Full text of Annual Report (Resolution Trust Corporation) : 1989
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THE FEDERAL RESERVE RANK of SEMMTS Research Library 1989 ANNUAL REPORT Reso!ution Trust Corporation Resolution Trust Corporation Washington, D.C. May 15, 1991 SIRS: In accordance with the provisions of section 501 of the Financial Institutions Reform, Recovery, and Enforcement Act, the Resolution Trust Corporation is pleased to submit its Annual Report for 1989. The report was substantially complete last June; however, the General Accounting Office audit of our financial statements, which is required by law, has just recently been completed. Financial operating plans and forecasts are being provided separately. Very truly yours, L. WiMiam Seidman Chairman The President of the U.S. Senate The Speaker of the U.S. House of Representatives BOARD OF D!RECTORS RTC Board of Directors: Comptroller of the Currency Robert L. Clarke, Chairman L. WiHiam Seidman, Director C. C. Hope, Jr., and Director of the Office of Thrift Supervision M. Danny WaH. L. WiHiam Seidman L. William Seidman was elected Chairman of the Federal Deposit Insurance Corporation on October 21, 1985. Prior to his appointment to the FDIC, Mr. Seidman pursued an extensive career in the financial arena in both the private and public sectors. He was Dean of the College of Business of Arizona State University and a director of several organizations including the Phelps Dodge Corporation, Prudential Bache Funds, United Bancorp of Arizona, and The Conference Board. He has served as Co-chair of the White House Conference on Productivity, Vice Chairman of the Phelps Dodge Corporation, Assistant to President Gerald Ford for Economic Affairs, and Managing Partner of Seidman & Seidman, Certified Public Accountants, New York. He also was Chairman and a Director of the Federal Reserve Bank of Chicago, Detroit Branch. Mr. Seidman received an A.B. degree from Dartmouth College and earned an LL.B. from Harvard Law School. He also holds an M B A. from the University of Michigan. He is a member of the American Bar Association, the American Institute of Certified Public Accountants, and several academic honorary fraternities including Phi Beta Kappa. He is the author of two books and numerous articles on business and tax subjects. C. C. Hope, Jr. C.C. Hope, Jr., was named to the Board of Directors of the Federal Deposit Insurance Corporation on March 10, 1986, confirmed by the Senate on March 27 and commissioned by President Ronald Reagan on April 7, 1986. Before his appointment to the FDIC, Mr. Hope spent 38 years at First Union National Bank of North Carolina in Charlotte, where he retired as Vice Chairman in 1985. Mr. Hope is a former President of the American Bankers Association and has served as Secretary of the North Carolina Department of Commerce. In the field of education, Mr. Hope is a trustee and former Chairman of the Board of Wake Forest University and has been Dean of the Southwestern Graduate School of Banking at Southern Methodist University. He holds a B.A. in Business Administration from Wake Forest University and has completed graduate work at the Harvard Business School and The Stonier Graduate School of Banking at Rutgers University. Robert L. Clarke Robert L. Clarke became the 26th Comptroller of the Currency on December 2, 1985, and simultaneously became a member of the FDIC's Board of Directors. Before his appointment, Mr. Clarke founded and headed the banking section at the Houston, Texas, law firm of Bracewell & Patterson. He joined that firm after completing his military service in 1968. The banking section prepared corporate applications and securities registrations, counseled management in expansion opportunities and the effects of deregulatory initiatives, and represented institutions in enforcement matters. Mr. Clarke holds a B.A. in Economics from Rice University and an LL.B. from Harvard Law School. He is a member of the bars of Texas and New Mexico. He has served as a director for two state banks and has been active in a number of civic, political, and professional organizations. M. Danny WaH M. Danny Wall became Director of the Office of Thrift Supervision (OTS) on August 9, 1989, upon its creation under the Financial Institutions Reform, Recovery, and Enforcement Act (FIRREA). He had been Chairman of the OTS's predecessor, the Federal Home Loan Bank Board, since July 1, 1987. Before his appointment, Mr. Wall served on the staff of the Senate Banking Committee as Republican Staff Director from January to June 1987, Staff Director from 1981 to 1987, and Republican Staff Director from 1979 to 1981. He was Director of Legislation for Senator Jake Gam of Utah from 1975 to 1981. Before coming to Washington, Mr. Wall organized the Salt Lake City Redevelopment Agency and served as its Executive Director from 1971 to 1975. He also was Executive Director of the North Dakota Urban Renewal Agency from 1964 to 1971. Mr. Wall has a Bachelor of Architecture Degree from North Dakota State University, and he has taken graduate courses in planning and public administration at the University of Minnesota and the University of Utah. INTRODUCTION On February 6, 1989, as part of President Bush's restructuring plan for the savings and loan industry, the Federal Deposit Insurance Corporation (FDIG) was asked to lead a joint effort to evaluate and oversee the operations of insolvent savings and loan associations. In addition to the FDIG and the Federal Savings and Loan Insurance Corporation (FSLIC), the Federal Home Loan Bank Board, the Federal Reserve Board, and the Office of the Comptroller of the Currency participated in this interagency initiative. The objective was to contain, where possible, the losses in insolvent thrifts and preserve services to depositors until a comprehensive reform of the savings associations' regulatory and deposit insurance system was authorized by Congress. This large-scale and immediate effort required a significant commitment of personnel from these organizations. During the next seven months, the FDIC took control of 262 institutions, each of which was placed in conservatorship or receivership. The FDIC's goals with respect to these institutions were to preserve basic services to customers; evaluate the losses at each institution; identify and stop any abuse, waste, or fraud that might exist; and streamline costs through consolidations and more efficient operations. On August 9, 1989, the Financial Institutions Reform, Recovery, and Enforcement Act (FIRREA) was passed and the Resolution Trust Corporation (RTC) was established. Its job is to manage and "resolve" failed savings associations that were insured by the FSLIC before the enactment of FIRREA and for which a conservator or receiver is appointed between January 1, 1989, and August 9, 1992. In doing so, the Congress directed the RTC to maximize the net present value return from the sale or other disposition of savings institutions and their assets; minimize the impact of such transactions on local real estate and financial markets; minimize the amount of any loss realized in the resolution of these insolvencies; and maximize the availability and afford ability of residential real property for low- and moderate-income individuals. The legislation also charged the RTC with reviewing and, if appropriate, revising the case resolutions completed by the FSLIC during 1988 and 1989, and dissolving the Federal Asset Disposition Association (FADA). The Board of Directors of the FDIC also serves as the Board of Directors of the RTC. The Chairman is L. William Seidman. The RTC Board in 1989 included C.C. Hope, Jr., Comptroller of the Currency Robert L. Clarke, and Director of the Office of Thrift Supervision M. Danny Wall. The fifth seat authorized by FIRREA for an appointed director was not filled. The FDIC serves as manager for the RTC. The day-to-day operations of the RTC are supervised by an Executive Director, David C. Cooke. "7%s job is to WMmage and re s o % v e './ tM % e d s c w M ig s a s s o c M z t t o w s " RESOLUTION TRUST CORPORAT!ON The Resolution Trust Corporation Oversight Board was also established under FIRREA to oversee and set policy for the RTC. The Oversight Board has five members: the Secretary of Treasury who serves as chairman, the Secretary of Housing and Urban Development, the Chairman of the Federal Reserve Board, and two independent members appointed by the President and confirmed by the Senate. These appointed seats were not filled in 1989. D TABLE OF CONTENTS Resolution Trust Corporation i Transmittal Letter iii RTC Board of Directors iv Introduction v RTC Organization Chart vi Chairman s Statement 2 Executive Director s Statement 4 Operations of the Corporation 7 Asset and Rea! Estate Management Division 8 Resolutions and Operations Division 12 Finance and Administration Division 20 Special Counsel 25 Office of Research and Statistics 26 Office of Corporate Communications 26 Office of Budget 27 Office of Program Analysis 28 Office of Legislative Affairs 28 Office of the Executive Secretary 29 Regulations 31 Financial Statements 32 Statistics 49 Index 57 CHAIRMAN S STATEMENT Although the Resolution Trust Corporation (RTG) has accomplished much in its first few months of operations, its job is just beginning. The task facing the RTG is monumental — indeed, it is unprecedented in the history of the country. The RTC is now the largest depository institution in the United States. We currently have 312 "branches" and assets of approximately %169 billion in 39 states, and more than 13 million depositors. But, unlike other large depository institutions with homogeneous branches, we are the caretaker of a disparate group of institutions in various states of disarray. And, we are not in business to make money. W e are here to save money — the taxpayers' money. Our "branches" are troubled institutions that have been turned over to us to be salvaged. Our objective is to service these institutions until they can be sold to the private sector. During the RTC's first few months we have established a new nationwide sales organization with four regional and 14 consolidated field offices. Along with the RTG Oversight Board, we developed a strategic plan, formulated policies, and put internal controls in place. As required by Congress, we filled posts and assimilated employees from the former Federal Savings and Loan Insurance Corporation and the Federal Asset Disposition Association. L. William Seidman 2 The biggest challenge now facing the RTC is the management of billions of dollars of assets left behind as insolvent thrifts are sold or closed. Our goal is to maximize the net present value to the RTC while minimizing the effect of these transactions on local real estate and financial markets. Unfortunately, less than half of institutional assets are purchased by acquirers of thrifts. This means the RTC is left with the difficult and unpopular task of asset management and sales. We can dispose of liquid assets quickly, but distressed assets such as delinquent commercial loans and foreclosed real estate are difficult to sell, even in strong markets. Due to depressed conditions in the areas where our supply is abundant, even good assets such as performing commercial loans represent a formidable challenge. The RTC board recently adopted policies providing more flexibility in asset disposition. W e can now lower the sales price of our real estate if no reasonable offers are received during an appropriate marketing period. W e are also broadening our use of auctions to bring together potential investors. And, we are exploring the possibility of providing interim seller financing. In managing and disposing of