Excess tax benefits on share-based payments
16

 
34

Other financing activities, net
(30
)
 
(37
)
Net cash provided by financing activities
42,404

 
3,513

Effect of exchange rate changes on cash and cash equivalents
(523
)
 
(1,285
)
Net increase (decrease) in cash and cash equivalents
31,837

 
(2,663
)
Cash and cash equivalents at January 1
138,589

 
131,322

Cash and cash equivalents at September 30
$
170,426

 
$
128,659

See accompanying Notes to Consolidated Financial Statements.

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Bank of America Corporation and Subsidiaries
Notes to Consolidated Financial Statements

NOTE 1 – Summary of Significant Accounting Principles

Bank of America Corporation (together with its consolidated subsidiaries, the Corporation), a bank holding company and a financial holding company, provides a diverse range of financial services and products throughout the U.S. and in certain international markets. The term "the Corporation" as used herein may refer to Bank of America Corporation individually, Bank of America Corporation and its subsidiaries, or certain of Bank of America Corporation's subsidiaries or affiliates.

Principles of Consolidation and Basis of Presentation

The Consolidated Financial Statements include the accounts of the Corporation and its majority-owned subsidiaries, and those variable interest entities (VIEs) where the Corporation is the primary beneficiary. Intercompany accounts and transactions have been eliminated. Results of operations of acquired companies are included from the dates of acquisition and for VIEs, from the dates that the Corporation became the primary beneficiary. Assets held in an agency or fiduciary capacity are not included in the Consolidated Financial Statements. The Corporation accounts for investments in companies for which it owns a voting interest and for which it has the ability to exercise significant influence over operating and financing decisions using the equity method of accounting. These investments are included in other assets. Equity method investments are subject to impairment testing and the Corporation's proportionate share of income or loss is included in equity investment income.

The preparation of the Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect reported amounts and disclosures. Realized results could differ from those estimates and assumptions.

The Corporation's Annual Report on Form 10-K for the year ended December 31, 2014 as supplemented by a Current Report on Form 8-K filed on April 29, 2015 to reflect reclassified business segment information is referred to herein as the 2014 Annual Report on Form 10-K. These unaudited Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

The nature of the Corporation's business is such that the results of any interim period are not necessarily indicative of results for a full year. In the opinion of management, all adjustments, which consist of normal recurring adjustments necessary for a fair statement of the interim period results have been made. The Corporation evaluates subsequent events through the date of filing with the Securities and Exchange Commission (SEC). Certain prior-period amounts have been reclassified to conform to current period presentation.

In the Consolidated Statement of Cash Flows, the Corporation made certain corrections which are not material, do not impact the Consolidated Statement of Income or Consolidated Balance Sheet, and have no impact on the Corporation’s cash and cash equivalents balance. Certain non-cash transactions involving the sale of loans and receipt of debt securities as proceeds were  incorrectly classified between operating activities and investing activities. The corrections resulted in a $3.4 billion increase in net cash provided by operating activities, offset by a $3.4 billion increase in net cash used in investing activities for the nine months ended September 30, 2014. The Consolidated Statement of Cash Flows included in the previously-filed Form 10-Qs for the quarterly periods ended March 31, 2015 and June 30, 2015, and the Form 10-K for the year ended December 31, 2014 also incorrectly reported this type of non-cash activity by $4.8 billion, $9.3 billion and $3.4 billion, respectively, where an increase in net cash provided by operating activities was offset by an increase in net cash used in investing activities, and therefore, had no impact on the Corporation’s cash and cash equivalents balance. The incorrectly reported amounts in the prior periods also were not material and did not impact the Consolidated Statements of Income or Consolidated Balance Sheets. This non-cash activity is properly presented in the accompanying Consolidated Statement of Cash Flows for the nine months ended September 30, 2015. Future filings will reflect the appropriate presentation for this item.

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Table of Contents

New Accounting Pronouncements

In February 2015, the Financial Accounting Standards Board (FASB) issued new accounting guidance that amends the criteria for determining whether limited partnerships and similar entities are VIEs, clarifies when a general partner or asset manager should consolidate an entity and eliminates the indefinite deferral of certain aspects of VIE accounting guidance for investments in certain investment funds. Money market funds registered under Rule 2a-7 of the Investment Company Act and similar funds are exempt from consolidation under the new guidance. The new accounting guidance is effective on January 1, 2016. Early adoption is permitted; however, the Corporation does not expect to adopt this new guidance early. The Corporation does not expect the new guidance to have a material impact on its consolidated financial position or results of operations.

In May 2014, the FASB issued new accounting guidance to clarify the principles for recognizing revenue from contracts with customers. The new accounting guidance, which does not apply to financial instruments, is effective on January 1, 2018. The Corporation does not expect the new guidance to have a material impact on its consolidated financial position or results of operations.

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Table of Contents

NOTE 2 – Derivatives
 
Derivative Balances

Derivatives are entered into on behalf of customers, for trading, or to support risk management activities. Derivatives used in risk management activities include derivatives that may or may not be designated in qualifying hedge accounting relationships. Derivatives that are not designated in qualifying hedge accounting relationships are referred to as other risk management derivatives. For more information on the Corporation's derivatives and hedging activities, see Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K. The following tables present derivative instruments included on the Consolidated Balance Sheet in derivative assets and liabilities at September 30, 2015 and December 31, 2014. Balances are presented on a gross basis, prior to the application of counterparty and cash collateral netting. Total derivative assets and liabilities are adjusted on an aggregate basis to take into consideration the effects of legally enforceable master netting agreements and have been reduced by the cash collateral received or paid.

 
September 30, 2015
 
 
 
Gross Derivative Assets
 
Gross Derivative Liabilities
(Dollars in billions)
Contract/
Notional (1)
 
Trading and Other Risk Management Derivatives
 
Qualifying
Accounting
Hedges
 
Total
 
Trading and Other Risk Management Derivatives
 
Qualifying
Accounting
Hedges
 
Total
Interest rate contracts
 
 
 
 
 
 
 
 
 
 
 
 
 
Swaps
$
22,297.6

 
$
503.2

 
$
8.7

 
$
511.9

 
$
502.6

 
$
1.0

 
$
503.6

Futures and forwards
8,949.3

 
2.0

 
0.1

 
2.1

 
2.3

 
—

 
2.3

Written options
1,538.3

 
—

 
—

 
—

 
65.9

 
—

 
65.9

Purchased options
1,524.6

 
67.2

 
—

 
67.2

 
—

 
—

 
—

Foreign exchange contracts
 
 
 
 
 
 
 
 
 
 
 
 


Swaps
2,145.0

 
50.4

 
0.9

 
51.3

 
52.7

 
2.5

 
55.2

Spot, futures and forwards
4,377.6

 
44.1

 
1.0

 
45.1

 
44.1

 
0.2

 
44.3

Written options
553.8

 
—

 
—

 
—

 
12.4

 
—

 
12.4

Purchased options
537.4

 
12.0

 
—

 
12.0

 
—

 
—

 
—

Equity contracts
 
 
 
 
 
 
 
 
 
 
 
 


Swaps
189.2

 
5.1

 
—

 
5.1

 
5.9

 
—

 
5.9

Futures and forwards
65.8

 
2.8

 
—

 
2.8

 
1.5

 
—

 
1.5

Written options
420.0

 
—

 
—

 
—

 
27.2

 
—

 
27.2

Purchased options
392.7

 
29.5

 
—

 
29.5

 
—

 
—

 
—

Commodity contracts
 
 
 
 
 
 
 
 
 
 
 
 


Swaps
53.7

 
4.4

 
—

 
4.4

 
7.3

 
—

 
7.3

Futures and forwards
402.7

 
4.0

 
—

 
4.0

 
1.0

 
—

 
1.0

Written options
89.5

 
—

 
—

 
—

 
7.8

 
—

 
7.8

Purchased options
102.4

 
7.3

 
—

 
7.3

 
—

 
—

 
—

Credit derivatives
 
 
 
 
 
 
 
 
 
 
 
 


Purchased credit derivatives:
 
 
 
 
 
 
 
 
 
 
 
 


Credit default swaps
1,001.6

 
14.6

 
—

 
14.6

 
15.3

 
—

 
15.3

Total return swaps/other
46.5

 
0.2

 
—

 
0.2

 
1.9

 
—

 
1.9

Written credit derivatives:
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit default swaps
992.0

 
15.6

 
—

 
15.6

 
13.2

 
—

 
13.2

Total return swaps/other
51.0

 
2.4

 
—

 
2.4

 
0.6

 
—

 
0.6

Gross derivative assets/liabilities
 
 
$
764.8

 
$
10.7

 
$
775.5

 
$
761.7

 
$
3.7

 
$
765.4

Less: Legally enforceable master netting agreements
 
 
 
(674.1
)
 
 
 
 
 
(674.1
)
Less: Cash collateral received/paid
 
 
 
 
 
 
(46.2
)
 
 
 
 
 
(45.4
)
Total derivative assets/liabilities
 
 
 
 
 
$
55.2

 
 
 
 
 
$
45.9

(1) 
Represents the total contract/notional amount of derivative assets and liabilities outstanding.

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Table of Contents

 
December 31, 2014
 
 
 
Gross Derivative Assets
 
Gross Derivative Liabilities
(Dollars in billions)
Contract/
Notional (1)
 
Trading and Other Risk Management Derivatives
 
Qualifying
Accounting
Hedges
 
Total
 
Trading and Other Risk Management Derivatives
 
Qualifying
Accounting
Hedges
 
Total
Interest rate contracts
 
 
 
 
 
 
 
 
 
 
 
 
 
Swaps
$
29,445.4

 
$
658.5

 
$
8.5

 
$
667.0

 
$
658.2

 
$
0.5

 
$
658.7

Futures and forwards
10,159.4

 
1.7

 
—

 
1.7

 
2.0

 
—

 
2.0

Written options
1,725.2

 
—

 
—

 
—

 
85.4

 
—

 
85.4

Purchased options
1,739.8

 
85.6

 
—

 
85.6

 
—

 
—

 
—

Foreign exchange contracts
 
 
 
 
 
 
 
 
 
 
 
 
 
Swaps
2,159.1

 
51.5

 
0.8

 
52.3

 
54.6

 
1.9

 
56.5

Spot, futures and forwards
4,226.4

 
68.9

 
1.5

 
70.4

 
72.4

 
0.2

 
72.6

Written options
600.7

 
—

 
—

 
—

 
16.0

 
—

 
16.0

Purchased options
584.6

 
15.1

 
—

 
15.1

 
—

 
—

 
—

Equity contracts
 
 
 
 
 
 
 
 
 
 
 
 
 
Swaps
193.7

 
3.2

 
—

 
3.2

 
4.0

 
—

 
4.0

Futures and forwards
69.5

 
2.1

 
—

 
2.1

 
1.8

 
—

 
1.8

Written options
341.0

 
—

 
—

 
—

 
26.0

 
—

 
26.0

Purchased options
318.4

 
27.9

 
—

 
27.9

 
—

 
—

 
—

Commodity contracts
 
 
 
 
 
 
 
 
 
 
 
 
 
Swaps
74.3

 
5.8

 
—

 
5.8

 
8.5

 
—

 
8.5

Futures and forwards
376.5

 
4.5

 
—

 
4.5

 
1.8

 
—

 
1.8

Written options
129.5

 
—

 
—

 
—

 
11.5

 
—

 
11.5

Purchased options
141.3

 
10.7

 
—

 
10.7

 
—

 
—

 
—

Credit derivatives
 
 
 
 
 
 
 
 
 
 
 
 
 
Purchased credit derivatives:
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit default swaps
1,094.8

 
13.3

 
—

 
13.3

 
23.4

 
—

 
23.4

Total return swaps/other
44.3

 
0.2

 
—

 
0.2

 
1.4

 
—

 
1.4

Written credit derivatives:
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit default swaps
1,073.1

 
24.5

 
—

 
24.5

 
11.9

 
—

 
11.9

Total return swaps/other
61.0

 
0.5

 
—

 
0.5

 
0.3

 
—

 
0.3

Gross derivative assets/liabilities
 
 
$
974.0

 
$
10.8

 
$
984.8

 
$
979.2

 
$
2.6

 
$
981.8

Less: Legally enforceable master netting agreements
 
 
 
(884.8
)
 
 
 
 
 
(884.8
)
Less: Cash collateral received/paid
 
 
 
 
 
 
(47.3
)
 
 
 
 
 
(50.1
)
Total derivative assets/liabilities
 
 
 
 
 
$
52.7

 
 
 
 
 
$
46.9

(1) 
Represents the total contract/notional amount of derivative assets and liabilities outstanding.

Offsetting of Derivatives

The Corporation enters into International Swaps and Derivatives Association, Inc. (ISDA) master netting agreements or similar agreements with substantially all of the Corporation's derivative counterparties. Where legally enforceable, these master netting agreements give the Corporation, in the event of default by the counterparty, the right to liquidate securities held as collateral and to offset receivables and payables with the same counterparty. For purposes of the Consolidated Balance Sheet, the Corporation offsets derivative assets and liabilities and cash collateral held with the same counterparty where it has such a legally enforceable master netting agreement.

The Offsetting of Derivatives table presents derivative instruments included in derivative assets and liabilities on the Consolidated Balance Sheet at September 30, 2015 and December 31, 2014 by primary risk (e.g., interest rate risk) and the platform, where applicable, on which these derivatives are transacted. Exchange-traded derivatives include listed options transacted on an exchange. Over-the-counter (OTC) derivatives include bilateral transactions between the Corporation and a particular counterparty. OTC-cleared derivatives include bilateral transactions between the Corporation and a counterparty where the transaction is cleared through a clearinghouse. Balances are presented on a gross basis, prior to the application of counterparty and cash collateral netting. Total gross derivative assets and liabilities

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Table of Contents

are adjusted on an aggregate basis to take into consideration the effects of legally enforceable master netting agreements which includes reducing the balance for counterparty netting and cash collateral received or paid.

Other gross derivative assets and liabilities in the table represent derivatives entered into under master netting agreements where uncertainty exists as to the enforceability of these agreements under bankruptcy laws in some countries or industries and, accordingly, receivables and payables with counterparties in these countries or industries are reported on a gross basis.

Also included in the table is financial instruments collateral related to legally enforceable master netting agreements that represents securities collateral received or pledged and customer cash collateral held at third-party custodians. These amounts are not offset on the Consolidated Balance Sheet but are shown as a reduction to total derivative assets and liabilities in the table to derive net derivative assets and liabilities.

For more information on offsetting of securities financing agreements, see Note 9 – Federal Funds Sold or Purchased, Securities Financing Agreements and Short-term Borrowings.

Offsetting of Derivatives
 
 
 
 
 
 
 
 
September 30, 2015
 
December 31, 2014
(Dollars in billions)
Derivative
Assets
 
Derivative
Liabilities
 
Derivative
Assets
 
Derivative
Liabilities
Interest rate contracts
 
 
 
 
 
 
 
Over-the-counter
$
344.0

 
$
328.0

 
$
386.6

 
$
373.2

Exchange-traded
0.1

 
0.1

 
0.1

 
0.1

Over-the-counter cleared
235.4

 
239.4

 
365.7

 
368.7

Foreign exchange contracts
 
 
 
 
 
 
 
Over-the-counter
104.6

 
107.6

 
133.0

 
139.9

Over-the-counter cleared
0.1

 
0.1

 
—

 
—

Equity contracts
 

 
 
 
 

 
 
Over-the-counter
20.0

 
16.9

 
19.5

 
16.7

Exchange-traded
12.8

 
12.1

 
8.6

 
7.8

Commodity contracts
 
 
 
 
 
 
 
Over-the-counter
7.5

 
9.7

 
10.2

 
11.9

Exchange-traded
4.4

 
4.6

 
7.4

 
7.7

Over-the-counter cleared
0.1

 
0.1

 
0.1

 
0.6

Credit derivatives
 

 
 

 
 

 
 

Over-the-counter
25.4

 
23.9

 
30.8

 
30.2

Over-the-counter cleared
6.2

 
6.2

 
7.0

 
6.8

Total gross derivative assets/liabilities, before netting


 


 
 
 
 
Over-the-counter
501.5

 
486.1

 
580.1

 
571.9

Exchange-traded
17.3

 
16.8

 
16.1

 
15.6

Over-the-counter cleared
241.8

 
245.8

 
372.8

 
376.1

Less: Legally enforceable master netting agreements and cash collateral received/paid
 
 
 
 
 
 
 
Over-the-counter
(465.0
)
 
(459.9
)
 
(545.7
)
 
(545.5
)
Exchange-traded
(13.9
)
 
(13.9
)
 
(13.9
)
 
(13.9
)
Over-the-counter cleared
(241.4
)
 
(245.7
)
 
(372.5
)
 
(375.5
)
Derivative assets/liabilities, after netting
40.3

 
29.2

 
36.9

 
28.7

Other gross derivative assets/liabilities
14.9

 
16.7

 
15.8

 
18.2

Total derivative assets/liabilities
55.2

 
45.9

 
52.7

 
46.9

Less: Financial instruments collateral (1)
(14.5
)
 
(7.0
)
 
(13.3
)
 
(8.9
)
Total net derivative assets/liabilities
$
40.7

 
$
38.9

 
$
39.4

 
$
38.0

(1)
These amounts are limited to the derivative asset/liability balance and, accordingly, do not include excess collateral received/pledged.

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ALM and Risk Management Derivatives

The Corporation's asset and liability management (ALM) and risk management activities include the use of derivatives to mitigate risk to the Corporation including derivatives designated in qualifying hedge accounting relationships and derivatives used in other risk management activities. Interest rate, foreign exchange, equity, commodity and credit contracts are utilized in the Corporation's ALM and risk management activities.

The Corporation maintains an overall interest rate risk management strategy that incorporates the use of interest rate contracts, which are generally non-leveraged generic interest rate and basis swaps, options, futures and forwards, to minimize significant fluctuations in earnings caused by interest rate volatility. The Corporation's goal is to manage interest rate sensitivity and volatility so that movements in interest rates do not significantly adversely affect earnings or capital. As a result of interest rate fluctuations, hedged fixed-rate assets and liabilities appreciate or depreciate in fair value. Gains or losses on the derivative instruments that are linked to the hedged fixed-rate assets and liabilities are expected to substantially offset this unrealized appreciation or depreciation.

Market risk, including interest rate risk, can be substantial in the mortgage business. Market risk is the risk that values of mortgage assets or revenues will be adversely affected by changes in market conditions such as interest rate movements. To mitigate the interest rate risk in mortgage banking production income, the Corporation utilizes forward loan sale commitments and other derivative instruments, including purchased options, and certain debt securities. The Corporation also utilizes derivatives such as interest rate options, interest rate swaps, forward settlement contracts and eurodollar futures to hedge certain market risks of mortgage servicing rights (MSR). For more information on MSRs, see Note 17 – Mortgage Servicing Rights.

The Corporation uses foreign exchange contracts to manage the foreign exchange risk associated with certain foreign currency-denominated assets and liabilities, as well as the Corporation's investments in non-U.S. subsidiaries. Foreign exchange contracts, which include spot and forward contracts, represent agreements to exchange the currency of one country for the currency of another country at an agreed-upon price on an agreed-upon settlement date. Exposure to loss on these contracts will increase or decrease over their respective lives as currency exchange and interest rates fluctuate.

The Corporation enters into derivative commodity contracts such as futures, swaps, options and forwards as well as non-derivative commodity contracts to provide price risk management services to customers or to manage price risk associated with its physical and financial commodity positions. The non-derivative commodity contracts and physical inventories of commodities expose the Corporation to earnings volatility. Fair value accounting hedges provide a method to mitigate a portion of this earnings volatility.

The Corporation purchases credit derivatives to manage credit risk related to certain funded and unfunded credit exposures. Credit derivatives include credit default swaps (CDS), total return swaps and swaptions. These derivatives are recorded on the Consolidated Balance Sheet at fair value with changes in fair value recorded in other income.


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Table of Contents

Derivatives Designated as Accounting Hedges

The Corporation uses various types of interest rate, commodity and foreign exchange derivative contracts to protect against changes in the fair value of its assets and liabilities due to fluctuations in interest rates, commodity prices and exchange rates (fair value hedges). The Corporation also uses these types of contracts and equity derivatives to protect against changes in the cash flows of its assets and liabilities, and other forecasted transactions (cash flow hedges). The Corporation hedges its net investment in consolidated non-U.S. operations determined to have functional currencies other than the U.S. Dollar using forward exchange contracts and cross-currency basis swaps, and by issuing foreign currency-denominated debt (net investment hedges).

Fair Value Hedges

The table below summarizes information related to fair value hedges for the three and nine months ended September 30, 2015 and 2014, including hedges of interest rate risk on long-term debt that were acquired as part of a business combination and redesignated at that time. At redesignation, the fair value of the derivatives was positive. As the derivatives mature, the fair value will approach zero. As a result, ineffectiveness will occur and the fair value changes in the derivatives and the long-term debt being hedged may be directionally the same in certain scenarios. Based on a regression analysis, the derivatives continue to be highly effective at offsetting changes in the fair value of the long-term debt attributable to interest rate risk.

Derivatives Designated as Fair Value Hedges
 
 
 
 
 
 
Gains (Losses)
Three Months Ended September 30
 
Nine Months Ended September 30
 
2015
 
2015
(Dollars in millions)
Derivative
 
Hedged
Item
 
Hedge
Ineffectiveness
 
Derivative
 
Hedged
Item
 
Hedge
Ineffectiveness
Interest rate risk on long-term debt (1)
$
1,921

 
$
(2,111
)
 
$
(190
)
 
$
724

 
$
(1,362
)
 
$
(638
)
Interest rate and foreign currency risk on long-term debt (1)
(138
)
 
125

 
(13
)
 
(1,394
)
 
1,311

 
(83
)
Interest rate risk on available-for-sale securities (2)
(6
)
 
(1
)
 
(7
)
 
39

 
(49
)
 
(10
)
Price risk on commodity inventory (3)
2

 
(2
)
 
—

 
15

 
(11
)
 
4

Total
$
1,779

 
$
(1,989
)
 
$
(210
)
 
$
(616
)
 
$
(111
)
 
$
(727
)
 
 
 
 
 
 
 
 
 
 
 
 
 
2014
 
2014
Interest rate risk on long-term debt (1)
$
(489
)
 
$
265

 
$
(224
)
 
$
612

 
$
(1,239
)
 
$
(627
)
Interest rate and foreign currency risk on long-term debt (1)
(1,631
)
 
1,620

 
(11
)
 
(1,368
)
 
1,305

 
(63
)
Interest rate risk on available-for-sale securities (2)
1

 
(21
)
 
(20
)
 
(20
)
 
(5
)
 
(25
)
Price risk on commodity inventory (3)
7

 
(7
)
 
—

 
9

 
(4
)
 
5

Total
$
(2,112
)
 
$
1,857

 
$
(255
)
 
$
(767
)
 
$
57

 
$
(710
)
(1) 
Amounts are recorded in interest expense on long-term debt and in other income.
(2) 
Amounts are recorded in interest income on debt securities.
(3) 
Amounts relating to commodity inventory are recorded in trading account profits.


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Table of Contents

Cash Flow and Net Investment Hedges

The table below summarizes certain information related to cash flow hedges and net investment hedges for the three and nine months ended September 30, 2015 and 2014. Of the $1.2 billion net loss (after-tax) on derivatives in accumulated other comprehensive income (OCI) at September 30, 2015, $643 million ($402 million after-tax) is expected to be reclassified into earnings in the next 12 months. These net losses reclassified into earnings are expected to primarily reduce net interest income related to the respective hedged items. Amounts related to price risk on restricted stock awards reclassified from accumulated OCI are recorded in personnel expense.

Derivatives Designated as Cash Flow and Net Investment Hedges
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
 
2015
 
2015
(Dollars in millions, amounts pretax)
Gains (Losses) Recognized in Accumulated OCI on Derivatives
 
Gains (Losses) in Income Reclassified from Accumulated OCI
 
Hedge Ineffectiveness and Amounts Excluded from Effectiveness Testing (1)
 
Gains (Losses) Recognized in Accumulated OCI on Derivatives
 
Gains (Losses) in Income Reclassified from Accumulated OCI
 
Hedge Ineffectiveness and Amounts Excluded from Effectiveness Testing (1)
Cash flow hedges
 
 
 
 
 
 
 
 
 
 
 
Interest rate risk on variable-rate portfolios
$
94

 
$
(254
)
 
$
4

 
$
99

 
$
(768
)
 
$
3

Price risk on restricted stock awards (2)
(112
)
 
30

 
—

 
(141
)
 
57

 
—

Total
$
(18
)
 
$
(224
)
 
$
4

 
$
(42
)
 
$
(711
)
 
$
3

Net investment hedges
 
 
 
 
 
 
 
 
 
 
 
Foreign exchange risk
$
1,407

 
$
14

 
$
(98
)
 
$
2,397

 
$
98

 
$
(185
)
 
 
 
 
 
 
 
 
 
 
 
 
 
2014
 
2014
Cash flow hedges
 
 
 
 
 
 
 
 
 
 
 
Interest rate risk on variable-rate portfolios
$
(12
)
 
$
(271
)
 
$
(4
)
 
$
33

 
$
(831
)
 
$
(4
)
Price risk on restricted stock awards (2)
137

 
85

 
—

 
73

 
310

 
—

Total
$
125

 
$
(186
)
 
$
(4
)
 
$
106

 
$
(521
)
 
$
(4
)
Net investment hedges
 
 
 
 
 
 
 
 
 
 
 
Foreign exchange risk
$
2,286

 
$
9

 
$
(150
)
 
$
1,308

 
$
7

 
$
(326
)
(1) 
Amounts related to derivatives designated as cash flow hedges represent hedge ineffectiveness and amounts related to net investment hedges represent amounts excluded from effectiveness testing.
(2) 
The hedge gain (loss) recognized in accumulated OCI is primarily related to the change in the Corporation's stock price for the period.

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Table of Contents

Other Risk Management Derivatives

Other risk management derivatives are used by the Corporation to reduce certain risk exposures. These derivatives are not qualifying accounting hedges because either they did not qualify for or were not designated as accounting hedges. The table below presents gains (losses) on these derivatives for the three and nine months ended September 30, 2015 and 2014. These gains (losses) are largely offset by the income or expense that is recorded on the hedged item.

Other Risk Management Derivatives
 
 
 
 
Gains (Losses)
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Interest rate risk on mortgage banking income (1)
$
474

 
$
(7
)
 
$
380

 
$
369

Credit risk on loans (2)
24

 
12

 
(34
)
 
(21
)
Interest rate and foreign currency risk on ALM activities (3)
(527
)
 
(1,359
)
 
(202
)
 
(2,670
)
Price risk on restricted stock awards (4)
(229
)
 
373

 
(473
)
 
399

Other
22

 
(3
)
 
15

 
(7
)
(1) 
Net gains (losses) on these derivatives are recorded in mortgage banking income as they are used to mitigate the interest rate risk related to MSRs, interest rate lock commitments and mortgage loans held-for-sale, all of which are measured at fair value with changes in fair value recorded in mortgage banking income. The net gains on interest rate lock commitments related to the origination of mortgage loans that are held-for-sale, which are not included in the table but are considered derivative instruments, were $184 million and $611 million for the three and nine months ended September 30, 2015 compared to $166 million and $564 million for the same periods in 2014.
(2) 
Primarily related to derivatives that are economic hedges of credit risk on loans. Net gains (losses) on these derivatives are recorded in other income.
(3) 
Primarily related to hedges of debt securities carried at fair value and hedges of foreign currency-denominated debt. Gains (losses) on these derivatives and the related hedged items are recorded in other income.
(4) 
Gains (losses) on these derivatives are recorded in personnel expense.

Transfers of Financial Assets with Risk Retained through Derivatives

The Corporation enters into certain transactions involving the transfer of financial assets that are accounted for as sales where substantially all of the economic exposure to the transferred financial assets is retained by the Corporation through a derivative agreement with the initial transferee. These transactions are accounted for as sales because the Corporation does not retain control over the assets transferred.

Through September 30, 2015, the Corporation transferred $8.9 billion of non-U.S. government-guaranteed mortgage-backed securities (MBS) and non-U.S. government securities primarily to a trust created by a third party. The Corporation received gross cash proceeds of $8.9 billion at the transfer dates. The Corporation simultaneously entered into derivatives with those counterparties whereby the Corporation retained certain economic exposures to those securities (e.g., interest rate and/or credit risk). Generally, the maturity of the derivatives is the same as the maturity of assets initially transferred. A derivative asset of $137 million and a liability of $20 million were recorded at September 30, 2015 and are included in credit derivatives in the derivative instruments table on page 140. At September 30, 2015, the fair value of the securities previously transferred was $8.6 billion. The economic exposure retained by the Corporation, which is primarily interest rate risk and prepayment risk, is typically hedged with interest rate swaps and interest rate swaptions and, to a lesser extent, total return swaps.

Sales and Trading Revenue

The Corporation enters into trading derivatives to facilitate client transactions and to manage risk exposures arising from trading account assets and liabilities. It is the Corporation's policy to include these derivative instruments in its trading activities which include derivatives and non-derivative cash instruments. The resulting risk from these derivatives is managed on a portfolio basis as part of the Corporation's Global Markets business segment. The related sales and trading revenue generated within Global Markets is recorded in various income statement line items including trading account profits and net interest income as well as other revenue categories.


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Table of Contents

Sales and trading revenue includes changes in the fair value and realized gains and losses on the sales of trading and other assets, net interest income, and fees primarily from commissions on equity securities. Revenue is generated by the difference in the client price for an instrument and the price at which the trading desk can execute the trade in the dealer market. For equity securities, commissions related to purchases and sales are recorded in the "Other" column in the Sales and Trading Revenue table. Changes in the fair value of these securities are included in trading account profits. For debt securities, revenue, with the exception of interest associated with the debt securities, is typically included in trading account profits. Unlike commissions for equity securities, the initial revenue related to broker-dealer services for debt securities is typically included in the pricing of the instrument rather than being charged through separate fee arrangements. Therefore, this revenue is recorded in trading account profits as part of the initial mark to fair value. For derivatives, the majority of revenue is included in trading account profits. In transactions where the Corporation acts as agent, which include exchange-traded futures and options, fees are recorded in other income.

The table below, which includes both derivatives and non-derivative cash instruments, identifies the amounts in the respective income statement line items attributable to the Corporation's sales and trading revenue in Global Markets, categorized by primary risk, for the three and nine months ended September 30, 2015 and 2014. The difference between total trading account profits in the table below and in the Consolidated Statement of Income represents trading activities in business segments other than Global Markets. This table includes debit valuation and funding valuation adjustment (DVA/FVA) gains (losses). Global Markets results in Note 18 – Business Segment Information are presented on a fully taxable-equivalent (FTE) basis. The table below is not presented on an FTE basis.

Sales and Trading Revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
 
2015
 
2015
(Dollars in millions)
Trading
Account
Profits
 
Net Interest Income
 
Other (1)
 
Total
 
Trading
Account
Profits
 
Net Interest Income
 
Other (1)
 
Total
Interest rate risk
$
395

 
$
372

 
$
231

 
$
998

 
$
1,240

 
$
1,035

 
$
464

 
$
2,739

Foreign exchange risk
310

 
(3
)
 
(36
)
 
271

 
1,051

 
(6
)
 
(98
)
 
947

Equity risk
558

 
38

 
590

 
1,186

 
1,795

 
14

 
1,732

 
3,541

Credit risk
84

 
615

 
105

 
804

 
825

 
1,776

 
397

 
2,998

Other risk
115

 
(24
)
 
83

 
174

 
371

 
(62
)
 
158

 
467

Total sales and trading revenue
$
1,462

 
$
998

 
$
973

 
$
3,433

 
$
5,282

 
$
2,757

 
$
2,653

 
$
10,692

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2014
 
2014
Interest rate risk
$
403

 
$
257

 
$
85

 
$
745

 
$
1,210

 
$
791

 
$
318

 
$
2,319

Foreign exchange risk
372

 
—

 
(32
)
 
340

 
837

 
4

 
(93
)
 
748

Equity risk
502

 
5

 
598

 
1,105

 
1,653

 
(87
)
 
1,768

 
3,334

Credit risk
330

 
637

 
111

 
1,078

 
1,865

 
1,945

 
473

 
4,283

Other risk
179

 
(25
)
 
31

 
185

 
356

 
(85
)
 
113

 
384

Total sales and trading revenue
$
1,786

 
$
874

 
$
793

 
$
3,453

 
$
5,921

 
$
2,568

 
$
2,579

 
$
11,068

(1) 
Represents amounts in investment and brokerage services and other income that are recorded in Global Markets and included in the definition of sales and trading revenue. Includes investment and brokerage services revenue of $568 million and $1.7 billion for the three and nine months ended September 30, 2015 and $528 million and $1.6 billion for the same periods in 2014.

Credit Derivatives

The Corporation enters into credit derivatives primarily to facilitate client transactions and to manage credit risk exposures. Credit derivatives derive value based on an underlying third-party referenced obligation or a portfolio of referenced obligations and generally require the Corporation, as the seller of credit protection, to make payments to a buyer upon the occurrence of a pre-defined credit event. Such credit events generally include bankruptcy of the referenced credit entity and failure to pay under the obligation, as well as acceleration of indebtedness and payment repudiation or moratorium. For credit derivatives based on a portfolio of referenced credits or credit indices, the Corporation may not be required to make payment until a specified amount of loss has occurred and/or may only be required to make payment up to a specified amount.


147
Table of Contents

Credit derivative instruments where the Corporation is the seller of credit protection and their expiration are summarized in the table below. These instruments are classified as investment and non-investment grade based on the credit quality of the underlying referenced obligation. The Corporation considers ratings of BBB- or higher as investment grade. Non-investment grade includes non-rated credit derivative instruments. The Corporation discloses internal categorizations of investment grade and non-investment grade consistent with how risk is managed for these instruments.

Credit Derivative Instruments
 
 
 
September 30, 2015
 
Carrying Value
(Dollars in millions)
Less than
One Year
 
One to
Three Years
 
Three to
Five Years
 
Over Five
Years
 
Total
Credit default swaps:
 
 
 
 
 
 
 
 
 
Investment grade
$
59

 
$
526

 
$
2,247

 
$
1,362

 
$
4,194

Non-investment grade
414

 
2,526

 
2,365

 
3,703

 
9,008

Total
473

 
3,052

 
4,612

 
5,065

 
13,202

Total return swaps/other:
 
 
 
 
 
 
 
 
 
Investment grade
44

 
—

 
—

 
—

 
44

Non-investment grade
277

 
263

 
11

 
—

 
551

Total
321

 
263

 
11

 
—

 
595

Total credit derivatives
$
794

 
$
3,315

 
$
4,623

 
$
5,065

 
$
13,797

Credit-related notes:
 
 
 
 
 
 
 
 
 
Investment grade
$
4

 
$
18

 
$
207

 
$
2,742

 
$
2,971

Non-investment grade
49

 
100

 
59

 
1,477

 
1,685

Total credit-related notes
$
53

 
$
118

 
$
266

 
$
4,219

 
$
4,656

 
Maximum Payout/Notional
Credit default swaps:
 
 
 
 
 
 
 
 
 
Investment grade
$
131,368

 
$
304,659

 
$
198,283

 
$
50,319

 
$
684,629

Non-investment grade
64,553

 
159,200

 
59,706

 
23,875

 
307,334

Total
195,921

 
463,859

 
257,989

 
74,194

 
991,963

Total return swaps/other:
 
 
 
 
 
 
 
 
 
Investment grade
26,353

 
—

 
—

 
—

 
26,353

Non-investment grade
14,984

 
8,081

 
1,321

 
232

 
24,618

Total
41,337

 
8,081

 
1,321

 
232

 
50,971

Total credit derivatives
$
237,258

 
$
471,940

 
$
259,310

 
$
74,426

 
$
1,042,934

 
 
 
 
 
 
 
 
 
 
 
December 31, 2014
 
Carrying Value
Credit default swaps:
 
 
 
 
 
 
 
 
 
Investment grade
$
100

 
$
714

 
$
1,455

 
$
939

 
$
3,208

Non-investment grade
916

 
2,107

 
1,338

 
4,301

 
8,662

Total
1,016

 
2,821

 
2,793

 
5,240

 
11,870

Total return swaps/other:
 
 
 
 
 
 
 
 
 
Investment grade
24

 
—

 
—

 
—

 
24

Non-investment grade
64

 
247

 
2

 
—

 
313

Total
88

 
247

 
2

 
—

 
337

Total credit derivatives
$
1,104

 
$
3,068

 
$
2,795

 
$
5,240

 
$
12,207

Credit-related notes:
 
 
 
 
 
 
 
 
 
Investment grade
$
2

 
$
365

 
$
568

 
$
2,634

 
$
3,569

Non-investment grade
5

 
141

 
85

 
1,443

 
1,674

Total credit-related notes
$
7

 
$
506

 
$
653

 
$
4,077

 
$
5,243

 
Maximum Payout/Notional
Credit default swaps:
 
 
 
 
 
 
 
 
 
Investment grade
$
132,974

 
$
342,914

 
$
242,728

 
$
28,982

 
$
747,598

Non-investment grade
54,326

 
170,580

 
80,011

 
20,586

 
325,503

Total
187,300

 
513,494

 
322,739

 
49,568

 
1,073,101

Total return swaps/other:
 
 
 
 
 
 
 
 
 
Investment grade
22,645

 
—

 
—

 
—

 
22,645

Non-investment grade
23,839

 
10,792

 
3,268

 
487

 
38,386

Total
46,484

 
10,792

 
3,268

 
487

 
61,031

Total credit derivatives
$
233,784

 
$
524,286

 
$
326,007

 
$
50,055

 
$
1,134,132



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The notional amount represents the maximum amount payable by the Corporation for most credit derivatives. However, the Corporation does not monitor its exposure to credit derivatives based solely on the notional amount because this measure does not take into consideration the probability of occurrence. As such, the notional amount is not a reliable indicator of the Corporation's exposure to these contracts. Instead, a risk framework is used to define risk tolerances and establish limits to help ensure that certain credit risk-related losses occur within acceptable, predefined limits.

The Corporation manages its market risk exposure to credit derivatives by entering into a variety of offsetting derivative contracts and security positions. For example, in certain instances, the Corporation may purchase credit protection with identical underlying referenced names to offset its exposure. The carrying value and notional amount of written credit derivatives for which the Corporation held purchased credit derivatives with identical underlying referenced names and terms were $8.4 billion and $812.6 billion at September 30, 2015, and $5.7 billion and $880.6 billion at December 31, 2014.

Credit-related notes in the table on page 148 include investments in securities issued by collateralized debt obligation (CDO), collateralized loan obligation (CLO) and credit-linked note vehicles. These instruments are primarily classified as trading securities. The carrying value of these instruments equals the Corporation's maximum exposure to loss. The Corporation is not obligated to make any payments to the entities under the terms of the securities owned.

Credit-related Contingent Features and Collateral

The Corporation executes the majority of its derivative contracts in the OTC market with large, international financial institutions, including broker-dealers and, to a lesser degree, with a variety of non-financial companies. Substantially all of the derivative transactions are executed on a daily margin basis. Therefore, events such as a credit rating downgrade (depending on the ultimate rating level) or a breach of credit covenants would typically require an increase in the amount of collateral required of the counterparty, where applicable, and/or allow the Corporation to take additional protective measures such as early termination of all trades. Further, as previously discussed on page 140, the Corporation enters into legally enforceable master netting agreements which reduce risk by permitting the closeout and netting of transactions with the same counterparty upon the occurrence of certain events.

A majority of the Corporation's derivative contracts contain credit risk-related contingent features, primarily in the form of ISDA master netting agreements and credit support documentation that enhance the creditworthiness of these instruments compared to other obligations of the respective counterparty with whom the Corporation has transacted. These contingent features may be for the benefit of the Corporation as well as its counterparties with respect to changes in the Corporation's creditworthiness and the mark-to-market exposure under the derivative transactions. At September 30, 2015 and December 31, 2014, the Corporation held cash and securities collateral of $80.9 billion and $82.0 billion, and posted cash and securities collateral of $61.7 billion and $67.7 billion in the normal course of business under derivative agreements. This excludes cross-product margining agreements where clients are permitted to margin on a net basis for both derivative and secured financing arrangements.

In connection with certain OTC derivative contracts and other trading agreements, the Corporation can be required to provide additional collateral or to terminate transactions with certain counterparties in the event of a downgrade of the senior debt ratings of the Corporation or certain subsidiaries. The amount of additional collateral required depends on the contract and is usually a fixed incremental amount and/or the market value of the exposure.

At September 30, 2015, the amount of collateral, calculated based on the terms of the contracts, that the Corporation and certain subsidiaries could be required to post to counterparties but had not yet posted to counterparties was approximately $2.8 billion, including $1.5 billion for Bank of America, N.A. (BANA).

Some counterparties are currently able to unilaterally terminate certain contracts, or the Corporation or certain subsidiaries may be required to take other action such as find a suitable replacement or obtain a guarantee. At September 30, 2015, the current liability recorded for these derivative contracts was $369 million.


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The table below presents the amount of additional collateral that would have been contractually required by derivative contracts and other trading agreements at September 30, 2015 if the rating agencies had downgraded their long-term senior debt ratings for the Corporation or certain subsidiaries by one incremental notch and by an additional second incremental notch.