assets, we must assure low and moderate income individuals and nonprofit organizations the opportunity to purchase eligible single- and multifamily housing. In addition, we are committed to using the private sector as much as possible. Asset management firms, property management firms, leasing companies, and brokerage services are needed; and through our Minority and Women Outreach Program we provide opportunities for minority and womenowned firms to contract with the RTC. As we entered 1990, we increased the pace of resolutions. We have done this by listening to the market, and expediting resolutions through deposit transfers or through payoffs where there is no buyer interest. We plan to resolve more than 150 institutions by the end of June, and anticipate total resolutions by August will be about 200. We are beginning a new accelerated resolution program, similar to the FDIC's program, designed to facilitate the early sale of insolvent institutions. The RTC will market troubled institutions before they are put in conservatorship, thereby preserving their franchise value. Finally, we are pursuing legal actions related to the thrift failures. Our objective is to recover stolen money for the taxpayers and to assist in prosecuting those who operated outside the law. Of course, the recoveries will fall short of what the taxpayers must pay for the failure to supervise this industry effectively. The RTC will spend billions of dollars to make good on the promise of insurance protection made to depositors of savings and loans. Based on information made available to us by the Office of Thrift Super vision, we expect that approximately 300 additional thrifts may be placed in the RTC conservatorship program over the next few years, bringing the total since inception to over 700. The aggregate book value of the assets of all these institutions is approximately %400 billion. In addition, OTS has identified another 315 institutions with about %150 billion in assets as being troubled by poor earnings and low capital. Some of these institutions may be turned over to the RTC. The final number of thrifts placed in conservatorship depends on several factors, including general economic conditions during the next few years, the ability of borderline thrifts to raise necessary capital, and the ability of management to cope with changes in the marketplace. "We ctre here to save money — the ta x p a y e r s ' m o n e y ." The challenge is significant and the approaches needed to respond will have to be innovative. The RTC, while still in its infancy, has put the framework in place to respond to this unprecedented undertaking, n June 1, 1990 3 EXECUTIVE DIRECTORS STATEMENT With the legislation as a guide, the assistance of the Federal Deposit Insurance Corporation, and the policy direction provided by the Oversight Board, the Resolution Trust Corporation has started its job of resolving failed savings associations and marketing their assets. It is a difficult task and one that will not be completed quickly or easily. Upon enactment of FIRREA, the RTC focused its efforts on building a decentralized organization. Four regional offices and 14 consolidated field offices were established as operations centers. The regional offices oversee all resolution and asset and contracting operations. The consolidated field offices function as service centers for the RTC's asset and real estate management activities and will support the majority of our employees. This decentralized organization allows us to be in touch with and accessible to the local markets where our assets exist. Our staff of approximately 2,000 includes more than 600 managing agents and their staffs in conservatorships. Because the RTC's existence is limited, we have tried to hire temporary professional and support staff whenever possible. Approximately 60 percent of our field staff are temporary employees hired under appointments of one to three years. Through our conservatorship program, we manage and operate 312 institutions. Our objectives for these institutions are to establish control and oversight while promoting customer confidence; to evaluate the condition of the institution and determine the most cost effective method of resolution; and to operate the institution in a safe and sound manner pending resolution. Shrinking these institutions by curtailing new lending activity and selling their assets is a high priority and our managing agents have been successful in this area. David C. Cooke 4 A managing agent and one or more credit specialists oversee each conservatorship's operations. The managing agent's role is to ensure that the institution's management adheres to RTC policies and procedures. Credit specialists assist the managing agent in managing and disposing of assets, a process that begins immediately upon conservatorship. In addition, we advance funds to conservatorships as part of our high cost funds replacement program and also provide emergency liquidity loans to conservatorships that are unable to meet their daily liquidity needs. In 1989, the RTC resolved 37 associations in a variety of ways, including deposit transfers, deposit payoffs, and purchase and assumption transactions. W e have structured our resolutions to include as many bidders as possible, thus maximizing competition and participation (which in turn should minimize costs). W e expect to resolve more than 150 institutions by June 30 of this year and a substantial portion of the rest by the end of 1990. The RTC's case resolution options are geared toward maximizing competition and minimizing costs. We advertise and announce the institutions for sale and contact interested bidders. A menu of options is offered, ranging from potential whole thrift acquisitions to branch by branch purchases. This approach was developed in response to the demands of the marketplace. We plan to begin marketing institutions before they are placed in conservatorship, an approach used successfully by the FDIG. We anticipate that seeking buyers for troubled thrifts before they are closed will result in less costly transactions and less community disruption than we have experienced. In addition to initiating the resolution of S&L conservatorships, the RTC began marketing assets during 1989. Asset marketing can occur in three phases. First, assets are sold while a thrift is in conservatorship as part of our downsizing program; second, assets are sold as part of the resolution transaction; and, third, assets not acquired as part of the resolution process are sold through RTC receiverships. The quality and composition of assets determine the difficulty the RTG will have disposing of them. Liquid assets such as securities and mortgagebacked securities are reviewed for marketability as soon as an institution is placed into conservatorship. Although we actively market commercial loans, real estate, and other owned assets to acquiring institutions as part of a resolution, bidders have focused their efforts primarily on the acquisition of deposits. For assets retained after resolution, other disposition methods such as auctions, bulk sales, and conventional property sales are being used. Securitization and bulk sales of assets will be important tools in the sale of financial assets. In January the RTG published an inventory of 30,000 real estate assets held as of September 30, 1989. The assets the RTG has available for sale range from raw land, to commercial properties, to one- to four-family properties, to shopping centers — that is, just about any type of property that a financial institution lends on or takes as security. As part of our asset management and disposition program, the RTG has established an affordable housing inventory to identify home ownership and rental housing opportunities for low- and moderate-income households. The affordable housing initiative gives qualified individuals, families, nonprofit organizations, and public agencies an exclusive right to purchase, or for multifamily properties, the exclusive right, for a 90-day period, to express serious interest in purchasing eligible residential properties. The RTG also has created an outreach program for minority and women contractors. These Arms will be allowed a price advantage of up to 3 percent for competitively bid services, subject to a ceiling of %2 million each year and a ceiling of %6 million for the program. As we move into the second half of 1990, we will be directing our efforts on sales and service. Ours is an exceptionally difficult and complicated task; we had to position ourselves to address it appropriately. We spent several months establishing the organization, developing policies, and assessing and managing our inventory. We are now focusing on moving that inventory. Finally, as directed in the legislation, we have, with the exception of a final distribution of funds, liquidated the Federal Asset Disposition Association (FADA). Only the resolution of outstanding litigation claims remains before final distribution can be made to the FSLIC Resolution Fund as the sole shareholder of FADA. The RTG was also directed to review and, if the costs can be reduced, restructure the case resolutions entered into by the FSLIG between January 1, 1988, and August 9, 1989. This review will cover 96 agreements providing for the acquisition of 199 savings associations with %110 billion in assets. We solicited bids from the private sector to perform these reviews and are now in the process of awarding the contracts. D "We expect to resofue m ore th a n 750 mstitMtiows by Jtme 30" June 1, 1990 5 OPERATIONS ASSET AND REAL ESTATE MANAGEMENT D:\TS!ON The Asset and Rea! Estate Management Division is responsible for managing and disposing of billions of dollars of assets acquired through the resolution of failed thrifts. To accomplish this task, the division focuses on disposing of assets quickly and efficiently. The Asset Disposition, Contract Management and Asset Operations, and Asset Marketing branches all play important roles in attaining the division's objectives. The division also has operations in the regional and consolidated field offices. The bulk of the RTC's employees will be in the field offices to administer the asset and real estate management functions. By yearend, the division had filled 50 of its 78 Washington positions, or 64 percent. Seventy-two percent of the senior level management positions had been filled. A s s et Dispos/tVon Branc/t The Asset Disposition Branch (ADB) is responsible for disposing of real estate and other assets in a way that maximizes the net present value to the RTC while minimizing the effect on local real estate and financial markets. This task is unprecedented in both magnitude and complexity and is complicated by the RTC's responsibility to ensure low and moderate-income individuals and nonprofit organizations have the oppor tunity to purchase eligible single- and multifamily housing. The branch has developed an Asset Management and Disposition Plan that outlines its goals and objectives. The ADB has also established and implemented procedures for: H H H H RESOLUTIONS AND RECEiVERSHtPS SALES AND COLLECTIONS August 1989 through December 1989 //7 Mortgages $1.f interest $32 Other Loans Securities $408 Owned Assets Other Assets notifying rejected bidders within 30 days of a decision, appraisal instructions and standards, a telemarketing system for real estate owned, and contracting asset servicing. This branch is responsible for hearing credit cases relating to asset disposition. It has delegated authority for asset matters to the Washington, regional, consolidated, and field staffs. Generally, asset decisions are presented in a case format and are reviewed by an asset committee. The three Washington committees responsible for hearing these cases, depending on the request or amount, are the RTC Committee on Management and Disposition of Assets, the Senior Committee on Management and Disposition of Assets, and the Board of Directors. Generally, consolidated field offices have delegated authority for asset decisions up to %10 million and regional directors have delegated authority up to %25 million. Cases involving assets of %25 million or more are referred to Washington for review. In this area, ADB has: H established Senior Credit Review Committees in the regional offices. The committees review all cases that have been approved at the field or consolidated site before they are forwarded to the Washington office for review and approval. H developed the Case Processing System that establishes procedures for submitting cases for approval by the RTC Committee on Management and Disposition of Assets. H developed the Case Reporting System through which field, consolidated, and regional offices report all credit cases approved unden the respgctiye^ site's delegated authority. 'SLUR C? L c.ti'3 .# ! H implemented the Case Monitoring System that tracks al! credit cases forwarded to the Washington office for approval. The ADB is also developing an Estimated Gash Recovery System to show projected recovery from assets compared to actual recovery. This report will identify deficient areas in the disposition of assets and measure the performance of the responsible account officers. Ai%*rdaMe H ousin g P rogram The Financial Institutions Reform, Recovery, and Enforcement Act (FIRREA) requires the RTG to identify real estate assets suitable for low to moderate-income housing and offer nonprofit housing organizations an exclusive 90-day option to purchase these properties. These organizations include consumer and public interest groups, nonprofit housing organizations, and state and local housing agencies. Some of these organizations will also act as clearinghouses to disseminate information about properties available for sale by the RTG. The RTC has worked closely with the National Governors Association to select housing finance agencies that will serve as clearinghouses. The governors' help is also needed to identify other housing agencies to support our efforts to ensure that qualified purchasers benefit from the sale of affordable housing properties. Governors and state housing finance agencies all received copies of the listing of affordable housing properties produced as part of the RTC's asset inventory. State housing agencies were sent another volume listing all residential properties. The full listing gives clearinghouses advance notice of all properties currently owned that could fall within the scope of the program. At yearend 1989, State housing finance authorities had not purchased any properties from the RTG. "The Division is nespow siMe ybr Mmnoging disposing of biMiows of doMtwis of assets" The RTC has consulted with the Department of Housing and Urban Development (HUD), other federal agencies, and secondary market groups to begin to identify and arrange for financing of eligible property sales. RTG staff has met with the Federal Housing Finance Board, both in Washington and in the regions, to solicit its cooperation in providing financing from its affordable housing and community investment funds. The RTG has also established contacts with national nonprofit organizations that will also serve as clearinghouses and technical assistance advisers. Real Estate Asset Inventory The Asset Disposition Branch compiled and published an inventory of real estate assets owned by the RTG. The Real Estate Asset Inventory, published December 31, 1989, lists approximately 30,000 real property assets including commercial and residential properties and land. At yearend, the division had received approximately 25,000 letters requesting a copy of the inventory. During the first five months of 1990, 191,869 volumes of the inventory were sold. 9 Contract Management and Asset Operations RraneA The Contract Management Section of the branch is responsible for developing and implementing a program to involve the private sector in the management and disposition of RTC assets whenever practicable and efficient. In support of this program, the Contract Management Section led the development of contractor fitness and integrity regulations and an outreach program for businesses owned by women and minorities. As part of the overall contracting program, the section directed the development of the Asset Assignment Policy that determines which RTC assets should be managed by contractors rather than by the RTC; the Contractor Selection and Engagement Policy that establishes procedures for awarding contracts; and RTC's Asset Management Fee Incentives Policy that proposes several innovative compensation plans to motivate and reward contractors for achieving various goals and objectives in disposing of RTC assets. CONSERVATORSmP, RECE)VERSH!P ASSETS UNDER RTC MANAGEMENT December 31,1989 //7 ^ 0 / 7 6 ^ The section is also responsible for developing and administering the Contractor Database System and the Contractor Registration Program, both of which will be important tools in screening and engaging contractors. At yearend, the RTC had received approximately 10,000 requests from contractors interested in providing services to the RTC. As the Asset and Real Estate Management Division's chief representative on the Ethics Task Force, the section was instrumental in preparing an ethics regulation that ensures only qualified firms perform services for the RTC but at the same time provides opportunities for the private sector. $73 Securities $19.6 Conservatorships (281) Receiverships (37) $14.7 The section is also responsible for ensuring that firms owned by minorities and women are given the opportunity to participate fully in all contracting activities the Corporation enters into for the goods and services required to manage and dispose of assets acquired from failed savings associations. At yearend 1989, no minority or women-owned firms had registered as contractors with the RTC. Contractor registration began January 1, 1990. The Asset Operations Section plans and reports on the results of asset disposition. It is responsible for developing, implementing, monitoring, and managing uniform, cost-efficient asset management information systems that provide comprehensive and concise financial and management analysis. The section's first priority is to implement the Asset Operations Strategic Plan. Specifically, the section develops, implements, and manages: * * * asset system conversion strategies; asset servicing strategies (pre- and post-conversion); and financial reporting requirements. Asset Operations establishes minimum standards and guidelines for asset system conversions, asset servicing, system security, and related resource management. This section also provides technical support in resolving issues arising from field operations. Asset Marketing BrancA The Asset Marketing Branch is responsible for marketing the large inventory of real properties, bulk loans, and other assets under the RTC's control, and for guiding and assisting the regional offices in their marketing activities. The branch's main goal is to provide market access to the RTC's initial inventory of approximately 30,000 properties nationwide. The branch has established a comprehensive investor database for buyers of residential and commercial properties, mortgages, and other assets. This database, which is continuously updated, is intended for the regional offices to use in marketing both conservatorship and receivership assets. As directed by FIRREA, the Asset and Real Estate Management Division compiled an inventory of real property assets that were under the RTC's jurisdiction on September 30, 1989. More than 45,000 copies of the fourvolume set were printed and distributed to Congress, executive agencies, federal depository libraries, RTC offices, conservatorship institutions, and the public. Each four-volume set was priced to offset the cost of printing and shipping. The inventory of record will be updated semiannually, but monthly updates will be part of a computer-based inventory access system to be introduced in 1990. The RTC contracted with a national telemarketing/direct marketing company to manage the many inquiries anticipated after the RTC's asset inventory was published and to provide access to the portfolio infor mation. After conducting a competitive bidding process, the contract was awarded to AA/DMC of Dallas, Texas. The services provided under the contract will include toll-free telephone access and distribution of the inventory. D RESOLUTIONS AND OPERATIONS DIVISION The Resolutions and Operations Division is responsible for operating insolvent savings associations in the RTC's conservatorship program and implementing resolutions for those troubled institutions. STATES w rrH MOST ASSETS !N CONSERVATORSHIPS, December 31, 19$9 (ia mFMwny of State Tota! Assets in Conservatorship Texas % 24,723 California 14,471 New Jersey 10,992 Arizona 8,560 Kansas 4,208 Illinois 3,510 Florida 3,368 Louisiana 3,289 Arkansas 2,600 Oklahoma 2,533 Note: Data based on 9/30/89 Thrift Financial On August 9, 1989, the day the Financial Institutions Reform, Recovery, and Enforcement Act was enacted, the division assumed control of 262 insolvent savings associations that had been under FSLIC and FDIC conservatorship. Over the next four and one-half months, 56 additional associations were placed in the RTC's conservatorship program. During the same period, the division sold or otherwise resolved 37 institutions. This immediate and significant responsibility required the division to quickly develop the infrastructure necessary for the difficult tasks ahead. Hundreds of policies and procedures were created. Staff and administrative facilities expanded rapidly as the new organization took shape. The division has two groups in Washington, Operations and Resolutions, and extensive operations in each of the RTC's four regional offices in Atlanta, Kansas City, Dallas, and Denver. The division's primary goal is to resolve the insolvent savings associations at the least cost to the public. O PERATKM VS G R O & P The Operations Group has two major functions: managing the RTC's conservatorship program, and pursuing civil and criminal investigations of insider abuse, malpractice, and fraud. The group is headed by the Deputy Director for Operations. Conservatorship Operations Branch STATES W!TH LARGEST NUMBER OF CONSERVATORSHIPS, Deeexaber 1989 State No. of Institutions Texas Louisiana 26 Illinois California Kansas Colorado Florida Arkansas Oklahoma Mote: Mississippi, Missouri, and N ew Mexico tie for tenth with 6 conservatorships in each state. The Conservatorship Operations Branch (Operations) must ensure that institutions in conservatorship are managed to minimize the costs and risks to the RTC. To achieve this goal, Operations develops policies and procedures to guide RTC's regional offices and managing agents. Operations also directs and monitors compliance with guidelines established by the RTC Oversight Board, disseminates data related to its operations, develops programs to manage the assets held by conser vatorships nationwide, and ensures that closings of insolvent institutions, insurance settlements, and claims activities are executed efficiently. Operations is organized in five sections. The Review Section monitors each institution in conservatorship. The Financial Section oversees and coordinates policy issues relating to the nationwide conservatorship program. The Insurance Settlement Section and the Closing Operations