Additional Collateral Required to Be Posted Upon Downgrade
 
September 30, 2015
(Dollars in millions)
One incremental notch
 
Second incremental notch
Bank of America Corporation
$
1,224

 
$
1,502

Bank of America, N.A. and subsidiaries (1)
940

 
1,043

(1) 
Included in Bank of America Corporation collateral requirements in this table.

The table below presents the derivative liabilities that would be subject to unilateral termination by counterparties and the amounts of collateral that would have been contractually required at September 30, 2015 if the long-term senior debt ratings for the Corporation or certain subsidiaries had been lower by one incremental notch and by an additional second incremental notch.

Derivative Liabilities Subject to Unilateral Termination Upon Downgrade
 
September 30, 2015
(Dollars in millions)
One incremental notch
 
Second incremental notch
Derivative liabilities
$
629

 
$
3,495

Collateral posted
585

 
3,042



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Valuation Adjustments on Derivatives

The Corporation records credit risk valuation adjustments on derivatives in order to properly reflect the credit quality of the counterparties and its own credit quality. The Corporation calculates valuation adjustments on derivatives based on a modeled expected exposure that incorporates current market risk factors. The exposure also takes into consideration credit mitigants such as enforceable master netting agreements and collateral. CDS spread data is used to estimate the default probabilities and severities that are applied to the exposures. Where no observable credit default data is available for counterparties, the Corporation uses proxies and other market data to estimate default probabilities and severity.

Valuation adjustments on derivatives are affected by changes in market spreads, non-credit related market factors such as interest rate and currency changes that affect the expected exposure, and other factors like changes in collateral arrangements and partial payments. Credit spreads and non-credit factors can move independently. For example, for an interest rate swap, changes in interest rates may increase the expected exposure, which would increase the counterparty credit valuation adjustment (CVA). Independently, counterparty credit spreads may tighten, which would result in an offsetting decrease to CVA.

In the fourth quarter of 2014, the Corporation adopted a funding valuation adjustment (FVA) into valuation estimates primarily to include funding costs on uncollateralized derivatives and derivatives where the Corporation is not permitted to use the collateral it receives. The Corporation calculates this valuation adjustment based on modeled expected exposure profiles discounted for the funding risk premium inherent in these derivatives. FVA related to derivative assets and liabilities is the effect of funding costs on the fair value of these derivatives.

The Corporation enters into risk management activities to offset market driven exposures. The Corporation often hedges the counterparty spread risk in CVA with CDS. The Corporation hedges other market risks in both CVA and debit valuation adjustment (DVA) primarily with currency and interest rate swaps. In certain instances, the net-of-hedge amounts in the table below move in the same direction as the gross amount or may move in the opposite direction. This is a consequence of the complex interaction of the risks being hedged resulting in limitations in the ability to perfectly hedge all of the market exposures at all times.

The table below presents CVA, DVA and FVA gains (losses) on derivatives, which are recorded in trading account profits, on a gross and net of hedge basis for the three and nine months ended September 30, 2015 and 2014. CVA gains reduce the cumulative CVA thereby increasing the derivative assets balance. DVA gains increase the cumulative DVA thereby decreasing the derivative liabilities balance. CVA and DVA losses have the opposite impact. FVA gains related to derivative assets reduce the cumulative FVA thereby increasing the derivative assets balance. FVA gains related to derivative liabilities increase the cumulative FVA thereby decreasing the derivative liabilities balance.

Valuation Adjustments on Derivatives
 
 
 
 
 
 
Gains (Losses)
Three Months Ended September 30
 
Nine Months Ended September 30
 
2015
 
2014
 
2015
 
2014
(Dollars in millions)
Gross
Net
 
Gross
Net
 
Gross
Net
 
Gross
Net
Derivative assets (CVA) (1)
$
(137
)
$
67

 
$
(139
)
$
51

 
$
85

$
174

 
$
179

$
252

Derivative assets (FVA) (2)
(48
)
(48
)
 
—

—

 
(37
)
(37
)
 
—

—

Derivative liabilities (DVA) (3)
132

66

 
113

68

 
141

16

 
29

(16
)
Derivative liabilities (FVA) (2)
—

—

 
—

—

 
54

54

 
—

—

(1) 
At both September 30, 2015 and December 31, 2014, the cumulative CVA reduced the derivative assets balance by $1.6 billion.
(2) 
At September 30, 2015 and December 31, 2014, the cumulative FVA reduced the net derivatives balances by $480 million and $497 million.
(3) 
At September 30, 2015 and December 31, 2014, the cumulative DVA reduced the derivative liabilities balance by $910 million and $769 million.

NOTE 3 – Securities

The table below presents the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale (AFS) debt securities, other debt securities carried at fair value, held-to-maturity (HTM) debt securities and AFS marketable equity securities at September 30, 2015 and December 31, 2014.

Debt Securities and Available-for-Sale Marketable Equity Securities
 
September 30, 2015
(Dollars in millions)
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Fair
Value
Available-for-sale debt securities
 
 
 
 
 
 
 
Mortgage-backed securities:
 
 
 
 
 
 
 
Agency
$
207,057

 
$
1,854

 
$
(592
)
 
$
208,319

Agency-collateralized mortgage obligations
11,836

 
263

 
(24
)
 
12,075

Non-agency residential (1)
3,383

 
255

 
(56
)
 
3,582

Commercial
5,422

 
115

 
(7
)
 
5,530

Total mortgage-backed securities
227,698

 
2,487

 
(679
)
 
229,506

U.S. Treasury and agency securities
39,422

 
711

 
(2
)
 
40,131

Non-U.S. securities
6,356

 
26

 
(7
)
 
6,375

Corporate/Agency bonds
231

 
4

 
(1
)
 
234

Other taxable securities, substantially all asset-backed securities
9,769

 
18

 
(37
)
 
9,750

Total taxable securities
283,476

 
3,246

 
(726
)
 
285,996

Tax-exempt securities
11,685

 
31

 
(26
)
 
11,690

Total available-for-sale debt securities
295,161

 
3,277

 
(752
)
 
297,686

Other debt securities carried at fair value
27,457

 
161

 
(226
)
 
27,392

Total debt securities carried at fair value
322,618

 
3,438

 
(978
)
 
325,078

Held-to-maturity debt securities, substantially all U.S. agency mortgage-backed securities
66,573

 
495

 
(588
)
 
66,480

Total debt securities
$
389,191

 
$
3,933

 
$
(1,566
)
 
$
391,558

Available-for-sale marketable equity securities (2)
$
331

 
$
24

 
$
—

 
$
355

 
 
 
 
 
 
 
 
 
December 31, 2014
Available-for-sale debt securities
 
 
 
 
 
 
 
Mortgage-backed securities:
 
 
 
 
 
 
 
Agency
$
163,592

 
$
2,040

 
$
(593
)
 
$
165,039

Agency-collateralized mortgage obligations
14,175

 
152

 
(79
)
 
14,248

Non-agency residential (1)
4,244

 
287

 
(77
)
 
4,454

Commercial
3,931

 
69

 
—

 
4,000

Total mortgage-backed securities
185,942

 
2,548

 
(749
)
 
187,741

U.S. Treasury and agency securities
69,267

 
360

 
(32
)
 
69,595

Non-U.S. securities
6,208

 
33

 
(11
)
 
6,230

Corporate/Agency bonds
361

 
9

 
(2
)
 
368

Other taxable securities, substantially all asset-backed securities
10,774

 
39

 
(22
)
 
10,791

Total taxable securities
272,552

 
2,989

 
(816
)
 
274,725

Tax-exempt securities
9,556

 
12

 
(19
)
 
9,549

Total available-for-sale debt securities
282,108

 
3,001

 
(835
)
 
284,274

Other debt securities carried at fair value
36,524

 
261

 
(364
)
 
36,421

Total debt securities carried at fair value
318,632

 
3,262

 
(1,199
)
 
320,695

Held-to-maturity debt securities, substantially all U.S. agency mortgage-backed securities
59,766

 
486

 
(611
)
 
59,641

Total debt securities
$
378,398

 
$
3,748

 
$
(1,810
)
 
$
380,336

Available-for-sale marketable equity securities (2)
$
336

 
$
27

 
$
—

 
$
363

(1) 
At September 30, 2015 and December 31, 2014, the underlying collateral type included approximately 74 percent and 76 percent prime, 14 percent and 14 percent Alt-A, and 12 percent and 10 percent subprime.
(2) 
Classified in other assets on the Consolidated Balance Sheet.

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At September 30, 2015, the accumulated net unrealized gain on AFS debt securities included in accumulated OCI was $1.6 billion, net of the related income tax expense of $963 million. At September 30, 2015 and December 31, 2014, the Corporation had nonperforming AFS debt securities of $194 million and $161 million.

The table below presents the components of other debt securities carried at fair value where the changes in fair value are reported in other income. In the three and nine months ended September 30, 2015, the Corporation recorded unrealized mark-to-market net gains of $219 million and $49 million, and realized net losses of $152 million and $166 million, compared to unrealized net losses of $53 million and unrealized net gains of $807 million, and realized net gains of $73 million and $156 million for the same periods in 2014. These amounts exclude hedge results.

Other Debt Securities Carried at Fair Value
 
 
 
(Dollars in millions)
September 30
2015
 
December 31
2014
Mortgage-backed securities:
 
 
 
Agency
$
7,944

 
$
15,704

Agency-collateralized mortgage obligations
7

 
—

Non-agency residential
3,635

 
3,745

Total mortgage-backed securities
11,586

 
19,449

U.S. Treasury and agency securities
—

 
1,541

Non-U.S. securities (1)
15,529

 
15,132

Other taxable securities, substantially all asset-backed securities
277

 
299

Total
$
27,392

 
$
36,421

(1) 
These securities are primarily used to satisfy certain international regulatory liquidity requirements.

The gross realized gains and losses on sales of AFS debt securities for the three and nine months ended September 30, 2015 and 2014 are presented in the table below.

Gains and Losses on Sales of AFS Debt Securities
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Gross gains
$
399

 
$
434

 
$
844

 
$
1,195

Gross losses
(14
)
 
(2
)
 
(23
)
 
(4
)
Net gains on sales of AFS debt securities
$
385

 
$
432

 
$
821

 
$
1,191

Income tax expense attributable to realized net gains on sales of
AFS debt securities
$
146

 
$
164

 
$
312

 
$
453


The table below presents the amortized cost and fair value of the Corporation's debt securities carried at fair value and HTM debt securities from Fannie Mae (FNMA), the Government National Mortgage Association (GNMA), U.S. Treasury and Freddie Mac (FHLMC), where the investment exceeded 10 percent of consolidated shareholders' equity at September 30, 2015 and December 31, 2014.

Selected Securities Exceeding 10 Percent of Shareholders' Equity
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Amortized
Cost
 
Fair
Value
 
Amortized
Cost
 
Fair
Value
Fannie Mae
$
144,527

 
$
145,423

 
$
130,725

 
$
131,418

Government National Mortgage Association
102,427

 
102,622

 
98,278

 
98,633

Freddie Mac
52,093

 
52,485

 
28,288

 
28,556

U.S. Treasury
37,424

 
38,061

 
68,481

 
68,801



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The table below presents the fair value and the associated gross unrealized losses on AFS debt securities and whether these securities have had gross unrealized losses for less than 12 months or for 12 months or longer as of September 30, 2015 and December 31, 2014.

Temporarily Impaired and Other-than-temporarily Impaired AFS Debt Securities
 
 
September 30, 2015
 
Less than Twelve Months
 
Twelve Months or Longer
 
Total
(Dollars in millions)
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
 
Fair
Value
 
Gross
Unrealized
Losses
Temporarily impaired AFS debt securities
 
 
 
 
 
 
 
 
 
 
 
Mortgage-backed securities:
 
 
 
 
 
 
 
 
 
 
 
Agency
$
50,512

 
$
(292
)
 
$
15,433

 
$
(300
)
 
$
65,945

 
$
(592
)
Agency-collateralized mortgage obligations
392

 
(5
)
 
1,382

 
(19
)
 
1,774

 
(24
)
Non-agency residential
475

 
(9
)
 
846

 
(37
)
 
1,321

 
(46
)
Commercial
1,071

 
(7
)
 
—

 
—

 
1,071

 
(7
)
Total mortgage-backed securities
52,450

 
(313
)
 
17,661

 
(356
)
 
70,111

 
(669
)
U.S. Treasury and agency securities
215

 
(1
)
 
218

 
(1
)
 
433

 
(2
)
Non-U.S. securities
—

 
—

 
173

 
(7
)
 
173

 
(7
)
Corporate/Agency bonds
65

 
(1
)
 
—

 
—

 
65

 
(1
)
Other taxable securities, substantially all asset-backed securities
4,321

 
(24
)
 
832

 
(13
)
 
5,153

 
(37
)
Total taxable securities
57,051

 
(339
)
 
18,884

 
(377
)
 
75,935

 
(716
)
Tax-exempt securities
2,159

 
(19
)
 
2,039

 
(7
)
 
4,198

 
(26
)
Total temporarily impaired AFS debt securities
59,210

 
(358
)
 
20,923

 
(384
)
 
80,133

 
(742
)
Other-than-temporarily impaired AFS debt securities (1)
 
 
 
 
 
 
 
 
 
 
 
Non-agency residential mortgage-backed securities
181

 
(2
)
 
53

 
(8
)
 
234

 
(10
)
Total temporarily impaired and other-than-temporarily impaired AFS debt securities
$
59,391

 
$
(360
)
 
$
20,976

 
$
(392
)
 
$
80,367

 
$
(752
)
 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2014
Temporarily impaired AFS debt securities
 
 
 
 
 
 
 
 
 
 
 
Mortgage-backed securities:
 
 
 
 
 
 
 
 
 
 
 
Agency
$
1,366

 
$
(8
)
 
$
43,118

 
$
(585
)
 
$
44,484

 
$
(593
)
Agency-collateralized mortgage obligations
2,242

 
(19
)
 
3,075

 
(60
)
 
5,317

 
(79
)
Non-agency residential
307

 
(3
)
 
809

 
(41
)
 
1,116

 
(44
)
Total mortgage-backed securities
3,915

 
(30
)
 
47,002

 
(686
)
 
50,917

 
(716
)
U.S. Treasury and agency securities
10,121

 
(22
)
 
667

 
(10
)
 
10,788

 
(32
)
Non-U.S. securities
157

 
(9
)
 
32

 
(2
)
 
189

 
(11
)
Corporate/Agency bonds
43

 
(1
)
 
93

 
(1
)
 
136

 
(2
)
Other taxable securities, substantially all asset-backed securities
575

 
(3
)
 
1,080

 
(19
)
 
1,655

 
(22
)
Total taxable securities
14,811

 
(65
)
 
48,874

 
(718
)
 
63,685

 
(783
)
Tax-exempt securities
980

 
(1
)
 
680

 
(18
)
 
1,660

 
(19
)
Total temporarily impaired AFS debt securities
15,791

 
(66
)
 
49,554

 
(736
)
 
65,345

 
(802
)
Other-than-temporarily impaired AFS debt securities (1)
 
 
 
 
 
 
 
 
 
 
 
Non-agency residential mortgage-backed securities
555

 
(33
)
 
—

 
—

 
555

 
(33
)
Total temporarily impaired and other-than-temporarily impaired AFS debt securities
$
16,346

 
$
(99
)
 
$
49,554

 
$
(736
)
 
$
65,900

 
$
(835
)
(1)
Includes other-than-temporarily impaired AFS debt securities on which an OTTI loss, primarily related to changes in interest rates, remains in accumulated OCI.

The Corporation recorded other-than-temporary impairment (OTTI) losses on AFS debt securities for the three and nine months ended September 30, 2015 and 2014 as presented in the Net Credit-related Impairment Losses Recognized in Earnings table. Substantially all OTTI losses in the three and nine months ended September 30, 2015 and 2014 consisted of credit losses on non-agency residential mortgage-backed securities (RMBS) and were recorded in other income in the Consolidated Statement of Income. The credit losses on the RMBS during the nine months ended September 30, 2015 were driven by decreases in the estimated RMBS cash flows primarily due to a model change resulting in the refinement of the expected cash flows. A debt security is impaired when its fair value is less than its

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amortized cost. If the Corporation intends or will more-likely-than-not be required to sell a debt security prior to recovery, the entire impairment loss is recorded in the Consolidated Statement of Income. For AFS debt securities the Corporation does not intend or will not more-likely-than-not be required to sell, an analysis is performed to determine if any of the impairment is due to credit or whether it is due to other factors (e.g., interest rate). Credit losses are considered unrecoverable and are recorded in the Consolidated Statement of Income with the remaining unrealized losses recorded in OCI. In certain instances, the credit loss on a debt security may exceed the total impairment, in which case, the excess of the credit loss over the total impairment is recorded as an unrealized gain in OCI.

Net Credit-related Impairment Losses Recognized in Earnings
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Total OTTI losses
$
(5
)
 
$
(3
)
 
$
(87
)
 
$
(19
)
Less: non-credit portion of total OTTI losses recognized in OCI
3

 
2

 
10

 
7

Net credit-related impairment losses recognized in earnings
$
(2
)
 
$
(1
)
 
$
(77
)
 
$
(12
)

The table below presents a rollforward of the credit losses recognized in earnings for the three and nine months ended September 30, 2015 and 2014 on AFS debt securities that the Corporation does not have the intent to sell or will not more-likely-than-not be required to sell.

Rollforward of OTTI Credit Losses Recognized
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Balance, beginning of period
$
261

 
$
195

 
$
201

 
$
184

Additions for credit losses recognized on AFS debt securities that had no previous impairment losses
1

 
—

 
50

 
11

Additions for credit losses recognized on AFS debt securities that had previously incurred impairment losses
—

 
1

 
26

 
1

Reductions for AFS debt securities matured, sold or intended to be sold
—

 
—

 
(15
)
 
—

Balance, September 30
$
262

 
$
196

 
$
262

 
$
196


The Corporation estimates the portion of a loss on a security that is attributable to credit using a discounted cash flow model and estimates the expected cash flows of the underlying collateral using internal credit, interest rate and prepayment risk models that incorporate management's best estimate of current key assumptions such as default rates, loss severity and prepayment rates. Assumptions used for the underlying loans that support the MBS can vary widely from loan to loan and are influenced by such factors as loan interest rate, geographic location of the borrower, borrower characteristics and collateral type. Based on these assumptions, the Corporation then determines how the underlying collateral cash flows will be distributed to each MBS issued from the applicable special purpose entity. Expected principal and interest cash flows on an impaired AFS debt security are discounted using the effective yield of each individual impaired AFS debt security.

Significant assumptions used in estimating the expected cash flows for measuring credit losses on non-agency RMBS were as follows at September 30, 2015.

Significant Assumptions
 
 
 
Range (1)
 
Weighted-
average
 
10th
Percentile (2)
 
90th
Percentile (2)
Annual prepayment speed
12.0
%
 
3.6
%
 
24.5
%
Loss severity
33.4

 
13.4

 
36.4

Life default rate
27.3

 
0.9

 
86.7

(1) 
Represents the range of inputs/assumptions based upon the underlying collateral.
(2) 
The value of a variable below which the indicated percentile of observations will fall.

Annual constant prepayment speed and loss severity rates are projected considering collateral characteristics such as loan-to-value (LTV), creditworthiness of borrowers as measured using FICO scores, and geographic concentrations. The weighted-average severity by collateral type was 29.9 percent for prime, 32.2 percent for Alt-A and 43.8 percent for subprime at September 30, 2015. Additionally, default rates are projected by considering collateral characteristics including, but not limited to, LTV, FICO and geographic concentration.

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Weighted-average life default rates by collateral type were 16.8 percent for prime, 29.5 percent for Alt-A and 28.2 percent for subprime at September 30, 2015.

The expected maturity distribution of the Corporation's MBS, the contractual maturity distribution of the Corporation's other debt securities carried at fair value and HTM debt securities, and the yields on the Corporation's debt securities carried at fair value and HTM debt securities at September 30, 2015 are summarized in the table below. Actual maturities may differ from the contractual or expected maturities since borrowers may have the right to prepay obligations with or without prepayment penalties.

Maturities of Debt Securities Carried at Fair Value and Held-to-maturity Debt Securities
 
September 30, 2015
 
Due in One
Year or Less
 
Due after One Year
through Five Years
 
Due after Five
Years through Ten Years
 
Due after
Ten Years
 
Total
(Dollars in millions)
Amount
Yield (1)
 
Amount
Yield (1)
 
Amount
Yield (1)
 
Amount
Yield (1)
 
Amount
Yield (1)
Amortized cost of debt securities carried at fair value
 
 
 
 
 
 
 
 
 
 
 
 
 
Mortgage-backed securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Agency
$
40

4.40
%
 
$
36,815

2.40
%
 
$
172,124

2.80
%
 
$
6,048

3.10
%
 
$
215,027

2.74
%
Agency-collateralized mortgage obligations
302

0.90

 
6,931

2.50

 
4,608

2.80

 
1

0.70

 
11,842

2.58

Non-agency residential
339

4.60

 
1,403

4.89

 
1,287

4.49

 
4,036

7.86

 
7,065

6.49

Commercial
73

6.86

 
620

1.90

 
4,729

2.80

 
—

—

 
5,422

2.75

Total mortgage-backed securities
754

3.33

 
45,769

2.49

 
182,748

2.81

 
10,085

5.00

 
239,356

2.84

U.S. Treasury and agency securities
600

0.25

 
36,006

1.60

 
2,814

2.59

 
2

4.57

 
39,422

1.65

Non-U.S. securities
20,056

0.65

 
1,814

2.99

 
6

2.85

 
—

—

 
21,876

0.86

Corporate/Agency bonds
54

3.76

 
68

3.75

 
106

3.48

 
3

5.60

 
231

3.65

Other taxable securities, substantially all asset-backed securities
2,601

1.00

 
4,675

1.28

 
1,998

2.68

 
774

3.72

 
10,048

1.62

Total taxable securities
24,065

0.78

 
88,332

2.07

 
187,672

2.81

 
10,864

4.91

 
310,933

2.52

Tax-exempt securities
557

0.63

 
3,138

1.34

 
3,446

1.49

 
4,544

0.96

 
11,685

1.19

Total amortized cost of debt securities carried at fair value
$
24,622

0.78

 
$
91,470

2.05

 
$
191,118

2.79

 
$
15,408

3.68

 
$
322,618

2.47

Amortized cost of HTM debt securities (2)
$
—

—

 
$
21,720

2.30

 
$
44,457

2.40

 
$
396

3.34

 
$
66,573

2.37

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt securities carried at fair value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Mortgage-backed securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Agency
$
41

 
 
$
37,238

 
 
$
172,932

 
 
$
6,052

 
 
$
216,263

 
Agency-collateralized mortgage obligations
303

 
 
7,042

 
 
4,736

 
 
1

 
 
12,082

 
Non-agency residential
372

 
 
1,394

 
 
1,385

 
 
4,066

 
 
7,217

 
Commercial
73

 
 
629

 
 
4,828

 
 
—

 
 
5,530

 
Total mortgage-backed securities
789

 
 
46,303

 
 
183,881

 
 
10,119

 
 
241,092

 
U.S. Treasury and agency securities
601

 
 
36,626

 
 
2,902

 
 
2

 
 
40,131

 
Non-U.S. securities
20,008

 
 
1,890

 
 
6

 
 
—

 
 
21,904

 
Corporate/Agency bonds
54

 
 
67

 
 
111

 
 
2

 
 
234

 
Other taxable securities, substantially all asset-backed securities
2,593

 
 
4,649

 
 
2,012

 
 
773

 
 
10,027

 
Total taxable securities
24,045

 
 
89,535

 
 
188,912

 
 
10,896

 
 
313,388

 
Tax-exempt securities
557

 
 
3,143

 
 
3,448

 
 
4,542

 
 
11,690

 
Total debt securities carried at fair value
$
24,602

 
 
$
92,678

 
 
$
192,360

 
 
$
15,438

 
 
$
325,078

 
Fair value of HTM debt securities (2)
$
—

 
 
$
21,874

 
 
$
44,201

 
 
$
405

 
 
$
66,480

 
(1) 
Average yield is computed using the effective yield of each security at the end of the period, weighted based on the amortized cost of each security. The effective yield considers the contractual coupon, amortization of premiums and accretion of discounts, and excludes the effect of related hedging derivatives.
(2) 
Substantially all U.S. agency MBS.

Certain Corporate and Strategic Investments

The Corporation's 49 percent investment in a merchant services joint venture, which is recorded in other assets on the Consolidated Balance Sheet and in All Other, had a carrying value of $3.0 billion and $3.1 billion at September 30, 2015 and December 31, 2014. For additional information, see Note 10 – Commitments and Contingencies.


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NOTE 4 – Outstanding Loans and Leases

The following tables present total outstanding loans and leases and an aging analysis for the Consumer Real Estate, Credit Card and Other Consumer, and Commercial portfolio segments, by class of financing receivables, at September 30, 2015 and December 31, 2014.

 
September 30, 2015
(Dollars in millions)
30-59 Days
Past Due (1)
60-89 Days
Past Due (1)
90 Days or
More
 Past Due (2)
Total Past
Due 30 Days or More
Total Current or Less Than 30 Days Past Due (3)
Purchased
Credit -
impaired (4)
Loans Accounted for Under the Fair Value Option
Total
Outstandings
Consumer real estate
 
 
 
 
 
 
 
 
Core portfolio
 
 
 
 
 
 
 
 
Residential mortgage
$
1,723

$
655

$
4,017

$
6,395

$
136,826

 
 
$
143,221

Home equity
216

116

699

1,031

47,952

 
 
48,983

Legacy Assets & Servicing portfolio
 
 
 
 
 
 
 
 
Residential mortgage (5)
1,795

927

6,509

9,231

22,906

$
12,581

 
44,718

Home equity
325

170

1,029

1,524

22,658

4,865

 
29,047

Credit card and other consumer
 
 
 
 
 
 
 
 
U.S. credit card
471

322

721

1,514

86,825

 
 
88,339

Non-U.S. credit card
39

31

78

148

9,918

 
 
10,066

Direct/Indirect consumer (6)
243

58

40

341

86,973

 
 
87,314

Other consumer (7)
14

3

4

21

1,991

 
 
2,012

Total consumer
4,826

2,282

13,097

20,205

416,049

17,446

 
453,700

Consumer loans accounted for under the fair value option (8)
 
 
 
 
 
 
$
1,944

1,944

Total consumer loans and leases
4,826

2,282

13,097

20,205

416,049

17,446

1,944

455,644

Commercial
 
 
 
 
 
 
 
 
U.S. commercial
262

88

227

577

243,397

 
 
243,974

Commercial real estate (9)
74

5

128

207

55,422

 
 
55,629

Commercial lease financing
45

56

23

124

25,556

 
 
25,680

Non-U.S. commercial
68

—

1

69

88,401

 
 
88,470

U.S. small business commercial
48

36

76

160

12,898

 
 
13,058

Total commercial
497

185

455

1,137

425,674

 
 
426,811

Commercial loans accounted for under the fair value option (8)
 
 
 
 
 
 
5,234

5,234

Total commercial loans and leases
497

185

455

1,137

425,674

 
5,234

432,045

Total loans and leases
$
5,323

$
2,467

$
13,552

$
21,342

$
841,723

$
17,446

$
7,178

$
887,689

Percentage of outstandings
0.60
%
0.28
%
1.52
%
2.40
%
94.82
%
1.97
%
0.81
%
100.00
%
(1) 
Consumer real estate loans 30-59 days past due includes fully-insured loans of $1.8 billion and nonperforming loans of $426 million. Consumer real estate loans 60-89 days past due includes fully-insured loans of $1.0 billion and nonperforming loans of $341 million.
(2) 
Consumer real estate includes fully-insured loans of $7.6 billion.
(3) 
Consumer real estate includes $3.3 billion and direct/indirect consumer includes $22 million of nonperforming loans.
(4) 
PCI loan amounts are shown gross of the valuation allowance.
(5) 
Total outstandings includes pay option loans of $2.4 billion. The Corporation no longer originates this product.
(6) 
Total outstandings includes auto and specialty lending loans of $41.7 billion, unsecured consumer lending loans of $1.0 billion, U.S. securities-based lending loans of $39.2 billion, non-U.S. consumer loans of $3.9 billion, student loans of $581 million and other consumer loans of $834 million.
(7) 
Total outstandings includes consumer finance loans of $591 million, consumer leases of $1.2 billion and consumer overdrafts of $189 million.
(8) 
Consumer loans accounted for under the fair value option were residential mortgage loans of $1.7 billion and home equity loans of $225 million. Commercial loans accounted for under the fair value option were U.S. commercial loans of $2.2 billion and non-U.S. commercial loans of $3.0 billion. For additional information, see Note 14 – Fair Value Measurements and Note 15 – Fair Value Option.
(9) 
Total outstandings includes U.S. commercial real estate loans of $51.8 billion and non-U.S. commercial real estate loans of $3.8 billion.

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Table of Contents

 
December 31, 2014
(Dollars in millions)
30-59 Days
Past Due (1)
60-89 Days
Past Due (1)
90 Days or
More
 Past Due (2)
Total Past
Due 30 Days or More
Total Current or Less Than 30 Days Past Due (3)
Purchased
Credit -
impaired (4)
Loans
Accounted
for Under
 the Fair
Value Option
Total
Outstandings
Consumer real estate
 
 
 
 
 
 
 
 
Core portfolio
 
 
 
 
 
 
 
 
Residential mortgage
$
1,847

$
700

$
5,561

$
8,108

$
154,112

 
 
$
162,220

Home equity
218

105

744

1,067

50,820

 
 
51,887

Legacy Assets & Servicing portfolio
 
 
 
 
 
 
 
 
Residential mortgage (5)
2,008

1,060

10,513

13,581

25,244

$
15,152

 
53,977

Home equity
374

174

1,166

1,714

26,507

5,617

 
33,838

Credit card and other consumer
 
 
 
 
 
 
 
 
U.S. credit card
494

341

866

1,701

90,178

 
 
91,879

Non-U.S. credit card
49

39

95

183

10,282

 
 
10,465

Direct/Indirect consumer (6)
245

71

65

381

80,000

 
 
80,381

Other consumer (7)
11

2

2

15

1,831

 
 
1,846

Total consumer
5,246

2,492

19,012

26,750

438,974

20,769

 
486,493

Consumer loans accounted for under the fair value option (8)
 
 
 
 
 
 
$
2,077

2,077

Total consumer loans and leases
5,246

2,492

19,012

26,750

438,974

20,769

2,077

488,570

Commercial
 
 
 
 
 
 
 
 
U.S. commercial
320

151

318

789

219,504

 
 
220,293

Commercial real estate (9)
138

16

288

442

47,240

 
 
47,682

Commercial lease financing
121

41

42

204

24,662

 
 
24,866

Non-U.S. commercial
5

4

—

9

80,074

 
 
80,083

U.S. small business commercial
88

45

94

227

13,066

 
 
13,293

Total commercial
672

257

742

1,671

384,546

 
 
386,217

Commercial loans accounted for under the fair value option (8)
 
 
 
 
 
 
6,604

6,604

Total commercial loans and leases
672

257

742

1,671

384,546

 
6,604

392,821

Total loans and leases
$
5,918

$
2,749

$
19,754

$
28,421

$
823,520

$
20,769

$
8,681

$
881,391

Percentage of outstandings
0.67
%
0.31
%
2.24
%
3.22
%
93.44
%
2.36
%
0.98
%
100.00
%
(1) 
Consumer real estate loans 30-59 days past due includes fully-insured loans of $2.1 billion and nonperforming loans of $392 million. Consumer real estate loans 60-89 days past due includes fully-insured loans of $1.1 billion and nonperforming loans of $332 million.
(2) 
Consumer real estate includes fully-insured loans of $11.4 billion.
(3) 
Consumer real estate includes $3.6 billion and direct/indirect consumer includes $27 million of nonperforming loans.
(4) 
PCI loan amounts are shown gross of the valuation allowance.
(5) 
Total outstandings includes pay option loans of $3.2 billion. The Corporation no longer originates this product.
(6) 
Total outstandings includes auto and specialty lending loans of $37.7 billion, unsecured consumer lending loans of $1.5 billion, U.S. securities-based lending loans of $35.8 billion, non-U.S. consumer loans of $4.0 billion, student loans of $632 million and other consumer loans of $761 million.
(7) 
Total outstandings includes consumer finance loans of $676 million, consumer leases of $1.0 billion and consumer overdrafts of $162 million.
(8) 
Consumer loans accounted for under the fair value option were residential mortgage loans of $1.9 billion and home equity loans of $196 million. Commercial loans accounted for under the fair value option were U.S. commercial loans of $1.9 billion and non-U.S. commercial loans of $4.7 billion. For additional information, see Note 14 – Fair Value Measurements and Note 15 – Fair Value Option.
(9) 
Total outstandings includes U.S. commercial real estate loans of $45.2 billion and non-U.S. commercial real estate loans of $2.5 billion.

The Corporation has entered into long-term credit protection agreements with FNMA and FHLMC on loans totaling $3.0 billion and $17.2 billion at September 30, 2015 and December 31, 2014, providing full credit protection on residential mortgage loans that become severely delinquent. All of these loans are individually insured and therefore the Corporation does not record an allowance for credit losses related to these loans.

Nonperforming Loans and Leases

The Corporation classifies junior-lien home equity loans as nonperforming when the first-lien loan becomes 90 days past due even if the junior-lien loan is performing. At September 30, 2015 and December 31, 2014, $554 million and $800 million of such junior-lien home equity loans were included in nonperforming loans.


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The Corporation classifies consumer real estate loans that have been discharged in Chapter 7 bankruptcy and not reaffirmed by the borrower as troubled debt restructurings (TDR), irrespective of payment history or delinquency status, even if the repayment terms for the loan have not been otherwise modified. The Corporation continues to have a lien on the underlying collateral. At September 30, 2015, nonperforming loans discharged in Chapter 7 bankruptcy with no change in repayment terms were $860 million of which $494 million were current on their contractual payments, while $311 million were 90 days or more past due. Of the contractually current nonperforming loans, more than 75 percent were discharged in Chapter 7 bankruptcy more than 12 months ago, and nearly 60 percent were discharged 24 months or more ago. As subsequent cash payments are received on these nonperforming loans that are contractually current, the interest component of the payments is generally recorded as interest income on a cash basis and the principal component is recorded as a reduction in the carrying value of the loan.

During the three and nine months ended September 30, 2015, the Corporation sold nonperforming and other delinquent consumer real estate loans with a carrying value of $742 million and $2.7 billion, including $220 million and $1.2 billion of purchased credit-impaired (PCI) loans, compared to $2.5 billion and $5.4 billion, including $1.3 billion and $1.9 billion of PCI loans, for the same periods in 2014. The Corporation recorded recoveries related to these sales of $58 million and $125 million for the three and nine months ended September 30, 2015 compared to recoveries of $39 million and $224 million for the same periods in 2014. Gains related to these sales of $67 million and $142 million were also recorded in other income in the Consolidated Statement of Income for the three and nine months ended September 30, 2015 compared to gains of $66 million and $236 million for the same periods in 2014.

The table below presents the Corporation's nonperforming loans and leases including nonperforming TDRs, and loans accruing past due 90 days or more at September 30, 2015 and December 31, 2014. Nonperforming loans held-for-sale (LHFS) are excluded from nonperforming loans and leases as they are recorded at either fair value or the lower of cost or fair value. For more information on the criteria for classification as nonperforming, see Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Credit Quality
 
 
 
 
 
 
 
 
Nonperforming Loans and Leases
 
Accruing Past Due 90 Days or More
(Dollars in millions)
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
Consumer real estate
 
 
 
 
 
 
 
Core portfolio
 
 
 
 
 
 
 
Residential mortgage (1)
$
1,949

 
$
2,398

 
$
2,773

 
$
3,942

Home equity
1,376

 
1,496

 
—

 
—

Legacy Assets & Servicing portfolio
 
 
 
 
 
 
 
Residential mortgage (1)
3,293

 
4,491

 
4,843

 
7,465

Home equity
2,053

 
2,405

 
—

 
—

Credit card and other consumer
 
 
 
 
 
 
 
U.S. credit card
n/a

 
n/a

 
721

 
866

Non-U.S. credit card
n/a

 
n/a

 
78

 
95

Direct/Indirect consumer
25

 
28

 
38

 
64

Other consumer
1

 
1

 
2

 
1

Total consumer
8,697

 
10,819

 
8,455

 
12,433

Commercial
 
 
 
 
 
 
 
U.S. commercial
836

 
701

 
42

 
110

Commercial real estate
108

 
321

 
42

 
3

Commercial lease financing
17

 
3

 
18

 
41

Non-U.S. commercial
56

 
1

 
1

 
—

U.S. small business commercial
85

 
87

 
60

 
67

Total commercial
1,102

 
1,113

 
163

 
221

Total loans and leases
$
9,799

 
$
11,932

 
$
8,618

 
$
12,654

(1) 
Residential mortgage loans in the Core and Legacy Assets & Servicing portfolios accruing past due 90 days or more are fully-insured loans. At September 30, 2015 and December 31, 2014, residential mortgage includes $4.6 billion and $7.3 billion of loans on which interest has been curtailed by the FHA, and therefore are no longer accruing interest, although principal is still insured, and $3.0 billion and $4.1 billion of loans on which interest is still accruing.
n/a = not applicable


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Table of Contents

Credit Quality Indicators

The Corporation monitors credit quality within its Consumer Real Estate, Credit Card and Other Consumer, and Commercial portfolio segments based on primary credit quality indicators. For more information on the portfolio segments, see Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K. Within the Consumer Real Estate portfolio segment, the primary credit quality indicators are refreshed LTV and refreshed FICO score. Refreshed LTV measures the carrying value of the loan as a percentage of the value of the property securing the loan, refreshed quarterly. Home equity loans are evaluated using combined loan-to-value (CLTV) which measures the carrying value of the combined loans that have liens against the property and the available line of credit as a percentage of the value of the property securing the loan, refreshed quarterly. FICO score measures the creditworthiness of the borrower based on the financial obligations of the borrower and the borrower's credit history. At a minimum, FICO scores are refreshed quarterly, and in many cases, more frequently. FICO scores are also a primary credit quality indicator for the Credit Card and Other Consumer portfolio segment and the business card portfolio within U.S. small business commercial. Within the Commercial portfolio segment, loans are evaluated using the internal classifications of pass rated or reservable criticized as the primary credit quality indicators. The term reservable criticized refers to those commercial loans that are internally classified or listed by the Corporation as Special Mention, Substandard or Doubtful, which are asset quality categories defined by regulatory authorities. These assets have an elevated level of risk and may have a high probability of default or total loss. Pass rated refers to all loans not considered reservable criticized. In addition to these primary credit quality indicators, the Corporation uses other credit quality indicators for certain types of loans.

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The following tables present certain credit quality indicators for the Corporation's Consumer Real Estate, Credit Card and Other Consumer, and Commercial portfolio segments, by class of financing receivables, at September 30, 2015 and December 31, 2014.

Consumer Real Estate – Credit Quality Indicators (1)
 
 
 
 
 
 
 
September 30, 2015
(Dollars in millions)
Core Portfolio Residential Mortgage (2)
Legacy Assets & Servicing Residential Mortgage (2)
Residential
Mortgage PCI (3)
Core Portfolio Home Equity (2)
Legacy Assets & Servicing Home Equity (2)
Home
Equity PCI
Refreshed LTV (4)
 
 
 
 
 
 
Less than or equal to 90 percent
$
105,799

$
17,052

$
8,657

$
43,857

$
15,678

$
1,924

Greater than 90 percent but less than or equal to 100 percent
4,518

2,258

1,469

1,907

2,594

874

Greater than 100 percent
3,339

3,820

2,455

3,219

5,910

2,067

Fully-insured loans (5)
29,565

9,007

—

—

—

—

Total consumer real estate
$
143,221

$
32,137

$
12,581

$
48,983

$
24,182

$
4,865

 
 
 
 
 
 
 
Refreshed FICO score
 
 
 
 
 
 
Less than 620
$
3,593

$
4,827

$
4,205

$
1,958

$
2,926

$
734

Greater than or equal to 620 and less than 680
6,008

3,674

2,687

3,367

4,010

870

Greater than or equal to 680 and less than 740
21,294

5,791

3,162

9,475

6,783

1,434

Greater than or equal to 740
82,761

8,838

2,527

34,183

10,463

1,827

Fully-insured loans (5)
29,565

9,007

—

—

—

—

Total consumer real estate
$
143,221

$
32,137

$
12,581

$
48,983

$
24,182

$
4,865

(1) 
Excludes $1.9 billion of loans accounted for under the fair value option.
(2) 
Excludes PCI loans.
(3) 
Includes $2.1 billion of pay option loans. The Corporation no longer originates this product.
(4) 
Refreshed LTV percentages for PCI loans are calculated using the carrying value net of the related valuation allowance.
(5) 
Credit quality indicators are not reported for fully-insured loans as principal repayment is insured.