Section support regional efforts related to the closing of insolvent institutions and subsequent payment of claims. The Support Section provides administrative and systems support to the conservatorship program. A managing agent working for the RTC oversees each conservatorship institution, ensuring that its management follows RTC policies and procedures. The agent also assesses the financial condition of the institution. RTC managing agents must develop a business plan for an institution in conservatorship within 60 days. To the extent possible, funding costs are reduced by replacing high-cost funds with RTC advances, and by curbing new lending and selling assets to shrink the institution's size. Managing agents are also charged with eliminating any abusive or specuiative practices, and investigating any evidence of fraud. When necessary, new management is hired to ensure conservative operation and preclude insider abuse. Operations made substantia! progress in its first months. It created a pilot program for securitizing and selling performing loan portfolios from conservatorship institutions. The division, working with the Finance and Administration Division, expects to develop this into a nationwide program. One of Operations' more significant projects was developing a process to value and dispose of mortgage servicing rights held by conservatorship institutions. By yearend, over %11 billion (principal balance) of mortgage servicing rights had been approved for disposition. TEN LARGEST CONSERVATORSHIPS, December 31, 1989 To help evaluate progress in downsizing institutions, the branch developed a weekly asset disposition reporting system, which tracks the sale of assets from conservatorships and the use of the proceeds. Name and !ocation A new automated system was designed to identify potentially uninsured funds in conservatorship institutions. This system improves the RTC's ability to conduct large insurance settlements, and it will assist managing agents in identifying and handling uninsured funds. Gibraltar Savings, F.A., Simi Valley, CA 8,223 Western Savings & Loan Association, F.A., Phoenix, AZ 5,228, Bright Banc Savings Association, Dallas, TX 3,811 Lincoln Savings & Loan Association, F.A., Irvine, CA 3,694 Midwest Savings Association, F.A., Minneapolis, MN 2,351 San Antonio Savings Association, F.A., San Antonio, TX 2,311 Horizon Financial, F.A., Southampton, PA 2,098 Benjamin Franklin F8A, Houston, TX 2,015 Southwest Savings & Loan Association, F.A., Phoenix, AZ 1,872 Operations initiated a study of conservatorship institutions' involvement in low- and moderate-income housing projects funded by tax-exempt municipal bonds. Detailed information was obtained on more than 290 issues in 48 associations, with supporting bonds totalling more than %1.5 billion. Several key policies and procedures were issued in 1989, including procedures for pass-through receiverships and subsequent conservatorships and a draft policy for the payment of creditor claims. These directives are intended to ensure proper application of FIRREA rules and promote consistency among the RTG's regional offices. The conservatorship program began in February 1989 under the auspices of the FDIG. By August 9, 1989, when the RTG began its work, 262 thrifts were in conservatorship. At yearend, 56 thrifts had been added to the program and 37 had been resolved, leaving a total of 281 thrifts in conservatorship. These 281 institutions had gross assets with a book value of %106.7 billion, based on their financial reports as of November 30, 1989. The estimated fair market value of these assets, as of November 30, was approximately %89.2 billion, indicating an estimated loss of %17.5 billion. The book value of the liabilities of these 281 thrifts exceeded the book value of the assets by %13.8 billion. Thus, the estimated preliminary total loss on these thrifts was approximately %31.3 billion as of November 30, 1989. It should be emphasized that these estimates will be refined to reflect changes over time and the results of more detailed on-site analysis. By yearend 1989, RTG's high-cost-funds replacement program had advanced %9.2 billion to 156 institutions in conservatorship. There were also 254 emergency liquidity advances totalling %!l.8 billion allocated among 85 conservatorships. Tota! assets* City Savings Bank, F.S.B., Bedminster, NJ t$ 9,891 *Data based oil 9/30/89 Thrift Financial Reports. !nvestigations Branch "MMCOMSCMMMzMe y y tm d , a n d o M fW g h f c W m in ^ H t y Y<rere f e t o r s in th e tM ^ o fv e a c y o f th e y b d e r a V ty L S M rc fn c e y ttn d " As President Bush has said, "unconscionable risk-taking, fraud, and outright criminality were factors" in the insolvency of the federal insurance fund established to protect the public's deposits in thrift institutions. As a result of these abuses, losses have fallen on the American taxpayers. The RTG is dedicated to ensuring that those who caused and benefited from these losses are not permitted to go unpunished or retain their ill-gotten gains. The Investigations Branch (Investigations) directs and coordinates the policy and planning activities necessary to carry out the RTC's nationwide investigative program. This responsibility includes staffing and completing investigations, improving investigative methods, and monitoring civil and criminal legal actions relating to fraud and professional liability. Investigations also prepares and coordinates Congressional testimony and responds to inquiries from Congress and the public relating to investigations of fraud and professional misconduct. The RTC is committed to retaining a highly competent professional field force of investigators. Investigations has started a rigorous new in-house training program for its staff to broaden their fundamental investigative skills, including techniques for tracing assets and tracking fraud, bond, and professional liability claims. Training will also give investigators a deeper understanding of complex financial transactions. When appropriate, training from private sources will be used and investigators will be encouraged to attain professional certification or credentials appropriate to their field. Investigations supports its field investigators in several ways. It maintains a comprehensive database with the names of people and organizations that have been convicted, indicted, investigated, or otherwise associated with bank fraud, insider abuse, money laundering, or that have caused the insolvency of a financial institution. This system makes it easier to manage investigations and analyze possibly improper actions. The branch also works with a network of international, federal, state, and local law enforcement agencies to investigate the background of suspected criminals. Investigations began its operations with 90 investigators, many of whom transferred from the FDIC's Division of Liquidation. At yearend the Washington staff had completed about 200 reports of preliminary findings pertaining to potential bond, professional liability, or civil fraud claims. Finally, RTC investigators were monitoring over 1,000 criminal referrals sent to the Justice Department by yearend. RESOLt/TMMVS G R O tTP The Resolutions Group (Resolutions) markets and sells insolvent savings associations that are managed by the RTG in its conservatorship program. Again, the fundamental goal is to minimize the cost to the public. The group's marketing effort is designed to reach a wide range of prospective bidders across the country. Minority and women bidders are encouraged to participate in the resolutions process. Resolutions strives to make the bidding process as fair and efficient as possible. AH interested parties approved by the appropriate regulators are invited to bid conferences for institutions ready for sale and are given a reasonable period to perform due diligence where applicable. All bids are submitted sealed and opened simultaneously. The least-costly bid, provided its estimated cost is less expensive than a payout of insured deposits, is recommended to the RTC's Board of Directors. In resolving minority-owned institutions, RTC policy is to give preference to bids from depository institutions owned by investors of the same ethnic identification as that of the failed thrift's previous owners. At yearend 1989, there were 40 minority groups, including three groups of women, that had indicated interest in participating in the resolutions process. These groups did not submit bids for any transactions. Resolutions is organized into four functional areas and is headed by the Deputy Director for Resolutions. Associations with assets of more than %500 million are handled by the Major Transactions Branch, while smaller institutions are handled by the Field Resolutions Branch. Major Transactions has several Assistant Directors (Resolution Managers) in charge of specific large resolutions. Each manager is responsible for all institutions of %500 million or more in one of the RTC's four regional areas. The Assistant Director for Field Resolutions oversees the resolution process for smaller institutions. Field Resolutions activities are closely coordinated from Washington, with the appropriate RTC region responsible for most aspects of the resolution process. The Marketing Section coordinates the marketing activities of the Resolutions Group. An Analysis Section provides analytic support and maintains the resolutions data base. Major Transactions Branch As of December 31, 1989, the Major Transactions Branch had resolved four large institutions and was in the process of resolving seven more. The four large transactions completed during the RTC's first three months of operation were located in Texas, Pennsylvania, Florida, and California. The institutions had total assets of %8.3 billion, liabilities of %9.5 billion, and 173 branches. In all four transactions, the performing residential loans and other retail assets passed to the acquirers. A broad spectrum of potential acquirers institutions, including savings associations, corporate and private investors. Over 100 and a total of 13 bids were received. The by several different banking organizations. was invited to bid for these banking institutions, and of them requested bid packages, four institutions were acquired As part of these transactions, the RTC transferred %7.7 billion in deposits from over 840,000 depositor accounts to the acquirers. In addition, %2.3 billion in assets were sold to the acquirers. These trans actions required an initial cash outlay from the RTC of %7 billion, with an estimated final cost of %1.6 billion. The RTC received estimated total premiums from these transactions of approximately %225 million. This amount represents a savings to the RTC when compared to the cost of liquidating the institutions. By yearend, the RTC had begun actively marketing seven major institutions with home offices in Maryland, Texas, Ohio, Illinois, Kansas, and Arizona and over 190 branches. These institutions had combined assets of ^12.1 billion and total liabilities of %14.2 billion, with deposits of jj%8.9 billion in nearly 1.1 million accounts. In order to increase market exposure and to test alternative transactions, the RTC offered these seven institutions under three alternative trans action forms, each of which provided for different amounts of assets passing to acquirers. These institutions are scheduled for resolution during the first half of 1990. To speed future transactions and assure consistent, fair, and open bidding, Major Transactions has designed standards and policies for trans action structures, public information packages, bid packages, and legal documents. These standards are being used for the institutions currently being marketed and will be further refined during 1990. FieM Reso)ut!ons Branch At yearend, the Field Resolutions Branch had overseen the resolution of 33 thrift cases, each with assets of %500 million or less. The first three cases were resolved on August 10, 1989, only one day after the enabling landmark thrift legislation was enacted. The 33 resolutions, in 14 states, involved 26 insured deposit transfer transactions, three purchase and assumption transactions, and four payouts of insured deposits. These institutions had total assets of approximately %2.6 billion and total deposits of approximately %3.1 billion. Over %673 million of assets were sold through the resolution process, while almost %2 billion of assets were retained by the RTC for disposition. The RTC's initial cash outlay in these transactions was j%2.5 billion, with an estimated final cost of approximately %1.5 billion. By yearend, the Field Resolutions Branch was in the process of resolving 11 institutions. These institutions had approximately {%1 billion in assets (book value). Standard Case Resolution Process The Resolutions Group generally follows several steps in the resolution process. The first step is to determine which institutions should be resolved first. All insolvent institutions under the authority of the RTC are scheduled for resolution based upon several factors. The cases that present the best opportunity for minimizing costs are then selected from this schedule. The appropriate regulators are notified that the case has been selected for resolution and the RTC's regional offices begin preparing bid packages and loss reviews for each institution. The marketing effort generally begins with a press release and adver tisement in the Wa# Street Journal or other major publications. In addition, the RTC contacts investors that have previously expressed interest in the specific institution or in similar institutions. The RTC also requests lists of eligible bidders for each institution from federal bank and thrift regulators. A package containing general information, financial statements, branch locations, and deposit information is provided to interested parties. Once investors have been approved by the regulators, they sign a confidentiality agreement and are invited to a bid conference where more detailed information about the institution and the transaction is provided. The RTC prepares two sets of documents for the bid conference: the bid package, and the legal documents that will be used to consummate the transaction. The bid package contains detailed information about individual institutions, including financial statements, detailed asset and liability data, branch office structure, administration, and human resources. At a bid conference, copies of the bid package and legal documents are usually distributed to bidders. The schedule for any due diligence reviews and the date bids are due are established as soon as possible after the conference. An asset valuation report is prepared for each institution and is used to develop the RTC's loss estimate for the institution. This estimate is important for analyzing bids and is one of the principal elements of the RTC's "cost test". On the date bids are due, the RTC opens and analyzes the bids and verifies that all necessary approvals have been received by the appropriate regulators. If it passes the RTC's "cost test," the best bid is recommended to the RTC Board of Directors. The Board reviews the bids and may approve a winning bidder. If a winning bidder is selected, appropriate legal documents are drawn up and signed as soon as is practical. The institution will then be closed by the Office of Thrift Supervision, the RTC named receiver, the assets and liabilities transferred to the winning bidder as provided in the legal documents, and the appropriate funds transferred by the RTC. A prioritization schedule is generated quarterly for each of the RTC's four regions to assist in the process of selecting institutions for resolution. In addition, a national priority schedule is generated quarterly to help ensure resources are efficiently allocated among regions. Each schedule is updated 30 days before the end of each calendar quarter to reflect additions to the RTC's conservatorship program, changes in investor interest, and new data on institutions already in the conservatorship program. ytna/ys/s Section The Analysis Section provides information management and analysis support to the Resolutions Group. The section calculates the RTC's "cost test" for large resolutions, maintains the RTC Resolution database, and analyzes the cash flow for resolutions. Cost test. The RTC is generally required to resolve institutions at less than the estimated cost of an insured deposit payoff. To satisfy this requirement, the Analysis Section created the RTC's "cost test" methodology based on the approach used by the FDIC. The test determines the estimated cost of resolution, the initial cash outlay required, and the estimated break even bid for a particular resolution. Calculating the break even bid level for each transaction is critical in selecting the winning bid. To make this determination, the "cost test" considers several factors. The minimum acceptable bid represents the break even bid level compared to a deposit payoff for each type of tran saction. Resolutions Database. The RTC needs detailed information about all resolved institutions for reporting and research. The Analysis Section has completed the analysis for and design of a database that will be used in the resolution process. Programming and data entry will be completed in 1990. The resolutions database includes detailed financial and transaction infor mation that can aid management and policy decisionmaking, as well as provide information to the public and Congress. The database can also be used by the RTC to analyze completed transactions. CasA F7ow Forecasting. When a case is selected for resolution, an estimate of cash requirements is needed for cash management and planning. The Analysis Section prepares an estimate for each institution and for each type of transaction. M arAedng The Marketing Section (Marketing) supports the Resolutions Group by coordinating programs to attract potential acquirers, providing information about the sales process, establishing and maintaining a National Marketing List of potential buyers, analyzing market interest in specific institutions, and planning and executing marketing conferences. m u s t fr n v e a p p ro p W a te c h a r te r a n d ^ ed era i d e p o r t tn ^ n r a n c e ." Soon after the RTC was established, Marketing began designing a computerized database for the National Marketing List. The system integrates lists of potential acquirers obtained from the different regulatory agencies. This database is used to produce lists of eligible acquirers, including financial institutions, financial holding companies, and corporate and private investors. It helps establish the schedule for resolving institutions based on market interest, and serves as the basis for targeting potential acquirers when institutions are announced for sale. Marketing has also concentrated on attracting new potential acquirers into the sales process. A brochure entitled "A Buyer's Guide: How to Purchase a Savings Association from the RTC" was published to explain the process. In addition, a toll-free "buyer's hotline" was established in November to serve as an initial point of entry for potential investors with questions about the resolution process. By yearend, Marketing had distributed over 6,000 copies of the Buyer's Guide with an investor application package, which includes the forms investors and financial institutions must complete to be placed on the National Marketing List. Marketing also has screened more than 800 applications from corporate and private investors who have expressed interest in the sales process. Applicants that did not have the required operating charter were referred to the appropriate regulatory agency for clearance. By yearend, approx imately 600 corporate and private investors were added to the Marketing List, bringing the total to more than 2,700 potential private-investor acquirers. Marketing also coordinates the screening process of financial institutions with the appropriate regulators. These regulators, not the RTC, provide the approvals necessary for a transfer of deposits to another institution; the institution must have the appropriate charter and federal deposit insurance. Without those approvals, a transaction cannot be completed. In 1989, Marketing planned and coordinated three bidders' conferences in Washington to solicit bids for 11 thrifts with over %500 million in 18 assets. Approximately 1,250 financial institutions, financial holding companies, and corporate and private investors were invited to participate in these meetings. Marketing also supplied RTG field offices with lists of potential acquirers for nearly 200 thrifts with less than 8500 million in assets. Marketing worked closely with the Field Resolutions staff to coordinate marketing efforts and ensure uniformity in policies and procedures adopted by the national and field offices. Marketing has spearheaded the Resolutions Group's efforts to encourage the participation of women and minorities in the resolution process. A coordinator was appointed for this important function and procedures are being written for a minority outreach program to attract minority bidders and help preserve the minority status of conservatorship institutions. During the latter part of 1989, Marketing began working on a limited due-diligence program that will give potential acquirers an opportunity early in the sales process to conduct a limited, inexpensive review of specific conservatorship thrifts. The program is expected to attract new investors because it will demonstrate the franchise value of various thrifts. It should also generate more interest from experienced potential acquirers, who can use this process to structure a more comprehensive due-diligence effort later in the bidding process. Q MNANCE AND ADUHMSTRATMN D]V!8iOI\ The Finance and Administration Division is responsible for developing, evaluating, and operating the Corporation's funding programs and capital markets activities. The division also directs all RTC administrative and automation support services, and coordinates the operations of the Corporation's financial branches. Corporate Funding Section The Corporate Funding Section is responsible for the planning, analysis, evaluation, and requests relating to the financial needs of the RTC and the institutions and receiverships under its jurisdiction. The section also coor dinates operational activities related to funding for the Corporation, including resolutions, advances to receiverships, and conservatorships. The money is used for high-cost-funds replacement and liquidity. The section's responsibilities are met through the Financial Systems Unit, the Funds Administration Unit, and the Planning and Policy Unit. In 1989, the Corporate Funding Section focused primarily on making advances, reporting funding activities, training staff, and educating managing agents and regional office employees about the RTC Advance Program. "T h e to fo & x f ft d v o t n c e d b orroY cers m 79<S9 !c x ^ ^ p p r o jM w m t e (y # J 0 M M io M ." The section took several actions in early August to ensure the RTC could make advances and payments to conservatorships and receiverships, and for resolution activities. Further, systems and reports were developed to provide management with an accurate accounting of its funding activities. Since then the Corporate Funding