Credit Card and Other Consumer – Credit Quality Indicators
 
September 30, 2015
(Dollars in millions)
U.S. Credit
Card
 
Non-U.S.
Credit Card
 
Direct/Indirect
Consumer
 
Other
Consumer (1)
Refreshed FICO score
 
 
 
 
 
 
 
Less than 620
$
4,112

 
$
—

 
$
1,219

 
$
223

Greater than or equal to 620 and less than 680
11,728

 
—

 
1,702

 
215

Greater than or equal to 680 and less than 740
33,823

 
—

 
10,873

 
321

Greater than or equal to 740
38,676

 
—

 
28,925

 
1,061

Other internal credit metrics (2, 3, 4)
—

 
10,066

 
44,595

 
192

Total credit card and other consumer
$
88,339

 
$
10,066

 
$
87,314

 
$
2,012

(1) 
Twenty-nine percent of the other consumer portfolio is associated with portfolios from certain consumer finance businesses that the Corporation previously exited.
(2) 
Other internal credit metrics may include delinquency status, geography or other factors.
(3) 
Direct/indirect consumer includes $43.2 billion of securities-based lending which is overcollateralized and therefore has minimal credit risk and $584 million of loans the Corporation no longer originates, primarily student loans.
(4) 
Non-U.S. credit card represents the U.K. credit card portfolio which is evaluated using internal credit metrics, including delinquency status. At September 30, 2015, 98 percent of this portfolio was current or less than 30 days past due, one percent was 30-89 days past due and one percent was 90 days or more past due.

Commercial – Credit Quality Indicators (1)
 
September 30, 2015
(Dollars in millions)
U.S.
Commercial
 
Commercial
Real Estate
 
Commercial
Lease
Financing
 
Non-U.S.
Commercial
 
U.S. Small
Business
Commercial (2)
Risk ratings
 
 
 
 
 
 
 
 
 
Pass rated
$
235,801

 
$
55,064

 
$
24,458

 
$
86,907

 
$
594

Reservable criticized
8,173

 
565

 
1,222

 
1,563

 
112

Refreshed FICO score (3)
 
 
 
 
 
 
 
 
 
Less than 620
 
 
 
 
 
 
 
 
177

Greater than or equal to 620 and less than 680
 
 
 
 
 
 
 
 
545

Greater than or equal to 680 and less than 740
 
 
 
 
 
 
 
 
1,637

Greater than or equal to 740
 
 
 
 
 
 
 
 
3,132

Other internal credit metrics (3, 4)
 
 
 
 
 
 
 
 
6,861

Total commercial
$
243,974

 
$
55,629

 
$
25,680

 
$
88,470

 
$
13,058

(1) 
Excludes $5.2 billion of loans accounted for under the fair value option.
(2) 
U.S. small business commercial includes $698 million of criticized business card and small business loans which are evaluated using refreshed FICO scores or internal credit metrics, including delinquency status, rather than risk ratings. At September 30, 2015, 99 percent of the balances where internal credit metrics are used was current or less than 30 days past due.
(3) 
Refreshed FICO score and other internal credit metrics are applicable only to the U.S. small business commercial portfolio.
(4) 
Other internal credit metrics may include delinquency status, application scores, geography or other factors.

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Consumer Real Estate – Credit Quality Indicators (1)
 
 
 
 
 
 
 
December 31, 2014
(Dollars in millions)
Core Portfolio
Residential
Mortgage (2)
Legacy Assets & Servicing
Residential Mortgage (2)
Residential
Mortgage PCI (3)
Core Portfolio Home Equity (2)
Legacy Assets & Servicing Home
Equity (2)
Home
Equity PCI
Refreshed LTV (4)
 
 
 
 
 
 
Less than or equal to 90 percent
$
100,255

$
18,499

$
9,972

$
45,414

$
17,453

$
2,046

Greater than 90 percent but less than or equal to 100 percent
4,958

3,081

2,005

2,442

3,272

1,048

Greater than 100 percent
4,017

5,265

3,175

4,031

7,496

2,523

Fully-insured loans (5)
52,990

11,980

—

—

—

—

Total consumer real estate
$
162,220

$
38,825

$
15,152

$
51,887

$
28,221

$
5,617

 
 
 
 
 
 
 
Refreshed FICO score
 
 
 
 
 
 
Less than 620
$
4,184

$
6,313

$
6,109

$
2,169

$
3,470

$
864

Greater than or equal to 620 and less than 680
6,272

4,032

3,014

3,683

4,529

995

Greater than or equal to 680 and less than 740
21,946

6,463

3,310

10,231

7,905

1,651

Greater than or equal to 740
76,828

10,037

2,719

35,804

12,317

2,107

Fully-insured loans (5)
52,990

11,980

—

—

—

—

Total consumer real estate
$
162,220

$
38,825

$
15,152

$
51,887

$
28,221

$
5,617

(1) 
Excludes $2.1 billion of loans accounted for under the fair value option.
(2) 
Excludes PCI loans.
(3) 
Includes $2.8 billion of pay option loans. The Corporation no longer originates this product.
(4) 
Refreshed LTV percentages for PCI loans are calculated using the carrying value net of the related valuation allowance.
(5) 
Credit quality indicators are not reported for fully-insured loans as principal repayment is insured.

Credit Card and Other Consumer – Credit Quality Indicators
 
December 31, 2014
(Dollars in millions)
U.S. Credit
Card
 
Non-U.S.
Credit Card
 
Direct/Indirect
Consumer
 
Other
Consumer (1)
Refreshed FICO score
 
 
 
 
 
 
 
Less than 620
$
4,467

 
$
—

 
$
1,296

 
$
266

Greater than or equal to 620 and less than 680
12,177

 
—

 
1,892

 
227

Greater than or equal to 680 and less than 740
34,986

 
—

 
10,749

 
307

Greater than or equal to 740
40,249

 
—

 
25,279

 
881

Other internal credit metrics (2, 3, 4)
—

 
10,465

 
41,165

 
165

Total credit card and other consumer
$
91,879

 
$
10,465

 
$
80,381

 
$
1,846

(1) 
Thirty-seven percent of the other consumer portfolio is associated with portfolios from certain consumer finance businesses that the Corporation previously exited.
(2) 
Other internal credit metrics may include delinquency status, geography or other factors.
(3) 
Direct/indirect consumer includes $39.7 billion of securities-based lending which is overcollateralized and therefore has minimal credit risk and $632 million of loans the Corporation no longer originates, primarily student loans.
(4) 
Non-U.S. credit card represents the U.K. credit card portfolio which is evaluated using internal credit metrics, including delinquency status. At December 31, 2014, 98 percent of this portfolio was current or less than 30 days past due, one percent was 30-89 days past due and one percent was 90 days or more past due.

Commercial – Credit Quality Indicators (1)
 
December 31, 2014
(Dollars in millions)
U.S.
Commercial
 
Commercial
Real Estate
 
Commercial
Lease
Financing
 
Non-U.S.
Commercial
 
U.S. Small
Business
Commercial (2)
Risk ratings
 
 
 
 
 
 
 
 
 
Pass rated
$
213,839

 
$
46,632

 
$
23,832

 
$
79,367

 
$
751

Reservable criticized
6,454

 
1,050

 
1,034

 
716

 
182

Refreshed FICO score (3)
 
 
 
 
 
 
 
 
 
Less than 620
 
 
 
 
 
 
 
 
184

Greater than or equal to 620 and less than 680
 
 
 
 
 
 
 
 
529

Greater than or equal to 680 and less than 740
 
 
 
 
 
 
 
 
1,591

Greater than or equal to 740
 
 
 
 
 
 
 
 
2,910

Other internal credit metrics (3, 4)
 
 
 
 
 
 
 
 
7,146

Total commercial
$
220,293

 
$
47,682

 
$
24,866

 
$
80,083

 
$
13,293

(1) 
Excludes $6.6 billion of loans accounted for under the fair value option.
(2) 
U.S. small business commercial includes $762 million of criticized business card and small business loans which are evaluated using refreshed FICO scores or internal credit metrics, including delinquency status, rather than risk ratings. At December 31, 2014, 98 percent of the balances where internal credit metrics are used was current or less than 30 days past due.
(3) 
Refreshed FICO score and other internal credit metrics are applicable only to the U.S. small business commercial portfolio.
(4) 
Other internal credit metrics may include delinquency status, application scores, geography or other factors.


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Impaired Loans and Troubled Debt Restructurings

A loan is considered impaired when, based on current information, it is probable that the Corporation will be unable to collect all amounts due from the borrower in accordance with the contractual terms of the loan. Impaired loans include nonperforming commercial loans and all consumer and commercial TDRs. Impaired loans exclude nonperforming consumer loans and nonperforming commercial leases unless they are classified as TDRs. Loans accounted for under the fair value option are also excluded. PCI loans are excluded and reported separately on page 175. For additional information, see Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Consumer Real Estate

Impaired consumer real estate loans within the Consumer Real Estate portfolio segment consist entirely of TDRs. Excluding PCI loans, most modifications of consumer real estate loans meet the definition of TDRs when a binding offer is extended to a borrower. Modifications of consumer real estate loans are done in accordance with the government's Making Home Affordable Program (modifications under government programs) or the Corporation's proprietary programs (modifications under proprietary programs). These modifications are considered to be TDRs if concessions have been granted to borrowers experiencing financial difficulties. Concessions may include reductions in interest rates, capitalization of past due amounts, principal and/or interest forbearance, payment extensions, principal and/or interest forgiveness, or combinations thereof.

Prior to permanently modifying a loan, the Corporation may enter into trial modifications with certain borrowers under both government and proprietary programs. Trial modifications generally represent a three- to four-month period during which the borrower makes monthly payments under the anticipated modified payment terms. Upon successful completion of the trial period, the Corporation and the borrower enter into a permanent modification. Binding trial modifications are classified as TDRs when the trial offer is made and continue to be classified as TDRs regardless of whether the borrower enters into a permanent modification.

Consumer real estate loans that have been discharged in Chapter 7 bankruptcy with no change in repayment terms and not reaffirmed by the borrower of $1.9 billion were included in TDRs at September 30, 2015, of which $860 million were classified as nonperforming and $803 million were loans fully-insured by the Federal Housing Administration (FHA). For more information on loans discharged in Chapter 7 bankruptcy, see Nonperforming Loans and Leases in this Note.

A consumer real estate loan, excluding PCI loans which are reported separately, is not classified as impaired unless it is a TDR. Once such a loan has been designated as a TDR, it is then individually assessed for impairment. Consumer real estate TDRs are measured primarily based on the net present value of the estimated cash flows discounted at the loan's original effective interest rate, as discussed in the following paragraph. If the carrying value of a TDR exceeds this amount, a specific allowance is recorded as a component of the allowance for loan and lease losses. Alternatively, consumer real estate TDRs that are considered to be dependent solely on the collateral for repayment (e.g., due to the lack of income verification) are measured based on the estimated fair value of the collateral and a charge-off is recorded if the carrying value exceeds the fair value of the collateral. Consumer real estate loans that reached 180 days past due prior to modification had been charged off to their net realizable value, less costs to sell, before they were modified as TDRs in accordance with established policy. Therefore, modifications of consumer real estate loans that are 180 or more days past due as TDRs do not have an impact on the allowance for loan and lease losses nor are additional charge-offs required at the time of modification. Subsequent declines in the fair value of the collateral after a loan has reached 180 days past due are recorded as charge-offs. Fully-insured loans are protected against principal loss, and therefore, the Corporation does not record an allowance for loan and lease losses on the outstanding principal balance, even after they have been modified in a TDR.


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The net present value of the estimated cash flows used to measure impairment is based on model-driven estimates of projected payments, prepayments, defaults and loss-given-default (LGD). Using statistical modeling methodologies, the Corporation estimates the probability that a loan will default prior to maturity based on the attributes of each loan. The factors that are most relevant to the probability of default are the refreshed LTV, or in the case of a subordinated lien, refreshed CLTV, borrower credit score, months since origination (i.e., vintage) and geography. Each of these factors is further broken down by present collection status (whether the loan is current, delinquent, in default or in bankruptcy). Severity (or LGD) is estimated based on the refreshed LTV for first mortgages or CLTV for subordinated liens. The estimates are based on the Corporation's historical experience as adjusted to reflect an assessment of environmental factors that may not be reflected in the historical data, such as changes in real estate values, local and national economies, underwriting standards and the regulatory environment. The probability of default models also incorporate recent experience with modification programs including redefaults subsequent to modification, a loan's default history prior to modification and the change in borrower payments post-modification.

At September 30, 2015 and December 31, 2014, remaining commitments to lend additional funds to debtors whose terms have been modified in a consumer real estate TDR were immaterial. Consumer real estate foreclosed properties totaled $479 million and $630 million at September 30, 2015 and December 31, 2014. The carrying value of consumer real estate loans, including fully-insured and PCI loans, for which formal foreclosure proceedings were in process as of September 30, 2015 was $5.9 billion.

The table below provides the unpaid principal balance, carrying value and related allowance at September 30, 2015 and December 31, 2014, and the average carrying value and interest income recognized for the three and nine months ended September 30, 2015 and 2014 for impaired loans in the Corporation's Consumer Real Estate portfolio segment and includes primarily loans managed by Legacy Assets & Servicing (LAS). Certain impaired consumer real estate loans do not have a related allowance as the current valuation of these impaired loans exceeded the carrying value, which is net of previously recorded charge-offs.

Impaired Loans – Consumer Real Estate
 
 
 
 
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
 
 
 
 
Unpaid
Principal
Balance
 
Carrying
Value
 
Related
Allowance
 
Unpaid
Principal
Balance
 
Carrying
Value
 
Related
Allowance
With no recorded allowance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
 
 
 
 
$
15,956

 
$
12,793

 
$
—

 
$
19,710

 
$
15,605

 
$
—

Home equity
 
 
 
 
3,541

 
1,766

 
—

 
3,540

 
1,630

 
—

With an allowance recorded
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
 
 
 
 
$
7,276

 
$
7,098

 
$
452

 
$
7,861

 
$
7,665

 
$
531

Home equity
 
 
 
 
1,015

 
884

 
212

 
852

 
728

 
196

Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
 
 
 
 
$
23,232

 
$
19,891

 
$
452

 
$
27,571

 
$
23,270

 
$
531

Home equity
 
 
 
 
4,556

 
2,650

 
212

 
4,392

 
2,358

 
196

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
 
2015
 
2014
 
2015
 
2014
 
Average
Carrying
Value
 
Interest
Income
Recognized (1)
 
Average
Carrying
Value
 
Interest
Income
Recognized (1)
 
Average
Carrying
Value
 
Interest
Income
Recognized (1)
 
Average
Carrying
Value
 
Interest
Income
Recognized (1)
With no recorded allowance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
$
13,202

 
$
97

 
$
13,981

 
$
107

 
$
14,332

 
$
310

 
$
15,181

 
$
392

Home equity
1,835

 
23

 
1,509

 
23

 
1,777

 
68

 
1,449

 
65

With an allowance recorded
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
$
7,398

 
$
61

 
$
10,621

 
$
92

 
$
7,563

 
$
186

 
$
11,482

 
$
341

Home equity
809

 
6

 
745

 
6

 
756

 
18

 
746

 
19

Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage
$
20,600

 
$
158

 
$
24,602

 
$
199

 
$
21,895

 
$
496

 
$
26,663

 
$
733

Home equity
2,644

 
29

 
2,254

 
29

 
2,533

 
86

 
2,195

 
84

(1) 
Interest income recognized includes interest accrued and collected on the outstanding balances of accruing impaired loans as well as interest cash collections on nonaccruing impaired loans for which the principal is considered collectible.


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The table below presents the September 30, 2015 and 2014 unpaid principal balance, carrying value, and average pre- and post-modification interest rates on consumer real estate loans that were modified in TDRs during the three and nine months ended September 30, 2015 and 2014, and net charge-offs recorded during the period in which the modification occurred. The following Consumer Real Estate portfolio segment tables include loans that were initially classified as TDRs during the period and also loans that had previously been classified as TDRs and were modified again during the period. These TDRs are primarily managed by LAS.

Consumer Real Estate – TDRs Entered into During the Three Months Ended September 30, 2015 and 2014 (1)
 
September 30, 2015
 
Three Months Ended September 30, 2015
(Dollars in millions)
Unpaid Principal Balance
 
Carrying
 Value
 
Pre-Modification Interest Rate
 
Post-Modification Interest Rate (2)
 
Net Charge-offs (3)
Residential mortgage
$
1,163

 
$
1,030

 
4.91
%
 
4.71
%
 
$
28

Home equity
302

 
243

 
3.41

 
3.34

 
25

Total
$
1,465

 
$
1,273

 
4.60

 
4.42

 
$
53

 
 
 
 
 
 
 
 
 
 
 
September 30, 2014
 
Three Months Ended September 30, 2014
Residential mortgage
$
1,332

 
$
1,226

 
5.07
%
 
4.90
%
 
$
19

Home equity
314

 
228

 
3.74

 
3.44

 
32

Total
$
1,646

 
$
1,454

 
4.82

 
4.62

 
$
51

 
 
 
 
 
 
 
 
 
 
Consumer Real Estate – TDRs Entered into During the Nine Months Ended September 30, 2015 and 2014 (1)
 
September 30, 2015
 
Nine Months Ended September 30, 2015
Residential mortgage
$
3,052

 
$
2,707

 
4.99
%
 
4.47
%
 
$
70

Home equity
824

 
637

 
3.55

 
3.20

 
55

Total
$
3,876

 
$
3,344

 
4.69

 
4.20

 
$
125

 
 
 
 
 
 
 
 
 
 
 
September 30, 2014
 
Nine Months Ended September 30, 2014
Residential mortgage
$
3,498

 
$
3,091

 
5.12
%
 
4.57
%
 
$
60

Home equity
702

 
477

 
3.98

 
3.31

 
76

Total
$
4,200

 
$
3,568

 
4.93

 
4.36

 
$
136

(1) 
During the three and nine months ended September 30, 2015, the Corporation forgave principal of $48 million and $371 million related to residential mortgage loans and $1 million and $7 million related to home equity loans in connection with TDRs, compared to $13 million and $52 million related to residential mortgage loans and none related to home equity loans during the same periods in 2014.
(2) 
The post-modification interest rate reflects the interest rate applicable only to permanently completed modifications, which exclude loans that are in a trial modification period.
(3) 
Net charge-offs include amounts recorded on loans modified during the period that are no longer held by the Corporation at September 30, 2015 and 2014 due to sales and other dispositions.

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Table of Contents

The table below presents the September 30, 2015 and 2014 carrying value for consumer real estate loans that were modified in a TDR during the three and nine months ended September 30, 2015 and 2014 by type of modification.

Consumer Real Estate – Modification Programs
 
TDRs Entered into During the
Three Months Ended September 30, 2015
(Dollars in millions)
Residential Mortgage
 
Home
Equity
 
Total Carrying Value
Modifications under government programs
 
 
 
 
 
Contractual interest rate reduction
$
67

 
$
2

 
$
69

Principal and/or interest forbearance
—

 
1

 
1

Other modifications (1)
7

 
—

 
7

Total modifications under government programs
74

 
3

 
77

Modifications under proprietary programs
 
 
 
 
 
Contractual interest rate reduction
46

 
—

 
46

Capitalization of past due amounts
16

 
—

 
16

Principal and/or interest forbearance
4

 
1

 
5

Other modifications (1)
5

 
1

 
6

Total modifications under proprietary programs
71

 
2

 
73

Trial modifications
793

 
210

 
1,003

Loans discharged in Chapter 7 bankruptcy (2)
92

 
28

 
120

Total modifications
$
1,030

 
$
243

 
$
1,273

 
 
 
 
 
 
 
TDRs Entered into During the
Three Months Ended September 30, 2014
Modifications under government programs
 
 
 
 
 
Contractual interest rate reduction
$
103

 
$
15

 
$
118

Principal and/or interest forbearance
—

 
9

 
9

Other modifications (1)
12

 
—

 
12

Total modifications under government programs
115

 
24

 
139

Modifications under proprietary programs
 
 
 
 
 
Contractual interest rate reduction
53

 
2

 
55

Capitalization of past due amounts
29

 
1

 
30

Principal and/or interest forbearance
4

 
43

 
47

Other modifications (1)
11

 
—

 
11

Total modifications under proprietary programs
97

 
46

 
143

Trial modifications
843

 
105

 
948

Loans discharged in Chapter 7 bankruptcy (2)
171

 
53

 
224

Total modifications
$
1,226

 
$
228

 
$
1,454

(1) 
Includes other modifications such as term or payment extensions and repayment plans.
(2) 
Includes loans discharged in Chapter 7 bankruptcy with no change in repayment terms that are classified as TDRs.

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Table of Contents

Consumer Real Estate – Modification Programs
 
TDRs Entered into During the
Nine Months Ended September 30, 2015
(Dollars in millions)
Residential Mortgage
 
Home
Equity
 
Total Carrying Value
Modifications under government programs
 
 
 
 
 
Contractual interest rate reduction
$
453

 
$
18

 
$
471

Principal and/or interest forbearance
4

 
7

 
11

Other modifications (1)
35

 
—

 
35

Total modifications under government programs
492

 
25

 
517

Modifications under proprietary programs
 
 
 
 
 
Contractual interest rate reduction
179

 
18

 
197

Capitalization of past due amounts
67

 
6

 
73

Principal and/or interest forbearance
101

 
32

 
133

Other modifications (1)
22

 
52

 
74

Total modifications under proprietary programs
369

 
108

 
477

Trial modifications
1,609

 
402

 
2,011

Loans discharged in Chapter 7 bankruptcy (2)
237

 
102

 
339

Total modifications
$
2,707

 
$
637

 
$
3,344

 
 
 
 
 
 
 
TDRs Entered into During the
Nine Months Ended September 30, 2014
Modifications under government programs
 
 
 
 
 
Contractual interest rate reduction
$
546

 
$
49

 
$
595

Principal and/or interest forbearance
15

 
18

 
33

Other modifications (1)
80

 
—

 
80

Total modifications under government programs
641

 
67

 
708

Modifications under proprietary programs
 
 
 
 
 
Contractual interest rate reduction
232

 
14

 
246

Capitalization of past due amounts
70

 
1

 
71

Principal and/or interest forbearance
61

 
64

 
125

Other modifications (1)
33

 
27

 
60

Total modifications under proprietary programs
396

 
106

 
502

Trial modifications 
1,616

 
158

 
1,774

Loans discharged in Chapter 7 bankruptcy (2)
438

 
146

 
584

Total modifications
$
3,091

 
$
477

 
$
3,568

(1) 
Includes other modifications such as term or payment extensions and repayment plans.
(2) 
Includes loans discharged in Chapter 7 bankruptcy with no change in repayment terms that are classified as TDRs.


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The table below presents the carrying value of consumer real estate loans that entered into payment default during the three and nine months ended September 30, 2015 and 2014 that were modified in a TDR during the 12 months preceding payment default. A payment default for consumer real estate TDRs is recognized when a borrower has missed three monthly payments (not necessarily consecutively) since modification. Payment defaults on a trial modification where the borrower has not yet met the terms of the agreement are included in the table below if the borrower is 90 days or more past due three months after the offer to modify is made.

Consumer Real Estate – TDRs Entering Payment Default That Were Modified During the Preceding 12 Months
 
Three Months Ended September 30, 2015
(Dollars in millions)
 Residential Mortgage
 
Home
Equity
 
Total Carrying Value (1)
Modifications under government programs
$
117

 
$
2

 
$
119

Modifications under proprietary programs
97

 
1

 
98

Loans discharged in Chapter 7 bankruptcy (2)
57

 
20

 
77

Trial modifications (3)
327

 
49

 
376

Total modifications
$
598

 
$
72

 
$
670

 
 
 
 
 
 
 
Three Months Ended September 30, 2014
Modifications under government programs
$
193

 
$
1

 
$
194

Modifications under proprietary programs
137

 
1

 
138

Loans discharged in Chapter 7 bankruptcy (2)
121

 
15

 
136

Trial modifications
462

 
19

 
481

Total modifications
$
913

 
$
36

 
$
949

 
 
 
 
 
 
 
Nine Months Ended September 30, 2015
Modifications under government programs
$
323

 
$
4

 
$
327

Modifications under proprietary programs
175

 
19

 
194

Loans discharged in Chapter 7 bankruptcy (2)
189

 
40

 
229

Trial modifications (3)
2,563

 
100

 
2,663

Total modifications
$
3,250

 
$
163

 
$
3,413

 
 
 
 
 
 
 
Nine Months Ended September 30, 2014
Modifications under government programs
$
537

 
$
3

 
$
540

Modifications under proprietary programs
612

 
4

 
616

Loans discharged in Chapter 7 bankruptcy (2)
395

 
57

 
452

Trial modifications
1,753

 
37

 
1,790

Total modifications
$
3,297

 
$
101

 
$
3,398

(1) 
Includes loans with a carrying value of $1.4 billion and $1.1 billion that entered into payment default during the nine months ended September 30, 2015 and 2014 but were no longer held by the Corporation as of September 30, 2015 and 2014 due to sales and other dispositions.
(2) 
Includes loans discharged in Chapter 7 bankruptcy with no change in repayment terms that are classified as TDRs.
(3) 
Includes $59 million and $1.6 billion for the three and nine months ended September 30, 2015 of trial modification offers made in connection with the August 2014 Department of Justice settlement to which the customer has not responded.

Credit Card and Other Consumer

Impaired loans within the Credit Card and Other Consumer portfolio segment consist entirely of loans that have been modified in TDRs (the renegotiated credit card and other consumer TDR portfolio, collectively referred to as the renegotiated TDR portfolio). The Corporation seeks to assist customers that are experiencing financial difficulty by modifying loans while ensuring compliance with federal, local and international laws and guidelines. Credit card and other consumer loan modifications generally involve reducing the interest rate on the account and placing the customer on a fixed payment plan not exceeding 60 months, all of which are considered TDRs. In addition, the accounts of non-U.S. credit card customers who do not qualify for a fixed payment plan may have their interest rates reduced, as required by certain local jurisdictions. These modifications, which are also TDRs, tend to experience higher payment default rates given that the borrowers may lack the ability to repay even with the interest rate reduction. In substantially all cases, the customer's available line of credit is canceled. The Corporation makes loan modifications directly with borrowers for debt held only by the Corporation (internal programs). Additionally, the Corporation makes loan modifications for borrowers working with third-party renegotiation agencies that provide solutions to customers' entire unsecured debt structures (external programs). The Corporation classifies other secured

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consumer loans that have been discharged in Chapter 7 bankruptcy as TDRs which are written down to collateral value and placed on nonaccrual status no later than the time of discharge. For more information on the regulatory guidance on loans discharged in Chapter 7 bankruptcy, see Nonperforming Loans and Leases in this Note.

All credit card and substantially all other consumer loans that have been modified in TDRs remain on accrual status until the loan is either paid in full or charged off, which occurs no later than the end of the month in which the loan becomes 180 days past due or generally at 120 days past due for a loan that has been placed on a fixed payment plan.

The allowance for impaired credit card and substantially all other consumer loans is based on the present value of projected cash flows, which incorporates the Corporation's historical payment default and loss experience on modified loans, discounted using the portfolio's average contractual interest rate, excluding promotionally priced loans, in effect prior to restructuring. Credit card and other consumer loans are included in homogeneous pools which are collectively evaluated for impairment. For these portfolios, loss forecast models are utilized that consider a variety of factors including, but not limited to, historical loss experience, delinquency status, economic trends and credit scores.

The table below provides the unpaid principal balance, carrying value and related allowance at September 30, 2015 and December 31, 2014, and the average carrying value and interest income recognized for the three and nine months ended September 30, 2015 and 2014 on the Corporation's renegotiated TDR portfolio in the Credit Card and Other Consumer portfolio segment.

Impaired Loans – Credit Card and Other Consumer – Renegotiated TDRs
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
 
 
 
 
Unpaid
Principal
Balance
 
Carrying
Value (1)
 
Related
Allowance
 
Unpaid
Principal
Balance
 
Carrying
Value (1)
 
Related
Allowance
With no recorded allowance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Direct/Indirect consumer
 
 
 
 
$
52

 
$
22

 
$
—

 
$
59

 
$
25

 
$
—

With an allowance recorded
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. credit card
 
 
 
 
$
649

 
$
663

 
$
204

 
$
804

 
$
856

 
$
207

Non-U.S. credit card
 
 
 
 
114

 
134

 
75

 
132

 
168

 
108

Direct/Indirect consumer
 
 
 
 
26

 
31

 
7

 
76

 
92

 
24

Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. credit card
 
 
 
 
$
649

 
$
663

 
$
204

 
$
804

 
$
856

 
$
207

Non-U.S. credit card
 
 
 
 
114

 
134

 
75

 
132

 
168

 
108

Direct/Indirect consumer
 
 
 
 
78

 
53

 
7

 
135

 
117

 
24

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
 
2015
 
2014
 
2015
 
2014
 
Average
Carrying
Value
 
Interest
Income
Recognized (2)
 
Average
Carrying
Value
 
Interest
Income
Recognized (2)
 
Average
Carrying
Value
 
Interest
Income
Recognized (2)
 
Average
Carrying
Value
 
Interest
Income
Recognized (2)
With no recorded allowance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Direct/Indirect consumer
$
22

 
$
—

 
$
27

 
$
—

 
$
23

 
$
—

 
$
27

 
$
—

Other consumer
—

 
—

 
34

 
—

 
—

 
—

 
34

 
1

With an allowance recorded
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. credit card
$
714

 
$
10

 
$
1,045

 
$
16

 
$
779

 
$
34

 
$
1,218

 
$
56

Non-U.S. credit card
142

 
1

 
204

 
2

 
150

 
3

 
221

 
5

Direct/Indirect consumer
40

 
1

 
152

 
2

 
60

 
3

 
202

 
8

Other consumer
—

 
—

 
24

 
—

 
—

 
—

 
24

 
1

Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. credit card
$
714

 
$
10

 
$
1,045

 
$
16

 
$
779

 
$
34

 
$
1,218

 
$
56

Non-U.S. credit card
142

 
1

 
204

 
2

 
150

 
3

 
221

 
5

Direct/Indirect consumer
62

 
1

 
179

 
2

 
83

 
3

 
229

 
8

Other consumer
—

 
—

 
58

 
—

 
—

 
—

 
58

 
2

(1) 
Includes accrued interest and fees.
(2) 
Interest income recognized includes interest accrued and collected on the outstanding balances of accruing impaired loans as well as interest cash collections on nonaccruing impaired loans for which the principal is considered collectible.


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The table below provides information on the Corporation's primary modification programs for the renegotiated TDR portfolio at September 30, 2015 and December 31, 2014.

Credit Card and Other Consumer – Renegotiated TDRs by Program Type
 
Internal Programs
 
External Programs
 
Other (1)
 
Total
 
Percent of Balances Current or
Less Than 30 Days Past Due
(Dollars in millions)
September 30
2015
December 31
2014
 
September 30
2015
December 31
2014
 
September 30
2015
December 31
2014
 
September 30
2015
December 31
2014
 
September 30
2015
December 31
2014
U.S. credit card
$
347

$
450

 
$
314

$
397

 
$
2

$
9

 
$
663

$
856

 
88.06
%
84.99
%
Non-U.S. credit card
25

41

 
12

16

 
97

111

 
134

168

 
45.55

47.56

Direct/Indirect consumer
17

50

 
11

34

 
25

33

 
53

117

 
88.77

85.21

Total renegotiated TDRs
$
389

$
541

 
$
337

$
447

 
$
124

$
153

 
$
850

$
1,141

 
81.40

79.51

(1) Other TDRs for non-U.S. credit card include modifications of accounts that are ineligible for a fixed payment plan.

The table below provides information on the Corporation's renegotiated TDR portfolio including the September 30, 2015 and 2014 unpaid principal balance, carrying value and average pre- and post-modification interest rates of loans that were modified in TDRs during the three and nine months ended September 30, 2015 and 2014, and net charge-offs recorded during the period in which the modification occurred.

Credit Card and Other Consumer – Renegotiated TDRs Entered into During the Three Months Ended September 30, 2015 and 2014
 
September 30, 2015
 
Three Months Ended September 30, 2015
(Dollars in millions)
Unpaid Principal Balance
 
Carrying
Value (1)
 
Pre-Modification Interest Rate
 
Post-Modification Interest Rate
 
Net Charge-offs
U.S. credit card
$
59

 
$
65

 
17.10
%
 
4.97
%
 
$
8

Non-U.S. credit card
32

 
38

 
24.04

 
0.43

 
23

Direct/Indirect consumer
7

 
4

 
5.58

 
5.10

 
2

Total
$
98

 
$
107

 
19.12

 
3.37

 
$
33

 
 
 
 
 
 
 
 
 
 
 
September 30, 2014
 
Three Months Ended September 30, 2014
U.S. credit card
$
80

 
$
88

 
16.59
%
 
5.13
%
 
$
12

Non-U.S. credit card
43

 
51

 
25.09

 
0.43

 
36

Direct/Indirect consumer
11

 
7

 
7.34

 
4.76

 
4

Other consumer
1

 
1

 
8.96

 
4.82

 
—

Total
$
135

 
$
147

 
18.98

 
3.50

 
$
52

 
 
 
 
 
 
 
 
 
 
Credit Card and Other Consumer – Renegotiated TDRs Entered into During the Nine Months Ended September 30, 2015 and 2014
 
September 30, 2015
 
Nine Months Ended September 30, 2015
U.S. credit card
$
172

 
$
184

 
16.98
%
 
5.02
%
 
$
16

Non-U.S. credit card
72

 
84

 
24.01

 
0.45

 
35

Direct/Indirect consumer
16

 
10

 
6.28

 
5.29

 
7

Total
$
260

 
$
278

 
18.72

 
3.65

 
$
58

 
 
 
 
 
 
 
 
 
 
 
September 30, 2014
 
Nine Months Ended September 30, 2014
U.S. credit card
$
223

 
$
244

 
16.66
%
 
5.15
%
 
$
23

Non-U.S. credit card
93

 
109

 
25.11

 
0.58

 
53

Direct/Indirect consumer
26

 
19

 
8.64

 
4.71

 
11

Other consumer
6

 
6

 
9.10

 
5.21

 
—

Total
$
348

 
$
378

 
18.56

 
3.82

 
$
87

(1) 
Includes accrued interest and fees.

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The table below provides information on the Corporation's primary modification programs for the renegotiated TDR portfolio for loans that were modified in TDRs during the three and nine months ended September 30, 2015 and 2014.

Credit Card and Other Consumer – Renegotiated TDRs Entered into During the Period by Program Type
 
Three Months Ended September 30, 2015
(Dollars in millions)
Internal Programs
 
External Programs
 
Other (1)
 
Total
U.S. credit card
$
41

 
$
24

 
$
—

 
$
65

Non-U.S. credit card
1

 
1

 
36

 
38

Direct/Indirect consumer
—

 
—

 
4

 
4

Total renegotiated TDRs
$
42

 
$
25

 
$
40

 
$
107

 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2014
U.S. credit card
$
57

 
$
31

 
$
—

 
$
88

Non-U.S. credit card
2

 
2

 
47

 
51

Direct/Indirect consumer
1

 
—

 
6

 
7

Other consumer
1

 
—

 
—

 
1

Total renegotiated TDRs
$
61

 
$
33

 
$
53

 
$
147

 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2015
U.S. credit card
$
118

 
$
66

 
$
—

 
$
184

Non-U.S. credit card
3

 
3

 
78

 
84

Direct/Indirect consumer
1

 
—

 
9

 
10

Total renegotiated TDRs
$
122

 
$
69

 
$
87

 
$
278

 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2014
U.S. credit card
$
161

 
$
83

 
$
—

 
$
244

Non-U.S. credit card
5

 
5

 
99

 
109

Direct/Indirect consumer
5

 
2

 
12

 
19

Other consumer
6

 
—

 
—

 
6

Total renegotiated TDRs
$
177

 
$
90

 
$
111

 
$
378

(1) Other TDRs for non-U.S. credit card include modifications of accounts that are ineligible for a fixed payment plan.

Credit card and other consumer loans are deemed to be in payment default during the quarter in which a borrower misses the second of two consecutive payments. Payment defaults are one of the factors considered when projecting future cash flows in the calculation of the allowance for loan and lease losses for impaired credit card and other consumer loans. Based on historical experience, the Corporation estimates that 14 percent of new U.S. credit card TDRs, 86 percent of new non-U.S. credit card TDRs and 12 percent of new direct/indirect consumer TDRs may be in payment default within 12 months after modification. Loans that entered into payment default during the three and nine months ended September 30, 2015 that had been modified in a TDR during the preceding 12 months were $11 million and $33 million for U.S. credit card, $37 million and $117 million for non-U.S. credit card, and $1 million and $3 million for direct/indirect consumer. During the three and nine months ended September 30, 2014, loans that entered into payment default that had been modified in a TDR during the preceding 12 months were $15 million and $40 million for U.S. credit card, $47 million and $157 million for non-U.S. credit card, and $1 million and $4 million for direct/indirect consumer.

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Commercial Loans

Impaired commercial loans, which include nonperforming loans and TDRs (both performing and nonperforming), are primarily measured based on the present value of payments expected to be received, discounted at the loan's original effective interest rate. Commercial impaired loans may also be measured based on observable market prices or, for loans that are solely dependent on the collateral for repayment, the estimated fair value of collateral, less costs to sell. If the carrying value of a loan exceeds this amount, a specific allowance is recorded as a component of the allowance for loan and lease losses.

Modifications of loans to commercial borrowers that are experiencing financial difficulty are designed to reduce the Corporation's loss exposure while providing the borrower with an opportunity to work through financial difficulties, often to avoid foreclosure or bankruptcy. Each modification is unique and reflects the individual circumstances of the borrower. Modifications that result in a TDR may include extensions of maturity at a concessionary (below market) rate of interest, payment forbearances or other actions designed to benefit the customer while mitigating the Corporation's risk exposure. Reductions in interest rates are rare. Instead, the interest rates are typically increased, although the increased rate may not represent a market rate of interest. Infrequently, concessions may also include principal forgiveness in connection with foreclosure, short sale or other settlement agreements leading to termination or sale of the loan.

At the time of restructuring, the loans are remeasured to reflect the impact, if any, on projected cash flows resulting from the modified terms. If there was no forgiveness of principal and the interest rate was not decreased, the modification may have little or no impact on the allowance established for the loan. If a portion of the loan is deemed to be uncollectible, a charge-off may be recorded at the time of restructuring. Alternatively, a charge-off may have already been recorded in a previous period such that no charge-off is required at the time of modification. For more information on modifications for the U.S. small business commercial portfolio, see Credit Card and Other Consumer in this Note.

At September 30, 2015 and December 31, 2014, remaining commitments to lend additional funds to debtors whose terms have been modified in a commercial loan TDR were immaterial. Commercial foreclosed properties totaled $58 million and $67 million at September 30, 2015 and December 31, 2014.


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The table below provides the unpaid principal balance, carrying value and related allowance at September 30, 2015 and December 31, 2014, and the average carrying value and interest income recognized for the three and nine months ended September 30, 2015 and 2014 for impaired loans in the Corporation's Commercial loan portfolio segment. Certain impaired commercial loans do not have a related allowance as the valuation of these impaired loans exceeded the carrying value, which is net of previously recorded charge-offs.

Impaired Loans – Commercial
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
 
 
 
 
Unpaid
Principal
Balance
 
Carrying
Value
 
Related
Allowance
 
Unpaid
Principal
Balance
 
Carrying
Value
 
Related
Allowance
With no recorded allowance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. commercial
 
 
 
 
$
760

 
$
738

 
$
—

 
$
668

 
$
650

 
$
—

Commercial real estate
 
 
 
 
89

 
72

 
—

 
60

 
48

 
—

Non-U.S. commercial
 
 
 
 
46

 
46

 
—

 
—

 
—

 
—

With an allowance recorded
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. commercial
 
 
 
 
$
1,241

 
$
1,028

 
$
85

 
$
1,139

 
$
839

 
$
75

Commercial real estate
 
 
 
 
322

 
132

 
13

 
678

 
495

 
48

Non-U.S. commercial
 
 
 
 
113

 
93

 
21

 
47

 
44

 
1

U.S. small business commercial (1)
 
 
 
 
120

 
106

 
35

 
133

 
122

 
35

Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. commercial
 
 
 
 
$
2,001

 
$
1,766

 
$
85

 
$
1,807

 
$
1,489

 
$
75

Commercial real estate
 
 
 
 
411

 
204

 
13

 
738

 
543

 
48

Non-U.S. commercial
 
 
 
 
159

 
139

 
21

 
47

 
44

 
1

U.S. small business commercial (1)
 
 
 
 
120

 
106

 
35

 
133

 
122

 
35

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
 
2015
 
2014
 
2015
 
2014
 
Average
Carrying
Value
 
Interest
Income
Recognized (2)
 
Average
Carrying
Value
 
Interest
Income
Recognized (2)
 
Average
Carrying
Value
 
Interest
Income
Recognized (2)
 
Average
Carrying
Value
 
Interest
Income
Recognized (2)
With no recorded allowance
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. commercial
$
776

 
$
4

 
$
555

 
$
3

 
$
704

 
$
12

 
$
518

 
$
8

Commercial real estate
73

 
—

 
158

 
1

 
75

 
1

 
190

 
3

Non-U.S. commercial
53

 
—

 
22

 
—

 
30

 
1

 
12

 
—

With an allowance recorded
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. commercial
$
981

 
$
11

 
$
1,173

 
$
12

 
$
902

 
$
36

 
$
1,289

 
$
42

Commercial real estate
179

 
1

 
689

 
1

 
248

 
6

 
675

 
14

Non-U.S. commercial
102

 
1

 
45

 
1

 
96

 
2

 
60

 
3

U.S. small business commercial (1)
110

 
—

 
144

 
1

 
112

 
—

 
157

 
3

Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. commercial
$
1,757

 
$
15

 
$
1,728

 
$
15

 
$
1,606

 
$
48

 
$
1,807

 
$
50

Commercial real estate
252

 
1

 
847

 
2

 
323

 
7

 
865

 
17

Non-U.S. commercial
155

 
1

 
67

 
1

 
126

 
3

 
72

 
3

U.S. small business commercial (1)
110

 
—

 
144

 
1

 
112

 
—

 
157

 
3

(1) 
Includes U.S. small business commercial renegotiated TDR loans and related allowance.
(2) 
Interest income recognized includes interest accrued and collected on the outstanding balances of accruing impaired loans as well as interest cash collections on nonaccruing impaired loans for which the principal is considered collectible.