Section has designed, developed, and implemented reports, procedures, and systems to promote accuracy, timeliness, and efficiency in all areas of its operations. In 1989 the Corporate Funding Section established funding relationships with and advanced funds to 250 conservatorships and receiverships involving more than 1,300 separate advances. The total advanced to borrowers in 1989 was approximately %10 billion. The section also transferred funds totalling approximately %9 billion to finance 37 resolution transactions during 1989. Written procedures, guidelines, and basic internal controls for processing RTC advances and payments were developed, implemented, and updated as necessary. The procedures covered receipt of requests for advances, transfer of funds to finance resolution activities, daily reconciliation, financial spreadsheet maintenance, and reports distribution. Several daily management accounting reports were developed to record and report on the RTC's advance and payment operations to conser vatorships, resolution cases, and receiverships. Reports were also developed to track and manage the RTC's cash position in its Treasury Account for each of its major subsidiary operating accounts: high-cost funds, emergency liquidity, and resolutions. A principal and accrued interest verification system was established and used monthly to increase internal control over all outstanding RTC advances. A signed confirmation is required of each managing agent and liquidator-in-charge whose organization has outstanding advances from the RTC. To support this function, an automated application was developed for tracking and reporting the principal amounts and interest accruals on advances made by the RTG. 20 A reporting system was developed to track detailed uses of funds by the borrowers, such as the paydown of Federal Home Loan Bank advances or the replacement of maturing brokered deposits. The same reporting system was developed to monitor the RTG ratio on advances to current estimated total loss. The Corporate Funding Section also created a database to track its receipt of documents required from each borrower, as dictated in the RTC's Lending Circular No. 1 and its appendices. In addition, a high-cost maturing-liabilities database was set up to assist in the development of policy and plans for the best use of RTC funds under the high-cost-funds replacement program. The database can include these funding needs in cash management projections as well. Finally, the section established an RTG Gash Position Report, produced daily by the FDIGs Division of Accounting and Corporate Services, to provide an independent accounting of RTG disbursement and receipt of funds. In the coming year the Corporate Funding Section expects to formalize and improve the presentation of information between the section and the RTC's operating divisions (corporate and regional) regarding RTG funding requirements and capital markets operations. Formal information exchanges will enable the section to make the most efficient use of the RTC's financial resources in accordance with adopted policies, plans, and agreements. The section will also assist management in identifying, evaluating, and structuring alternative low-cost sources of funding to finance RTG operations. A professional staff development program will be put in place to help the section enhance its ability to meet its objectives and growing respon sibilities. In addition, the section anticipates developing an integrated automated data system to meet its increasingly complex cash management and management accounting needs. The growth in funds managed and institutions under conservatorship requesting advances, coupled with the importance of providing accurate, timely, and useful financial data, demands an immediate, sophisticated technical response. C&pAaF M ark ets BnancA The Capital Markets Branch is responsible for recommending and implementing policies and procedures relating to national securities sales, securitization, structured transactions, and all other capital markets oriented activities of the RTG; developing and directing programs to pool and securitize loans and other assets in the conservatorships and receiverships; and monitoring the capital markets and the broker/dealer community in order to ensure the RTG receives maximum value from asset disposition. In addition, the branch provides guidance and assistance to the regional offices and managing agents in evaluating and managing interest rate risk, downsizing efforts, and liquidity management. The Capital Markets Branch began operation in November 1989. After meeting with investment advisors, brokers, and other financial market participants to develop disposition strategies for securities controlled by the RTC, the branch issued a Solicitation of Services for a financial advisor to implement a national market mechanism to evaluate the feasibility and benefits of securitizing assets. The financial advisor will begin work on the sales and training programs by creating a securitization demonstration project. The branch currently assists conservatorships and receiverships in the disposition of securities. It has begun advising the regional offices and working with them to begin the securitization demonstration project with the portfolios of one or two institutions in each region. The Capital Markets Branch will be developing a national sales program for all securities, including junk bonds and other financial instruments such as interest rate swaps, owned by institutions under the RTC. Addi tionally, the branch will develop its own securitization program to enhance the value of loans and other assets held by RTC conservatorships and receiverships. This program will allow for pooling of assets when greater value is achieved through that process. The branch will continue to assist RTC regional and Washington staff. In addition, the inventory of securities held by all institutions under the RTC will be computerized, and the branch will track inventories and sales of securities. The database will be used to securitize and pool assets, particularly when a premium can be obtained by producing larger blocks. Administrative Section Congress and the President can create a new federal agency, but it doesn't fully come alive until office space is found and leased, people are hired and trained, and equipment is bought and installed. The Administrative Section provides these essential support services for the RTC in Washington and throughout the country. RTC STAFFING December 31, 1989 Office Number of Employees Permanent Temporary Tota! Washington Regional and Field Offices TOTAL 376 — 376 656 808 1,464 1,032 808 1,840 The administrative challenges of staffing and establishing a nationwide organization like the RTC are considerable. During 1989 the RTC's four regional offices were established, and ten of what will eventually be 14 consolidated field offices were ready to begin operations (leases were signed in 1990). For each of these locations and the Washington office, the Administrative Section is responsible for handling personnel administration; locating office space, negotiating leases, equipping and furnishing space, and moving employees; coordinating the RTC's procurement of goods and services; and implementing the agency's travel and training programs. At yearend the RTC had approximately 1,900 employees, including more than 600 managing agents and their staffs in conservatorship. Six hundred and fifty employees transferred from the FDIC and 190 people from various FSLIC operations were allocated to the RTC. Because the term of RTC's existence is limited, the agency has tried to contract its services and hire temporary staff whenever possible. Over 60 percent of the field staff at yearend were temporary employees hired under appointments of one to three years. Ultimately, the RTC will have about 5,000 temporary and permanent employees. Automation Section The Automation Section is responsible for planning and implementing management information systems for the RTC. Because the RTC has a number of functional areas and its workload is distributed across the country, the Automation Section's responsibility ranges from providing 22 complete automated solutions to helping other groups implement their information systems. The Automation Section is the focal point for coor dinating the purchase of hardware and telecommunications services for the Washington office, as well as the regional offices and consolidated sites. In 1989 the Automation Section began several projects to create the infrastructure required to handle the RTG's information processing and reporting needs. These include: * Developing several processing and reporting systems, including a manpower reporting system, a loss profile analysis, and a contractor, consultant, and vendor database. * Planning a Request for Proposal for a contractor to provide an overall MIS plan. This project includes tasks to define requirements, assess existing and proposed systems, and recommend approaches to fulfill the varied processing and reporting needs. * Initiating a Request for Proposal for the RTG's overall hardware needs to provide automation capabilities (primarily workstations and local area networks) to all RTG personnel as staffing expands in 1990. * Analyzing alternatives to meet the RTG's overall wide-area networking needs. Selecting the networking environment will be a critical decision because of the many locations and the huge amount of data and electronic messages to be transferred. The challenge facing this section will be to supply over 5,000 users with the technology to fulfill the RTG's complex mission. Based on current projections, the amount of data to be collected, processed, and reported by the RTG is similar in scope to that of the country's largest corporations. Hardware, networks, and application software all must be acquired, and the technology must be integrated in a very short time. Financiat Reporting Section The Financial Reporting Section coordinates and reviews RTG financial information presented to senior management, Congress, the executive branch, and the public. The Corporation and the Oversight Board must submit, to the Congress and the President, annual reports containing audited statements of the RTC's financial condition and operations. Additional reports and testimony with updated financial information must be prepared semiannually for the Congress. F1RREA requires the RTC to update its estimates of contingent liabilities quarterly. Reports on the status of RTC obligations with respect to the statutory formula limiting such obligations must be submitted regularly to the Oversight Board and others. Additional financial data and reports are required from the Corporation on a period or ad-hoc basis by the Oversight Board, Congressional committees, the General Accounting Office, the Treasury Department, the Office of Management and Budget, and the Congressional Budget Office. The Financial Reporting Section also assists in solving financial reporting problems as they emerge, and reviews the methodologies employed in the development of reports, recommending changes where necessary. The first semiannual report, covering activities from August 9, 1989, to September 30, 1989, was submitted by the RTC and the Oversight Board to Congress in November 1989. Corporation officials also testified to the House and Senate Banking Committees and the House Banking Committee's RTC Task Force concerning the RTC's start-up activities. In the future the Financial Reporting Section will work closely with the operations divisions of the RTC and FDIC accounting support units to ensure timely completion of the annual and semiannual