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The table below presents the September 30, 2015 and 2014 unpaid principal balance and carrying value of commercial loans that were modified as TDRs during the three and nine months ended September 30, 2015 and 2014, and net charge-offs that were recorded during the period in which the modification occurred. The table below includes loans that were initially classified as TDRs during the period and also loans that had previously been classified as TDRs and were modified again during the period.

Commercial – TDRs Entered into During the Three Months Ended September 30, 2015 and 2014
 
September 30, 2015
 
Three Months Ended September 30, 2015
(Dollars in millions)
Unpaid Principal Balance
 
Carrying
Value
 
Net Charge-offs
U.S. commercial
$
347

 
$
324

 
$
12

Commercial real estate
17

 
17

 
—

Non-U.S. commercial
10

 
10

 
—

U.S. small business commercial (1)
2

 
2

 
—

Total
$
376

 
$
353

 
$
12

 
 
 
 
 
 
 
September 30, 2014
 
Three Months Ended September 30, 2014
U.S. commercial
$
361

 
$
317

 
$
33

Commercial real estate
49

 
39

 
8

Non-U.S. commercial
45

 
45

 
—

U.S. small business commercial (1)
2

 
2

 
—

Total
$
457

 
$
403

 
$
41

 
 
 
 
 
 
Commercial – TDRs Entered into During the Nine Months Ended September 30, 2015 and 2014
 
September 30, 2015
 
Nine Months Ended September 30, 2015
U.S. commercial
$
977

 
$
900

 
$
18

Commercial real estate
47

 
47

 
—

Non-U.S. commercial
45

 
45

 
—

U.S. small business commercial (1)
5

 
5

 
—

Total
$
1,074

 
$
997

 
$
18

 
 
 
 
 
 
 
September 30, 2014
 
Nine Months Ended September 30, 2014
U.S. commercial
$
808

 
$
759

 
$
35

Commercial real estate
317

 
299

 
8

Non-U.S. commercial
45

 
45

 
—

U.S. small business commercial (1)
6

 
6

 
—

Total
$
1,176

 
$
1,109

 
$
43

(1) 
U.S. small business commercial TDRs are comprised of renegotiated small business card loans.

A commercial TDR is generally deemed to be in payment default when the loan is 90 days or more past due, including delinquencies that were not resolved as part of the modification. U.S. small business commercial TDRs are deemed to be in payment default during the quarter in which a borrower misses the second of two consecutive payments. Payment defaults are one of the factors considered when projecting future cash flows, along with observable market prices or fair value of collateral when measuring the allowance for loan and lease losses. TDRs that were in payment default had a carrying value of $85 million and $63 million for U.S. commercial and $26 million and $67 million for commercial real estate at September 30, 2015 and 2014.


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Table of Contents

Purchased Credit-impaired Loans

The table below shows activity for the accretable yield on PCI loans, which includes the Countrywide Financial Corporation (Countrywide) portfolio and loans repurchased in connection with the settlement with FNMA. For more information on the settlement with FNMA, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K. The amount of accretable yield is affected by changes in credit outlooks, including metrics such as default rates and loss severities, prepayment speeds, which can change the amount and period of time over which interest payments are expected to be received, and the interest rates on variable rate loans. The reclassifications from nonaccretable difference in the three and nine months ended September 30, 2015 were primarily due to an increase in expected cash flows as a result of lower default estimates. The expected remaining life of the portfolio increased which results in a change to the amount of future principal and interest cash flows.

Rollforward of Accretable Yield
 
 
(Dollars in millions)
Three Months Ended September 30, 2015
 
Nine Months Ended September 30, 2015
Accretable yield, beginning of period
$
4,968

 
$
5,608

Accretion
(208
)
 
(661
)
Disposals/transfers
(66
)
 
(330
)
Reclassifications from nonaccretable difference
290

 
367

Accretable yield, September 30, 2015
$
4,984

 
$
4,984


During the three and nine months ended September 30, 2015, the Corporation sold PCI loans with a carrying value of $220 million and $1.2 billion, excluding the related allowance of $38 million and $213 million. During the three and nine months ended September 30, 2014, the Corporation sold PCI loans with a carrying value of $1.3 billion and $1.9 billion, excluding the related allowance of $131 million and $317 million. For more information on PCI loans, see Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K, and for the carrying value and valuation allowance for PCI loans, see Note 5 – Allowance for Credit Losses.

Loans Held-for-sale

The Corporation had LHFS of $8.8 billion and $12.8 billion at September 30, 2015 and December 31, 2014. Cash and non-cash proceeds from sales and paydowns of loans originally classified as LHFS were $31.7 billion and $30.8 billion for the nine months ended September 30, 2015 and 2014. Cash used for originations and purchases of LHFS totaled $30.3 billion and $28.7 billion for the nine months ended September 30, 2015 and 2014.

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NOTE 5 – Allowance for Credit Losses

The table below summarizes the changes in the allowance for credit losses by portfolio segment for the three and nine months ended September 30, 2015 and 2014.

 
Three Months Ended September 30, 2015
(Dollars in millions)
Consumer Real Estate
 
Credit Card
and Other
Consumer
 
Commercial
 
Total
Allowance for loan and lease losses, July 1
$
4,741

 
$
3,702

 
$
4,625

 
$
13,068

Loans and leases charged off
(345
)
 
(873
)
 
(157
)
 
(1,375
)
Recoveries of loans and leases previously charged off
199

 
198

 
46

 
443

Net charge-offs
(146
)
 
(675
)
 
(111
)
 
(932
)
Write-offs of PCI loans
(148
)
 
—

 
—

 
(148
)
Provision for loan and lease losses
(12
)
 
554

 
191

 
733

Other (1)
(35
)
 
(29
)
 
—

 
(64
)
Allowance for loan and lease losses, September 30
4,400

 
3,552

 
4,705

 
12,657

Reserve for unfunded lending commitments, July 1
—

 
—

 
588

 
588

Provision for unfunded lending commitments
—

 
—

 
73

 
73

Reserve for unfunded lending commitments, September 30
—

 
—

 
661

 
661

Allowance for credit losses, September 30
$
4,400

 
$
3,552

 
$
5,366

 
$
13,318

 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2014
Allowance for loan and lease losses, July 1
$
6,908

 
$
4,417

 
$
4,486

 
$
15,811

Loans and leases charged off
(485
)
 
(994
)
 
(188
)
 
(1,667
)
Recoveries of loans and leases previously charged off
343

 
212

 
69

 
624

Net charge-offs
(142
)
 
(782
)
 
(119
)
 
(1,043
)
Write-offs of PCI loans
(246
)
 
—

 
—

 
(246
)
Provision for loan and lease losses
(42
)
 
586

 
66

 
610

Other (1)
(2
)
 
(23
)
 
(1
)
 
(26
)
Allowance for loan and lease losses, September 30
6,476

 
4,198

 
4,432

 
15,106

Reserve for unfunded lending commitments, July 1
—

 
—

 
503

 
503

Provision for unfunded lending commitments
—

 
—

 
26

 
26

Reserve for unfunded lending commitments, September 30
—

 
—

 
529

 
529

Allowance for credit losses, September 30
$
6,476

 
$
4,198

 
$
4,961

 
$
15,635

 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2015
Allowance for loan and lease losses, January 1
$
5,935

 
$
4,047

 
$
4,437

 
$
14,419

Loans and leases charged off
(1,430
)
 
(2,733
)
 
(410
)
 
(4,573
)
Recoveries of loans and leases previously charged off
587

 
618

 
174

 
1,379

Net charge-offs
(843
)
 
(2,115
)
 
(236
)
 
(3,194
)
Write-offs of PCI loans
(726
)
 
—

 
—

 
(726
)
Provision for loan and lease losses
68

 
1,646

 
504

 
2,218

Other (1)
(34
)
 
(26
)
 
—

 
(60
)
Allowance for loan and lease losses, September 30
4,400

 
3,552

 
4,705

 
12,657

Reserve for unfunded lending commitments, January 1
—

 
—

 
528

 
528

Provision for unfunded lending commitments
—

 
—

 
133

 
133

Reserve for unfunded lending commitments, September 30
—

 
—

 
661

 
661

Allowance for credit losses, September 30
$
4,400

 
$
3,552

 
$
5,366

 
$
13,318

 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2014
Allowance for loan and lease losses, January 1
$
8,518

 
$
4,905

 
$
4,005

 
$
17,428

Loans and leases charged off
(1,713
)
 
(3,173
)
 
(493
)
 
(5,379
)
Recoveries of loans and leases previously charged off
938

 
671

 
266

 
1,875

Net charge-offs
(775
)
 
(2,502
)
 
(227
)
 
(3,504
)
Write-offs of PCI loans
(797
)
 
—

 
—

 
(797
)
Provision for loan and lease losses
(467
)
 
1,818

 
660

 
2,011

Other (1)
(3
)
 
(23
)
 
(6
)
 
(32
)
Allowance for loan and lease losses, September 30
6,476

 
4,198

 
4,432

 
15,106

Reserve for unfunded lending commitments, January 1
—

 
—

 
484

 
484

Provision for unfunded lending commitments
—

 
—

 
45

 
45

Reserve for unfunded lending commitments, September 30
—

 
—

 
529

 
529

Allowance for credit losses, September 30
$
6,476

 
$
4,198

 
$
4,961

 
$
15,635

(1) 
Primarily represents the net impact of portfolio sales, consolidations and deconsolidations, and foreign currency translation adjustments.

During the three and nine months ended September 30, 2015, for the PCI loan portfolio, the Corporation recorded a provision benefit of $68 million and $40 million with a corresponding decrease in the valuation allowance included as part of the allowance for loan and lease losses. This compared to no provision for credit losses for the three months ended September 30, 2014 and a provision benefit of

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$106 million for the nine months ended September 30, 2014. Write-offs in the PCI loan portfolio totaled $148 million and $726 million with a corresponding decrease in the PCI valuation allowance during the three and nine months ended September 30, 2015 compared to $246 million and $797 million for the same periods in 2014. Write-offs included $38 million and $213 million associated with the sale of PCI loans during the three and nine months ended September 30, 2015 compared to $131 million and $317 million for the same periods in 2014. The valuation allowance associated with the PCI loan portfolio was $886 million and $1.7 billion at September 30, 2015 and December 31, 2014.

The table below presents the allowance and the carrying value of outstanding loans and leases by portfolio segment at September 30, 2015 and December 31, 2014.

Allowance and Carrying Value by Portfolio Segment
 
 
 
 
 
 
 
 
September 30, 2015
(Dollars in millions)
Consumer Real Estate
 
Credit Card
and Other
Consumer
 
Commercial
 
Total
Impaired loans and troubled debt restructurings (1)
 
 
 
 
 
 
 
Allowance for loan and lease losses (2)
$
664

 
$
286

 
$
154

 
$
1,104

Carrying value (3)
22,541

 
850

 
2,215

 
25,606

Allowance as a percentage of carrying value
2.95
%
 
33.65
%
 
6.95
%
 
4.31
%
Loans collectively evaluated for impairment
 
 
 
 
 
 
 
Allowance for loan and lease losses
$
2,850

 
$
3,266

 
$
4,551

 
$
10,667

Carrying value (3, 4)
225,982

 
186,881

 
424,596

 
837,459

Allowance as a percentage of carrying value (4)
1.26
%
 
1.75
%
 
1.07
%
 
1.27
%
Purchased credit-impaired loans
 
 
 
 
 
 
 
Valuation allowance
$
886

 
n/a

 
n/a

 
$
886

Carrying value gross of valuation allowance
17,446

 
n/a

 
n/a

 
17,446

Valuation allowance as a percentage of carrying value
5.08
%
 
n/a

 
n/a

 
5.08
%
Total
 
 
 
 
 
 
 
Allowance for loan and lease losses
$
4,400

 
$
3,552

 
$
4,705

 
$
12,657

Carrying value (3, 4)
265,969

 
187,731

 
426,811

 
880,511

Allowance as a percentage of carrying value (4)
1.65
%
 
1.89
%
 
1.10
%
 
1.44
%
 
 
 
 
 
 
 
 
 
December 31, 2014
Impaired loans and troubled debt restructurings (1)
 
 
 
 
 
 
 
Allowance for loan and lease losses (2)
$
727

 
$
339

 
$
159

 
$
1,225

Carrying value (3)
25,628

 
1,141

 
2,198

 
28,967

Allowance as a percentage of carrying value
2.84
%
 
29.71
%
 
7.23
%
 
4.23
%
Loans collectively evaluated for impairment
 
 
 
 
 
 
 
Allowance for loan and lease losses
$
3,556

 
$
3,708

 
$
4,278

 
$
11,542

Carrying value (3, 4)
255,525

 
183,430

 
384,019

 
822,974

Allowance as a percentage of carrying value (4)
1.39
%
 
2.02
%
 
1.11
%
 
1.40
%
Purchased credit-impaired loans
 
 
 
 
 
 
 
Valuation allowance
$
1,652

 
n/a

 
n/a

 
$
1,652

Carrying value gross of valuation allowance
20,769

 
n/a

 
n/a

 
20,769

Valuation allowance as a percentage of carrying value
7.95
%
 
n/a

 
n/a

 
7.95
%
Total
 
 
 
 
 
 
 
Allowance for loan and lease losses
$
5,935

 
$
4,047

 
$
4,437

 
$
14,419

Carrying value (3, 4)
301,922

 
184,571

 
386,217

 
872,710

Allowance as a percentage of carrying value (4)
1.97
%
 
2.19
%
 
1.15
%
 
1.65
%
(1) 
Impaired loans include nonperforming commercial loans and all TDRs, including both commercial and consumer TDRs. Impaired loans exclude nonperforming consumer loans unless they are TDRs, and all consumer and commercial loans accounted for under the fair value option.
(2) 
Allowance for loan and lease losses includes $35 million related to impaired U.S. small business commercial at both September 30, 2015 and December 31, 2014.
(3) 
Amounts are presented gross of the allowance for loan and lease losses.
(4) 
Outstanding loan and lease balances and ratios do not include loans accounted for under the fair value option of $7.2 billion and $8.7 billion at September 30, 2015 and December 31, 2014.
n/a = not applicable

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NOTE 6 – Securitizations and Other Variable Interest Entities

The Corporation utilizes variable interest entities (VIEs) in the ordinary course of business to support its own and its customers' financing and investing needs. The Corporation routinely securitizes loans and debt securities using VIEs as a source of funding for the Corporation and as a means of transferring the economic risk of the loans or debt securities to third parties. The assets are transferred into a trust or other securitization vehicle such that the assets are legally isolated from the creditors of the Corporation and are not available to satisfy its obligations. These assets can only be used to settle obligations of the trust or other securitization vehicle. The Corporation also administers, structures or invests in other VIEs including CDOs, investment vehicles and other entities. For more information on the Corporation's utilization of VIEs, see Note 1 – Summary of Significant Accounting Principles and Note 6 – Securitizations and Other Variable Interest Entities to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

The tables in this Note present the assets and liabilities of consolidated and unconsolidated VIEs at September 30, 2015 and December 31, 2014, in situations where the Corporation has continuing involvement with transferred assets or if the Corporation otherwise has a variable interest in the VIE. The tables also present the Corporation's maximum loss exposure at September 30, 2015 and December 31, 2014 resulting from its involvement with consolidated VIEs and unconsolidated VIEs in which the Corporation holds a variable interest. The Corporation's maximum loss exposure is based on the unlikely event that all of the assets in the VIEs become worthless and incorporates not only potential losses associated with assets recorded on the Consolidated Balance Sheet but also potential losses associated with off-balance sheet commitments such as unfunded liquidity commitments and other contractual arrangements. The Corporation's maximum loss exposure does not include losses previously recognized through write-downs of assets.

The Corporation invests in asset-backed securities (ABS) issued by third-party VIEs with which it has no other form of involvement and enters into certain commercial lending arrangements that may also incorporate the use of VIEs to hold collateral. These securities and loans are included in Note 3 – Securities or Note 4 – Outstanding Loans and Leases. In addition, the Corporation uses VIEs such as trust preferred securities trusts in connection with its funding activities. For additional information, see Note 11 – Long-term Debt to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K. The Corporation uses VIEs, such as cash funds managed within Global Wealth & Investment Management (GWIM), to provide investment opportunities for clients. These VIEs, which are not consolidated by the Corporation, are not included in the tables in this Note.

Except as described below and in Note 6 – Securitizations and Other Variable Interest Entities to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K, the Corporation did not provide financial support to consolidated or unconsolidated VIEs during the three and nine months ended September 30, 2015 or the year ended December 31, 2014 that it was not previously contractually required to provide, nor does it intend to do so.

Mortgage-related Securitizations

First-lien Mortgages

As part of its mortgage banking activities, the Corporation securitizes a portion of the first-lien residential mortgage loans it originates or purchases from third parties, generally in the form of RMBS guaranteed by government-sponsored enterprises, FNMA and FHLMC (collectively the GSEs), or GNMA primarily in the case of FHA-insured and U.S. Department of Veterans Affairs (VA)-guaranteed mortgage loans. Securitization usually occurs in conjunction with or shortly after origination or purchase and the Corporation may also securitize loans held in its residential mortgage portfolio. In addition, the Corporation may, from time to time, securitize commercial mortgages it originates or purchases from other entities. The Corporation typically services the loans it securitizes. Further, the Corporation may retain beneficial interests in the securitization trusts including senior and subordinate securities and equity tranches issued by the trusts. Except as described below and in Note 7 – Representations and Warranties Obligations and Corporate Guarantees, the Corporation does not provide guarantees or recourse to the securitization trusts other than standard representations and warranties.


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The table below summarizes select information related to first-lien mortgage securitizations for the three and nine months ended September 30, 2015 and 2014.

First-lien Mortgage Securitizations
 
 
 
 
Three Months Ended September 30
 
Residential Mortgage
 
 
 
Agency
 
Non-agency - Subprime
 
Commercial Mortgage
(Dollars in millions)
2015
2014
 
2015
2014
 
2015
2014
Cash proceeds from new securitizations (1)
$
7,632

$
10,643

 
$
—

$
—

 
$
807

$
1,820

Gain on securitizations (2)
118

146

 
—

—

 
14

19

 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30
 
2015
2014
 
2015
2014
 
2015
2014
Cash proceeds from new securitizations (1)
$
22,304

$
25,661

 
$
—

$
809

 
$
5,695

$
4,032

Gain on securitizations (2)
475

114

 
—

49

 
46

70

(1) 
The Corporation transfers residential mortgage loans to securitizations sponsored by the GSEs or GNMA in the normal course of business and receives RMBS in exchange which may then be sold into the market to third-party investors for cash proceeds.
(2) 
A majority of the first-lien residential and commercial mortgage loans securitized are initially classified as LHFS and accounted for under the fair value option. Gains recognized on these LHFS prior to securitization, which totaled $192 million and $623 million, net of hedges, during the three and nine months ended September 30, 2015 compared to $169 million and $552 million for the same periods in 2014, are not included in the table above.

In addition to cash proceeds as reported in the table above, the Corporation received securities with an initial fair value of $7.0 billion and $20.0 billion in connection with first-lien mortgage securitizations for the three and nine months ended September 30, 2015 compared to $4.1 billion and $5.0 billion for the same periods in 2014. The receipt of these securities represents non-cash operating and investing activities, and accordingly, is not reflected on the Consolidated Statement of Cash Flows. All of these securities were initially classified as Level 2 assets within the fair value hierarchy. During the three and nine months ended September 30, 2015 and 2014, there were no changes to the initial classification.

The Corporation recognizes consumer MSRs from the sale or securitization of first-lien mortgage loans. Servicing fee and ancillary fee income on consumer mortgage loans serviced, including securitizations where the Corporation has continuing involvement, were $307 million and $1.0 billion during the three and nine months ended September 30, 2015 compared to $423 million and $1.4 billion for the same periods in 2014. Servicing advances on consumer mortgage loans, including securitizations where the Corporation has continuing involvement, were $8.1 billion and $10.4 billion at September 30, 2015 and December 31, 2014. The Corporation may have the option to repurchase delinquent loans out of securitization trusts, which reduces the amount of servicing advances it is required to make. During the three and nine months ended September 30, 2015, $511 million and $2.4 billion of loans were repurchased from first-lien securitization trusts primarily as a result of loan delinquencies or to perform modifications compared to $1.5 billion and $3.9 billion for the same periods in 2014. The majority of these loans repurchased were FHA-insured mortgages collateralizing GNMA securities. For more information on MSRs, see Note 17 – Mortgage Servicing Rights.

During the three and nine months ended September 30, 2015, the Corporation deconsolidated agency residential mortgage securitization vehicles with total assets of $2.9 billion and $4.5 billion following the sale of retained interests to third parties, after which the Corporation no longer had the unilateral ability to liquidate the vehicles. Gains on sale of $180 million and $287 million were recorded in other income in the Consolidated Statement of Income.

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Table of Contents

The table below summarizes select information related to first-lien mortgage securitization trusts in which the Corporation held a variable interest at September 30, 2015 and December 31, 2014.

First-lien Mortgage VIEs
 
 
 
 
 
 
 
 
Residential Mortgage
 
 
 
 
 
 
Non-agency
 
 
 
Agency
 
Prime
 
Subprime
 
Alt-A
 
Commercial Mortgage
(Dollars in millions)
September 30
2015
December 31
2014
 
September 30
2015
December 31
2014
 
September 30
2015
December 31
2014
 
September 30
2015
December 31
2014
 
September 30
2015
December 31
2014
Unconsolidated VIEs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum loss exposure (1)
$
29,091

$
14,918

 
$
1,088

$
1,288

 
$
3,015

$
3,167

 
$
647

$
710

 
$
413

$
352

On-balance sheet assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Senior securities held (2):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Trading account assets
$
1,103

$
584

 
$
4

$
3

 
$
85

$
14

 
$
93

$
81

 
$
114

$
54

Debt securities carried at fair value
25,951

13,473

 
658

816

 
2,570

2,811

 
359

383

 
—

76

Held-to-maturity securities
2,021

837

 
—

—

 
—

—

 
—

—

 
38

42

Subordinate securities held (2):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Trading account assets
—

—

 
—

—

 
36

—

 
1

1

 
35

58

Debt securities carried at fair value
—

—

 
12

12

 
3

5

 
30

—

 
55

58

Held-to-maturity securities
—

—

 
—

—

 
—

—

 
—

—

 
13

15

Residual interests held
—

—

 
3

10

 
—

—

 
—

—

 
59

22

All other assets (3)
16

24

 
41

56

 
—

1

 
164

245

 
—

—

Total retained positions
$
29,091

$
14,918

 
$
718

$
897

 
$
2,694

$
2,831

 
$
647

$
710

 
$
314

$
325

Principal balance outstanding (4)
$
324,928

$
397,055

 
$
17,261

$
20,167

 
$
28,873

$
32,592

 
$
43,693

$
50,054

 
$
25,308

$
20,593

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated VIEs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum loss exposure (1)
$
27,559

$
38,345

 
$
70

$
77

 
$
225

$
206

 
$
—

$
—

 
$
—

$
—

On-balance sheet assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Trading account assets
$
696

$
1,538

 
$
—

$
—

 
$
105

$
30

 
$
—

$
—

 
$
—

$
—

Loans and leases
26,518

36,187

 
122

130

 
714

768

 
—

—

 
—

—

Allowance for loan and lease losses
—

(2
)
 
—

—

 
—

—

 
—

—

 
—

—

All other assets
345

623

 
—

6

 
51

15

 
—

—

 
—

—

Total assets
$
27,559

$
38,346

 
$
122

$
136

 
$
870

$
813

 
$
—

$
—

 
$
—

$
—

On-balance sheet liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt
$
—

$
1

 
$
52

$
56

 
$
808

$
770

 
$
—

$
—

 
$
—

$
—

All other liabilities
10

—

 
—

3

 
—

13

 
—

—

 
—

—

Total liabilities
$
10

$
1

 
$
52

$
59

 
$
808

$
783

 
$
—

$
—

 
$
—

$
—

(1) 
Maximum loss exposure includes obligations under loss-sharing reinsurance and other arrangements for non-agency residential mortgage and commercial mortgage securitizations, but excludes the liability for representations and warranties obligations and corporate guarantees and also excludes servicing advances and other servicing rights and obligations. For additional information, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees and Note 17 – Mortgage Servicing Rights.
(2) 
As a holder of these securities, the Corporation receives scheduled principal and interest payments. During the three and nine months ended September 30, 2015 and 2014, there were no OTTI losses recorded on those securities classified as AFS debt securities.
(3) 
Not included in the table above are all other assets of $221 million and $635 million, representing the unpaid principal balance of mortgage loans eligible for repurchase from unconsolidated residential mortgage securitization vehicles, principally guaranteed by GNMA, and all other liabilities of $221 million and $635 million, representing the principal amount that would be payable to the securitization vehicles if the Corporation was to exercise the repurchase option, at September 30, 2015 and December 31, 2014.
(4) 
Principal balance outstanding includes loans the Corporation transferred with which it has continuing involvement, which may include servicing the loans.

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Table of Contents

Home Equity Loans

The Corporation retains interests in home equity securitization trusts to which it transferred home equity loans. These retained interests include senior and subordinate securities and residual interests. In addition, the Corporation may be obligated to provide subordinate funding to the trusts during a rapid amortization event. The Corporation typically services the loans in the trusts. Except as described below and in Note 7 – Representations and Warranties Obligations and Corporate Guarantees, the Corporation does not provide guarantees or recourse to the securitization trusts other than standard representations and warranties. There were no securitizations of home equity loans during the three and nine months ended September 30, 2015 and 2014, and all of the home equity trusts that hold revolving home equity lines of credit have entered the rapid amortization phase.

The table below summarizes select information related to home equity loan securitization trusts in which the Corporation held a variable interest at September 30, 2015 and December 31, 2014.

Home Equity Loan VIEs
 
 
 
 
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Consolidated
 
Unconsolidated
 
Total
 
Consolidated
 
Unconsolidated
 
Total
Maximum loss exposure (1)
$
239

 
$
4,434

 
$
4,673

 
$
991

 
$
5,224

 
$
6,215

On-balance sheet assets
 
 
 
 
 
 
 
 
 
 
 
Trading account assets
$
—

 
$
43

 
$
43

 
$
—

 
$
14

 
$
14

Debt securities carried at fair value
—

 
59

 
59

 
—

 
39

 
39

Loans and leases
347

 
—

 
347

 
1,014

 
—

 
1,014

Allowance for loan and lease losses
(16
)
 
—

 
(16
)
 
(56
)
 
—

 
(56
)
All other assets
8

 
—

 
8

 
33

 
—

 
33

Total
$
339

 
$
102

 
$
441

 
$
991

 
$
53

 
$
1,044

On-balance sheet liabilities
 
 
 
 
 
 
 
 
 
 
 
Long-term debt
$
202

 
$
—

 
$
202

 
$
1,076

 
$
—

 
$
1,076

Total
$
202

 
$
—

 
$
202

 
$
1,076

 
$
—

 
$
1,076

Principal balance outstanding
$
347

 
$
6,168

 
$
6,515

 
$
1,014

 
$
6,362

 
$
7,376

(1) 
For unconsolidated VIEs, the maximum loss exposure includes outstanding trust certificates issued by trusts in rapid amortization, net of recorded reserves. For both consolidated and unconsolidated VIEs, the maximum loss exposure excludes the liability for representations and warranties obligations and corporate guarantees. For additional information, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees.

The maximum loss exposure in the table above includes the Corporation's obligation to provide subordinate funding to the consolidated and unconsolidated home equity loan securitizations that have entered a rapid amortization period. During this period, cash payments from borrowers are accumulated to repay outstanding debt securities and the Corporation continues to make advances to borrowers when they draw on their lines of credit. At September 30, 2015 and December 31, 2014, home equity loan securitizations in rapid amortization for which the Corporation has a subordinate funding obligation, including both consolidated and unconsolidated trusts, had $4.4 billion and $6.3 billion of trust certificates outstanding. This amount is significantly greater than the amount the Corporation expects to fund. The charges that will ultimately be recorded as a result of the rapid amortization events depend on the undrawn available credit on the home equity lines, which totaled $11 million and $39 million at September 30, 2015 and December 31, 2014, as well as performance of the loans, the amount of subsequent draws and the timing of related cash flows.

During the three months ended September 30, 2015, the Corporation deconsolidated several home equity line of credit trusts with total assets of $488 million and total liabilities of $611 million as its obligation to provide subordinated funding is no longer considered to be a potentially significant variable interest in the trusts following a decline in the amount of credit available to be drawn upon by borrowers. In connection with the deconsolidation, the Corporation recorded a gain of $123 million in other income in the Consolidated Statement of Income.

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Credit Card Securitizations

The Corporation securitizes originated and purchased credit card loans. The Corporation's continuing involvement with the securitization trust includes servicing the receivables, retaining an undivided interest (seller's interest) in the receivables, and holding certain retained interests including senior and subordinate securities, subordinate interests in accrued interest and fees on the securitized receivables, and cash reserve accounts. The seller's interest in the trust, which is pari passu to the investors' interest, is classified in loans and leases.

The table below summarizes select information related to consolidated credit card securitization trust in which the Corporation held a variable interest at September 30, 2015 and December 31, 2014.

Credit Card VIEs
 
 
 
(Dollars in millions)
September 30
2015
 
December 31
2014
Consolidated VIEs
 
 
 
Maximum loss exposure
$
37,383

 
$
43,139

On-balance sheet assets
 
 
 
Loans and leases (1)
$
48,183

 
$
53,068

Allowance for loan and lease losses
(1,575
)
 
(1,904
)
All other assets (2)
498

 
392

Total assets
$
47,106

 
$
51,556

On-balance sheet liabilities
 
 
 
Long-term debt
$
9,690

 
$
8,401

All other liabilities
33

 
16

Total liabilities
$
9,723

 
$
8,417

(1) 
At September 30, 2015 and December 31, 2014, loans and leases included $29.3 billion and $36.9 billion of seller's interest.
(2) 
At September 30, 2015 and December 31, 2014, all other assets included restricted cash, certain short-term investments, and unbilled accrued interest and fees.

During the three and nine months ended September 30, 2015, $0 and $2.3 billion of new senior debt securities were issued to third-party investors from the credit card securitization trust compared to $1.1 billion and $4.1 billion for the same periods in 2014.

The Corporation held subordinate securities issued by the credit card securitization trust with a notional principal amount of $7.6 billion and $7.4 billion at September 30, 2015 and December 31, 2014. These securities serve as a form of credit enhancement to the senior debt securities and have a stated interest rate of zero percent. There were $0 and $371 million of these subordinate securities issued during the three and nine months ended September 30, 2015 compared to $177 million and $662 million for the same periods in 2014.

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Other Asset-backed Securitizations

Other asset-backed securitizations include resecuritization trusts, municipal bond trusts, and automobile and other securitization trusts. The table below summarizes select information related to other asset-backed securitizations in which the Corporation held a variable interest at September 30, 2015 and December 31, 2014.

Other Asset-backed VIEs
 
 
 
 
 
 
 
 
 
 
 
 
Resecuritization Trusts
 
Municipal Bond Trusts
 
Automobile and Other
Securitization Trusts
(Dollars in millions)
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
 
September 30
2015
 
December 31
2014
Unconsolidated VIEs
 
 
 
 
 
 
 
 
 
 
 
Maximum loss exposure
$
9,646

 
$
8,569

 
$
1,675

 
$
2,100

 
$
65

 
$
77

On-balance sheet assets
 
 
 
 
 
 
 
 
 
 
 
Senior securities held (1, 2):
 
 
 
 
 
 
 
 
 
 
 
Trading account assets
$
888

 
$
767

 
$
2

 
$
25

 
$
—

 
$
6

Debt securities carried at fair value
5,046

 
6,945

 
—

 
—

 
55

 
61

Held-to-maturity securities
3,559

 
740

 
—

 
—

 
—

 
—

Subordinate securities held (1, 2):
 
 
 
 
 
 
 
 
 
 
 
Trading account assets
83

 
37

 
—

 
—

 
—

 
—

Debt securities carried at fair value
70

 
73

 
—

 
—

 
—

 
—

Residual interests held (3)
—

 
7

 
—

 
—

 
—

 
—

All other assets
—

 
—

 
—

 
—

 
10

 
10

Total retained positions
$
9,646

 
$
8,569

 
$
2

 
$
25

 
$
65

 
$
77

Total assets of VIEs (4)
$
35,042

 
$
28,065

 
$
2,881

 
$
3,314

 
$
370

 
$
1,276

 
 
 
 
 
 
 
 
 
 
 
 
Consolidated VIEs
 
 
 
 
 
 
 
 
 
 
 
Maximum loss exposure
$
450

 
$
654

 
$
1,888

 
$
2,440

 
$
—

 
$
92

On-balance sheet assets
 
 
 
 
 
 
 
 
 
 
 
Trading account assets
$
864

 
$
1,295

 
$
1,899

 
$
2,452

 
$
—

 
$
—

Loans held-for-sale
—

 
—

 
—

 
—

 
—

 
555

All other assets
—

 
—

 
1

 
—

 
—

 
54

Total assets
$
864

 
$
1,295

 
$
1,900

 
$
2,452

 
$
—

 
$
609

On-balance sheet liabilities
 
 
 
 
 
 
 
 
 
 
 
Short-term borrowings
$
—

 
$
—

 
$
567

 
$
1,032

 
$
—

 
$
—

Long-term debt
414

 
641

 
12

 
12

 
—

 
516

All other liabilities
—

 
—

 
—

 
—

 
—

 
1

Total liabilities
$
414

 
$
641

 
$
579

 
$
1,044

 
$
—

 
$
517

(1) 
As a holder of these securities, the Corporation receives scheduled principal and interest payments. During the three and nine months ended September 30, 2015 and 2014, there were no OTTI losses recorded on those securities classified as AFS debt securities.
(2) 
The retained senior and subordinate securities were valued using quoted market prices or observable market inputs (Level 2 of the fair value hierarchy).
(3) 
The retained residual interests are carried at fair value which was derived using model valuations (Level 2 of the fair value hierarchy).
(4) 
Total assets include loans the Corporation transferred with which the Corporation has continuing involvement, which may include servicing the loan.


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Resecuritization Trusts

The Corporation transfers existing securities, typically MBS, into resecuritization vehicles at the request of customers seeking securities with specific characteristics. The Corporation may also resecuritize securities within its investment portfolio for purposes of improving liquidity and capital, and managing credit or interest rate risk. Generally, there are no significant ongoing activities performed in a resecuritization trust and no single investor has the unilateral ability to liquidate the trust.

The Corporation resecuritized $9.1 billion and $22.1 billion of securities during the three and nine months ended September 30, 2015 compared to $4.7 billion and $10.8 billion for the same periods in 2014. Resecuritizations for the three and nine months ended September 30, 2014 included $549 million and $1.5 billion of AFS debt securities, and gains on sale of $9 million and $71 million were recorded. There were no resecuritizations of AFS debt securities during the three and nine months ended September 30, 2015. Other securities transferred into resecuritization vehicles during the three and nine months ended September 30, 2015 and 2014 were measured at fair value with changes in fair value recorded in trading account profits or other income prior to the resecuritization and no gain or loss on sale was recorded. Resecuritization proceeds included securities with an initial fair value of $3.5 billion and $5.2 billion during the three and nine months ended September 30, 2015, including $1.0 billion and $1.4 billion classified as HTM, and $1.6 billion and $4.2 billion for the same periods in 2014. All of these securities were classified as Level 2 within the fair value hierarchy.

Municipal Bond Trusts

The Corporation administers municipal bond trusts that hold highly-rated, long-term, fixed-rate municipal bonds. The trusts obtain financing by issuing floating-rate trust certificates that reprice on a weekly or other short-term basis to third-party investors. The Corporation may transfer assets into the trusts and may also serve as remarketing agent and/or liquidity provider for the trusts. The floating-rate investors have the right to tender the certificates at specified dates. Should the Corporation be unable to remarket the tendered certificates, it may be obligated to purchase them at par under standby liquidity facilities. The Corporation also provides credit enhancement to investors in certain municipal bond trusts whereby the Corporation guarantees the payment of interest and principal on floating-rate certificates issued by these trusts in the event of default by the issuer of the underlying municipal bond.

The Corporation's liquidity commitments to unconsolidated municipal bond trusts, including those for which the Corporation was transferor, totaled $1.7 billion and $2.1 billion at September 30, 2015 and December 31, 2014. The weighted-average remaining life of bonds held in the trusts at September 30, 2015 was 7.1 years. There were no material write-downs or downgrades of assets or issuers during the three and nine months ended September 30, 2015 and 2014.

Automobile and Other Securitization Trusts

The Corporation transfers automobile and other loans into securitization trusts, typically to improve liquidity or manage credit risk. At September 30, 2015 and December 31, 2014, the Corporation serviced assets or otherwise had continuing involvement with automobile and other securitization trusts with outstanding balances of $370 million and $1.9 billion, including trusts collateralized by automobile loans of $175 million and $400 million, student loans of $0 and $609 million, and other loans of $195 million and $876 million.

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Other Variable Interest Entities

The table below summarizes select information related to other VIEs in which the Corporation held a variable interest at September 30, 2015 and December 31, 2014.

Other VIEs
 
 
 
 
 
 
 
 
 
 
 
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Consolidated
 
Unconsolidated
 
Total
 
Consolidated
 
Unconsolidated
 
Total
Maximum loss exposure
$
6,789

 
$
11,747

 
$
18,536

 
$
7,981

 
$
12,391

 
$
20,372

On-balance sheet assets
 
 
 
 
 
 
 
 
 
 
 
Trading account assets
$
1,950

 
$
611

 
$
2,561

 
$
1,575

 
$
355

 
$
1,930

Debt securities carried at fair value
—

 
137

 
137

 
—

 
483

 
483

Loans and leases
3,237

 
2,833

 
6,070

 
4,020

 
2,693

 
6,713

Allowance for loan and lease losses
(4
)
 
—

 
(4
)
 
(6
)
 
—

 
(6
)
Loans held-for-sale
338

 
618

 
956

 
1,267

 
814

 
2,081

All other assets
1,521

 
6,359

 
7,880

 
1,646

 
6,658

 
8,304

Total
$
7,042

 
$
10,558

 
$
17,600

 
$
8,502

 
$
11,003

 
$
19,505

On-balance sheet liabilities
 
 
 
 
 
 
 
 
 
 
 
Long-term debt (1)
$
1,744

 
$
—

 
$
1,744

 
$
1,834

 
$
—

 
$
1,834

All other liabilities
60

 
2,696

 
2,756

 
105

 
2,643

 
2,748

Total
$
1,804

 
$
2,696

 
$
4,500

 
$
1,939

 
$
2,643

 
$
4,582

Total assets of VIEs
$
7,042

 
$
38,683

 
$
45,725

 
$
8,502

 
$
41,467

 
$
49,969

(1)
Includes $780 million and $717 million of long-term debt at September 30, 2015 and $780 million and $584 million of long-term debt at December 31, 2014 issued by consolidated investment vehicles and customer vehicles, respectively, which has recourse to the general credit of the Corporation.

Customer Vehicles

Customer vehicles include credit-linked, equity-linked and commodity-linked note vehicles, repackaging vehicles, and asset acquisition vehicles, which are typically created on behalf of customers who wish to obtain market or credit exposure to a specific company, index, commodity or financial instrument. The Corporation may transfer assets to and invest in securities issued by these vehicles. The Corporation typically enters into credit, equity, interest rate, commodity or foreign currency derivatives to synthetically create or alter the investment profile of the issued securities.

The Corporation's maximum loss exposure to consolidated and unconsolidated customer vehicles totaled $4.0 billion and $4.7 billion at September 30, 2015 and December 31, 2014, including the notional amount of derivatives to which the Corporation is a counterparty, net of losses previously recorded, and the Corporation's investment, if any, in securities issued by the vehicles. The maximum loss exposure has not been reduced to reflect the benefit of offsetting swaps with the customers or collateral arrangements. The Corporation also had liquidity commitments, including written put options and collateral value guarantees, with certain unconsolidated vehicles of $700 million and $658 million at September 30, 2015 and December 31, 2014, that are included in the table above.

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Collateralized Debt Obligation Vehicles

The Corporation receives fees for structuring CDO vehicles, which hold diversified pools of fixed-income securities, typically corporate debt or ABS, which they fund by issuing multiple tranches of debt and equity securities. Synthetic CDOs enter into a portfolio of CDS to synthetically create exposure to fixed-income securities. CLOs, which are a subset of CDOs, hold pools of loans, typically corporate loans. CDOs are typically managed by third-party portfolio managers. The Corporation typically transfers assets to these CDOs, holds securities issued by the CDOs and may be a derivative counterparty to the CDOs, including a CDS counterparty for synthetic CDOs. The Corporation has also entered into total return swaps with certain CDOs whereby the Corporation absorbs the economic returns generated by specified assets held by the CDO.

The Corporation's maximum loss exposure to consolidated and unconsolidated CDOs totaled $589 million and $780 million at September 30, 2015 and December 31, 2014. This exposure is calculated on a gross basis and does not reflect any benefit from insurance purchased from third parties.

At September 30, 2015, the Corporation had $980 million of aggregate liquidity exposure, included in the Other VIEs table net of previously recorded losses, to unconsolidated CDOs which hold senior CDO debt securities or other debt securities on the Corporation's behalf. For additional information, see Note 10 – Commitments and Contingencies.

Investment Vehicles

The Corporation sponsors, invests in or provides financing, which may be in connection with the sale of assets, to a variety of investment vehicles that hold loans, real estate, debt securities or other financial instruments and are designed to provide the desired investment profile to investors or the Corporation. At both September 30, 2015 and December 31, 2014, the Corporation's consolidated investment vehicles had total assets of $1.1 billion. The Corporation also held investments in unconsolidated vehicles with total assets of $12.5 billion and $11.2 billion at September 30, 2015 and December 31, 2014. The Corporation's maximum loss exposure associated with both consolidated and unconsolidated investment vehicles totaled $4.8 billion and $5.1 billion at September 30, 2015 and December 31, 2014 comprised primarily of on-balance sheet assets less non-recourse liabilities.

The Corporation transferred servicing advance receivables to independent third parties in connection with the sale of MSRs. Portions of the receivables were transferred into unconsolidated securitization trusts. The Corporation retained senior interests in such receivables with a maximum loss exposure and funding obligation of $250 million and $660 million, including a funded balance of $133 million and $431 million at September 30, 2015 and December 31, 2014, which were classified in other debt securities carried at fair value.

Leveraged Lease Trusts

The Corporation's net investment in consolidated leveraged lease trusts totaled $3.0 billion and $3.3 billion at September 30, 2015 and December 31, 2014. The trusts hold long-lived equipment such as rail cars, power generation and distribution equipment, and commercial aircraft. The Corporation structures the trusts and holds a significant residual interest. The net investment represents the Corporation's maximum loss exposure to the trusts in the unlikely event that the leveraged lease investments become worthless. Debt issued by the leveraged lease trusts is non-recourse to the Corporation.

Real Estate Vehicles

The Corporation held investments in unconsolidated real estate vehicles with total assets of $6.0 billion and $6.2 billion at September 30, 2015 and December 31, 2014, which primarily consisted of investments in unconsolidated limited partnerships that finance the construction and rehabilitation of affordable rental housing and commercial real estate. An unrelated third party is typically the general partner and has control over the significant activities of the partnership. The Corporation earns a return primarily through the receipt of tax credits allocated to the real estate projects. The Corporation's risk of loss is mitigated by policies requiring that the project qualify for the expected tax credits prior to making its investment. The Corporation may from time to time be asked to invest additional amounts to support a troubled project. Such additional investments have not been and are not expected to be significant.


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NOTE 7 – Representations and Warranties Obligations and Corporate Guarantees
 
Background

The Corporation securitizes first-lien residential mortgage loans generally in the form of RMBS guaranteed by the GSEs or by GNMA in the case of FHA-insured, VA-guaranteed and Rural Housing Service-guaranteed mortgage loans, and sells pools of first-lien residential mortgage loans in the form of whole loans. In addition, in prior years, legacy companies and certain subsidiaries sold pools of first-lien residential mortgage loans and home equity loans as private-label securitizations (in certain of these securitizations, monoline insurers or other financial guarantee providers insured all or some of the securities) or in the form of whole loans. In connection with these transactions, the Corporation or certain of its subsidiaries or legacy companies made various representations and warranties. These representations and warranties, as set forth in the agreements, related to, among other things, the ownership of the loan, the validity of the lien securing the loan, the absence of delinquent taxes or liens against the property securing the loan, the process used to select the loan for inclusion in a transaction, the loan's compliance with any applicable loan criteria, including underwriting standards, and the loan's compliance with applicable federal, state and local laws. Breaches of these representations and warranties have resulted in and may continue to result in the requirement to repurchase mortgage loans or to otherwise make whole or provide other remedies to the GSEs, U.S. Department of Housing and Urban Development (HUD) with respect to FHA-insured loans, VA, whole-loan investors, securitization trusts, monoline insurers or other financial guarantors as applicable (collectively, repurchases). In all such cases, subsequent to repurchasing the loan, the Corporation would be exposed to any credit loss on the repurchased mortgage loans after accounting for any mortgage insurance (MI) or mortgage guarantee payments that it may receive.

Subject to the requirements and limitations of the applicable sales and securitization agreements, including the applicable statute of limitations for contractual claims, these representations and warranties can be enforced by the GSEs, HUD, VA, the whole-loan investor, the securitization trustee or others as provided by the applicable agreement or, in certain first-lien and home equity securitizations where monoline insurers or other financial guarantee providers have insured all or some of the securities issued, by the monoline insurer or other financial guarantor, where the contract so provides. In the case of private-label securitizations, the applicable agreements may permit investors, which in some instances include the GSEs, with sufficient holdings to direct or influence action by the securitization trustee. In the case of loans sold to parties other than the GSEs or GNMA, the contractual liability to repurchase typically arises only if there is a breach of the representations and warranties that materially and adversely affects the interest of the investor, or investors, or of the monoline insurer or other financial guarantor (as applicable) in the loan. Contracts with the GSEs do not contain equivalent language. The Corporation believes that the longer a loan performs prior to default, the less likely it is that an alleged underwriting breach of representations and warranties would have a material impact on the loan's performance. Currently, the volume of unresolved repurchase claims from the FHA and VA for loans in GNMA-guaranteed securities is not significant because the claims are typically resolved promptly.

The liability for representations and warranties exposures and the corresponding estimated range of possible loss are based upon currently available information, significant judgment, and a number of factors and assumptions, including those discussed in Liability for Representations and Warranties and Corporate Guarantees in this Note, that are subject to change. Changes to any one of these factors could significantly impact the liability for representations and warranties exposures and the corresponding estimated range of possible loss and could have a material adverse impact on the Corporation's results of operations for any particular period. Given that these factors vary by counterparty, the Corporation analyzes representations and warranties obligations based on the specific counterparty, or type of counterparty, with whom the sale was made. For additional information, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Settlement Actions

The Corporation has vigorously contested any request for repurchase where it has concluded that a valid basis for repurchase does not exist and will continue to do so in the future. However, in an effort to resolve legacy mortgage-related issues, the Corporation has reached bulk settlements, including various settlements with the GSEs, and including settlement amounts which have been significant, with counterparties in lieu of a loan-by-loan review process. These bulk settlements generally did not cover all transactions with the relevant counterparties or all potential claims that may arise, including in some instances securities law, fraud and servicing claims, which may be addressed separately. The Corporation's liability in connection with the transactions and claims not covered by these settlements could be material to the Corporation's results of operations or cash flows for any particular reporting period. The Corporation may reach other settlements in the future if opportunities arise on terms it believes to be advantageous. However, there can be no assurance that the Corporation will reach future settlements or, if it does, that the terms of past settlements can be relied upon to predict the terms of future settlements. The following provides a summary of the settlement with Bank of New York Mellon (BNY Mellon); the conditions of the settlement have now been fully satisfied. For a discussion of other large settlement actions entered into by the Corporation in recent years, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

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Settlement with the Bank of New York Mellon, as Trustee

On April 22, 2015, the New York County Supreme Court entered final judgment approving the BNY Mellon Settlement. In October 2015, BNY Mellon obtained certain state tax opinions and an IRS private letter ruling confirming that the settlement will not impact the real estate mortgage investment conduit tax status of the trusts. The final conditions of the settlement have thus been satisfied, requiring the Corporation to make the settlement payment of $8.5 billion (excluding legal fees) on or before February 9, 2016. The settlement payment and legal fees were previously fully reserved. BNY Mellon is required to determine the share of the settlement payment that will be allocated to each of the trusts covered by the settlement and then to distribute those amounts. For a description of the BNY Mellon Settlement, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K and Note 7 – Representations and Warranties Obligations and Corporate Guarantees of the Corporation's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2015.

Unresolved Repurchase Claims

Unresolved representations and warranties repurchase claims represent the notional amount of repurchase claims made by counterparties, typically the outstanding principal balance or the unpaid principal balance at the time of default. In the case of first-lien mortgages, the claim amount is often significantly greater than the expected loss amount due to the benefit of collateral and, in some cases, MI or mortgage guarantee payments. Claims received from a counterparty remain outstanding until the underlying loan is repurchased, the claim is rescinded by the counterparty, the Corporation determines that the applicable statute of limitations has expired, or representations and warranties claims with respect to the applicable trust are settled, and fully and finally released. When a claim is denied and the Corporation does not receive a response from the counterparty, the claim remains in the unresolved repurchase claims balance until resolution in one of the ways described above. Certain of the claims that have been received are duplicate claims which represent more than one claim outstanding related to a particular loan, typically as the result of bulk claims submitted without individual file reviews.

The table below presents unresolved repurchase claims at September 30, 2015 and December 31, 2014. The unresolved repurchase claims include only claims where the Corporation believes that the counterparty has the contractual right to submit claims. For additional information, see Private-label Securitizations and Whole-loan Sales Experience in this Note.


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Unresolved Repurchase Claims by Counterparty and Product Type
 
 
 
(Dollars in millions)
September 30
2015
 
December 31 2014 (1)
By counterparty
 
 
 
Private-label securitization trustees, whole-loan investors, including third-party securitization sponsors and other (2, 3)
$
19,277

 
$
24,489

Monolines (4)
1,631

 
1,546

GSEs
36

 
59

Total gross claims
20,944

 
26,094

Duplicate claims (5)
(2,623
)
 
(3,248
)
Total unresolved repurchase claims by counterparty, net of duplicate claims
$
18,321

 
$
22,846

By product type
 
 
 
Prime loans
$
167

 
$
587

Alt-A
1,229

 
2,397

Home equity
2,077

 
2,485

Pay option
4,988

 
6,294

Subprime
12,470

 
14,121

Other
13

 
210

Total
20,944

 
26,094

Duplicate claims (5)
(2,623
)
 
(3,248
)
Total unresolved repurchase claims by product type, net of duplicate claims
$
18,321

 
$
22,846

(1) 
The December 31, 2014 amounts have been updated to reflect additional claims submitted from a single monoline, currently pursuing litigation, served in the fourth quarter of 2014, and addressed by the Corporation in 2015 pursuant to an existing litigation schedule. For more information on bond insurance litigation, see Note 12 – Commitments and Contingencies to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.
(2) 
Includes $12.0 billion and $14.1 billion of claims based on individual file reviews and $7.3 billion and $10.4 billion of claims submitted without individual file reviews at September 30, 2015 and December 31, 2014.
(3) 
The total notional amount of unresolved repurchase claims does not include repurchase claims related to the trusts covered by the BNY Mellon Settlement.
(4) 
At September 30, 2015, substantially all of the unresolved monoline claims are currently the subject of litigation with a single monoline insurer and predominately pertain to second-lien loans.
(5) 
Represents more than one claim outstanding related to a particular loan, typically as the result of bulk claims submitted without individual file reviews. The September 30, 2015 and December 31, 2014 amounts include approximately $2.5 billion and $2.9 billion of duplicate claims related to private-label investors submitted without individual loan file reviews.

During the three and nine months ended September 30, 2015, the Corporation received $268 million and $3.9 billion in gross new repurchase claims, including $3.2 billion submitted during the nine-month period without individual loan file reviews. During the three and nine months ended September 30, 2015, $406 million and $7.9 billion in claims, net of duplicate claims, were resolved, including $297 million and $7.4 billion which are deemed resolved as a result of a New York Court of Appeals ruling in the ACE Securities Corp. v. DB Structured Products, Inc. (ACE) decision. For more information on the ACE decision, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements of the Corporation's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2015.

In addition to the unresolved repurchase claims in the Unresolved Repurchase Claims by Counterparty and Product Type table, the Corporation has received notifications from sponsors of third-party securitizations with whom the Corporation engaged in whole-loan transactions indicating that the Corporation may have indemnity obligations with respect to loans for which the Corporation has not received a repurchase request. These outstanding notifications totaled $1.4 billion and $2.0 billion at September 30, 2015 and December 31, 2014.

The Corporation also from time to time receives correspondence purporting to raise representations and warranties breach issues from entities that do not have contractual standing or ability to bring such claims. The Corporation believes such communications to be procedurally and/or substantively invalid, and generally does not respond.

The presence of repurchase claims on a given trust, receipt of notices of indemnification obligations and receipt of other communications, as discussed above, are all factors that inform the Corporation's liability for representations and warranties and the corresponding estimated range of possible loss.


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Government-sponsored Enterprises Experience

As a result of various bulk settlements with the GSEs, the Corporation has resolved substantially all outstanding and potential representations and warranties repurchase claims on whole loans sold by legacy Bank of America and Countrywide to FNMA and FHLMC through June 30, 2012 and December 31, 2009, respectively. After these settlements, the Corporation's exposure to representations and warranties liability for loans originated prior to 2009 and sold to the GSEs is limited to loans with an original principal balance of $18.3 billion and loans with certain characteristics excluded from the settlements that the Corporation does not believe will be material, such as certain specified violations of the GSEs' charters, fraud and title defects. As of September 30, 2015, of the $18.3 billion, approximately $16.0 billion in principal has been paid and $991 million in principal has defaulted or was severely delinquent. At September 30, 2015, the notional amount of unresolved repurchase claims submitted by the GSEs was $20 million related to these vintages.

Private-label Securitizations and Whole-loan Sales Experience

In prior years, legacy companies and certain subsidiaries sold pools of first-lien residential mortgage loans and home equity loans as private-label securitizations or in the form of whole loans. In connection with these transactions, the Corporation or certain of its subsidiaries or legacy companies made various representations and warranties. When the Corporation provided representations and warranties in connection with the sale of whole loans, the whole-loan investors may retain the right to make repurchase claims even when the loans were aggregated with other collateral into private-label securitizations sponsored by the whole-loan investors. In other third-party securitizations, the whole-loan investors' rights to enforce the representations and warranties were transferred to the securitization trustees. Private-label securitization investors generally do not have the contractual right to demand repurchase of loans directly or the right to access loan files directly.

In private-label securitizations, the applicable contracts provide that investors must meet certain presentation thresholds to issue a binding direction to a trustee to assert repurchase claims. However, in certain circumstances, the Corporation believes that trustees have presented repurchase claims without requiring investors to meet contractual voting rights thresholds. New private-label claims are primarily related to repurchase requests received from trustees for private-label securitization transactions not included in the BNY Mellon Settlement.

At September 30, 2015 and December 31, 2014, for loans originated between 2004 and 2008, the notional amount of unresolved repurchase claims, net of duplicate claims, submitted by private-label securitization trustees, whole-loan investors, including third-party securitization sponsors, and others was $16.6 billion and $21.2 billion. These repurchase claims at September 30, 2015 exclude claims in the amount of $7.4 billion, net of duplicate claims, where the statute of limitations has expired without litigation being commenced. At December 31, 2014, time-barred claims of $5.2 billion, net of duplicate claims, were included in unresolved repurchase claims. The notional amount of unresolved repurchase claims at both September 30, 2015 and December 31, 2014 includes $3.5 billion of claims, net of duplicate claims, related to loans in specific private-label securitization groups or tranches where the Corporation owns substantially all of the outstanding securities.

The decrease in the notional amount of outstanding unresolved repurchase claims, net of duplicate claims, in the nine months ended September 30, 2015 is primarily due to the impact of the ACE decision. Excluding time-barred claims that were treated as outstanding at December 31, 2014, the remaining outstanding unresolved repurchase claims are driven by: (1) continued submission of claims by private-label securitization trustees, (2) the level of detail, support and analysis accompanying such claims, which impact overall claim quality and, therefore, claims resolution and (3) the lack of an established process to resolve disputes related to these claims. For example, claims submitted without individual file reviews generally lack the level of detail and analysis of individual loans that is necessary to evaluate a claim.

The Corporation reviews properly presented repurchase claims on a loan-by-loan basis. Claims that are time-barred are treated as resolved. If, after the Corporation's review of timely claims, it does not believe a claim is valid, it will deny the claim and generally indicate a reason for the denial. When the counterparty agrees with the Corporation's denial of the claim, the counterparty may rescind the claim. When there is disagreement as to the resolution of the claim, meaningful dialogue and negotiation between the parties are generally necessary to reach a resolution on an individual claim. When a claim has been denied and the Corporation does not hear from the counterparty for six months, the Corporation views these claims as inactive; however, they remain in the outstanding claims balance until resolution in one of the manners described above. In the case of private-label securitization trustees and third-party sponsors, there is currently no established process in place for the parties to reach a conclusion on an individual loan if there is a disagreement on the resolution of the claim. The Corporation has performed an initial review with respect to substantially all of these claims and, although the Corporation does not believe a valid basis for repurchase has been established by the claimant, it considers such claims activity in the computation of its liability for representations and warranties.


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Parties seeking to pursue claims and/or lawsuits with respect to trusts where the statute of limitations for representations and warranties claims against the sponsor has expired may pursue other claims against the sponsor and/or assert claims against other contractual parties. For example, institutional investors have filed lawsuits against trustees based upon alleged contractual, statutory and tort theories of liability and alleging failure to pursue representations and warranties claims and servicer defaults. The potential impact on the Corporation, if any, of such legal theories or claims is unclear at this time.

Monoline Insurers Experience

For a description of the Corporation's experience with monoline insurers, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees and Note 12 – Commitments and Contingencies to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Open Mortgage Insurance Rescission Notices

In addition to repurchase claims, the Corporation receives notices from mortgage insurance companies of claim denials, cancellations or coverage rescission (collectively, MI rescission notices). For more information, see Note 7 – Representations and Warranties Obligations and Corporate Guarantees to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Liability for Representations and Warranties and Corporate Guarantees

The liability for representations and warranties and corporate guarantees is included in accrued expenses and other liabilities on the Consolidated Balance Sheet and the related provision is included in mortgage banking income in the Consolidated Statement of Income. The liability for representations and warranties is established when those obligations are both probable and reasonably estimable.

The Corporation's liability and corresponding estimated range of possible loss at September 30, 2015 for obligations under representations and warranties given to the GSEs considers a number of factors. These include the Corporation's experience related to actual defaults, projected future defaults, historical loss experience, estimated home prices and other economic conditions. In addition, the liability for representations and warranties and corporate guarantees and corresponding estimated range of possible loss consider such factors as the number of payments made by the borrower prior to default as well as certain other assumptions and judgmental factors.

The Corporation's non-GSE representations and warranties liability and the corresponding estimated range of possible loss at September 30, 2015 considers, among other things, implied repurchase experience based on the BNY Mellon Settlement, adjusted to reflect differences between the trusts covered by the settlement and the remainder of the population of private-label securitizations where the statute of limitations for representations and warranties claims has not expired. Since the securitization trusts that were included in the BNY Mellon Settlement differ from those that were not included in the BNY Mellon Settlement, the Corporation adjusted the repurchase experience implied in the settlement in order to determine the non-GSE representations and warranties liability and the corresponding estimated range of possible loss. The judgmental adjustments made include consideration of the differences in the mix of products in the subject securitizations, loan originator, likelihood of claims expected, the differences in the number of payments that the borrower has made prior to default and the sponsor of the securitizations. Where relevant, the Corporation also considers more recent experience, such as claim activity, notification of potential indemnification obligations, its experience with various counterparties, the ACE decision and other recent court decisions related to the statute of limitations and other facts and circumstances, such as bulk settlements, as the Corporation believes appropriate.

A factor that impacts the non-GSE representations and warranties liability and the portion of the estimated range of possible loss corresponding to non-GSE representations and warranties exposures is the likelihood that timely claims will be presented, which is impacted by a number of factors, including whether the applicable statute of limitations has lapsed, as well as the contractual provisions that investors meet certain presentation thresholds under the non-GSE securitization agreements. A securitization trustee may investigate or demand repurchase on its own action, and most agreements contain a presentation threshold, for example 25 percent of the voting rights per trust, that allows investors to declare a servicing event of default under certain circumstances or to request certain action, such as requesting loan files, that the trustee may choose to accept and follow, exempt from liability, provided the trustee is acting in good faith. If there is an uncured servicing event of default and the trustee fails to bring suit during a 60-day period, then, under most agreements, investors may file suit. In addition to this, most agreements allow investors to direct the securitization trustee to investigate loan files or demand the repurchase of loans if security holders hold a specified percentage, for example, 25 percent, of the voting rights of each tranche of the outstanding securities. However, in certain circumstances, the Corporation believes that trustees have presented repurchase claims without requiring investors to meet contractual voting rights thresholds. The population of private-label securitizations included in the BNY Mellon Settlement encompasses almost all Countrywide first-lien private-label securitizations including loans originated principally between 2004 and 2008. For the remainder of the population of private-label securitizations, claimants have come forward

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on certain securitizations and the Corporation believes it is probable that other claimants may continue to come forward with claims that meet the contractual requirements of other securitizations. For more information on the representations and warranties liability and the corresponding estimated range of possible loss, see Estimated Range of Possible Loss in this Note.

The table below presents a rollforward of the liability for representations and warranties and corporate guarantees.

Representations and Warranties and Corporate Guarantees
 
 
 
 
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Liability for representations and warranties and corporate guarantees, beginning of period
$
11,556

 
$
12,084

 
$
12,081

 
$
13,282

Additions for new sales
2

 
2

 
5

 
7

Net reductions
(174
)
 
(305
)
 
(581
)
 
(1,774
)
Provision (benefit)
75

 
167

 
(46
)
 
433

Liability for representations and warranties and corporate guarantees, September 30
$
11,459

 
$
11,948

 
$
11,459

 
$
11,948


The representations and warranties liability represents the Corporation's best estimate of probable incurred losses as of September 30, 2015. However, it is reasonably possible that future representations and warranties losses may occur in excess of the amounts recorded for these exposures. The benefit in the provision for representations and warranties for the nine-month period compared to a provision in the same period in 2014 was primarily driven by the impact of the ACE decision, as time-barred claims are now treated as resolved.

Estimated Range of Possible Loss

The Corporation currently estimates that the range of possible loss for representations and warranties exposures could be up to $2 billion over existing accruals at September 30, 2015. The Corporation treats claims that are time-barred as resolved and does not consider such claims in the estimated range of possible loss. The estimated range of possible loss reflects principally non-GSE exposures. It represents a reasonably possible loss, but does not represent a probable loss, and is based on currently available information, significant judgment and a number of assumptions that are subject to change.

The liability for representations and warranties exposures and the corresponding estimated range of possible loss do not consider losses related to servicing (except as such losses are included as potential costs of the BNY Mellon Settlement), including foreclosure and related costs, fraud, indemnity, or claims (including for RMBS) related to securities law or monoline insurance litigation. Losses with respect to one or more of these matters could be material to the Corporation's results of operations or cash flows for any particular reporting period.

Future provisions and/or ranges of possible loss for representations and warranties may be significantly impacted if actual experiences are different from the Corporation's assumptions in predictive models, including, without limitation, the actual repurchase rates on loans in trusts not settled as part of the BNY Mellon settlement which may be different than the implied repurchase experience, estimated MI rescission rates, economic conditions, estimated home prices, consumer and counterparty behavior, the applicable statute of limitations, potential indemnity obligations to third parties to whom the Corporation has sold loans subject to representations and warranties and a variety of other judgmental factors. Adverse developments with respect to one or more of the assumptions underlying the liability for representations and warranties and the corresponding estimated range of possible loss could result in significant increases to future provisions and/or the estimated range of possible loss. Finally, although the Corporation believes that the representations and warranties typically given in non-GSE transactions are less rigorous than those given in GSE transactions, the Corporation does not have sufficient experience resolving loan-level claims in non-GSE transactions to measure the impact of these differences on the probability that a loan will be required to be repurchased.


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Cash Payments

The Loan Repurchases and Indemnification Payments table presents first-lien and home equity loan repurchases and indemnification payments made by the Corporation to reimburse the investor or securitization trust for losses they incurred, and to resolve repurchase claims. Cash paid for loan repurchases includes the unpaid principal balance of the loan plus past due interest. The amount of loss for loan repurchases is reduced by the fair value of the underlying loan collateral. The repurchase of loans and indemnification payments related to first-lien and home equity repurchase claims generally resulted from material breaches of representations and warranties related to the loans' material compliance with the applicable underwriting standards, including borrower misrepresentation, credit exceptions without sufficient compensating factors and non-compliance with underwriting procedures. The actual representations and warranties made in a sales transaction and the resulting repurchase and indemnification activity can vary by transaction or investor. Loan repurchases or indemnification payments related to first-lien residential mortgages primarily involved the GSEs while repurchases or indemnification payments related to home equity loans primarily involved the monoline insurers.

Loan Repurchases and Indemnification Payments (excluding cash payments for settlements)
 
Three Months Ended September 30
 
2015
 
2014
(Dollars in millions)
Unpaid
Principal
Balance
 
Cash Paid
for
Repurchases
 
Loss
 
Unpaid
Principal
Balance
 
Cash Paid
for
Repurchases
 
Loss
First-lien
 
 
 
 
 
 
 
 
 
 
 
Repurchases
$
14

 
$
17

 
$
5

 
$
56

 
$
65

 
$
22

Indemnification payments
71

 
19

 
19

 
194

 
44

 
44

Total first-lien
85

 
36

 
24

 
250

 
109

 
66

Home equity, indemnification payments
7

 
6

 
6

 
3

 
3

 
3

Total first-lien and home equity
$
92

 
$
42

 
$
30

 
$
253

 
$
112

 
$
69

 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30
 
2015
 
2014
First-lien
 
 
 
 
 
 
 
 
 
 
 
Repurchases
$
87

 
$
97

 
$
27

 
$
160

 
$
179

 
$
54

Indemnification payments
430

 
70

 
69

 
437

 
152

 
152

Total first-lien
517

 
167

 
96

 
597

 
331

 
206

Home equity, indemnification payments
13

 
12

 
12

 
17

 
17

 
17

Total first-lien and home equity
$
530

 
$
179

 
$
108

 
$
614

 
$
348

 
$
223


The amounts in the table above exclude amounts paid in bulk settlements during 2015 and 2014.

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NOTE 8 – Goodwill and Intangible Assets
 
Goodwill

The table below presents goodwill balances by business segment at September 30, 2015 and December 31, 2014. The reporting units utilized for goodwill impairment testing are the operating segments or one level below. For additional information, see Note 8 – Goodwill and Intangible Assets to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Goodwill
(Dollars in millions)
September 30
2015
 
December 31
2014
Consumer Banking
$
30,123

 
$
30,123

Global Wealth & Investment Management
9,698

 
9,698

Global Banking
23,923

 
23,923

Global Markets
5,197

 
5,197

All Other
820

 
836

Total goodwill
$
69,761

 
$
69,777


There was no goodwill in LAS at September 30, 2015 and December 31, 2014.

During the three months ended September 30, 2015, the Corporation completed its annual goodwill impairment test as of June 30, 2015 for all applicable reporting units. Based on the results of the annual goodwill impairment test, the Corporation determined there was no impairment. For more information regarding annual goodwill impairment testing, see Note 8 – Goodwill and Intangible Assets to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Intangible Assets

The table below presents the gross carrying value and accumulated amortization for intangible assets at September 30, 2015 and December 31, 2014.

Intangible Assets (1, 2)
 
 
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Gross
Carrying Value
 
Accumulated
Amortization
 
Net
Carrying Value
 
Gross
Carrying Value
 
Accumulated
Amortization
 
Net
Carrying Value
Purchased credit card relationships
$
5,475

 
$
4,709

 
$
766

 
$
5,504

 
$
4,527

 
$
977

Core deposit intangibles
1,779

 
1,477

 
302

 
1,779

 
1,382

 
397

Customer relationships
4,025

 
2,907

 
1,118

 
4,025

 
2,648

 
1,377

Affinity relationships
1,560

 
1,339

 
221

 
1,565

 
1,283

 
282

Other intangibles
2,045

 
479

 
1,566

 
2,045

 
466

 
1,579

Total intangible assets
$
14,884

 
$
10,911

 
$
3,973

 
$
14,918

 
$
10,306

 
$
4,612

(1) 
Excludes fully amortized intangible assets.
(2) 
At September 30, 2015 and December 31, 2014, none of the intangible assets were impaired.

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The table below presents intangible asset amortization expense for the three and nine months ended September 30, 2015 and 2014.

Amortization Expense
 
 
 
 
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Purchased credit card and affinity relationships
$
89

 
$
105

 
$
267

 
$
312

Core deposit intangibles
31

 
36

 
94

 
108

Customer relationships
83

 
87

 
257

 
268

Other intangibles
4

 
6

 
14

 
20

Total amortization expense
$
207

 
$
234

 
$
632

 
$
708


The table below presents estimated future intangible asset amortization expense as of September 30, 2015.

Estimated Future Amortization Expense
(Dollars in millions)
Remainder of
2015
 
2016
 
2017
 
2018
 
2019
 
2020
Purchased credit card and affinity relationships
$
88

 
$
298

 
$
239

 
$
179

 
$
121

 
$
62

Core deposit intangibles
28

 
104

 
90

 
80

 
—

 
—

Customer relationships
83

 
325

 
310

 
302

 
—

 
—

Other intangibles
3

 
10

 
6

 
4

 
2

 
—

Total estimated future amortization expense
$
202

 
$
737

 
$
645

 
$
565

 
$
123

 
$
62



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NOTE 9 – Federal Funds Sold or Purchased, Securities Financing Agreements and Short-term Borrowings

The table below presents federal funds sold or purchased, securities financing agreements, which include securities borrowed or purchased under agreements to resell and securities loaned or sold under agreements to repurchase, and short-term borrowings. The Corporation elects to account for certain securities financing agreements and short-term borrowings under the fair value option. For more information on the election of the fair value option, see Note 15 – Fair Value Option.

 
Three Months Ended September 30
 
Nine Months Ended September 30
 
Amount
 
Rate
 
Amount
 
Rate
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Average during period
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Federal funds sold and securities borrowed or purchased under agreements to resell
$
210,127

 
$
223,978

 
0.52
%
 
0.42
%
 
$
212,781

 
$
224,001

 
0.49
%
 
0.48
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Federal funds purchased and securities loaned or sold under agreements to repurchase
$
219,613

 
$
216,245

 
0.83
%
 
0.90
%
 
$
218,112

 
$
214,567

 
0.92
%
 
1.01
%
Short-term borrowings
37,710

 
38,866

 
1.44

 
1.02

 
33,119

 
45,219

 
1.47

 
1.01

Total
$
257,323

 
$
255,111

 
0.92

 
0.92

 
$
251,231

 
$
259,786

 
0.99

 
1.01

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum month-end balance during period
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Federal funds sold and securities borrowed or purchased under agreements to resell
$
217,701

 
$
231,077

 
 
 
 
 
$
226,502

 
$
240,122

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Federal funds purchased and securities loaned or sold under agreements to repurchase
$
235,232

 
$
226,288

 
 
 
 
 
$
235,232

 
$
240,154

 
 
 
 
Short-term borrowings
40,110

 
40,403

 
 
 
 
 
40,110

 
51,409

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30, 2015
 
 
 
December 31, 2014
 
 
 
 
 
Amount
 
Rate
 
 
 
 
 
Amount
 
Rate
 
 
 
 
Period-end
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Federal funds sold and securities borrowed or purchased under agreements to resell
$
206,681

 
0.47
%
 
 
 
 
 
$
191,823

 
0.47
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Federal funds purchased and securities loaned or sold under agreements to repurchase
$
199,238

 
0.81
%
 
 
 
 
 
$
201,277

 
0.98
%
 
 
 
 
Short-term borrowings
34,518

 
1.46

 
 
 
 
 
31,172

 
1.47

 
 
 
 
Total
$
233,756

 
0.90

 
 
 
 
 
$
232,449

 
1.04

 
 
 
 


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Offsetting of Securities Financing Agreements

Substantially all of the Corporation's repurchase and resale activities are transacted under legally enforceable master repurchase agreements that give the Corporation, in the event of default by the counterparty, the right to liquidate securities held and to offset receivables and payables with the same counterparty. The Corporation offsets repurchase and resale transactions with the same counterparty on the Consolidated Balance Sheet where it has such a legally enforceable master netting agreement and the transactions have the same maturity date.

Substantially all securities borrowing and lending activities are transacted under legally enforceable master securities lending agreements that give the Corporation, in the event of default by the counterparty, the right to liquidate securities held and to offset receivables and payables with the same counterparty. The Corporation offsets securities borrowing and lending transactions with the same counterparty on the Consolidated Balance Sheet where it has such a legally enforceable master netting agreement and the transactions have the same maturity date.

The Securities Financing Agreements table presents securities financing agreements included on the Consolidated Balance Sheet in federal funds sold and securities borrowed or purchased under agreements to resell, and in federal funds purchased and securities loaned or sold under agreements to repurchase at September 30, 2015 and December 31, 2014. Balances are presented on a gross basis, prior to the application of counterparty netting. Gross assets and liabilities are adjusted on an aggregate basis to take into consideration the effects of legally enforceable master netting agreements. For more information on the offsetting of derivatives, see Note 2 – Derivatives.

The "Other" amount in the table, which is included on the Consolidated Balance Sheet in accrued expenses and other liabilities, relates to transactions where the Corporation acts as the lender in a securities lending agreement and receives securities that can be pledged as collateral or sold. In these transactions, the Corporation recognizes an asset at fair value, representing the securities received, and a liability, representing the obligation to return those securities.

Gross assets and liabilities in the table include activity where uncertainty exists as to the enforceability of certain master netting agreements under bankruptcy laws in some countries or industries and, accordingly, these are reported on a gross basis.

The column titled "Financial Instruments" in the table includes securities collateral received or pledged under repurchase or securities lending agreements where there is a legally enforceable master netting agreement. These amounts are not offset on the Consolidated Balance Sheet, but are shown as a reduction to the net balance sheet amount in this table to derive a net asset or liability. Securities collateral received or pledged where the legal enforceability of the master netting agreements is not certain is not included.

Securities Financing Agreements
 
September 30, 2015
(Dollars in millions)
Gross Assets/Liabilities
 
Amounts Offset
 
Net Balance Sheet Amount
 
Financial Instruments
 
Net Assets/Liabilities
Securities borrowed or purchased under agreements to resell (1)
$
360,530

 
$
(153,849
)
 
$
206,681

 
$
(156,934
)
 
$
49,747

 
 
 
 
 
 
 
 
 
 
Securities loaned or sold under agreements to repurchase
$
353,077

 
$
(153,849
)
 
$
199,228

 
$
(157,553
)
 
$
41,675

Other
12,754

 
—

 
12,754

 
(12,754
)
 
—

Total
$
365,831

 
$
(153,849
)
 
$
211,982

 
$
(170,307
)
 
$
41,675

 
 
 
 
 
 
 
 
 
 
 
December 31, 2014
Securities borrowed or purchased under agreements to resell (1)
$
316,567

 
$
(124,744
)
 
$
191,823

 
$
(145,573
)
 
$
46,250

 
 
 
 
 
 
 
 
 
 
Securities loaned or sold under agreements to repurchase
$
326,007

 
$
(124,744
)
 
$
201,263

 
$
(164,306
)
 
$
36,957

Other
11,641

 
—

 
11,641

 
(11,641
)
 
—

Total
$
337,648

 
$
(124,744
)
 
$
212,904

 
$
(175,947
)
 
$
36,957

(1) 
Excludes repurchase activity of $8.5 billion and $5.6 billion reported in loans and leases on the Consolidated Balance Sheet at September 30, 2015 and December 31, 2014.


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Repurchase Agreements and Securities Loaned Transactions Accounted for as Secured Borrowings

The tables below present securities sold under agreements to repurchase and securities loaned by remaining contractual term to maturity and class of collateral pledged. Also included in "Other" are transactions where the Corporation acts as the lender in a securities lending agreement and receives securities that can be pledged as collateral or sold. Certain agreements contain a right to substitute collateral and/or terminate the agreement prior to maturity at the option of the Corporation or the counterparty. Such agreements are included in the table below based on the remaining contractual term to maturity. At September 30, 2015, the Corporation had no outstanding repurchase-to-maturity transactions.

Remaining Contractual Maturity
 
September 30, 2015
(Dollars in millions)
Overnight and Continuous
 
30 Days or Less
 
After 30 Days Through 90 Days
 
Greater than 90 Days (1)
 
Total
Securities sold under agreements to repurchase
$
146,482

 
$
91,087

 
$
39,574

 
$
32,236

 
$
309,379

Securities loaned
39,217

 
50

 
1,889

 
2,542

 
43,698

Other
12,754

 
—

 
—

 
—

 
12,754

Total
$
198,453

 
$
91,137

 
$
41,463

 
$
34,778

 
$
365,831

(1) 
No agreements have maturities greater than three years.
Class of Collateral Pledged (1)
 
 
 
 
 
 
 
 
September 30, 2015
(Dollars in millions)
Securities Sold Under Agreements to Repurchase
 
Securities Loaned
 
Other
 
Total
U.S. government and agency securities
$
151,875

 
$
—

 
$
38

 
$
151,913

Corporate securities, trading loans and other
11,580

 
610

 
232

 
12,422

Equity securities
30,071

 
13,617

 
12,472

 
56,160

Non-U.S. sovereign debt
103,597

 
29,471

 
12

 
133,080

Mortgage trading loans and ABS
12,256

 
—

 
—

 
12,256

Total
$
309,379

 
$
43,698

 
$
12,754

 
$
365,831

(1) 
Amounts represent carrying value.

The Corporation is required to post collateral with a market value equal to or in excess of the principal amount borrowed under repurchase agreements. For securities loaned transactions, the Corporation receives collateral in the form of cash, letters of credit or other securities. To ensure that the market value of the underlying collateral remains sufficient, collateral is generally valued daily and the Corporation may be required to deposit additional collateral or may receive or return collateral pledged when appropriate. Repurchase agreements and securities loaned transactions are generally either overnight, continuous (i.e., no stated term) or short-term. The Corporation manages liquidity risks related to these agreements by sourcing funding from a diverse group of counterparties, providing a range of securities collateral and pursuing longer durations, when appropriate.

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NOTE 10 – Commitments and Contingencies

In the normal course of business, the Corporation enters into a number of off-balance sheet commitments. These commitments expose the Corporation to varying degrees of credit and market risk and are subject to the same credit and market risk limitation reviews as those instruments recorded on the Consolidated Balance Sheet. For more information on commitments and contingencies, see Note 12 – Commitments and Contingencies to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Credit Extension Commitments

The Corporation enters into commitments to extend credit such as loan commitments, standby letters of credit (SBLCs) and commercial letters of credit to meet the financing needs of its customers. The table below includes the notional amount of unfunded legally binding lending commitments net of amounts distributed (e.g., syndicated) to other financial institutions of $13.4 billion and $15.7 billion at September 30, 2015 and December 31, 2014. At September 30, 2015, the carrying value of these commitments, excluding commitments accounted for under the fair value option, was $680 million, including deferred revenue of $19 million and a reserve for unfunded lending commitments of $661 million. At December 31, 2014, the comparable amounts were $546 million, $18 million and $528 million, respectively. The carrying value of these commitments is classified in accrued expenses and other liabilities on the Consolidated Balance Sheet.

The table below also includes the notional amount of commitments of $7.9 billion and $9.9 billion at September 30, 2015 and December 31, 2014 that are accounted for under the fair value option. However, the table below excludes cumulative net fair value adjustments of $594 million and $405 million on these commitments, which are classified in accrued expenses and other liabilities. For more information regarding the Corporation's loan commitments accounted for under the fair value option, see Note 15 – Fair Value Option.

Credit Extension Commitments
 
 
 
September 30, 2015
(Dollars in millions)
Expire in
One Year
or Less
 
Expire After
One Year Through
Three Years
 
Expire After Three Years Through
Five Years
 
Expire After Five Years
 
Total
Notional amount of credit extension commitments
 
 
 
 
 
 
 
 
 
Loan commitments
$
78,452

 
$
115,856

 
$
149,567

 
$
28,860

 
$
372,735

Home equity lines of credit
6,949

 
19,388

 
6,331

 
18,417

 
51,085

Standby letters of credit and financial guarantees (1)
19,026

 
9,887

 
4,144

 
1,063

 
34,120

Letters of credit
1,871

 
163

 
41

 
91

 
2,166

Legally binding commitments
106,298

 
145,294

 
160,083

 
48,431

 
460,106

Credit card lines (2)
375,641

 
—

 
—

 
—

 
375,641

Total credit extension commitments
$
481,939

 
$
145,294

 
$
160,083

 
$
48,431

 
$
835,747

 
 
 
 
 
 
 
 
 
 
 
December 31, 2014
Notional amount of credit extension commitments
 
 
 
 
 
 
 
 
 
Loan commitments
$
79,897

 
$
97,583

 
$
146,743

 
$
18,942

 
$
343,165

Home equity lines of credit
6,292

 
19,679

 
12,319

 
15,417

 
53,707

Standby letters of credit and financial guarantees (1)
19,259

 
9,106

 
4,519

 
1,807

 
34,691

Letters of credit
1,883

 
157

 
35

 
88

 
2,163

Legally binding commitments
107,331

 
126,525

 
163,616

 
36,254

 
433,726

Credit card lines (2)
363,989

 
—

 
—

 
—

 
363,989

Total credit extension commitments
$
471,320

 
$
126,525

 
$
163,616

 
$
36,254

 
$
797,715

(1) 
The notional amounts of SBLCs and financial guarantees classified as investment grade and non-investment grade based on the credit quality of the underlying reference name within the instrument were $25.9 billion and $8.1 billion at September 30, 2015, and $26.1 billion and $8.2 billion at December 31, 2014. Amounts in table include consumer SBLCs of $143 million and $396 million at September 30, 2015 and December 31, 2014.
(2) 
Includes business card unused lines of credit.