reports to Congress. Reports will be developed periodically to track the RTC's position with respect to the maximum limitation on its obligations. The Financial Reporting Section will continue to respond to the increasing requests from other government entities for financial information. The section will also work with the staff and outside contractors responsible for evaluating the Corporation's financial information needs and for deter mining the alterations to current information systems necessary to meet financial reporting requirements, n SPECKAL COUNSEL Legal services for the RTC are provided by the FDIC's Lega! Division. The RTC's Special Counsel serves as the overall coordinator of those services. The Special Counsel is the RTC's liaison to the FD1C Legal Division and legal adviser to the Executive Director and Division Directors. The Special Counsel also serves as the Associate General Counsel (RTC) for the FDIC's Legal Division. As such he is directly responsible for legal support to the RTC's regional operations and the bulk of the direct legal support in Washington. The section in Washington is composed of 13 attorneys plus support staff. It advises the RTC Washington personnel on issues such as resolutions, contracting, real estate matters, commercial litigation, receivership issues, conservatorship operations, securitization, and other commercial transactions. The section relies upon other sections and branches of the FDIC's Legal Division for such issues as tax, directors' and officers' liability, accountants' liability, and blanket bond claims. The regional units of the section are each headed by a regional counsel who is responsible for the overall provision of legal services within a region. There are legal units in all regional offices and consolidated field offices. The RTC has assumed responsibility for over 50,000 lawsuits and expects to absorb another 40,000 by year-end 1990. Over 85 percent of these cases will be handled by outside counsel under the guidance and direction of in-house staff. The fees and caseloads involved require significant in-house oversight and control. The RTC, like the FDIC, is interested in retaining minority law firms. The division's minority and women outreach program has made significant strides in that regard. Additionally, both the RTC and FDIC monitor the extent to which all of its outside firms hire and promote women and minorities. In late 1989, the RTC filed the largest financial institution fraud case in history. Action was taken against various principals of Lincoln Savings and Loan Association of Irvine, California, and its parent, American Continental Corporation, Phoenix, Arizona, under the Racketeer-Influenced and Corrupt Organizations Act (RICO). Pursuing perpetrators of fraud and malfeasance is a high priority of the agency. Efforts are being made to ensure that those most at fault for the failure of an institution pay their fair share of the cost. The unique legal issues confronting the RTC, and the mammoth workload of resolutions and asset disposition, will provide challenges well beyond 1990.C The RTC has assumed responstbiHty y b r o v e r 5 0 ,0 0 0 OFFICES OF THE RESOLUTION TRUST CORPORATION OFF7CE OF RESEARCH AND STA77S77CS The Office of Research and Statistics serves as the research and planning arm of the RTG. It supports the activities of the RTGs Resolutions and Operations, Asset and Real Estate Management, and Finance and Administration Divisions, providing economic, financial, and statistical analysis for their operations. The branch also provides the Executive Director and the operating divisions with economic analysis of policy issues facing the RTG. The work of the office is carried out by three sections. The Financial Modeling and Statistics Section develops financial models for a variety of purposes, prepares data on RTG activities for dissemination within RTG and to the public, and works with management information systems groups within the RTG and in other agencies. The projects in which the section is engaged include projecting long-term RTG cash flow needs, developing the methodology for the review of 1988 FSLIG transactions mandated by F1RREA, enhancing asset evaluation reviews, preparing public information packages for distribution to potential bidders in case resolutions, and preparing the RTG Review, a monthly publication that provides data and other information on RTG activities. The Programs and Policy Section is involved in the economic analysis of public policy issues. The section participates in the preparation and coordination of Congressional testimony, provides liaison with the RTG Oversight Board on the RTC strategic plan and implementation procedures, and undertakes special projects as assigned. The latter include a detailed study of open bank assistance from the 1930s to the present, preparing a briefing book on the RTG, and developing the methodology for determining resolution caseload priorities. The Financial Markets and Institutions Section provides econometric analysis and direct support for the Asset and Real Estate Management and Resolutions and Operations Divisions. Specific projects include developing asset sale concepts to facilitate bulk sales, developing a model for estimating thrift resolution losses, valuing put and call options in analyzing bids, and analyzing incentive contracting and other contractor performance issues. OFF7CE OF CORPORATE COAfAf^iCATiOJVS The enormity of its task has made the RTG one of the most closely watched federal agencies. Hundreds of reporters, contractors, lawyers, and other interested parties phone each day with questions on the Corporation's policy actions and resolutions. Their point of entry is the Office of Corporate Communications (OGC). It is the job of the Communications office to respond to inquiries from the media and the public quickly and accurately, and the OCC's infor mation programs play a key role in helping to increase the understanding of the RTGs operations and responsibilities. The demand for information has been particularly heavy because the RTG is a newly created federal agency, so the media's learning process had to start from the beginning. From the day FIRREA was signed into law, reporters were clamoring for details about the structure of the Corporation and its plans for achieving its statutory objectives of closing hundreds of failed S&Ls and selling billions of dollars in assets acquired from those institutions. In the RTC's first five months, thousands of questions and information requests were received from radio, TV, and print reporters at news organizations around the country. Information is gathered and disseminated in response to more than 150 media calls a day, requests for speakers to appear at privately sponsored functions are evaluated, and press interviews with Executive Director Cooke and other key RTC officials are scheduled. The Washington Communications office handles inquiries on RTC policies and procedures from the national news media and industry trade publications. It also issues all RTC press releases. OCC also maintains a public information staff in each of the RTC's four regional offices. Their main responsibilities are to serve as regional spokespersons for the RTC, and to coordinate media relations on-site when the RTC places savings institutions into conservatorship or receivership. Providing information on individual case resolutions is one of the major functions of the Communications office. Many of the nearly 100 press releases issued in 1989 concerned conservatorship or receivership trans actions. Initial distribution is done by facsimile transmission (fax), which enables the OCC to notify other regulatory agencies, news wire services, and local newspapers immediately after a savings association is acquired or closed. Press releases are made available for pickup, and any consultants, law firms, and other interested parties are placed on the RTC's mailing list for all press releases. The office is currently testing vendor fax systems to enhance transmission service to the media and is examining private services that could be used to expedite access to press releases by nonmedia businesses that want immediate access to al] materials issued by the Communications Office. Other OCC activities include writing and editing copy for various publications and RTC operations, editing copy for advertisements that announce solicitations for prospective bidders and contractors, scheduling press briefings, and producing the RTC's Annual Report. OFFiCE OF Bt/DGET The Office of Budget coordinates and oversees the RTC's ongoing budget process. This includes budget formulation, budget execution, program planning, and performance planning and measurement. Since the RTC was still in its formative stages during most of the latter part of 1989, estimates were based on a top-down analysis of operations and resource requirements. This method of budget formulation takes into consideration planned organizational structure and supporting staff levels, historical experience from the FDIC, and detailed analysis of the cost of RTC operations. These estimates can change markedly as a result of many unpredictable variables. Types of resolutions (clean bank, whole bank, etc.), types and amounts of assets passed to the RTC, and time in liquidation of certain assets are all difficult to predict and can have a significant effect on the budget amounts. Because of this, and because the basic organizational structure of the RTC is still subject to change, only quarterly administrative expense budgets have been prepared thus far for the RTC. Annual budgets will be prepared in greater detail after more operational experience is gained and when various policy issues are settled. All budgets are presented to the RTC Board of Directors for approval. Several initiatives are being considered that will enhance budget infor mation available to managers and will refine the process of formulating and executing the budget for the RTG. Function#/ Budget. To provide senior management with information necessary to manage resources efficiently and effectively, the budget is divided along many lines. Breakdowns by organization and location are available, as well as by program and function, to provide managers with data that cross organizational boundaries. The functional budget is an important addition because it is organized based on corporation functions such as asset management, resolutions, contracting, operations, information services, and investigations. The functional budget will help highlight all of the Corporation's important activities. NexiMe Expense Budget. Since 80 percent to 90 percent of the RTC's work will be contracted to the private sector, as much as two thirds of the RTG budget will be directly related to asset workload. This workload is difficult to predict, but relationships between workload and expenses have been established that can be used to provide budget estimates that vary with different workload levels. This flexible expense method of budgeting will play a more important role in the RTG as more sophisticated estimating techniques are employed, and as the Corporation becomes more experienced with operations. By using a flexible expense budget, the RTC will avoid fixed ceilings on expenditure amounts that may hinder the pace of operations, and the RTG will have the flexibility to move quickly to resolve institutions and dispose of assets. OFFiCE OF PROGRAM AJVAtrSfS The Office of Program Analysis (OPA) is responsible for providing functional oversight and analysis of RTG activities for the Corporation's Executive Director. OPA advises senior management on divisional goals and strategies