Legally binding commitments to extend credit generally have specified rates and maturities. Certain of these commitments have adverse change clauses that help to protect the Corporation against deterioration in the borrower's ability to pay.

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Other Commitments

At September 30, 2015 and December 31, 2014, the Corporation had commitments to purchase loans (e.g., residential mortgage and commercial real estate) of $559 million and $1.8 billion, which upon settlement will be included in loans or LHFS.

At September 30, 2015 and December 31, 2014, the Corporation had commitments to purchase commodities, primarily liquefied natural gas of $2.6 billion and $241 million, which upon settlement will be included in trading account assets.

At September 30, 2015 and December 31, 2014, the Corporation had commitments to enter into forward-dated resale and securities borrowing agreements of $121.5 billion and $73.2 billion, and commitments to enter into forward-dated repurchase and securities lending agreements of $96.6 billion and $55.8 billion. These commitments expire within the next 12 months.

The Corporation is a party to operating leases for certain of its premises and equipment. Commitments under these leases are approximately $640 million, $2.4 billion, $2.1 billion, $1.7 billion and $1.4 billion for the remainder of 2015 and the years through 2019, respectively, and $5.5 billion in the aggregate for all years thereafter.

Other Guarantees

Bank-owned Life Insurance Book Value Protection

The Corporation sells products that offer book value protection to insurance carriers who offer group life insurance policies to corporations, primarily banks. The book value protection is provided on portfolios of intermediate investment-grade fixed-income securities and is intended to cover any shortfall in the event that policyholders surrender their policies and market value is below book value. These guarantees are recorded as derivatives and carried at fair value in the trading portfolio. At September 30, 2015 and December 31, 2014, the notional amount of these guarantees totaled $13.7 billion and $13.6 billion. At both September 30, 2015 and December 31, 2014, the Corporation's maximum exposure related to these guarantees totaled $3.1 billion with estimated maturity dates between 2031 and 2039. The net fair value including the fee receivable associated with these guarantees was $14 million and $25 million at September 30, 2015 and December 31, 2014, and reflects the probability of surrender as well as the multiple structural protection features in the contracts.

Merchant Services

In accordance with credit and debit card association rules, the Corporation sponsors merchant processing servicers that process credit and debit card transactions on behalf of various merchants. In connection with these services, a liability may arise in the event of a billing dispute between the merchant and a cardholder that is ultimately resolved in the cardholder's favor. If the merchant defaults on its obligation to reimburse the cardholder, the cardholder, through its issuing bank, generally has until six months after the date of the transaction to present a chargeback to the merchant processor, which is primarily liable for any losses on covered transactions. However, if the merchant processor fails to meet its obligation to reimburse the cardholder for disputed transactions, then the Corporation, as the sponsor, could be held liable for the disputed amount. For the three and nine months ended September 30, 2015, the sponsored entities processed and settled $168.6 billion and $494.2 billion of transactions and recorded losses of $6 million and $16 million. For the three and nine months ended September 30, 2014, the sponsored entities processed and settled $162.7 billion and $476.4 billion of transactions and recorded losses of $3 million and $11 million. A significant portion of this activity was processed by a joint venture in which the Corporation holds a 49 percent ownership. At September 30, 2015 and December 31, 2014, the sponsored merchant processing servicers held as collateral $165 million and $130 million of merchant escrow deposits which may be used to offset amounts due from the individual merchants.

The Corporation believes the maximum potential exposure for chargebacks would not exceed the total amount of merchant transactions processed through Visa and MasterCard for the last six months, which represents the claim period for the cardholder, plus any outstanding delayed-delivery transactions. As of September 30, 2015 and December 31, 2014, the maximum potential exposure for sponsored transactions totaled $274.6 billion and $269.3 billion. However, the Corporation believes that the maximum potential exposure is not representative of the actual potential loss exposure and does not expect to make material payments in connection with these guarantees.


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Other Derivative Contracts

The Corporation funds selected assets, including securities issued by CDOs and CLOs, through derivative contracts, typically total return swaps, with third parties and VIEs that are not consolidated by the Corporation. The total notional amount of these derivative contracts was $396 million and $527 million with commercial banks and $980 million and $1.2 billion with VIEs at September 30, 2015 and December 31, 2014. The underlying securities are senior securities and substantially all of the Corporation's exposures are insured. Accordingly, the Corporation's exposure to loss consists principally of counterparty risk to the insurers. In certain circumstances, generally as a result of ratings downgrades, the Corporation may be required to purchase the underlying assets, which would not result in additional gain or loss to the Corporation as such exposure is already reflected in the fair value of the derivative contracts.

Other Guarantees

The Corporation has entered into additional guarantee agreements and commitments, including sold risk participation swaps, liquidity facilities, lease-end obligation agreements, partial credit guarantees on certain leases, real estate joint venture guarantees, divested business commitments and sold put options that require gross settlement. The maximum potential future payment under these agreements was approximately $6.1 billion and $6.2 billion at September 30, 2015 and December 31, 2014. The estimated maturity dates of these obligations extend up to 2040. The Corporation has made no material payments under these guarantees.

In the normal course of business, the Corporation periodically guarantees the obligations of its affiliates in a variety of transactions including ISDA-related transactions and non-ISDA related transactions such as commodities trading, repurchase agreements, prime brokerage agreements and other transactions.

Payment Protection Insurance Claims Matter

In the U.K., the Corporation previously sold payment protection insurance (PPI) through its international card services business to credit card customers and consumer loan customers. PPI covers a consumer's loan or debt repayment if certain events occur such as loss of job or illness. In response to an elevated level of customer complaints across the industry, heightened media coverage and pressure from consumer advocacy groups the U.K. Financial Services Authority, which has subsequently been replaced by the Prudential Regulation Authority (PRA) and the Financial Conduct Authority (FCA), investigated and raised concerns about the way some companies have handled complaints related to the sale of these insurance policies. In October 2015, the FCA issued a statement that it will issue guidance early next year on the treatment of certain PPI claims. In connection with this matter, the Corporation added to its reserve for PPI claims. The reserve was $434 million and $378 million at September 30, 2015 and December 31, 2014. The Corporation recorded expense of $303 million and $319 million for the three and nine months ended September 30, 2015 compared to $298 million and $482 million for the same periods in 2014. It is possible that the Corporation will incur additional expense related to PPI claims; however, the amount of such additional expense cannot be reasonably estimated.


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Litigation and Regulatory Matters

The following supplements the disclosure in Note 12 – Commitments and Contingencies to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K and in Note 10 – Commitments and Contingencies to the Consolidated Financial Statements of the Corporation's Quarterly Report on Form 10-Q for the quarterly periods ended June 30, 2015 and March 31, 2015 (the prior commitments and contingencies disclosure).

In the ordinary course of business, the Corporation and its subsidiaries are routinely defendants in or parties to many pending and threatened legal actions and proceedings, including actions brought on behalf of various classes of claimants. These actions and proceedings are generally based on alleged violations of consumer protection, securities, environmental, banking, employment, contract and other laws. In some of these actions and proceedings, claims for substantial monetary damages are asserted against the Corporation and its subsidiaries.

In the ordinary course of business, the Corporation and its subsidiaries are also subject to regulatory and governmental examinations, information gathering requests, inquiries, investigations, and threatened legal actions and proceedings. For example, certain subsidiaries of the Corporation are registered broker-dealers or investment advisors and are subject to regulation by the SEC, the Financial Industry Regulatory Authority, the European Commission, the PRA, the FCA and other international, federal and state securities regulators. In connection with formal and informal inquiries, the Corporation and its subsidiaries receive numerous requests, subpoenas and orders for documents, testimony and information in connection with various aspects of the Corporation's regulated activities.

In view of the inherent difficulty of predicting the outcome of such litigation, regulatory and governmental matters, particularly where the claimants seek very large or indeterminate damages or where the matters present novel legal theories or involve a large number of parties, the Corporation generally cannot predict what the eventual outcome of the pending matters will be, what the timing of the ultimate resolution of these matters will be, or what the eventual loss, fines or penalties related to each pending matter may be.

In accordance with applicable accounting guidance, the Corporation establishes an accrued liability for litigation, regulatory and governmental matters when those matters present loss contingencies that are both probable and estimable. In such cases, there may be an exposure to loss in excess of any amounts accrued. As a litigation, regulatory or governmental matter develops, the Corporation, in conjunction with any outside counsel handling the matter, evaluates on an ongoing basis whether such matter presents a loss contingency that is probable and estimable. When a loss contingency is not both probable and estimable, the Corporation does not establish an accrued liability. If, at the time of evaluation, the loss contingency related to a litigation, regulatory or governmental matter is not both probable and estimable, the matter will continue to be monitored for further developments that would make such loss contingency both probable and estimable. Once the loss contingency related to a litigation, regulatory or governmental matter is deemed to be both probable and estimable, the Corporation will establish an accrued liability with respect to such loss contingency and record a corresponding amount of litigation-related expense. The Corporation continues to monitor the matter for further developments that could affect the amount of the accrued liability that has been previously established. Excluding expenses of internal and external legal service providers, litigation-related expense of $231 million and $776 million was recognized for the three and nine months ended September 30, 2015 compared to $6.0 billion and $16.0 billion for the same periods in 2014.

For a limited number of the matters disclosed in this Note, and in the prior commitments and contingencies disclosure, for which a loss, whether in excess of a related accrued liability or where there is no accrued liability, is reasonably possible in future periods, the Corporation is able to estimate a range of possible loss. In determining whether it is possible to estimate a range of possible loss, the Corporation reviews and evaluates its material litigation, regulatory and governmental matters on an ongoing basis, in conjunction with any outside counsel handling the matter, in light of potentially relevant factual and legal developments. These may include information learned through the discovery process, rulings on dispositive motions, settlement discussions, and other rulings by courts, arbitrators or others. In cases in which the Corporation possesses sufficient appropriate information to estimate a range of possible loss, that estimate is aggregated and disclosed below. There may be other disclosed matters for which a loss is probable or reasonably possible but such an estimate of the range of possible loss may not be possible. For those matters where an estimate of the range of possible loss is possible, management currently estimates the aggregate range of possible loss is $0 to $2.4 billion in excess of the accrued liability (if any) related to those matters. This estimated range of possible loss is based upon currently available information and is subject to significant judgment and a variety of assumptions, and known and unknown uncertainties. The matters underlying the estimated range will change from time to time, and actual results may vary significantly from the current estimate. Those matters for which an estimate is not possible are not included within this estimated range. Therefore, this estimated range of possible loss represents what the Corporation believes to be an estimate of possible loss only for certain matters meeting these criteria. It does not represent the Corporation's maximum loss exposure.


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Information is provided below, or in the prior commitments and contingencies disclosure, regarding the nature of all of these contingencies and, where specified, the amount of the claim associated with these loss contingencies. Based on current knowledge, management does not believe that loss contingencies arising from pending matters, including the matters described herein and in the prior commitments and contingencies disclosure, will have a material adverse effect on the consolidated financial position or liquidity of the Corporation. However, in light of the inherent uncertainties involved in these matters, some of which are beyond the Corporation's control, and the very large or indeterminate damages sought in some of these matters, an adverse outcome in one or more of these matters could be material to the Corporation's results of operations or cash flows for any particular reporting period.

Bond Insurance Litigation

Ambac Countrywide Litigation

On October 22, 2015, the New York Supreme Court, New York County, issued rulings in the action Ambac brought on September 29, 2010. The Court granted in part and denied in part Countrywide's motion for summary judgment and Ambac's motion for partial summary judgment against Countrywide. Among other things, the court granted summary judgment dismissing Ambac's claim for rescissory damages and denied summary judgment regarding Ambac's claims for fraud and breach of the insurance agreements. The Court also denied the Corporation's motion for summary judgment and granted in part Ambac's motion for partial summary judgment on Ambac's successor-liability claims with respect to a single element of its de facto merger claim. The Court denied summary judgment on the other elements of Ambac's de facto merger claim and the other successor-liability claims. Ambac filed its notice of appeal on October 27, 2015. The Corporation and Countrywide intend to appeal certain portions of the summary judgment rulings.

Ambac First Franklin Litigation

On September 17, 2015, the court denied Ambac's motion to dismiss defendants' affirmative defense of in pari delicto and granted Ambac's motion to dismiss defendants' affirmative defense of unclean hands.

Montgomery

On July 31, 2015, the U.S. Court of Appeals denied plaintiffs' petition for rehearing en banc. On October 29, 2015, plaintiffs filed a petition for a writ of certiorari before the U.S. Supreme Court.

Mortgage Repurchase Litigation

U.S. Bank Litigation

On September 16, 2015, defendants (i) withdrew the appeal that had been noticed, but not briefed, regarding the court's November 13, 2014 order that had granted U.S. Bank's motion for leave to amend, and (ii) moved, on the ground of failure to perfect, for dismissal of U.S. Bank's appeal from the court's February 13, 2014 order that had dismissed a claim seeking repurchase of all mortgage loans and sought clarification of a prior dismissal order. On September 30, 2015, U.S. Bank advised the court that it did not oppose dismissal of its appeal from the February 13, 2014 order.

Pennsylvania Public School Employees' Retirement System

The parties in Pennsylvania Public School Employees' Retirement System v. Bank of America, et al. agreed to settle the claims for $335 million, an amount that was fully accrued as of June 30, 2015. The agreement is subject to final documentation and court approval.

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NOTE 11 – Shareholders' Equity
 
Common Stock

The table below presents the declared quarterly cash dividends on common stock in 2015 and through October 30, 2015.

Declaration Date
Record Date
Payment Date
Dividend Per Share
 
October 22, 2015
December 4, 2015
December 24, 2015
$0.05
 
July 23, 2015
September 4, 2015
September 25, 2015
0.05
 
April 16, 2015
June 5, 2015
June 26, 2015
0.05
 
February 10, 2015
March 6, 2015
March 27, 2015
0.05
 

On March 11, 2015, the Corporation announced that the Federal Reserve completed its 2015 Comprehensive Capital Analysis and Review (CCAR) and advised that it did not object to the 2015 capital plan but gave a conditional non-objection under which the Corporation was required to resubmit its CCAR capital plan by September 30, 2015 and address certain weaknesses the Federal Reserve identified in the Corporation's capital planning process. The requested capital actions included a request to repurchase $4.0 billion of common stock over five quarters beginning in the second quarter of 2015, and to maintain the quarterly common stock dividend at the current rate of $0.05 per share. During the three and nine months ended September 30, 2015, the Corporation repurchased and retired 44.6 million and 93.2 million shares of common stock in connection with the 2015 capital plan, which reduced shareholders' equity by $800 million and $1.6 billion. The Corporation has taken actions which it believes address the identified weaknesses, and resubmitted the CCAR capital plan on September 30, 2015. The Federal Reserve has 75 days to review the Corporation's resubmitted CCAR capital plan and its capital planning revisions. Following that review, the Federal Reserve may determine that the capital plan is not adequate or the identified weaknesses are not being satisfactorily addressed, and may restrict the Corporation’s future capital actions.

During the nine months ended September 30, 2015, in connection with employee stock plans, the Corporation issued approximately 7 million shares and repurchased approximately 3 million shares of its common stock to satisfy tax withholding obligations. At September 30, 2015, the Corporation had reserved 1.6 billion unissued shares of common stock for future issuances under employee stock plans, common stock warrants, convertible notes and preferred stock.

The Corporation has certain warrants outstanding and exercisable to purchase 150.4 million shares of its common stock, expiring on January 16, 2019 and warrants outstanding and exercisable to purchase 121.8 million shares of its common stock, expiring on October 28, 2018. These warrants were originally issued in connection with preferred stock issuances to the U.S. Department of the Treasury in 2009 and 2008, and are listed on the New York Stock Exchange. The exercise price of the warrants expiring on January 16, 2019 is subject to continued adjustment each time the quarterly cash dividend is in excess of $0.01 per common share to compensate the holders of the warrants for dilution resulting from an increased dividend. As a result of the Corporation's third-quarter 2015 dividend of $0.05 per common share, the exercise price of these warrants was adjusted to $13.137. The warrants expiring on October 28, 2018 also contain this anti-dilution provision except the adjustment is triggered only when the Corporation declares quarterly dividends at a level greater than $0.32 per common share.

Preferred Stock

During the three months ended September 30, 2015, June 30, 2015 and March 31, 2015, the Corporation declared $441 million, $330 million and $382 million of cash dividends on preferred stock, or a total of $1.2 billion for the nine months ended September 30, 2015.

Restricted Stock Units

During the nine months ended September 30, 2015, the Corporation granted 131 million restricted stock unit (RSU) awards to certain employees under the Bank of America Corporation 2003 Key Associate Stock Plan (KASP). On May 6, 2015, Bank of America shareholders approved the amendment and restatement of KASP, and renamed it the Bank of America Corporation Key Employee Equity Plan. Generally, one-third of the RSUs vest on each of the first three anniversaries of the grant date provided that the employee remains continuously employed with the Corporation during that time. Except for two million RSUs that are authorized to settle in shares of common stock of the Corporation, the RSUs will be paid in cash to the employees on the vesting date based on the fair value of the Corporation's common stock as of the vesting date. The RSUs are expensed ratably over the vesting period, net of estimated forfeitures, for non-retirement eligible employees based upon the fair value of the Corporation's common stock on the accrual date. For RSUs granted

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to employees who are retirement eligible or will become retirement eligible during the vesting period, the RSUs are expensed as of the grant date or ratably over the period from the grant date to the date the employee becomes retirement eligible, net of estimated forfeitures. The accrued liability for the RSUs is adjusted to fair value based on changes in the fair value of the Corporation's common stock. The Corporation enters into cash-settled equity derivatives for a significant portion of the RSUs to minimize the change in expense driven by fluctuations in the fair value of the RSUs over the applicable vesting period. For additional information, see Note 18 – Stock-based Compensation Plans to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

NOTE 12 – Accumulated Other Comprehensive Income (Loss)

The table below presents the changes in accumulated OCI after-tax for the nine months ended September 30, 2015 and 2014.

(Dollars in millions)
Available-for-sale Debt Securities
 
Available-for-sale
Marketable
Equity Securities
 
Derivatives
 
Employee
Benefit Plans
 
Foreign
Currency (1)
 
Total
Balance, December 31, 2013
$
(3,257
)
 
$
(4
)
 
$
(2,277
)
 
$
(2,407
)
 
$
(512
)
 
$
(8,457
)
Net change
2,601

 
(1
)
 
411

 
64

 
(133
)
 
2,942

Balance, September 30, 2014
$
(656
)
 
$
(5
)
 
$
(1,866
)
 
$
(2,343
)
 
$
(645
)
 
$
(5,515
)
 
 
 
 
 
 
 
 
 
 
 
 
Balance, December 31, 2014
$
1,343

 
$
17

 
$
(1,661
)
 
$
(3,350
)
 
$
(669
)
 
$
(4,320
)
Net change
219

 
(2
)
 
416

 
77

 
(84
)
 
626

Balance, September 30, 2015
$
1,562

 
$
15

 
$
(1,245
)
 
$
(3,273
)
 
$
(753
)
 
$
(3,694
)
(1) 
The net change in fair value represents the impact of changes in spot foreign exchange rates on the Corporation's net investment in non-U.S. operations and related hedges.

The table below presents the net change in fair value recorded in accumulated OCI, net realized gains and losses reclassified into earnings and other changes for each component of OCI before- and after-tax for the nine months ended September 30, 2015 and 2014.

Changes in OCI Components Before- and After-tax
 
Nine Months Ended September 30
 
2015
 
2014
(Dollars in millions)
Before-tax
 
Tax effect
 
After-tax
 
Before-tax
 
Tax effect
 
After-tax
Available-for-sale debt securities:
 
 
 
 
 
 
 
 
 
 
 
Net increase in fair value
$
1,103

 
$
(423
)
 
$
680

 
$
5,322

 
$
(1,990
)
 
$
3,332

Net realized gains reclassified into earnings
(744
)
 
283

 
(461
)
 
(1,179
)
 
448

 
(731
)
Net change
359

 
(140
)
 
219

 
4,143

 
(1,542
)
 
2,601

Available-for-sale marketable equity securities:
 
 
 
 
 
 
 
 
 
 
 
Net decrease in fair value
(3
)
 
1

 
(2
)
 
(1
)
 
—

 
(1
)
Net change
(3
)
 
1

 
(2
)
 
(1
)
 
—

 
(1
)
Derivatives:
 
 
 
 
 
 
 
 
 
 
 
Net increase (decrease) in fair value
(42
)
 
14

 
(28
)
 
106

 
(20
)
 
86

Net realized losses reclassified into earnings
711

 
(267
)
 
444

 
521

 
(196
)
 
325

Net change
669

 
(253
)
 
416

 
627

 
(216
)
 
411

Employee benefit plans:
 
 
 
 
 
 
 
 
 
 
 
Net decrease in fair value
(2
)
 
1

 
(1
)
 
—

 
—

 
—

Net realized losses reclassified into earnings
128

 
(49
)
 
79

 
37

 
(14
)
 
23

Settlements, curtailments and other
—

 
(1
)
 
(1
)
 
—

 
41

 
41

Net change
126

 
(49
)
 
77

 
37

 
27

 
64

Foreign currency:
 
 
 
 
 
 
 
 
 
 
 
Net decrease in fair value
482

 
(566
)
 
(84
)
 
258

 
(390
)
 
(132
)
Net realized gains reclassified into earnings
(29
)
 
29

 
—

 
(2
)
 
1

 
(1
)
Net change
453

 
(537
)
 
(84
)
 
256

 
(389
)
 
(133
)
Total other comprehensive income
$
1,604

 
$
(978
)
 
$
626

 
$
5,062

 
$
(2,120
)
 
$
2,942


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The table below presents impacts on net income of significant amounts reclassified out of each component of accumulated OCI before- and after-tax for the nine months ended September 30, 2015 and 2014. There were no amounts reclassified out of AFS marketable equity securities for the nine months ended September 30, 2015 and 2014.

Reclassifications Out of Accumulated OCI
(Dollars in millions)
 
Nine Months Ended September 30
Accumulated OCI Components
Income Statement Line Item Impacted
2015

2014
Available-for-sale debt securities:
 
 
 
 
 
Gains on sales of debt securities
$
821

 
$
1,191

 
Other loss
(77
)
 
(12
)
 
Income before income taxes
744

 
1,179

 
Income tax expense
283

 
448

 
Reclassification to net income
461

 
731

Derivatives:
 
 
 
 
Interest rate contracts
Net interest income
(768
)
 
(831
)
Equity compensation contracts
Personnel
57

 
310

 
Loss before income taxes
(711
)
 
(521
)
 
Income tax benefit
(267
)
 
(196
)
 
Reclassification to net income
(444
)
 
(325
)
Employee benefit plans:
 
 
 
 
Net actuarial losses and prior service costs
Personnel
(128
)
 
(37
)
 
Loss before income taxes
(128
)
 
(37
)
 
Income tax benefit
(49
)
 
(14
)
 
Reclassification to net income
(79
)
 
(23
)
Foreign currency:
 
 
 
 
Insignificant items
Other income
29

 
2

 
Income before income taxes
29

 
2

 
Income tax expense
29

 
1

 
Reclassification to net income
—

 
1

Total reclassification adjustments
 
$
(62
)
 
$
384




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NOTE 13 – Earnings Per Common Share

The calculation of earnings per common share (EPS) and diluted EPS for both the three and nine months ended September 30, 2015 and 2014 is presented below. For more information on the calculation of EPS, see Note 1 – Summary of Significant Accounting Principles to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions, except per share information; shares in thousands)
2015
 
2014
 
2015

2014
Earnings (loss) per common share
 
 
 
 
 
 
 
Net income (loss)
$
4,508

 
$
(232
)
 
$
13,185

 
$
1,783

Preferred stock dividends
(441
)
 
(238
)
 
(1,153
)
 
(732
)
Net income (loss) applicable to common shareholders
$
4,067

 
$
(470
)
 
$
12,032

 
$
1,051

Average common shares issued and outstanding
10,444,291

 
10,515,790

 
10,483,466

 
10,531,688

Earnings (loss) per common share
$
0.39

 
$
(0.04
)
 
$
1.15

 
$
0.10

 
 
 
 
 
 
 
 
Diluted earnings (loss) per common share
 
 
 
 
 
 
 
Net income (loss) applicable to common shareholders
$
4,067

 
$
(470
)
 
$
12,032

 
$
1,051

Add preferred stock dividends due to assumed conversions
75

 
—

 
225

 
—

Net income (loss) allocated to common shareholders
$
4,142

 
$
(470
)
 
$
12,257

 
$
1,051

Average common shares issued and outstanding
10,444,291

 
10,515,790

 
10,483,466

 
10,531,688

Dilutive potential common shares (1)
752,912

 
—

 
750,659

 
56,153

Total diluted average common shares issued and outstanding
11,197,203

 
10,515,790

 
11,234,125

 
10,587,841

Diluted earnings (loss) per common share
$
0.37

 
$
(0.04
)
 
$
1.09

 
$
0.10

(1) 
Includes incremental dilutive shares from restricted stock units, restricted stock, stock options and warrants. There were no potential common shares that are dilutive for the three months ended September 30, 2014 because of the net loss applicable to common shareholders.

The Corporation previously issued a warrant to purchase 700 million shares of the Corporation's common stock to the holder of the Series T Preferred Stock. The warrant may be exercised, at the option of the holder, through tendering the Series T Preferred Stock or paying cash. For the three and nine months ended September 30, 2015, the 700 million average dilutive potential common shares were included in the diluted share count under the "if-converted" method. For the three and nine months ended September 30, 2014, the 700 million average dilutive potential common shares were not included in the diluted share count because the result would have been antidilutive under the "if-converted" method.

For both the three and nine months ended September 30, 2015 and 2014, 62 million average dilutive potential common shares associated with the 7.25% Non-Cumulative Perpetual Convertible Preferred Stock, Series L were not included in the diluted share count because the result would have been antidilutive under the "if-converted" method. For the three and nine months ended September 30, 2015, average options to purchase 64 million and 67 million shares of common stock were outstanding but not included in the computation of EPS because the result would have been antidilutive under the treasury stock method compared to 88 million and 92 million for the same periods in 2014. For the three and nine months ended September 30, 2015, average warrants to purchase 122 million shares of common stock were outstanding but not included in the computation of EPS because the result would have been antidilutive under the treasury stock method and average warrants to purchase 150 million shares of common stock were included in the diluted EPS calculation using the treasury stock method. For the three and nine months ended September 30, 2014, average warrants to purchase 272 million and 122 million shares of common stock were outstanding but not included in the computation of EPS because the result would have been antidilutive under the treasury stock method. For the nine months ended September 30, 2014, average warrants to purchase 150 million shares of common stock were included in the diluted EPS calculation using the treasury stock method.


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NOTE 14 – Fair Value Measurements

Under applicable accounting guidance, fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Corporation determines the fair values of its financial instruments based on the fair value hierarchy established under applicable accounting guidance which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs used to measure fair value. The Corporation conducts a review of its fair value hierarchy classifications on a quarterly basis. Transfers into or out of fair value hierarchy classifications are made if the significant inputs used in the financial models measuring the fair values of the assets and liabilities became unobservable or observable, respectively, in the current marketplace. These transfers are considered to be effective as of the beginning of the quarter in which they occur. For more information regarding the fair value hierarchy and how the Corporation measures fair value, see Note 1 – Summary of Significant Accounting Principles and Note 20 – Fair Value Measurements to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K. The Corporation accounts for certain financial instruments under the fair value option. For additional information, see Note 15 – Fair Value Option.

Valuation Processes and Techniques

The Corporation has various processes and controls in place to ensure that fair value is reasonably estimated. A model validation policy governs the use and control of valuation models used to estimate fair value. This policy requires review and approval of models by personnel who are independent of the front office, and periodic reassessments of models to ensure that they are continuing to perform as designed. In addition, detailed reviews of trading gains and losses are conducted on a daily basis by personnel who are independent of the front office. A price verification group, which is also independent of the front office, utilizes available market information including executed trades, market prices and market-observable valuation model inputs to ensure that fair values are reasonably estimated. The Corporation performs due diligence procedures over third-party pricing service providers in order to support their use in the valuation process. Where market information is not available to support internal valuations, independent reviews of the valuations are performed and any material exposures are escalated through a management review process.

While the Corporation believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

During the nine months ended September 30, 2015, there were no changes to the valuation techniques that had, or are expected to have, a material impact on the Corporation's consolidated financial position or results of operations.

Level 1, 2 and 3 Valuation Techniques

Financial instruments are considered Level 1 when the valuation is based on quoted prices in active markets for identical assets or liabilities. Level 2 financial instruments are valued using quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or models using inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Financial instruments are considered Level 3 when their values are determined using pricing models, discounted cash flow methodologies or similar techniques, and at least one significant model assumption or input is unobservable and when determination of the fair value requires significant management judgment or estimation.

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Table of Contents

Recurring Fair Value

Assets and liabilities carried at fair value on a recurring basis at September 30, 2015 and December 31, 2014, including financial instruments which the Corporation accounts for under the fair value option, are summarized in the following tables.

 
September 30, 2015
 
Fair Value Measurements
 
 
 
 
(Dollars in millions)
Level 1
 
Level 2
 
Level 3
 
Netting
Adjustments (1)
 
Assets/Liabilities
at Fair Value
Assets
 
 
 
 
 
 
 
 
 
Federal funds sold and securities borrowed or purchased under agreements to resell
$
—

 
$
62,806

 
$
—

 
$
—

 
$
62,806

Trading account assets:
 
 
 
 
 
 
 
 
 
U.S. government and agency securities (2)
36,542

 
17,447

 
—

 
—

 
53,989

Corporate securities, trading loans and other
490

 
25,809

 
2,899

 
—

 
29,198

Equity securities
31,354

 
20,323

 
410

 
—

 
52,087

Non-U.S. sovereign debt
21,580

 
12,808

 
384

 
—

 
34,772

Mortgage trading loans and ABS
—

 
7,967

 
2,005

 
—

 
9,972

Total trading account assets
89,966

 
84,354

 
5,698

 
—

 
180,018

Derivative assets (3)
7,403

 
762,127

 
6,014

 
(720,318
)
 
55,226

AFS debt securities:
 
 
 
 
 
 
 
 
 
U.S. Treasury and agency securities
38,075

 
2,056

 
—

 
—

 
40,131

Mortgage-backed securities:
 
 
 
 
 
 
 
 
 
Agency
—

 
208,319

 
—

 
—

 
208,319

Agency-collateralized mortgage obligations
—

 
12,075

 
—

 
—

 
12,075

Non-agency residential
—

 
3,393

 
189

 
—

 
3,582

Commercial
—

 
5,530

 
—

 
—

 
5,530

Non-U.S. securities
2,996

 
3,376

 
3

 
—

 
6,375

Corporate/Agency bonds
—

 
234

 
—

 
—

 
234

Other taxable securities
20

 
9,149

 
581

 
—

 
9,750

Tax-exempt securities
—

 
11,121

 
569

 
—

 
11,690

Total AFS debt securities
41,091

 
255,253

 
1,342

 
—

 
297,686

Other debt securities carried at fair value:
 
 
 
 
 
 
 
 
 
Mortgage-backed securities:
 
 
 
 
 
 
 
 
 
Agency
—

 
7,944

 
—

 
—

 
7,944

Agency-collateralized mortgage obligations
—

 
7

 
—

 
—

 
7

Non-agency residential
—

 
3,604

 
31

 
—

 
3,635

Non-U.S. securities
14,393

 
1,136

 
—

 
—

 
15,529

Other taxable securities
—

 
277

 
—

 
—

 
277

Total other debt securities carried at fair value
14,393

 
12,968

 
31

 
—

 
27,392

Loans and leases
—

 
5,194

 
1,984

 
—

 
7,178

Mortgage servicing rights
—

 
—

 
3,043

 
—

 
3,043

Loans held-for-sale
—

 
4,129

 
559

 
—

 
4,688

Other assets (4)
11,183

 
1,461

 
674

 
—

 
13,318

Total assets
$
164,036

 
$
1,188,292

 
$
19,345

 
$
(720,318
)
 
$
651,355

Liabilities
 
 
 
 
 
 
 
 
 
Interest-bearing deposits in U.S. offices
$
—

 
$
1,163

 
$
—

 
$
—

 
$
1,163

Federal funds purchased and securities loaned or sold under agreements to repurchase
—

 
38,718

 
196

 
—

 
38,914

Trading account liabilities:
 
 
 
 
 
 
 
 
 
U.S. government and agency securities
15,397

 
153

 
—

 
—

 
15,550

Equity securities
30,112

 
2,564

 
—

 
—

 
32,676

Non-U.S. sovereign debt
16,762

 
1,541

 
—

 
—

 
18,303

Corporate securities and other
158

 
7,527

 
38

 
—

 
7,723

Total trading account liabilities
62,429

 
11,785

 
38

 
—

 
74,252

Derivative liabilities (3)
7,503

 
752,188

 
5,617

 
(719,446
)
 
45,862

Short-term borrowings
—

 
1,851

 
18

 
—

 
1,869

Accrued expenses and other liabilities
11,440

 
1,907

 
9

 
—

 
13,356

Long-term debt
—

 
27,275

 
1,910

 
—

 
29,185

Total liabilities
$
81,372

 
$
834,887

 
$
7,788

 
$
(719,446
)
 
$
204,601

(1) 
Amounts represent the impact of legally enforceable master netting agreements and also cash collateral held or placed with the same counterparties.
(2) 
Includes $17.0 billion of government-sponsored enterprise obligations.
(3) 
During the nine months ended September 30, 2015, $6.2 billion of derivative assets and $6.3 billion of derivative liabilities were transferred from Level 1 to Level 2 based on inputs used to measure fair value. Additionally, $5.9 billion of derivative assets and $5.8 billion of derivative liabilities were transferred from Level 2 to Level 1 due to additional information related to certain options. For further disaggregation of derivative assets and liabilities, see Note 2 – Derivatives.
(4) 
During the nine months ended September 30, 2015, approximately $327 million of assets were transferred from Level 2 to Level 1 due to a restriction that was lifted for an equity investment.

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Table of Contents

 
December 31, 2014
 
Fair Value Measurements
 
 
 
 
(Dollars in millions)
Level 1
 
Level 2
 
Level 3
 
Netting
Adjustments (1)
 
Assets/Liabilities
at Fair Value
Assets
 
 
 
 
 
 
 
 
 
Federal funds sold and securities borrowed or purchased under agreements to resell
$
—

 
$
62,182

 
$
—

 
$
—

 
$
62,182

Trading account assets:
 
 
 
 
 
 
 
 
 
U.S. government and agency securities (2)
33,470

 
17,549

 
—

 
—

 
51,019

Corporate securities, trading loans and other
243

 
31,699

 
3,270

 
—

 
35,212

Equity securities
33,518

 
22,488

 
352

 
—

 
56,358

Non-U.S. sovereign debt
20,348

 
15,332

 
574

 
—

 
36,254

Mortgage trading loans and ABS
—

 
10,879

 
2,063

 
—

 
12,942

Total trading account assets
87,579

 
97,947

 
6,259

 
—

 
191,785

Derivative assets (3)
4,957

 
972,977

 
6,851

 
(932,103
)
 
52,682

AFS debt securities:
 
 
 
 
 
 
 
 
 
U.S. Treasury and agency securities
67,413

 
2,182

 
—

 
—

 
69,595

Mortgage-backed securities:
 
 
 
 
 
 
 
 
 
Agency
—

 
165,039

 
—

 
—

 
165,039

Agency-collateralized mortgage obligations
—

 
14,248

 
—

 
—

 
14,248

Non-agency residential
—

 
4,175

 
279

 
—

 
4,454

Commercial
—

 
4,000

 
—

 
—

 
4,000

Non-U.S. securities
3,191

 
3,029

 
10

 
—

 
6,230

Corporate/Agency bonds
—

 
368

 
—

 
—

 
368

Other taxable securities
20

 
9,104

 
1,667

 
—

 
10,791

Tax-exempt securities
—

 
8,950

 
599

 
—

 
9,549

Total AFS debt securities
70,624

 
211,095

 
2,555

 
—

 
284,274

Other debt securities carried at fair value:
 
 
 
 
 
 
 
 
 
U.S. Treasury and agency securities
1,541

 
—

 
—

 
—

 
1,541

Mortgage-backed securities:
 
 
 
 
 
 
 
 
 
Agency
—

 
15,704

 
—

 
—

 
15,704

Non-agency residential
—

 
3,745

 
—

 
—

 
3,745

Non-U.S. securities
13,270

 
1,862

 
—

 
—

 
15,132

Other taxable securities
—

 
299

 
—

 
—

 
299

Total other debt securities carried at fair value
14,811

 
21,610

 
—

 
—

 
36,421

Loans and leases
—

 
6,698

 
1,983

 
—

 
8,681

Mortgage servicing rights
—

 
—

 
3,530

 
—

 
3,530

Loans held-for-sale
—

 
6,628

 
173

 
—

 
6,801

Other assets (4)
11,581

 
1,381

 
911

 
—

 
13,873

Total assets
$
189,552

 
$
1,380,518

 
$
22,262

 
$
(932,103
)
 
$
660,229

Liabilities
 
 
 
 
 
 
 
 
 
Interest-bearing deposits in U.S. offices
$
—

 
$
1,469

 
$
—

 
$
—

 
$
1,469

Federal funds purchased and securities loaned or sold under agreements to repurchase
—

 
35,357

 
—

 
—

 
35,357

Trading account liabilities:
 
 
 
 
 
 
 
 
 
U.S. government and agency securities
18,514

 
446

 
—

 
—

 
18,960

Equity securities
24,679

 
3,670

 
—

 
—

 
28,349

Non-U.S. sovereign debt
16,089

 
3,625

 
—

 
—

 
19,714

Corporate securities and other
189

 
6,944

 
36

 
—

 
7,169

Total trading account liabilities
59,471

 
14,685

 
36

 
—

 
74,192

Derivative liabilities (3)
4,493

 
969,502

 
7,771

 
(934,857
)
 
46,909

Short-term borrowings
—

 
2,697

 
—

 
—

 
2,697

Accrued expenses and other liabilities
10,795

 
1,250

 
10

 
—

 
12,055

Long-term debt
—

 
34,042

 
2,362

 
—

 
36,404

Total liabilities
$
74,759

 
$
1,059,002

 
$
10,179

 
$
(934,857
)
 
$
209,083

(1) 
Amounts represent the impact of legally enforceable master netting agreements and also cash collateral held or placed with the same counterparties.
(2) 
Includes $17.2 billion of government-sponsored enterprise obligations.
(3) 
For further disaggregation of derivative assets and liabilities, see Note 2 – Derivatives.
(4) 
During 2014, the Corporation reclassified certain assets and liabilities within its fair value hierarchy based on a review of its inputs used to measure fair value. Accordingly, approximately $4.1 billion of assets related to U.S. government and agency securities, non-U.S. government securities and equity derivatives, and $570 million of liabilities related to equity derivatives were transferred from Level 1 to Level 2.


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Table of Contents

The following tables present a reconciliation of all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the three and nine months ended September 30, 2015 and 2014, including net realized and unrealized gains (losses) included in earnings and accumulated OCI.

Level 3 – Fair Value Measurements (1)
 
Three Months Ended September 30, 2015
 
 
 
 
Gross
 
 
 
(Dollars in millions)
Balance
July 1
2015
Gains
(Losses) in
Earnings
Gains
(Losses) in
OCI (2)
Purchases
Sales
Issuances
Settlements
Gross
Transfers
into
Level 3
Gross
Transfers
out of
Level 3
Balance September 30
2015
Trading account assets:
 
 
 
 
 
 
 
 
 
 
Corporate securities, trading loans and other
$
3,326

$
(6
)
$
(11
)
$
553

$
(681
)
$
—

$
(295
)
$
238

$
(225
)
$
2,899

Equity securities
386

(1
)
—

32

—

—

(6
)
2

(3
)
410

Non-U.S. sovereign debt
468

12

(102
)
7

(1
)
—

—

—

—

384

Mortgage trading loans and ABS
2,159

(7
)
—

293

(264
)
—

(157
)
2

(21
)
2,005

Total trading account assets
6,339

(2
)
(113
)
885

(946
)
—

(458
)
242

(249
)
5,698

Net derivative assets (3)
(351
)
1,042

(5
)
80

(290
)
—

(115
)
(20
)
56

397

AFS debt securities:
 
 
 
 
 
 
 
 
 
 
Non-agency residential MBS
234

—

(2
)
41

—

—

(47
)
—

(37
)
189

Non-U.S. securities
9

—

—

—

—

—

(6
)
—

—

3

Other taxable securities
677

—

(2
)
—

—

—

(88
)
—

(6
)
581

Tax-exempt securities
584

—

—

—

—

—

(15
)
—

—

569

Total AFS debt securities
1,504

—

(4
)
41

—

—

(156
)
—

(43
)
1,342

Other debt securities carried at fair value – Non-agency residential MBS
34

(3
)
—

—

—

—

—

—

—

31

Loans and leases (4, 5)
1,970

17

—

—

(1
)
57

(59
)
7

(7
)
1,984

Mortgage servicing rights (5)
3,521

(363
)
—

—

(87
)
185

(213
)
—

—

3,043

Loans held-for-sale (4)
660

—

—

2

(79
)
3

(6
)
7

(28
)
559

Other assets (6)
756

(42
)
—

3

(11
)
—

(17
)
—

(15
)
674

Federal funds purchased and securities loaned or sold under agreements to repurchase (4)
(368
)
—

—

—

—

(5
)
208

(32
)
1

(196
)
Trading account liabilities – Corporate securities and other
(57
)
—

—

—

19

—

—

—

—

(38
)
Short-term borrowings (4)
—

4

—

—

—

(3
)
—

(19
)
—

(18
)
Accrued expenses and other liabilities
(9
)
—

—

—

—

—

—

—

—

(9
)
Long-term debt (4)
(2,716
)
252

—

139

—

(40
)
59

(264
)
660

(1,910
)
(1) 
Assets (liabilities). For assets, increase (decrease) to Level 3 and for liabilities, (increase) decrease to Level 3.
(2) 
Includes unrealized gains (losses) on AFS debt securities and foreign currency translation adjustments.
(3) 
Net derivatives include derivative assets of $6.0 billion and derivative liabilities of $5.6 billion.
(4) 
Amounts represent instruments that are accounted for under the fair value option.
(5) 
Issuances represent loan originations and mortgage servicing rights retained following securitizations or whole-loan sales.
(6) 
Other assets is primarily comprised of certain long-term fixed-rate margin loans that are accounted for under the fair value option and certain private equity investments.

During the three months ended September 30, 2015, the transfers into Level 3 included $242 million of trading account assets and $264 million of long-term debt. Transfers into Level 3 for trading account assets were primarily the result of decreased availability of third-party prices for certain corporate debt securities. Transfers into Level 3 for long-term debt were primarily due to changes in the impact of unobservable inputs on the value of certain structured liabilities. Transfers occur on a regular basis for these long-term debt instruments due to changes in the impact of unobservable inputs on the value of the embedded derivative in relation to the instrument as a whole.

During the three months ended September 30, 2015, the transfers out of Level 3 included $249 million of trading account assets and $660 million of long-term debt. Transfers out of Level 3 for trading account assets were primarily the result of increased market liquidity and price observability for certain corporate debt securities. Transfers out of Level 3 for long-term debt were primarily due to changes in the impact of unobservable inputs on the value of certain structured liabilities.

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Table of Contents

Level 3 – Fair Value Measurements (1)
 
Three Months Ended September 30, 2014
 
 
 
 
Gross
 
 
 
(Dollars in millions)
Balance
July 1
2014
Gains
(Losses) in
Earnings
Gains
(Losses) in
OCI
Purchases
Sales
Issuances
Settlements
Gross
Transfers
into
Level 3
Gross
Transfers
out of
Level 3
Balance September 30
2014
Trading account assets:
 
 
 
 
 
 
 
 
 
 
U.S. government and agency securities
$
—

$
—

$
—

$
87

$
—

$
—

$
—

$
—

$
—

$
87

Corporate securities, trading loans and other
2,772

50

—

451

(252
)
—

(191
)
532

(323
)
3,039

Equity securities
356

2

—

49

(31
)
—

(15
)
56

(60
)
357

Non-U.S. sovereign debt
640

(28
)
—

21

(28
)
—

(11
)
—

—

594

Mortgage trading loans and ABS
4,311

21

—

384

(270
)
—

(63
)
25

(2,518
)
1,890

Total trading account assets
8,079

45

—

992

(581
)
—

(280
)
613

(2,901
)
5,967

Net derivative assets (2)
(1,035
)
261

—

339

(372
)
—

115

(138
)
78

(752
)
AFS debt securities:
 
 
 
 
 
 
 
 
 
 
Non-agency residential MBS
—

(1
)
—

11

—

—

—

—

—

10

Non-U.S securities
—

—

(11
)
228

—

—

(27
)
—

—

190

Corporate/Agency bonds
—

—

—

—

—

—

—

93

—

93

Other taxable securities
3,266

1

—

—

—

—

(257
)
—

(954
)
2,056

Tax-exempt securities
735

5

(3
)
—

(16
)
—

(142
)
35

—

614

Total AFS debt securities
4,001

5

(14
)
239

(16
)
—

(426
)
128

(954
)
2,963

Loans and leases (3, 4)
3,018

12

—

—

—

10

(757
)
7

(248
)
2,042

Mortgage servicing rights (4)
4,368

(95
)
—

—

(1
)
203

(232
)
—

—

4,243

Loans held-for-sale (3)
110

(14
)
—

29

(11
)
—

(1
)
67

(7
)
173

Other assets (5)
972

15

—

—

(39
)
—

(7
)
3

(13
)
931

Trading account liabilities – Corporate securities and other
(27
)
—

—

1

—

—

—

—

—

(26
)
Accrued expenses and other liabilities
(8
)
—

—

—

—

—

—

—

—

(8
)
Long-term debt (3)
(2,416
)
123

—

50

—

(445
)
168

(379
)
550

(2,349
)
(1) 
Assets (liabilities). For assets, increase (decrease) to Level 3 and for liabilities, (increase) decrease to Level 3.
(2) 
Net derivatives include derivative assets of $6.9 billion and derivative liabilities of $7.7 billion.
(3) 
Amounts represent instruments that are accounted for under the fair value option.
(4) 
Issuances represent loan originations and mortgage servicing rights retained following securitizations or whole-loan sales.
(5) 
Other assets is primarily comprised of certain long-term fixed-rate margin loans that are accounted for under the fair value option and certain private equity investments.

During the three months ended September 30, 2014, the transfers into Level 3 included $613 million of trading account assets, $138 million of net derivative assets, $128 million of AFS debt securities and $379 million of long-term debt. Transfers into Level 3 for trading account assets were primarily the result of decreased availability of third-party prices for certain corporate loans and securities. Transfers into Level 3 for net derivative assets were primarily due to decreased price observability related to equity derivatives. Transfers into Level 3 for AFS debt securities were primarily due to decreased price observability related to municipal auction rate securities. Transfers into Level 3 for long-term debt were primarily due to changes in the impact of unobservable inputs on the value of certain structured liabilities. Transfers occur on a regular basis for these long-term debt instruments due to changes in the impact of unobservable inputs on the value of the embedded derivative in relation to the instrument as a whole.

During the three months ended September 30, 2014, the transfers out of Level 3 included $2.9 billion of trading account assets, $954 million of AFS debt securities, $248 million of loans and leases and $550 million of long-term debt. Transfers out of Level 3 for trading account assets were primarily the result of increased market liquidity and price observability on certain CLOs. Transfers out of Level 3 for AFS debt securities were primarily due to increased price observability on certain CLOs. Transfers out of Level 3 for loans and leases were primarily due to increased price observability. Transfers out of Level 3 for long-term debt were primarily due to changes in the impact of unobservable inputs on the value of certain structured liabilities.

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Table of Contents

Level 3 – Fair Value Measurements (1)
 
Nine Months Ended September 30, 2015
 
 
 
 
Gross
 
 
 
(Dollars in millions)
Balance
January 1
2015
Gains
(Losses) in
Earnings
Gains
(Losses) in
OCI (2)
Purchases
Sales
Issuances
Settlements
Gross
Transfers
into
Level 3
Gross
Transfers
out of
Level 3
Balance September 30
2015
Trading account assets:
 
 
 
 
 
 
 
 
 
 
Corporate securities, trading loans and other
$
3,270

$
28

$
(11
)
$
1,030

$
(1,119
)
$
—

$
(944
)
$
1,221

$
(576
)
$
2,899

Equity securities
352

13

—

48

(3
)
—

(11
)
33

(22
)
410

Non-U.S. sovereign debt
574

94

(180
)
34

(1
)
—

(110
)
—

(27
)
384

Mortgage trading loans and ABS
2,063

154

—

1,102

(891
)
—

(401
)
12

(34
)
2,005

Total trading account assets
6,259

289

(191
)
2,214

(2,014
)
—

(1,466
)
1,266

(659
)
5,698

Net derivative assets (3)
(920
)
1,608

(5
)
193

(683
)
—

106

(80
)
178

397

AFS debt securities:
 
 
 
 
 
 
 
 
 
 
Non-agency residential MBS
279

(12
)
5

103

—

—

(281
)
132

(37
)
189

Non-U.S. securities
10

—

—

—

—

—

(7
)
—

—

3

Other taxable securities
1,667

—

(2
)
6

—

—

(151
)
—

(939
)
581

Tax-exempt securities
599

—

(1
)
—

—

—

(29
)
—

—

569

Total AFS debt securities
2,555

(12
)
2

109

—

—

(468
)
132

(976
)
1,342

Other debt securities carried at fair value – Non-agency residential MBS
—

(2
)
—

33

—

—

—

—

—

31

Loans and leases (4, 5)
1,983

22

—

—

(3
)
57

(179
)
125

(21
)
1,984

Mortgage servicing rights (5)
3,530

10

—

—

(399
)
568

(666
)
—

—

3,043

Loans held-for-sale (4)
173

(48
)
—

493

(174
)
36

(12
)
184

(93
)
559

Other assets (6)
911

(46
)
—

12

(129
)
—

(32
)
8

(50
)
674

Federal funds purchased and securities loaned or sold under agreements to repurchase (4)
—

(14
)
—

—

—

(33
)
208

(358
)
1

(196
)
Trading account liabilities – Corporate securities and other
(36
)
3

—

33

(38
)
—

—

—

—

(38
)
Short-term borrowings (4)
—

9

—

—

—

(24
)
1

(23
)
19

(18
)
Accrued expenses and other liabilities
(10
)
1

—

—

—

—

—

—

—

(9
)
Long-term debt (4)
(2,362
)
322

—

316

—

(179
)
219

(1,380
)
1,154

(1,910
)
(1) 
Assets (liabilities). For assets, increase (decrease) to Level 3 and for liabilities, (increase) decrease to Level 3.
(2) 
Includes unrealized gains (losses) on AFS debt securities and foreign currency translation adjustments.
(3) 
Net derivatives include derivative assets of $6.0 billion and derivative liabilities of $5.6 billion.
(4) 
Amounts represent instruments that are accounted for under the fair value option.
(5) 
Issuances represent loan originations and mortgage servicing rights retained following securitizations or whole-loan sales.
(6) 
Other assets is primarily comprised of certain long-term fixed-rate margin loans that are accounted for under the fair value option and certain private equity investments.

During the nine months ended September 30, 2015, the transfers into Level 3 included $1.3 billion of trading account assets, $132 million of AFS debt securities, $125 million of loans and leases, $184 million of LHFS, $358 million of federal funds purchased and securities loaned or sold under agreements to repurchase and $1.4 billion of long-term debt. Transfers into Level 3 for trading account assets were primarily the result of decreased availability of third-party prices for certain corporate debt securities. Transfers into Level 3 for AFS debt securities were primarily due to decreased price observability on certain CLOs. Transfers into Level 3 for loans and leases were primarily due to decreased price observability. Transfers into Level 3 for LHFS were primarily due to decreased price observability due to a decline in trading activity. Transfers into Level 3 for federal funds purchased and securities loaned or sold under agreements to repurchase were due to decreased price availability for certain structured secured financing agreements. Transfers into Level 3 for long-term debt were primarily due to changes in the impact of unobservable inputs on the value of certain structured liabilities. Transfers occur on a regular basis for these long-term debt instruments due to changes in the impact of unobservable inputs on the value of the embedded derivative in relation to the instrument as a whole.

During the nine months ended September 30, 2015, the transfers out of Level 3 included $659 million of trading account assets, $178 million of net derivative assets, $976 million of AFS debt securities and $1.2 billion of long-term debt. Transfers out of Level 3 for trading account assets were primarily the result of increased market liquidity and price observability for certain corporate debt securities. Transfers out of Level 3 for net derivative assets were primarily due to increased price observability related to certain equity derivatives. Transfers out of Level 3 for AFS debt securities were primarily due to increased price observability for certain corporate debt securities. Transfers out of Level 3 for long-term debt were primarily due to changes in the impact of unobservable inputs on the value of certain structured liabilities.


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Table of Contents

Level 3 – Fair Value Measurements (1)
 
Nine Months Ended September 30, 2014
 
 
 
 
Gross
 
 
 
(Dollars in millions)
Balance
January 1
2014
Gains
(Losses) in
Earnings
Gains
(Losses) in
OCI
Purchases
Sales
Issuances
Settlements
Gross
Transfers
into
Level 3
Gross
Transfers
out of
Level 3
Balance September 30
2014
Trading account assets:
 
 
 
 
 
 
 
 
 
 
U.S. government and agency securities
$
—

$
—

$
—

$
87

$
—

$
—

$
—

$
—

$
—

$
87

Corporate securities, trading loans and other
3,559

213

—

1,129

(693
)
—

(700
)
929

(1,398
)
3,039

Equity securities
386

14

—

95

(64
)
—

(15
)
72

(131
)
357

Non-U.S. sovereign debt
468

59

—

120

(34
)
—

(17
)
—

(2
)
594

Mortgage trading loans and ABS
4,631

222

—

1,203

(1,084
)
—

(524
)
25

(2,583
)
1,890

Total trading account assets
9,044

508

—

2,634

(1,875
)
—

(1,256
)
1,026

(4,114
)
5,967

Net derivative assets (2)
(224
)
98

—

653

(1,429
)
—

(131
)
(97
)
378

(752
)
AFS debt securities:
 
 
 
 
 
 
 
 
 
 
Non-agency residential MBS
—

(1
)
—

11

—

—

—

—

—

10

Non-U.S. securities
107

—

(11
)
228

—

—

(134
)
—

—

190

Corporate/Agency bonds
—

—

—

—

—

—

—

93

—

93

Other taxable securities
3,847

9

(5
)
133

—

—

(974
)
—

(954
)
2,056

Tax-exempt securities
806

8

1

—

(16
)
—

(221
)
36

—

614

Total AFS debt securities
4,760

16

(15
)
372

(16
)
—

(1,329
)
129

(954
)
2,963

Loans and leases (3, 4)
3,057

71

—

—

(3
)
699

(1,538
)
20

(264
)
2,042

Mortgage servicing rights (4)
5,042

(634
)
—

—

(47
)
581

(699
)
—

—

4,243

Loans held-for-sale (3)
929

57

—

53

(725
)
—

(213
)
81

(9
)
173

Other assets (5)
1,669

(71
)
—

—

(420
)
—

(237
)
3

(13
)
931

Trading account liabilities – Corporate securities and other
(35
)
1

—

13

(7
)
—

—

—

2

(26
)
Accrued expenses and other liabilities
(10
)
1

—

—

—

—

—

—

1

(8
)
Long-term debt (3)
(1,990
)
4

—

153

—

(496
)
404

(1,199
)
775

(2,349
)
(1) 
Assets (liabilities). For assets, increase (decrease) to Level 3 and for liabilities, (increase) decrease to Level 3.
(2) 
Net derivatives include derivative assets of $6.9 billion and derivative liabilities of $7.7 billion.
(3) 
Amounts represent instruments that are accounted for under the fair value option.
(4) 
Issuances represent loan originations and mortgage servicing rights retained following securitizations or whole-loan sales.
(5) 
Other assets is primarily comprised of certain long-term fixed-rate margin loans that are accounted for under the fair value option and certain private equity investments.

During the nine months ended September 30, 2014, the transfers into Level 3 included $1.0 billion of trading account assets, $129 million of AFS debt securities and $1.2 billion of long-term debt. Transfers into Level 3 for trading account assets were primarily the result of decreased availability of third-party prices for certain corporate loans and securities. Transfers into Level 3 for AFS debt securities were primarily due to decreased price observability related to municipal auction rate securities. Transfers into Level 3 for long-term debt were primarily due to changes in the impact of unobservable inputs on the value of certain structured liabilities. Transfers occur on a regular basis for these long-term debt instruments due to changes in the impact of unobservable inputs on the value of the embedded derivative in relation to the instrument as a whole.

During the nine months ended September 30, 2014, the transfers out of Level 3 included $4.1 billion of trading account assets, $378 million of net derivative assets, $954 million of AFS debt securities, $264 million of loans and leases and $775 million of long-term debt. Transfers out of Level 3 for trading account assets were primarily the result of increased market liquidity and price observability on certain CLOs. Transfers out of Level 3 for net derivative assets were primarily due to increased price observability for certain equity derivatives. Transfers out of Level 3 for AFS debt securities were primarily due to increased price observability on certain CLOs. Transfers out of Level 3 for loans and leases were primarily due to increased price observability. Transfers out of Level 3 for long-term debt were primarily due to changes in the impact of unobservable inputs on the value of certain structured liabilities.


213
Table of Contents

The following tables summarize gains (losses) due to changes in fair value, including both realized and unrealized gains (losses), recorded in earnings for Level 3 assets and liabilities during the three and nine months ended September 30, 2015 and 2014. These amounts include gains (losses) on loans, LHFS, loan commitments and structured liabilities that are accounted for under the fair value option.

Level 3 – Total Realized and Unrealized Gains (Losses) Included in Earnings
 
Three Months Ended September 30, 2015
(Dollars in millions)
Trading
Account
Profits
(Losses)
 
Mortgage
Banking
Income
(Loss) (1)
 
Other
 
Total
Trading account assets:
 
 
 
 
 
 
 
Corporate securities, trading loans and other
$
(6
)
 
$
—

 
$
—

 
$
(6
)
Equity securities
(1
)
 
—

 
—

 
(1
)
Non-U.S. sovereign debt
12

 
—

 
—

 
12

Mortgage trading loans and ABS
(7
)
 
—

 
—

 
(7
)
Total trading account assets
(2
)
 
—

 
—

 
(2
)
Net derivative assets
837

 
184

 
21

 
1,042

Other debt securities carried at fair value – Non-agency residential MBS
—

 
—

 
(3
)
 
(3
)
Loans and leases (2)
1

 
—

 
16

 
17

Mortgage servicing rights
13

 
(376
)
 
—

 
(363
)
Loans held-for-sale (2)
(4
)
 
—

 
4

 
—

Other assets
—

 
(32
)
 
(10
)
 
(42
)
Short-term borrowings (2)
4

 
—

 
—

 
4

Long-term debt (2)
251

 
—

 
1

 
252

Total
$
1,100

 
$
(224
)
 
$
29

 
$
905

 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2014
Trading account assets:
 
 
 
 
 
 
 
Corporate securities, trading loans and other
$
50

 
$
—

 
$
—

 
$
50

Equity securities
2

 
—

 
—

 
2

Non-U.S. sovereign debt
(28
)
 
—

 
—

 
(28
)
Mortgage trading loans and ABS
21

 
—

 
—

 
21

Total trading account assets
45

 
—

 
—

 
45

Net derivative assets
72

 
169

 
20

 
261

AFS debt securities:
 
 
 
 
 
 
 
Non-agency residential MBS
—

 
—

 
(1
)
 
(1
)
Other taxable securities
—

 
—

 
1

 
1

Tax-exempt securities
—

 
—

 
5

 
5

Total AFS debt securities
—

 
—

 
5

 
5

Loans and leases (2)
—

 
—

 
12

 
12

Mortgage servicing rights
(9
)
 
(86
)
 
—

 
(95
)
Loans held-for-sale (2)
(2
)
 
—

 
(12
)
 
(14
)
Other assets
—

 
16

 
(1
)
 
15

Long-term debt (2)
96

 
—

 
27

 
123

Total
$
202

 
$
99

 
$
51

 
$
352

(1) 
Mortgage banking income (loss) does not reflect the impact of Level 1 and Level 2 hedges on MSRs.
(2) 
Amounts represent instruments that are accounted for under the fair value option.

214
Table of Contents

Level 3 – Total Realized and Unrealized Gains (Losses) Included in Earnings
 
Nine Months Ended September 30, 2015
(Dollars in millions)
Trading
Account
Profits
(Losses)
 
Mortgage
Banking
Income
(Loss) (1)
 
Other
 
Total
Trading account assets:
 
 
 
 
 
 
 
Corporate securities, trading loans and other
$
28

 
$
—

 
$
—

 
$
28

Equity securities
13

 
—

 
—

 
13

Non-U.S. sovereign debt
94

 
—

 
—

 
94

Mortgage trading loans and ABS
154

 
—

 
—

 
154

Total trading account assets
289

 
—

 
—

 
289

Net derivative assets
902

 
662

 
44

 
1,608

AFS debt securities – Non-agency residential MBS
—

 
—

 
(12
)
 
(12
)
Other debt securities carried at fair value – Non-agency residential MBS
—

 
—

 
(2
)
 
(2
)
Loans and leases (2)
(5
)
 
—

 
27

 
22

Mortgage servicing rights
2

 
8

 
—

 
10

Loans held-for-sale (2)
(58
)
 
—

 
10

 
(48
)
Other assets
—

 
(56
)
 
10

 
(46
)
Federal funds purchased and securities loaned or sold under agreements to repurchase (2)
(14
)
 
—

 
—

 
(14
)
Trading account liabilities – Corporate securities and other
3

 
—

 
—

 
3

Short-term borrowings (2)
9

 
—

 
—

 
9

Accrued expenses and other liabilities
—

 
—

 
1

 
1

Long-term debt (2)
350

 
—

 
(28
)
 
322

Total
$
1,478

 
$
614

 
$
50

 
$
2,142

 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2014
Trading account assets:
 
 
 
 
 
 
 
Corporate securities, trading loans and other
$
213

 
$
—

 
$
—

 
$
213

Equity securities
14

 
—

 
—

 
14

Non-U.S. sovereign debt
59

 
—

 
—

 
59

Mortgage trading loans and ABS
222

 
—

 
—

 
222

Total trading account assets
508

 
—

 
—

 
508

Net derivative assets
(523
)
 
567

 
54

 
98

AFS debt securities:
 
 
 
 
 
 
 
Non-agency residential MBS
—

 
—

 
(1
)
 
(1
)
Other taxable securities
—

 
—

 
9

 
9

Tax-exempt securities
—

 
—

 
8

 
8

Total AFS debt securities
—

 
—

 
16

 
16

Loans and leases (2)
—

 
—

 
71

 
71

Mortgage servicing rights
3

 
(637
)
 
—

 
(634
)
Loans held-for-sale (2)
(2
)
 
—

 
59

 
57

Other assets
—

 
(49
)
 
(22
)
 
(71
)
Trading account liabilities – Corporate securities and other
1

 
—

 
—

 
1

Accrued expenses and other liabilities
—

 
—

 
1

 
1

Long-term debt (2)
32

 
—

 
(28
)
 
4

Total
$
19

 
$
(119
)
 
$
151

 
$
51

(1) 
Mortgage banking income (loss) does not reflect the impact of Level 1 and Level 2 hedges on MSRs.
(2) 
Amounts represent instruments that are accounted for under the fair value option.


215
Table of Contents

The following tables summarize changes in unrealized gains (losses) recorded in earnings during the three and nine months ended September 30, 2015 and 2014 for Level 3 assets and liabilities that were still held at September 30, 2015 and 2014. These amounts include changes in fair value on loans, LHFS, loan commitments and structured liabilities that are accounted for under the fair value option.

Level 3 – Changes in Unrealized Gains (Losses) Relating to Assets and Liabilities Still Held at Reporting Date
 
Three Months Ended September 30, 2015
(Dollars in millions)
Trading
Account
Profits
(Losses)
 
Mortgage
Banking
Income
(Loss) (1)
 
Other
 
Total
Trading account assets:
 
 
 
 
 
 
 
Corporate securities, trading loans and other
$
(34
)
 
$
—

 
$
—

 
$
(34
)
Equity securities
(1
)
 
—

 
—

 
(1
)
Non-U.S. sovereign debt
12

 
—

 
—

 
12

Mortgage trading loans and ABS
(34
)
 
—

 
—

 
(34
)
Total trading account assets
(57
)
 
—

 
—

 
(57
)
Net derivative assets
735

 
58

 
21

 
814

Loans and leases (2)
1

 
—

 
26

 
27

Mortgage servicing rights
13

 
(413
)
 
—

 
(400
)
Other assets
—

 
(26
)
 
(12
)
 
(38
)
Trading account liabilities – Corporate securities and other
1

 
—

 
—

 
1

Short-term borrowings (2)
4

 
—

 
—

 
4

Long-term debt (2)
250

 
—

 
—

 
250

Total
$
947

 
$
(381
)
 
$
35

 
$
601

 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2014
Trading account assets:
 
 
 
 
 
 
 
Corporate securities, trading loans and other
$
14

 
$
—

 
$
—

 
$
14

Equity securities
12

 
—

 
—

 
12

Non-U.S. sovereign debt
(28
)
 
—

 
—

 
(28
)
Mortgage trading loans and ABS
(14
)
 
—

 
—

 
(14
)
Total trading account assets
(16
)
 
—

 
—

 
(16
)
Net derivative assets
36

 
59

 
20

 
115

Loans and leases (2)
—

 
—

 
10

 
10

Mortgage servicing rights
(9
)
 
(195
)
 
—

 
(204
)
Loans held-for-sale (2)
(2
)
 
—

 
1

 
(1
)
Other assets
—

 
22

 
1

 
23

Long-term debt (2)
96

 
—

 
27

 
123

Total
$
105

 
$
(114
)
 
$
59

 
$
50

(1) 
Mortgage banking income (loss) does not reflect the impact of Level 1 and Level 2 hedges on MSRs.
(2) 
Amounts represent instruments that are accounted for under the fair value option.

216
Table of Contents

Level 3 – Changes in Unrealized Gains (Losses) Relating to Assets and Liabilities Still Held at Reporting Date
 
Nine Months Ended September 30, 2015
(Dollars in millions)
Trading
Account
Profits
(Losses)
 
Mortgage
Banking
Income
(Loss) (1)
 
Other
 
Total
Trading account assets:
 
 
 
 
 
 
 
Corporate securities, trading loans and other
$
(102
)
 
$
—

 
$
—

 
$
(102
)
Equity securities
7

 
—

 
—

 
7

Non-U.S. sovereign debt
81

 
—

 
—

 
81

Mortgage trading loans and ABS
(28
)
 
—

 
—

 
(28
)
Total trading account assets
(42
)
 
—

 
—

 
(42
)
Net derivative assets
1,037

 
59

 
44

 
1,140

Loans and leases (2)
—

 
—

 
50

 
50

Mortgage servicing rights
2

 
(213
)
 
—

 
(211
)
Loans held-for-sale (2)
(1
)
 
—

 
(30
)
 
(31
)
Other assets
—

 
(38
)
 
(8
)
 
(46
)
Federal funds purchased and securities loaned or sold under agreements to repurchase (2)
(3
)
 
—

 
—

 
(3
)
Trading account liabilities – Corporate securities and other
1

 
—

 
—

 
1

Short-term borrowings (2)
4

 
—

 
—

 
4

Accrued expenses and other liabilities
—

 
—

 
1

 
1

Long-term debt (2)
308

 
—

 
1

 
309

Total
$
1,306

 
$
(192
)
 
$
58

 
$
1,172

 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2014
Trading account assets:
 
 
 
 
 
 
 
Corporate securities, trading loans and other
$
165

 
$
—

 
$
—

 
$
165

Equity securities
17

 
—

 
—

 
17

Non-U.S. sovereign debt
74

 
—

 
—

 
74

Mortgage trading loans and ABS
130

 
—

 
—

 
130

Total trading account assets
386

 
—

 
—

 
386

Net derivative assets
(464
)
 
61

 
54

 
(349
)
Loans and leases (2)
—

 
—

 
69

 
69

Mortgage servicing rights
3

 
(1,071
)
 
—

 
(1,068
)
Loans held-for-sale (2)
9

 
—

 
9

 
18

Other assets
—

 
(28
)
 
36

 
8

Trading account liabilities – Corporate securities and other
1

 
—

 
—

 
1

Long-term debt (2)
30

 
—

 
(36
)
 
(6
)
Total
$
(35
)
 
$
(1,038
)
 
$
132

 
$
(941
)
(1) 
Mortgage banking income (loss) does not reflect the impact of Level 1 and Level 2 hedges on MSRs.
(2) 
Amounts represent instruments that are accounted for under the fair value option.


217
Table of Contents

The following tables present information about significant unobservable inputs related to the Corporation's material categories of Level 3 financial assets and liabilities at September 30, 2015 and December 31, 2014.

Quantitative Information about Level 3 Fair Value Measurements at September 30, 2015
 
(Dollars in millions)
 
 
Inputs
Financial Instrument
Fair Value
Valuation
Technique
Significant Unobservable
Inputs
Ranges of
Inputs
Weighted Average
Loans and Securities (1)
 
 
 
 
 
Instruments backed by residential real estate assets
$
2,349

Discounted cash flow, Market comparables
Yield
0% to 25%
6
 %
Trading account assets – Mortgage trading loans and ABS
453

Prepayment speed
0% to 27% CPR
11
 %
Loans and leases
1,337

Default rate
0% to 10% CDR
4
 %
Loans held-for-sale
559

Loss severity
0% to 90%
41
 %
Commercial loans, debt securities and other
$
5,204

Discounted cash flow, Market comparables
Yield
0% to 29%
4
 %
Trading account assets – Corporate securities, trading loans and other
2,493

Prepayment speed
5% to 30%
16
 %
Trading account assets – Non-U.S. sovereign debt
384

Default rate
1% to 5%
4
 %
Trading account assets – Mortgage trading loans and ABS
1,552

Loss severity
25% to 50%
37
 %
AFS debt securities – Other taxable securities
128

Duration
0 to 5 years
3 years

Loans and leases
647

Price
$0 to $275
$69
Auction rate securities
$
1,428

Discounted cash flow, Market comparables
Price
$10 to $102
$94
Trading account assets – Corporate securities, trading loans and other
406

 
 
 
AFS debt securities – Other taxable securities
453

 
 
 
AFS debt securities – Tax-exempt securities
569

 
 
 
Structured liabilities
 
 
 
 
 
Long-term debt
$
(1,910
)
Industry standard derivative pricing (2, 3)
Equity correlation
24% to 98%
65
 %
 
 
Long-dated equity volatilities
4% to 103%
28
 %
Net derivative assets
 
 
 
 
 
Credit derivatives
$
453

Discounted cash flow, Stochastic recovery correlation model
Yield
0% to 26%
17
 %
 
 
Upfront points
0 to 101 points
75

 
 
Credit spreads
0 bps to 530 bps
127 bps

 
 
Credit correlation
30% to 99%
40
 %
 
 
Prepayment speed
10% to 20% CPR
19
 %
 
 
Default rate
1% to 4% CDR
3
 %
 
 
Loss severity
20% to 35%
35
 %
Equity derivatives
$
(831
)
Industry standard derivative pricing (2)
Equity correlation
24% to 98%
65
%
 
 
Long-dated equity volatilities
4% to 103%
28
%
Commodity derivatives
$
161

Discounted cash flow, Industry standard derivative pricing (2)
Natural gas forward price
$2/MMBtu to $7/MMBtu
$4/MMBtu

 
 
Propane forward price
$0.4/Gallon to $0.6/Gallon
$0.5/Gallon

 
 
Correlation
66% to 93%
86
 %
 
 
Volatilities
18% to 78%
34
 %
Interest rate derivatives
$
614

Industry standard derivative pricing (3)
Correlation (IR/IR)
22% to 99%
47
 %
 
 
Correlation (FX/IR)
-25% to 40%
-7
 %
 
 
Long-dated inflation rates
0% to 7%
2
 %
 
 
Long-dated inflation volatilities
0% to 2%
1
 %
Total net derivative assets
$
397

 
 
 
 
(1) 
The categories are aggregated based upon product type which differs from financial statement classification. The following is a reconciliation to the line items in the table on page 209: Trading account assets – Corporate securities, trading loans and other of $2.9 billion, Trading account assets – Non-U.S. sovereign debt of $384 million, Trading account assets – Mortgage trading loans and ABS of $2.0 billion, AFS debt securities – Other taxable securities of $581 million, AFS debt securities – Tax-exempt securities of $569 million, Loans and leases of $2.0 billion and LHFS of $559 million.
(2) 
Includes models such as Monte Carlo simulation and Black-Scholes.
(3) 
Includes models such as Monte Carlo simulation, Black-Scholes and other methods that model the joint dynamics of interest, inflation and foreign exchange rates.
CPR = Constant Prepayment Rate
CDR = Constant Default Rate
MMBtu = Million British thermal units
IR = Interest Rate
FX = Foreign Exchange
n/a = not applicable



218
Table of Contents

Quantitative Information about Level 3 Fair Value Measurements at December 31, 2014
 
(Dollars in millions)
 
 
Inputs
Financial Instrument
Fair Value
Valuation
Technique
Significant Unobservable
Inputs
Ranges of
Inputs
Weighted Average
Loans and Securities (1)
 
 
 
 
 
Instruments backed by residential real estate assets
$
2,030

Discounted cash flow, Market comparables
Yield
0% to 25%

6
 %
Trading account assets – Mortgage trading loans and ABS
483

Prepayment speed
0% to 35% CPR

14
 %
Loans and leases
1,374

Default rate
2% to 15% CDR

7
 %
Loans held-for-sale
173

Loss severity
26% to 100%

34
 %
Commercial loans, debt securities and other
$
7,203

Discounted cash flow, Market comparables
Yield
0% to 40%

9
 %
Trading account assets – Corporate securities, trading loans and other
3,224

Enterprise value/EBITDA multiple
0x to 30x

6x

Trading account assets – Non-U.S. sovereign debt
574

Prepayment speed
1% to 30%

12
 %
Trading account assets – Mortgage trading loans and ABS
1,580

Default rate
1% to 5%

4
 %
AFS debt securities – Other taxable securities
1,216

Loss severity
25% to 40%

38
 %
Loans and leases
609

Duration
0 to 5 years

3 years

 
 
Price
$0 to $107

$76
Auction rate securities
$
1,096

Discounted cash flow, Market comparables
Price
$60 to $100

$95
Trading account assets – Corporate securities, trading loans and other
46

 
 
 
AFS debt securities – Other taxable securities
451

 
 
 
AFS debt securities – Tax-exempt securities
599

 
 
 
Structured liabilities
 
 
 
 
 
Long-term debt 
$
(2,362
)
Industry standard derivative pricing (2, 3)
Equity correlation
20% to 98%

65
 %
 
 
Long-dated equity volatilities
6% to 69%

24
 %
 
 
Long-dated volatilities (IR)
0% to 2%

1
 %
Net derivative assets
 
 
 
 
 
Credit derivatives
$
22

Discounted cash flow, Stochastic recovery correlation model
Yield
0% to 25%

14
 %
 
 
Upfront points
0 to 100 points

65 points

 
 
Spread to index
25 bps to 450 bps

119 bps

 
 
Credit correlation
24% to 99%

51
 %
 
 
Prepayment speed
3% to 20% CPR

11
 %
 
 
Default rate
4% CDR

n/a

 
 
Loss severity
35
%
n/a

Equity derivatives
$
(1,560
)
Industry standard derivative pricing (2)
Equity correlation
20% to 98%

65
 %
 
 
Long-dated equity volatilities
6% to 69%

24
 %
Commodity derivatives
$
141

Discounted cash flow, Industry standard derivative pricing (2)
Natural gas forward price
$2/MMBtu to $7/MMBtu

$5/MMBtu

 
 
Correlation
82% to 93%

90
 %
 
 
Volatilities
16% to 98%

35
 %
Interest rate derivatives
$
477

Industry standard derivative pricing (3)
Correlation (IR/IR)
11% to 99%

55
 %
 
 
Correlation (FX/IR)
-48% to 40%

-5
 %
 
 
Long-dated inflation rates
0% to 3%

1
 %
 
 
Long-dated inflation volatilities
0% to 2%

1
 %
Total net derivative assets
$
(920
)
 
 
 
 
(1)
The categories are aggregated based upon product type which differs from financial statement classification. The following is a reconciliation to the line items in the table on page 210: Trading account assets – Corporate securities, trading loans and other of $3.3 billion, Trading account assets – Non-U.S. sovereign debt of $574 million, Trading account assets – Mortgage trading loans and ABS of $2.1 billion, AFS debt securities – Other taxable securities of $1.7 billion, AFS debt securities – Tax-exempt securities of $599 million, Loans and leases of $2.0 billion and LHFS of $173 million.
(2) 
Includes models such as Monte Carlo simulation and Black-Scholes.
(3) 
Includes models such as Monte Carlo simulation, Black-Scholes and other methods that model the joint dynamics of interest, inflation and foreign exchange rates.
CPR = Constant Prepayment Rate
CDR = Constant Default Rate
EBITDA = Earnings before interest, taxes, depreciation and amortization
MMBtu = Million British thermal units
IR = Interest Rate
FX = Foreign Exchange
n/a = not applicable



219
Table of Contents

In the tables above, instruments backed by residential real estate assets include RMBS, whole loans and mortgage CDOs. Commercial loans, debt securities and other include corporate CLOs and CDOs, commercial loans and bonds, and securities backed by non-real estate assets. Structured liabilities primarily include equity-linked notes that are accounted for under the fair value option.

In addition to the instruments in the tables above, the Corporation held instruments consisting primarily of certain direct private equity investments and private equity funds that were classified as Level 3 and reported within other assets. Valuations of direct private equity investments are based on the most recent company financial information. Inputs generally include market and acquisition comparables, entry level multiples, as well as other variables. The Corporation selects a valuation methodology (e.g., market comparables) for each investment and, in certain instances, multiple inputs are weighted to derive the most representative value. Discounts are applied as appropriate to consider the lack of liquidity and marketability versus publicly-traded companies. For private equity funds, fair value is determined using the net asset value as provided by the individual fund's general partner.

The Corporation uses multiple market approaches in valuing certain of its Level 3 financial instruments. For example, market comparables and discounted cash flows are used together. For a given product, such as corporate debt securities, market comparables may be used to estimate some of the unobservable inputs and then these inputs are incorporated into a discounted cash flow model. Therefore, the balances disclosed encompass both of these techniques.

The level of aggregation and diversity within the products disclosed in the tables result in certain ranges of inputs being wide and unevenly distributed across asset and liability categories. At September 30, 2015 and December 31, 2014, weighted averages are disclosed for all loans, securities, structured liabilities and net derivative assets.

For more information on the inputs and techniques used in the valuation of MSRs, see Note 17 – Mortgage Servicing Rights.

Sensitivity of Fair Value Measurements to Changes in Unobservable Inputs

Loans and Securities

For instruments backed by residential real estate assets and commercial loans, debt securities and other, a significant increase in market yields, default rates, loss severities or duration would result in a significantly lower fair value for long positions. Short positions would be impacted in a directionally opposite way. The impact of changes in prepayment speeds would have differing impacts depending on the seniority of the instrument and, in the case of CLOs, whether prepayments can be reinvested.

For auction rate securities, a significant increase in price would result in a significantly higher fair value.

Structured Liabilities and Derivatives

For credit derivatives, a significant increase in market yield, including spreads to indices, upfront points (i.e., a single upfront payment made by a protection buyer at inception), credit spreads, default rates or loss severities would result in a significantly lower fair value for protection sellers and higher fair value for protection buyers. The impact of changes in prepayment speeds would have differing impacts depending on the seniority of the instrument and, in the case of CLOs, whether prepayments can be reinvested.

Structured credit derivatives, which include tranched portfolio CDS and derivatives with derivative product company (DPC) and monoline counterparties, are impacted by credit correlation, including default and wrong-way correlation. Default correlation is a parameter that describes the degree of dependence among credit default rates within a credit portfolio that underlies a credit derivative instrument. The sensitivity of this input on the fair value varies depending on the level of subordination of the tranche. For senior tranches that are net purchases of protection, a significant increase in default correlation would result in a significantly higher fair value. Net short protection positions would be impacted in a directionally opposite way. Wrong-way correlation is a parameter that describes the probability that as exposure to a counterparty increases, the credit quality of the counterparty decreases. A significantly higher degree of wrong-way correlation between a DPC counterparty and underlying derivative exposure would result in a significantly lower fair value.

For equity derivatives, commodity derivatives, interest rate derivatives and structured liabilities, a significant change in long-dated rates, volatilities and correlation inputs (e.g., the degree of correlation between an equity security and an index, between two different commodities, between two different interest rates, or between interest rates and foreign exchange rates) would result in a significant impact to the fair value; however, the magnitude and direction of the impact depends on whether the Corporation is long or short the exposure.


220
Table of Contents

Nonrecurring Fair Value

The Corporation holds certain assets that are measured at fair value, but only in certain situations (e.g., impairment) and these measurements are referred to herein as nonrecurring. The amounts below represent assets still held as of the reporting date for which a nonrecurring fair value adjustment was recorded during the three and nine months ended September 30, 2015 and 2014.

Assets Measured at Fair Value on a Nonrecurring Basis
 
 
 
September 30, 2015
 
Three Months Ended September 30, 2015
 
Nine Months Ended September 30, 2015
(Dollars in millions)
Level 2
 
Level 3
 
Gains (Losses)
Assets
 
 
 
 
 
 
 
Loans held-for-sale
$
10

 
$
34

 
$
—

 
$
(7
)
Loans and leases (1)
23

 
2,363

 
(225
)
 
(798
)
Foreclosed properties (2, 3)
—

 
149

 
(36
)
 
(58
)
Other assets
39

 
—

 
(4
)
 
(8
)
 
 
 
 
 
 
 
 
 
September 30, 2014
 
Three Months Ended September 30, 2014
 
Nine Months Ended September 30, 2014
Assets
 
 
 
 
 
 
 
Loans held-for-sale
$
197

 
$
32

 
$
(17
)
 
$
(6
)
Loans and leases (1)
9

 
4,298

 
(286
)
 
(671
)
Foreclosed properties (2, 3)
—

 
210

 
(21
)
 
(34
)
Other assets
24

 
—

 
(1
)
 
(2
)
(1) 
Includes $72 million and $146 million of losses on loans that were written down to a collateral value of zero during the three and nine months ended September 30, 2015 compared to losses of $71 million and $233 million for the same periods in 2014.
(2) 
Amounts are included in other assets on the Consolidated Balance Sheet and represent the carrying value of foreclosed properties that were written down subsequent to their initial classification as foreclosed properties. Losses on foreclosed properties include losses taken during the first 90 days after transfer of a loan to foreclosed properties.
(3) 
Excludes $1.3 billion and $1.1 billion of properties acquired upon foreclosure of certain government-guaranteed loans (principally FHA-insured loans) as of September 30, 2015 and 2014.

The table below presents information about significant unobservable inputs related to the Corporation's nonrecurring Level 3 financial assets and liabilities at September 30, 2015 and December 31, 2014.

Quantitative Information about Nonrecurring Level 3 Fair Value Measurements
 
 
September 30, 2015
(Dollars in millions)
 
 
Inputs
Financial Instrument
Fair Value
Valuation
Technique
Significant Unobservable
Inputs
Ranges of
Inputs
Weighted Average
Instruments backed by residential real estate assets
$
2,363

Market comparables
OREO discount
14% to 26%
18
%
Loans and leases
2,363

Cost to sell
6% to 29%
7
%
 
December 31, 2014
Instruments backed by residential real estate assets
$
4,636

Market comparables
OREO discount
0% to 28%
8
%
Loans and leases
4,636

Cost to sell
7% to 14%
8
%

Instruments backed by residential real estate assets represent residential mortgages where the loan has been written down to the fair value of the underlying collateral. In addition to the instruments disclosed in the table above, the Corporation holds foreclosed residential properties where the fair value is based on unadjusted third-party appraisals or broker price opinions. Appraisals are generally conducted every 90 days. Factors considered in determining the fair value include geographic sales trends, the value of comparable surrounding properties as well as the condition of the property.

221
Table of Contents

NOTE 15 – Fair Value Option

The Corporation elects to account for certain financial instruments under the fair value option. For more information on the primary financial instruments for which the fair value option elections have been made, see Note 21 – Fair Value Option to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

The table below provides information about the fair value carrying amount and the contractual principal outstanding of assets and liabilities accounted for under the fair value option at September 30, 2015 and December 31, 2014.

Fair Value Option Elections
 
September 30, 2015
 
December 31, 2014
(Dollars in millions)
Fair Value
Carrying
Amount
 
Contractual
Principal
Outstanding
 
Fair Value
Carrying
Amount
Less Unpaid
Principal
 
Fair Value
Carrying
Amount
 
Contractual
Principal
Outstanding
 
Fair Value
Carrying
Amount
Less Unpaid
Principal
Federal funds sold and securities borrowed or purchased under agreements to resell
$
62,806

 
$
62,558

 
$
248

 
$
62,182

 
$
61,902

 
$
280

Loans reported as trading account assets (1)
4,616

 
8,402

 
(3,786
)
 
4,607

 
8,487

 
(3,880
)
Trading inventory – other
7,312

 
n/a

 
n/a

 
6,865

 
n/a

 
n/a

Consumer and commercial loans
7,178

 
7,439

 
(261
)
 
8,681

 
8,925

 
(244
)
Loans held-for-sale
4,688

 
5,702

 
(1,014
)
 
6,801

 
8,072

 
(1,271
)
Other assets
269

 
270

 
(1
)
 
253

 
270

 
(17
)
Long-term deposits
1,163

 
1,051

 
112

 
1,469

 
1,361

 
108

Federal funds purchased and securities loaned or sold under agreements to repurchase
38,914

 
39,053

 
(139
)
 
35,357

 
35,332

 
25

Unfunded loan commitments
594

 
n/a

 
n/a

 
405

 
n/a

 
n/a

Short-term borrowings
1,869

 
1,869

 
—

 
2,697

 
2,697

 
—

Long-term debt (2)
29,185

 
29,961

 
(776
)
 
36,404

 
35,815

 
589

(1) 
A significant portion of the loans reported as trading account assets are distressed loans which trade and were purchased at a deep discount to par, and the remainder are loans with a fair value near contractual principal outstanding.
(2) 
Includes structured liabilities with a fair value of $28.4 billion and contractual principal outstanding of $29.1 billion at September 30, 2015 compared to $35.3 billion and $34.6 billion at December 31, 2014.
n/a = not applicable


222
Table of Contents

The following tables provide information about where changes in the fair value of assets and liabilities accounted for under the fair value option are included in the Consolidated Statement of Income for the three and nine months ended September 30, 2015 and 2014.

Gains (Losses) Relating to Assets and Liabilities Accounted for Under the Fair Value Option
 
Three Months Ended September 30, 2015
(Dollars in millions)
Trading
Account
Profits
(Losses)
 
Mortgage
Banking
Income
(Loss)
 
Other
Income
(Loss)
 
Total
Federal funds sold and securities borrowed or purchased under agreements to resell
$
7

 
$
—

 
$
—

 
$
7

Loans reported as trading account assets
(30
)
 
—

 
—

 
(30
)
Trading inventory – other (1)
273

 
—

 
—

 
273

Consumer and commercial loans
11

 
—

 
(129
)
 
(118
)
Loans held-for-sale (2)
(4
)
 
155

 
11

 
162

Other assets
—

 
—

 
(3
)
 
(3
)
Long-term deposits
(4
)
 
—

 
(16
)
 
(20
)
Federal funds purchased and securities loaned or sold under agreements to repurchase
(23
)
 
—

 
—

 
(23
)
Unfunded loan commitments
—

 
—

 
(201
)
 
(201
)
Short-term borrowings
1

 
—

 
—

 
1

Long-term debt (3)
1,297

 
—

 
247

 
1,544

Total
$
1,528

 
$
155

 
$
(91
)
 
$
1,592

 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2014
Federal funds sold and securities borrowed or purchased under agreements to resell
$
(44
)
 
$
—

 
$
—

 
$
(44
)
Loans reported as trading account assets
(89
)
 
—

 
—

 
(89
)
Trading inventory – other (1)
82

 
—

 
—

 
82

Consumer and commercial loans
(62
)
 
—

 
5

 
(57
)
Loans held-for-sale (2)
(32
)
 
119

 
(16
)
 
71

Long-term deposits
13

 
—

 
3

 
16

Federal funds purchased and securities loaned or sold under agreements to repurchase
4

 
—

 
—

 
4

Unfunded loan commitments
—

 
—

 
6

 
6

Short-term borrowings
(2
)
 
—

 
—

 
(2
)
Long-term debt (3)
725

 
—

 
137

 
862

Total
$
595

 
$
119

 
$
135

 
$
849

(1) 
The gains (losses) in trading account profits are primarily offset by gains (losses) on trading liabilities that hedge these assets.
(2) 
Includes the value of interest rate lock commitments on funded loans, including those sold during the period.
(3) 
The majority of the net gains (losses) in trading account profits relate to the embedded derivative in structured liabilities and are offset by gains (losses) on derivatives and securities that hedge these liabilities. The net gains (losses) in other income (loss) relate to the impact on structured liabilities of changes in the Corporation's credit spreads.

223
Table of Contents

Gains (Losses) Relating to Assets and Liabilities Accounted for Under the Fair Value Option
 
Nine Months Ended September 30, 2015
(Dollars in millions)
Trading
Account
Profits
(Losses)
 
Mortgage
Banking
Income
(Loss)
 
Other
Income
(Loss)
 
Total
Federal funds sold and securities borrowed or purchased under agreements to resell
$
(81
)
 
$
—

 
$
—

 
$
(81
)
Loans reported as trading account assets
(98
)
 
—

 
—

 
(98
)
Trading inventory – other (1)
447

 
—

 
—

 
447

Consumer and commercial loans
40

 
—

 
(196
)
 
(156
)
Loans held-for-sale (2)
(25
)
 
567

 
99

 
641

Other assets
—

 
—

 
4

 
4

Long-term deposits
(4
)
 
—

 
5

 
1

Federal funds purchased and securities loaned or sold under agreements to repurchase
25

 
—

 
—

 
25

Unfunded loan commitments
—

 
—

 
(146
)
 
(146
)
Long-term debt (3)
1,887

 
—

 
418

 
2,305

Total
$
2,191

 
$
567

 
$
184

 
$
2,942

 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2014
Federal funds sold and securities borrowed or purchased under agreements to resell
$
(77
)
 
$
—

 
$
—

 
$
(77
)
Loans reported as trading account assets
(41
)
 
—

 
—

 
(41
)
Trading inventory – other (1)
(208
)
 
—

 
—

 
(208
)
Consumer and commercial loans
(44
)
 
—

 
110

 
66

Loans held-for-sale (2)
(36
)
 
555

 
54

 
573

Long-term deposits
24

 
—

 
(9
)
 
15

Federal funds purchased and securities loaned or sold under agreements to repurchase
2

 
—

 
—

 
2

Unfunded loan commitments
—

 
—

 
20

 
20

Short-term borrowings
52

 
—

 
—

 
52

Long-term debt (3)
98

 
—

 
402

 
500

Total
$
(230
)
 
$
555

 
$
577

 
$
902

(1) 
The gains (losses) in trading account profits are primarily offset by gains (losses) on trading liabilities that hedge these assets.
(2) 
Includes the value of interest rate lock commitments on funded loans, including those sold during the period.
(3) 
The majority of the net gains (losses) in trading account profits relate to the embedded derivative in structured liabilities and are offset by gains (losses) on derivatives and securities that hedge these liabilities. The net gains (losses) in other income (loss) relate to the impact on structured liabilities of changes in the Corporation's credit spreads.

Gains (Losses) Related to Borrower-specific Credit Risk for Assets and Liabilities Accounted for Under the Fair Value Option
(Dollars in millions)
Three Months Ended September 30, 2015
 
Nine Months Ended September 30, 2015
Loans reported as trading account assets
$
14

 
$
44

Consumer and commercial loans
(88
)
 
(100
)
Loans held-for-sale
8

 
58

 
 
 
 
 
Three Months Ended September 30, 2014
 
Nine Months Ended September 30, 2014
Loans reported as trading account assets
$
30

 
$
31

Consumer and commercial loans
1

 
80

Loans held-for-sale
(3
)
 
46




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NOTE 16 – Fair Value of Financial Instruments

Financial instruments are classified within the fair value hierarchy using the methodologies described in Note 14 – Fair Value Measurements. The following disclosures include financial instruments where only a portion of the ending balance at September 30, 2015 and December 31, 2014 was carried at fair value on the Consolidated Balance Sheet. For more information on these financial instruments and their valuation methodologies, see Note 20 – Fair Value Measurements and Note 22 – Fair Value of Financial Instruments to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Fair Value of Financial Instruments

The carrying values and fair values by fair value hierarchy of certain financial instruments where only a portion of the ending balance was carried at fair value at September 30, 2015 and December 31, 2014 are presented in the table below.

Fair Value of Financial Instruments
 
September 30, 2015
 
December 31, 2014
 
 
 
Fair Value
 
 
 
Fair Value
(Dollars in millions)
Carrying
Value
 
Level 2
 
Level 3
 
Total
 
Carrying
Value
 
Level 2
 
Level 3
 
Total
Financial assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loans
$
849,512

 
$
69,998

 
$
794,716

 
$
864,714

 
$
842,259

 
$
87,174

 
$
776,370

 
$
863,544

Loans held-for-sale
8,842

 
8,007

 
835

 
8,842

 
12,836

 
12,236

 
618

 
12,854

Financial liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deposits
$
1,162,009

 
$
1,162,465

 
$
—

 
$
1,162,465

 
$
1,118,936

 
$
1,119,427

 
$
—

 
$
1,119,427

Long-term debt
237,288

 
240,356

 
1,910

 
242,266

 
243,139

 
249,692

 
2,362

 
252,054


Commercial Unfunded Lending Commitments

Fair values were generally determined using a discounted cash flow valuation approach which is applied using market-based CDS or internally developed benchmark credit curves. The Corporation accounts for certain loan commitments under the fair value option.

The carrying values and fair values of the Corporation's commercial unfunded lending commitments were $1.3 billion and $5.0 billion at September 30, 2015, and $932 million and $3.8 billion at December 31, 2014. Commercial unfunded lending commitments are primarily classified as Level 3. The carrying value of these commitments is classified in accrued expenses and other liabilities.

The Corporation does not estimate the fair values of consumer unfunded lending commitments because, in many instances, the Corporation can reduce or cancel these commitments by providing notice to the borrower. For more information on commitments, see Note 10 – Commitments and Contingencies.


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NOTE 17 – Mortgage Servicing Rights

The Corporation accounts for consumer MSRs at fair value with changes in fair value recorded in mortgage banking income in the Consolidated Statement of Income. The Corporation manages the risk in these MSRs with derivatives such as options and interest rate swaps, which are not designated as accounting hedges, as well as securities including MBS and U.S. Treasury securities. The securities used to manage the risk in the MSRs are classified in other assets with changes in the fair value of the securities and the related interest income recorded in mortgage banking income.

The table below presents activity for residential mortgage and home equity MSRs for the three and nine months ended September 30, 2015 and 2014.

Rollforward of Mortgage Servicing Rights
 
 
 
 
 
 
 
 
Three Months Ended
September 30
 
Nine Months Ended
September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Balance, beginning of period
$
3,521

 
$
4,368

 
$
3,530

 
$
5,042

Additions
185

 
203

 
568

 
581

Sales
(87
)
 
(1
)
 
(399
)
 
(47
)
Amortization of expected cash flows (1)
(213
)
 
(232
)
 
(666
)
 
(699
)
Impact of changes in interest rates and other market factors (2)
(365
)
 
(10
)
 
(73
)
 
(637
)
Model and other cash flow assumption changes: (3)
 
 
 
 
 
 
 
Projected cash flows, including changes in costs to service loans
11

 
(82
)
 
97

 
(36
)
Impact of changes in the Home Price Index
6

 
5

 
(4
)
 
(2
)
Impact of changes to the prepayment model
(19
)
 
(18
)
 
(10
)
 
142

Other model changes (4)
4

 
10

 
—

 
(101
)
Balance, September 30 (5)
$
3,043

 
$
4,243

 
$
3,043

 
$
4,243

Mortgage loans serviced for investors (in billions)
$
408

 
$
507

 
$
408

 
$
507

(1) 
Represents the net change in fair value of the MSR asset due to the recognition of modeled cash flows.
(2) 
These amounts reflect the changes in modeled MSR fair value primarily due to observed changes in interest rates, volatility, spreads and the shape of the forward swap curve and periodic adjustments to valuation based on third-party price discovery.
(3) 
These amounts reflect periodic adjustments to the valuation model to reflect changes in the modeled relationship between inputs and their impact on projected cash flows as well as changes in certain cash flow assumptions such as cost to service and ancillary income per loan.
(4) 
These amounts include the impact of periodic recalibrations of the model to reflect changes in the relationship between market interest rate spreads and projected cash flows.
(5) 
At September 30, 2015, includes $2.7 billion of U.S. and $344 million of non-U.S. consumer MSR balances compared to $4.0 billion and $256 million at September 30, 2014.

The Corporation primarily uses an option-adjusted spread (OAS) valuation approach which factors in prepayment risk to determine the fair value of MSRs. This approach consists of projecting servicing cash flows under multiple interest rate scenarios and discounting these cash flows using risk-adjusted discount rates. In addition to updating the valuation model for interest, discount and prepayment rates, periodic adjustments are made to recalibrate the valuation model for factors used to project cash flows. The changes to the factors capture the effect of variances related to actual versus estimated servicing proceeds.


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Significant economic assumptions in estimating the fair value of MSRs at September 30, 2015 and December 31, 2014 are presented below. The change in fair value as a result of changes in OAS rates is included within "Model and other cash flow assumption changes" in the Rollforward of Mortgage Servicing Rights table. The weighted-average life is not an input in the valuation model but is a product of both changes in market rates of interest and changes in model and other cash flow assumptions. The weighted-average life represents the average period of time that the MSRs' cash flows are expected to be received. Absent other changes, an increase (decrease) to the weighted-average life would generally result in an increase (decrease) in the fair value of the MSRs.

Significant Economic Assumptions
 
September 30, 2015
 
December 31, 2014
 
Fixed
 
Adjustable
 
Fixed
 
Adjustable
Weighted-average OAS
4.63
%
 
7.73
%
 
4.52
%
 
7.61
%
Weighted-average life, in years
4.37

 
3.19

 
4.53

 
2.95


The table below presents the sensitivity of the weighted-average lives and fair value of MSRs to changes in modeled assumptions. These sensitivities are hypothetical and should be used with caution. As the amounts indicate, changes in fair value based on variations in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, the effect of a variation in a particular assumption on the fair value of MSRs that continue to be held by the Corporation is calculated without changing any other assumption. In reality, changes in one factor may result in changes in another, which might magnify or counteract the sensitivities. The below sensitivities do not reflect any hedge strategies that may be undertaken to mitigate such risk.

Sensitivity Impacts
 
September 30, 2015
 
Change in Weighted-average Lives
 
 
(Dollars in millions)
Fixed
 
Adjustable
 
Change in
Fair Value
Prepayment rates
 
 
 
 
 
 
 
 
 
Impact of 10% decrease
0.23

 
years
 
0.19

 
years
 
$
194

Impact of 20% decrease
0.49

 
 
 
0.41

 
 
 
414

 
 
 
 
 
 
 
 
 
 
Impact of 10% increase
(0.20
)
 
 
 
(0.17
)
 
 
 
(173
)
Impact of 20% increase
(0.38
)
 
 
 
(0.32
)
 
 
 
(328
)
OAS level
 
 
 
 
 
 
 
 
 
Impact of 100 bps decrease
 
 
 
 
 
 
 
 
$
128

Impact of 200 bps decrease
 
 
 
 
 
 
 
 
266

 
 
 
 
 
 
 
 
 
 
Impact of 100 bps increase
 
 
 
 
 
 
 
 
(118
)
Impact of 200 bps increase
 
 
 
 
 
 
 
 
(227
)


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Table of Contents

NOTE 18 – Business Segment Information

Effective January 1, 2015, to align the segments with how the Corporation manages the businesses in 2015, it changed its basis of presentation, and following such change, reports its results of operations through the following five business segments: Consumer Banking, Global Wealth & Investment Management (GWIM), Global Banking, Global Markets and Legacy Assets & Servicing (LAS), with the remaining operations recorded in All Other. The Home Loans business, which was included in the former Consumer Real Estate Services (CRES) segment, is now included in Consumer Banking, and LAS (also in the former CRES segment) became a separate segment. A portion of the Business Banking business, based on the size of the client, was moved from the former Consumer & Business Banking (CBB) segment to Global Banking, and the former CBB segment was renamed Consumer Banking. Also, the merchant services joint venture moved from the former CBB segment to All Other. In addition, certain management accounting methodologies, including the treatment of intersegment assets and liabilities, and related allocations were refined. Prior periods have been reclassified to conform to the current period presentation.

Consumer Banking

Consumer Banking offers a diversified range of credit, banking and investment products and services to consumers and small businesses. Consumer Banking product offerings include traditional savings accounts, money market savings accounts, CDs and IRAs, noninterest- and interest-bearing checking accounts, investment accounts and products, as well as credit and debit cards, residential mortgages and home equity loans, and direct and indirect loans to consumers and small businesses in the U.S. Customers and clients have access to a franchise network that stretches coast to coast through 33 states and the District of Columbia. The franchise network includes approximately 4,700 financial centers, 16,100 ATMs, nationwide call centers, and online and mobile platforms.

Global Wealth & Investment Management

GWIM provides a high-touch client experience through a network of financial advisors focused on clients with over $250,000 in total investable assets, including tailored solutions to meet clients' needs through a full set of investment management, brokerage, banking and retirement products. GWIM also provides comprehensive wealth management solutions targeted to high net worth and ultra high net worth clients, as well as customized solutions to meet clients' wealth structuring, investment management, trust and banking needs, including specialty asset management services.

Global Banking

Global Banking provides a wide range of lending-related products and services, integrated working capital management and treasury solutions to clients, and underwriting and advisory services through the Corporation's network of offices and client relationship teams. Global Banking's lending products and services include commercial loans, leases, commitment facilities, trade finance, real estate lending and asset-based lending. Global Banking's treasury solutions business includes treasury management, foreign exchange and short-term investing options. Global Banking also provides investment banking products to clients such as debt and equity underwriting and distribution, and merger-related and other advisory services. The economics of most investment banking and underwriting activities are shared primarily between Global Banking and Global Markets based on the activities performed by each segment. Global Banking clients generally include middle-market companies, commercial real estate firms, auto dealerships, not-for-profit companies, large global corporations, financial institutions, leasing clients, and mid-sized U.S.-based businesses requiring customized and integrated financial advice and solutions.

Global Markets

Global Markets offers sales and trading services, including research, to institutional clients across fixed-income, credit, currency, commodity and equity businesses. Global Markets product coverage includes securities and derivative products in both the primary and secondary markets. Global Markets provides market-making, financing, securities clearing, settlement and custody services globally to institutional investor clients in support of their investing and trading activities. Global Markets also works with commercial and corporate clients to provide risk management products using interest rate, equity, credit, currency and commodity derivatives, foreign exchange, fixed-income and mortgage-related products. As a result of market-making activities in these products, Global Markets may be required to manage risk in a broad range of financial products including government securities, equity and equity-linked securities, high-grade and high-yield corporate debt securities, syndicated loans, MBS, commodities and ABS. In addition, the economics of most investment banking and underwriting activities are shared primarily between Global Markets and Global Banking based on the activities performed by each segment.


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Table of Contents

Legacy Assets & Servicing

LAS is responsible for mortgage servicing activities related to residential first mortgage and home equity loans serviced for others and loans held by the Corporation, including loans that have been designated as the LAS Portfolios, and manages certain legacy exposures related to mortgage origination, sales and servicing activities (e.g., litigation, representations and warranties). LAS also includes the results of MSR activities, including net hedge results. Home equity loans are held on the balance sheet of LAS, and residential mortgage loans are included as part of All Other. The financial results of the on-balance sheet loans are reported in the segment that owns the loans or in All Other.

All Other

All Other consists of ALM activities, equity investments, the international consumer card business, liquidating businesses, residual expense allocations and other. ALM activities encompass residential mortgages, debt securities, interest rate and foreign currency risk management activities including the residual net interest income allocation, the impact of certain allocation methodologies and accounting hedge ineffectiveness. The results of certain ALM activities are allocated to the business segments. Additionally, certain residential mortgage loans that are managed by LAS are held in All Other.

Basis of Presentation

The management accounting and reporting process derives segment and business results by utilizing allocation methodologies for revenue and expense. The net income derived for the businesses is dependent upon revenue and cost allocations using an activity-based costing model, funds transfer pricing, and other methodologies and assumptions management believes are appropriate to reflect the results of the business.

Total revenue, net of interest expense, includes net interest income on an FTE basis and noninterest income. The adjustment of net interest income to an FTE basis results in a corresponding increase in income tax expense. The segment results also reflect certain revenue and expense methodologies that are utilized to determine net income. The net interest income of the businesses includes the results of a funds transfer pricing process that matches assets and liabilities with similar interest rate sensitivity and maturity characteristics. In segments where the total of liabilities and equity exceeds assets, which are generally deposit-taking segments, the Corporation allocates assets to match liabilities. Net interest income of the business segments also includes an allocation of net interest income generated by certain of the Corporation's ALM activities. Further, net interest income on an FTE basis includes market-related adjustments, which are adjustments to net interest income to reflect the impact of changes in long-term interest rates on the estimated lives of mortgage-related debt securities thereby impacting premium amortization. Also included in market-related adjustments is hedge ineffectiveness that impacts net interest income.

In addition, the business segments are impacted by the migration of customers and clients and their deposit, loan and brokerage balances between client-managed businesses. Subsequent to the date of migration, the associated net interest income, noninterest income and noninterest expense are recorded in the business to which the customers or clients migrated.

The Corporation's ALM activities include an overall interest rate risk management strategy that incorporates the use of various derivatives and cash instruments to manage fluctuations in earnings and capital that are caused by interest rate volatility. The Corporation's goal is to manage interest rate sensitivity so that movements in interest rates do not significantly adversely affect earnings and capital. The results of a majority of the Corporation's ALM activities are allocated to the business segments and fluctuate based on the performance of the ALM activities. ALM activities include external product pricing decisions including deposit pricing strategies, the effects of the Corporation's internal funds transfer pricing process and the net effects of other ALM activities.

Certain expenses not directly attributable to a specific business segment are allocated to the segments. The most significant of these expenses include data and item processing costs and certain centralized or shared functions. Data processing costs are allocated to the segments based on equipment usage. Item processing costs are allocated to the segments based on the volume of items processed for each segment. The costs of certain other centralized or shared functions are allocated based on methodologies that reflect utilization.


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Table of Contents

The following tables present net income (loss) and the components thereto (with net interest income on an FTE basis) for the three and nine months ended September 30, 2015 and 2014, and total assets at September 30, 2015 and 2014 for each business segment, as well as All Other.

Results for Business Segments and All Other
 
 
 
 
At and for the Three Months Ended September 30
 
 
 
 
 
Total Corporation (1)
 
Consumer Banking
 
Global Wealth &
Investment Management
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Net interest income (FTE basis)
$
9,742

 
$
10,444

 
$
5,005

 
$
5,081

 
$
1,376

 
$
1,459

Noninterest income
11,171

 
10,990

 
2,827

 
2,668

 
3,092

 
3,207

Total revenue, net of interest expense (FTE basis)
20,913

 
21,434

 
7,832

 
7,749

 
4,468

 
4,666

Provision for credit losses
806

 
636

 
648

 
668

 
(2
)
 
(15
)
Noninterest expense
13,807

 
20,142

 
4,434

 
4,462

 
3,447

 
3,405

Income before income taxes (FTE basis)
6,300

 
656

 
2,750

 
2,619

 
1,023

 
1,276

Income tax expense (FTE basis)
1,792

 
888

 
991

 
950

 
367

 
464

Net income (loss)
$
4,508

 
$
(232
)
 
$
1,759

 
$
1,669

 
$
656

 
$
812

Period-end total assets
$
2,153,006

 
$
2,123,613

 
$
615,152

 
$
580,372

 
$
279,155

 
$
266,240

 
 
 
 
 
 
 
 
 
 
 
Global Banking
 
Global Markets
 
 
 
 
 
2015
 
2014
 
2015
 
2014
Net interest income (FTE basis)
 
 
 
 
$
2,345

 
$
2,450

 
$
1,135

 
$
999

Noninterest income
 
 
 
 
1,846

 
1,895

 
2,936

 
3,162

Total revenue, net of interest expense (FTE basis)
 
 
 
 
4,191

 
4,345

 
4,071

 
4,161

Provision for credit losses
 
 
 
 
179

 
(64
)
 
42

 
45

Noninterest expense
 
 
 
 
2,020

 
2,016

 
2,683

 
3,357

Income before income taxes (FTE basis)
 
 
 
 
1,992

 
2,393

 
1,346

 
759

Income tax expense (FTE basis)
 
 
 
 
715

 
872

 
338

 
388

Net income
 
 
 
 
$
1,277

 
$
1,521

 
$
1,008

 
$
371

Period-end total assets
 
 
 
 
$
372,363

 
$
354,944

 
$
579,776

 
$
598,804

 
 
 
 
 
 
 
 
 
 
 
 
 
Legacy Assets & Servicing
 
All Other
 
 
 
 
 
2015
 
2014
 
2015
 
2014
Net interest income (FTE basis)
 
 
 
 
$
383

 
$
387

 
$
(502
)
 
$
68

Noninterest income
 
 
 
 
458

 
169

 
12

 
(111
)
Total revenue, net of interest expense (FTE basis)
 
 
 
 
841

 
556

 
(490
)
 
(43
)
Provision for credit losses
 
 
 
 
6

 
267

 
(67
)
 
(265
)
Noninterest expense
 
 
 
 
1,143

 
6,648

 
80

 
254

Loss before income taxes (FTE basis)
 
 
 
 
(308
)
 
(6,359
)
 
(503
)
 
(32
)
Income tax benefit (FTE basis)
 
 
 
 
(112
)
 
(1,245
)
 
(507
)
 
(541
)
Net income (loss)
 
 
 
 
$
(196
)
 
$
(5,114
)
 
$
4

 
$
509

Period-end total assets
 
 
 
 
$
49,080

 
$
56,908

 
$
257,480

 
$
266,345

(1) 
There were no material intersegment revenues.

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Table of Contents

Results of Business Segments and All Other
 
 
 
 
At and for the Nine Months Ended September 30
 
 
 
 
 
Total Corporation (1)
 
Consumer Banking
 
Global Wealth &
Investment Management
(Dollars in millions)
2015
 
2014
 
2015
 
2014
 
2015
 
2014
Net interest income (FTE basis)
$
30,128

 
$
30,956

 
$
14,786

 
$
15,211

 
$
4,086

 
$
4,430

Noninterest income
34,551

 
35,205

 
8,040

 
7,838

 
9,472

 
9,372

Total revenue, net of interest expense (FTE basis)
64,679

 
66,161

 
22,826

 
23,049

 
13,558

 
13,802

Provision for credit losses
2,351

 
2,056

 
1,870

 
2,027

 
36

 
—

Noninterest expense
43,320

 
60,921

 
13,141

 
13,446

 
10,366

 
10,213

Income before income taxes (FTE basis)
19,008

 
3,184

 
7,815

 
7,576

 
3,156

 
3,589

Income tax expense (FTE basis)
5,823

 
1,401

 
2,875

 
2,795

 
1,161

 
1,325

Net income
$
13,185

 
$
1,783

 
$
4,940

 
$
4,781

 
$
1,995

 
$
2,264

Period-end total assets
$
2,153,006

 
$
2,123,613

 
$
615,152

 
$
580,372

 
$
279,155

 
$
266,240

 
 
 
 
 
 
 
 
 
 
 
Global Banking
 
Global Markets
 
 
 
 
 
2015
 
2014
 
2015
 
2014
Net interest income (FTE basis)
 
 
 
 
$
6,818

 
$
7,396

 
$
3,172

 
$
2,968

Noninterest income
 
 
 
 
5,749

 
5,897

 
9,789

 
10,833

Total revenue, net of interest expense (FTE basis)
 
 
 
 
12,567

 
13,293

 
12,961

 
13,801

Provision for credit losses
 
 
 
 
452

 
353

 
69

 
83

Noninterest expense
 
 
 
 
5,952

 
6,200

 
8,556

 
9,341

Income before income taxes (FTE basis)
 
 
 
 
6,163

 
6,740

 
4,336

 
4,377

Income tax expense (FTE basis)
 
 
 
 
2,268

 
2,491

 
1,392

 
1,597

Net income
 
 
 
 
$
3,895

 
$
4,249

 
$
2,944

 
$
2,780

Period-end total assets
 
 
 
 
$
372,363

 
$
354,944

 
$
579,776

 
$
598,804

 
 
 
 
 
 
 
 
 
 
 
Legacy Assets & Servicing
 
All Other
 
 
 
 
 
2015
 
2014
 
2015
 
2014
Net interest income (FTE basis)
 
 
 
 
$
1,228

 
$
1,126

 
$
38

 
$
(175
)
Noninterest income
 
 
 
 
1,616

 
916

 
(115
)
 
349

Total revenue, net of interest expense (FTE basis)
 
 
 
 
2,844

 
2,042

 
(77
)
 
174

Provision for credit losses
 
 
 
 
154

 
240

 
(230
)
 
(647
)
Noninterest expense
 
 
 
 
3,307

 
19,287

 
1,998

 
2,434

Loss before income taxes (FTE basis)
 
 
 
 
(617
)
 
(17,485
)
 
(1,845
)
 
(1,613
)
Income tax benefit (FTE basis)
 
 
 
 
(227
)
 
(4,748
)
 
(1,646
)
 
(2,059
)
Net income (loss)
 
 
 
 
$
(390
)
 
$
(12,737
)
 
$
(199
)
 
$
446

Period-end total assets
 
 
 
 
$
49,080

 
$
56,908

 
$
257,480

 
$
266,345

(1) 
There were no material intersegment revenues.


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Table of Contents

The table below presents a reconciliation of the five business segments' total revenue, net of interest expense, on an FTE basis, and net income (loss) to the Consolidated Statement of Income, and total assets to the Consolidated Balance Sheet. The adjustments presented in the table below include consolidated income, expense and asset amounts not specifically allocated to individual business segments.

Business Segment Reconciliations
 
 
 
 
Three Months Ended September 30
 
Nine Months Ended September 30
(Dollars in millions)
2015
 
2014
 
2015
 
2014
Segments' total revenue, net of interest expense (FTE basis)
$
21,403

 
$
21,477

 
$
64,756

 
$
65,987

Adjustments:
 
 
 
 
 
 
 
ALM activities
(115
)
 
195

 
677

 
(154
)
Equity investment income (loss)
(46
)
 
(26
)
 
(34
)
 
766

Liquidating businesses and other
(329
)
 
(212
)
 
(720
)
 
(438
)
FTE basis adjustment
(231
)
 
(225
)
 
(678
)
 
(639
)
Consolidated revenue, net of interest expense
$
20,682

 
$
21,209

 
$
64,001

 
$
65,522

 
 
 
 
 
 
 
 
Segments' total net income (loss)
$
4,504

 
$
(741
)
 
$
13,384

 
$
1,337

Adjustments, net-of-taxes:
 
 
 
 
 
 
 
ALM activities
(184
)
 
107

 
25

 
33

Equity investment income (loss)
(29
)
 
(16
)
 
(21
)
 
479

Liquidating businesses and other
217

 
418

 
(203
)
 
(66
)
Consolidated net income (loss)
$
4,508

 
$
(232
)
 
$
13,185

 
$
1,783

 
 
 
 
 
 
 
 
 
 
 
September 30
 
 
 
 
 
2015
 
2014
Segments' total assets
 
 
 
 
$
1,895,526

 
$
1,857,268

Adjustments:
 
 
 
 
 
 
 
ALM activities, including securities portfolio
 
 
 
 
683,700

 
665,202

Equity investments
 
 
 
 
4,378

 
5,001

Liquidating businesses and other
 
 
 
 
63,135

 
79,576

Elimination of segment asset allocations to match liabilities
 
 
 
 
(493,733
)
 
(483,434
)
Consolidated total assets
 
 
 
 
$
2,153,006

 
$
2,123,613




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Table of Contents

Part II. OTHER INFORMATION

Item 1. Legal Proceedings

See Litigation and Regulatory Matters in Note 10 – Commitments and Contingencies to the Consolidated Financial Statements, which is incorporated by reference in this Item 1, for litigation and regulatory disclosure that supplements the disclosure in Note 12 – Commitments and Contingencies to the Consolidated Financial Statements of the Corporation's 2014 Annual Report on Form 10-K.

Item 1A. Risk Factors

There are no material changes from the risk factors set forth under Part 1, Item 1A. Risk Factors of the Corporation's 2014 Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The table below presents share repurchase activity for the three months ended September 30, 2015. The primary source of funds for cash distributions by the Corporation to its shareholders is dividends received from its banking subsidiaries. Each of the banking subsidiaries is subject to various regulatory policies and requirements relating to the payment of dividends, including requirements to maintain capital above regulatory minimums. All of the Corporation's preferred stock outstanding has preference over the Corporation's common stock with respect to the payment of dividends.

(Dollars in millions, except per share information; shares in thousands)
Common Shares
Repurchased (1)
 
Weighted-Average
Per Share Price
 
Shares Purchased as
Part of Publicly
Announced Programs
 
Remaining Buyback Authority Amounts (2)
July 1 - 31, 2015
13,382

 
$
17.94

 
13,382

 
$
2,985

August 1 - 31, 2015
31,186

 
17.92

 
31,186

 
2,426

September 1 - 30, 2015
—

 
17.69

 
—

 
2,426

Three Months Ended September 30, 2015
44,568

 
17.93

 
 
 
 
(1) 
Includes shares of the Corporation's common stock acquired by the Corporation in connection with satisfaction of tax withholding obligations on vested restricted stock or restricted stock units and certain forfeitures and terminations of employment-related awards under equity incentive plans.
(2) 
On March 11, 2015, the Corporation announced that the Federal Reserve had informed the Corporation that it completed its 2015 Comprehensive Capital Analysis and Review and gave a conditional non-objection under which we were permitted to proceed with requested capital action but were required to resubmit our 2015 capital plan by September 30, 2015 and address certain weaknesses identified in the capital planning process. The 2015 capital plan submitted in March 2015 included a request to repurchase up to $4.0 billion of common stock during the period from the second quarter of 2015 through the second quarter of 2016. On March 11, 2015, the Board of Directors authorized the repurchase of up to $4.0 billion of the Corporation's common stock through open market purchases or privately negotiated transactions, including Rule 10b5-1 plans, during the period from April 1, 2015 through June 30, 2016. We resubmitted our CCAR capital plan on September 30, 2015. The Federal Reserve has 75 days to review our resubmitted CCAR capital plan and our capital planning revisions. Following that review, the Federal Reserve may determine that the capital plan is not adequate or the identified weaknesses are not being satisfactorily addressed, and may restrict our future capital actions including the future share repurchases approved by the Board of Directors in March 2015. For additional information, see Capital Management – CCAR and Capital Planning on page 56 and Note 11 – Shareholders' Equity to the Consolidated Financial Statements.

The Corporation did not have any unregistered sales of its equity securities during the three months ended September 30, 2015.



233
Table of Contents

Item 6. Exhibits
 
 
 
Exhibit 3(a)
 
Amended and Restated Certificate of Incorporation of the Corporation, as in effect on the date hereof, incorporated by reference to Exhibit 3(a) of the Corporation's Quarterly Report on Form 10-Q (File No. 1-6523) for the quarterly period ended March 31, 2015 filed on April 29, 2015
 
 
 
Exhibit 3(b)
 
Amended and Restated Bylaws of the Corporation, as in effect on the date hereof, incorporated by reference to Exhibit 3.1 of the Corporation's Current Report on Form 8-K (File No. 1-6523) filed on March 20, 2015
 
 
 
Exhibit 11
 
Earnings Per Share Computation – included in Note 13 – Earnings Per Common Share to the Consolidated Financial Statements (1)
 
 
 
Exhibit 12
 
Ratio of Earnings to Fixed Charges (1)
Ratio of Earnings to Fixed Charges and Preferred Dividends (1)
 
 
 
Exhibit 31(a)
 
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (1)
 
 
 
Exhibit 31(b)
 
Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (1)
 
 
 
Exhibit 32(a)
 
Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1)
 
 
 
Exhibit 32(b)
 
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1)
 
 
 
Exhibit 101.INS
 
XBRL Instance Document (1)
 
 
 
Exhibit 101.SCH
 
XBRL Taxonomy Extension Schema Document (1)
 
 
 
Exhibit 101.CAL
 
XBRL Taxonomy Extension Calculation Linkbase Document (1)
 
 
 
Exhibit 101.LAB
 
XBRL Taxonomy Extension Label Linkbase Document (1)
 
 
 
Exhibit 101.PRE
 
XBRL Taxonomy Extension Presentation Linkbase Document (1)
 
 
 
Exhibit 101.DEF
 
XBRL Taxonomy Extension Definitions Linkbase Document (1)
(1) 
Filed herewith



234
Table of Contents

SIGNATURE

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, thereunto duly authorized.

 
 
Bank of America Corporation
Registrant
 
 
 
 
 
 
Date:
October 30, 2015
 
/s/ Rudolf A. Bless
 
 
 
 
Rudolf A. Bless 
Chief Accounting Officer
 


235
Table of Contents

Bank of America Corporation
Form 10-Q
Index to Exhibits

Exhibit
 
Description
 
 
 
Exhibit 3(a)
 
Amended and Restated Certificate of Incorporation of the Corporation, as in effect on the date hereof, incorporated by reference to Exhibit 3(a) of the Corporation's Quarterly Report on Form 10-Q (File No. 1-6523) for the quarterly period ended March 31, 2015 filed on April 29, 2015
 
 
 
Exhibit 3(b)
 
Amended and Restated Bylaws of the Corporation, as in effect on the date hereof, incorporated by reference to Exhibit 3.1 of the Corporation's Current Report on Form 8-K (File No. 1-6523) filed on March 20, 2015
 
 
 
Exhibit 11
 
Earnings Per Share Computation – included in Note 13 – Earnings Per Common Share to the Consolidated Financial Statements (1)
 
 
 
Exhibit 12
 
Ratio of Earnings to Fixed Charges (1)
Ratio of Earnings to Fixed Charges and Preferred Dividends (1)
 
 
 
Exhibit 31(a)
 
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (1)
 
 
 
Exhibit 31(b)
 
Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (1)
 
 
 
Exhibit 32(a)
 
Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1)
 
 
 
Exhibit 32(b)
 
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (1)
 
 
 
Exhibit 101.INS
 
XBRL Instance Document (1)
 
 
 
Exhibit 101.SCH
 
XBRL Taxonomy Extension Schema Document (1)
 
 
 
Exhibit 101.CAL
 
XBRL Taxonomy Extension Calculation Linkbase Document (1)
 
 
 
Exhibit 101.LAB
 
XBRL Taxonomy Extension Label Linkbase Document (1)
 
 
 
Exhibit 101.PRE
 
XBRL Taxonomy Extension Presentation Linkbase Document (1)
 
 
 
Exhibit 101.DEF
 
XBRL Taxonomy Extension Definitions Linkbase Document (1)
(1) 
Filed herewith



236