developed to implement FIRREA and the RTC Strategic Plan. Major programs are reviewed to ensure that statutory requirements are addressed and the programs, as designed, are meeting objectives effi ciently. Special ad hoc reviews are also performed on request to address the particular needs of senior management. The office is also responsible for coordinating all information requests from the General Accounting Office and the Office of the Inspector General. These requests are analyzed to determine the appropriate action that should be taken. The office's activities are administered through the Resolutions and Operations and the Asset and Real Estate Operations Sections, which perform operational reviews and special projects at selected field locations and in the regional, consolidated, and Washington offices. These reviews, which assess how the RTC programs and policies are being implemented and followed, provide senior RTC management with a means of further evaluating the effectiveness of established divisional goals. OFFiCE OF LEGiSLAWVE AFFAiRS The Office of Legislative Affairs (O LA) serves as the RTC's Gongres sional liaison, advises the Board of Directors on legislative issues, coor dinates the drafting of proposed legislation, prepares testimony, and responds to inquiries from Congress on legislative and other matters. OLA coordinates answers to correspondence and telephone inquiries from Congressional offices with other RTG divisions and offices before providing timely replies. In the five months since the RTG was established, OLA has also prepared testimony for numerous appearances by Chairman Seidman, Executive Director Cooke, and other RTG officials before Congressional committees, beginning with its first Congressional appearance on October 4, 1989. To promote legislation and assist with oversight functions important to the RTG's operations, OLA meets with members of Congress and their staffs to provide them with information relevant to their legislative duties. During 1989, these briefings averaged 13 a month. OEEfCE OF 7WE EXECt/TYVE SECRETARF The core responsibilities of the Office of the Executive Secretary (OES) are to provide public notice of meetings of the RTG Board of Directors, record all votes and prepare minutes of the meetings, and maintain the RTC's corporate records. In 1989 the OES also acted as corporate secretary for two RTG standing committees on management and asset disposition. In 1989 the Executive Secretary's staff reported to the FDIG Office of the Executive Secretary. In 1990 the RTG's Office of the Executive Secretary will operate independently of the FDIC. One early priority for RTC Executive Secretary was to hire a staff and develop the necessary procedures and support systems to operate independently. By yearend these important structural components were in place. From August through December, the RTC Board of Directors held 21 meetings — five open to the public and 16 closed. In those sessions a total of 90 Board actions were considered, 41 of which involved resolution or conservatorship actions on individual savings associations. Many of the basic issues of policy and structure for the RTG, such as the adoption of bylaws and ethics guidelines, were also decided during this period. An often overlooked but important function of OES is attesting to the validity of documents or signatures of Corporation officers. OES processed 398 requests this year for certification of documents. Another function is to ensure that the RTG is in compliance with the Freedom of Information Act (FOIA). The RTG received 149 FOIA requests from August through December. In 1989 the Executive Secretary moved forward with plans to establish an RTG Reading Room, where the public will have access to all nonconfidential documents generated by the RTC without the need to undergo the time-consuming process of filing an FOIA request. The Reading Room will open in April 1990. Additionally, OES began organizing a major initiative to create a uniform, nationwide filing and records management system for the RTC. Having such a system in place will make records management and retrieval much simpler and increase the efficiency of the RTG. In 1989 the Executive Secretary received Board approval for the project, and took the initial steps of soliciting bids and selecting an outside contractor to study the RTC's records management program. A records retention schedule is expected to be developed in 1990, and a standardized, nationwide filing system implemented the following year. Finally, the OES made preparations in 1989 to begin an automated index of official actions taken by the RTG Board of Directors, and by committees and officers of the RTG exercising authority delegated by the Board. D REGULATIONS P rop osed R egulations /^rf^po^ed ^e^rJafion on PWnctp/es of Et/nerJ CondMct /or 7W7 e x tra c to rs (Abvember 77, i9<S9) The IHY^ and the Rfl^C Oversight Board jointly proposed a regulation that would establish ethical standards applicable to contractors selected to perform services for the RTG. The proposed regulation would, among other things, prohibit contractors from performing services for the RTG if they had caused losses of i%5(),00() or more to the federal deposit insurance fund in certain circumstances. In addition, a contractor currently in default on an obligation to the FDIG, the RTG, or an insured depository institution under the jurisdiction of the RTC would also be deemed ineligible to contract with the RTC. The proposal would replace the interim standards adopted by the RTC Board on September 26, 1989. Mansards o f Conduct /or R7YJ Employees (December 12, The RTG Board of Directors proposed a regulation that would establish standards of ethical conduct for RTC employees. The proposal is modeled after rules applicable to Federal Deposit Insurance Corporation employees and incorporates requirements mandated in FIRREA. The proposed rules would, among other things, extend the prohibitions on the acceptance of gifts, entertainment, favors, and loans by RTC employees to officers, directors, or employees of any insured depository institution or trade organization whose members seek to do business with the RTC. Other limits would restrict certain types of securities investments, and prohibit RTC employees from engaging in any other employment related to real estate while employed by the RTC. FmANCKAL STATEMENTS OF THE RESOLUTMN TRUST CORPORATMN STATEMENT OF !NCOME AND ACCUMULATED DEFM !T For the Period August 9, 1989 (Inception) through December 31, 1989 (/n f/iousands) Revenue Interest on advances and loans Servicing and other revenue Total Revenue $ 230,912 _________2,096 233,008 Expenses and Losses Provision for losses (Note 6) Administrative operating expenses Other expenses 44,911,633 6,536 _________2,578 Total Expenses and Losses Net Loss 44,920,747 (44,687,739) Accumulated Deficit — August 9 (Inception) (Note 11) Accumulated Deficit — December 31 See accompanying notes (55,240,000) $ (99,927,739) RESOLUTION TRUST CORPORATION STATEMENT OF F!NAN(XAL POS!T!ON As of Decem ber 31, 1989 (7n thousands) Assets Cash Advances and bans (Note 3) Net subrogated claims (Note 4) Other assets (Note 7) Total Assets Liabilities Accounts payable, accrued liabilities and other Liabilities incurred from assistance and failures (Note 8) Estimated cost of unresolved cases (Note 9) Estimated losses from corporate litigation (Note 10) $ 4,406,656 11,277,480 3,632,656 28,932 $ 19,345,724 $ 7,950 4,037 94,669,000 83,719 Total Liabilities 94,764,706 Equity Contributed capital Capital certificates Accumulated deficit 18,800,000 5,708,757 (99,927,739) Total Equity (Note 11) Total Liabilities and Equity (75,418,982) $ 19,345,724 See accompanying notes 33 R E S O L U T IO N TRUST C O R P O R A T IO N STATEMENT OF CASH FLOWS For the Period August 9, 1989 (Inception) through Decem ber 31, 1989 (/n thousands) Cash Flows From Operating Activities: Cash inflows from: Increase in accounts payable, accrued liabilities and other Servicing and other revenue Receipts from subrogated claims $ 7,950 2,096 190 Cash outflows for: Increase in other assets Disbursements for advances and loans Disbursements for subrogated claims Administrative operating expenses Other expenses (28,932) (11,046,568) (9,027,723) (6,536) ________ (2,578) Net Cash Used by Operating Activities (Note 14) (20,102,101) Cash Flows From Financing Activities: Cash inflows from: 18,800,000 5,708,757 Contributed capital Capital certificates Cash Provided by Financing Activities 24,508,757 4,406,656 Net Increase in Cash Cash — August 9 (Inception) Cash — December 31 See accompanying notes 34 - $ 0- 4,406,656 NOTES TO RESOLUTION TRUST CORPORATION (RTC) FINANCIAL STATEMENTS DECEM BER 31, 1989 1. Impact o f FIRREA Legislation: y ^ J?7'6r The Financial Institutions Reform, Recovery, and Enforcement Act o f 1989 (FIRREA) became public law on August 9, 1989. This landmark legislation established organizations and procedures to obtain and administer the necessary funding to resolve failed thrifts and to dispose o f the assets of these institutions. FIRREA abolished the Federal Savings and Loan Insurance Corporation (FSLIC) and the Federal Home Loan Bank Board (FHLBB). Their functions were transferred, in a prescribed manner, to the Federal Deposit Insurance Corporation (FDIC), the Office of Thrift Supervision, the Federal Housing Finance Board, and the Resolution Trust Corporation (RTC). Under FIRREA, the R TC was established to aid in resolving the thrift industry crisis. This newly created mixed-ownership Government corporation was tasked with replacing the FSLIC in future case resolution activity by managing and resolving all troubled savings associations that were previously insured by FSLIC and for which a conservator or receiver is appointed during the period January 1, 1989 through August 8, 1992. The FSLIC Resolution Fund, a separate fund under FDIC management, will complete the resolution o f all thrifts that failed before January 1, 1989 or were assisted before August 9, 1989. Beginning on August 9, 1992, the Savings Association Insurance Fund will replace the R TC in resolving troubled thrift institutions. To allow the R TC to carry out its legislative mandate, FIRREA manager, subject to removal by the RTC Oversight Board. Thus, responsibilities o f the RTC and shall be reimbursed by the RTC Directors o f the FDIC serves as the Board of the RTC, and the Chairperson o f the R TC Board. authorized the FDIC to act as exclusive the FDIC shall carry out all duties and for all services performed. The Board o f Chairperson of the FDIC Board is the The activities o f the R TC are subject to the general oversight o f the newly established Oversight Board. The Oversight Board was created by FIRREA to oversee and be accountable for the RTC, to provide the RTC with general policy direction, and to review and monitor the RTC's performance. The Oversight Board consists o f five members: the Secretary o f the Treasury; the Chairman o f the Board o f Governors o f the Federal Reserve System; the Secretary o f Housing and Urban Development; and two independent members appointed by the President, with the advice and consent o f the Senate. FIRREA established the Resolution Funding Corporation (REFCORP) to provide funds to the RTC to enable the R TC to carry out its legislative mandate. The REFCORP, under general oversight of the Oversight Board, was granted power to issue up to $30 billion in long-term debt securities, the net proceeds o f which shall be used to purchase capital certificates issued by the R TC or to refund any previously issued obligation. The RTC will terminate on or before December 31, 1996. All remaining assets and liabilities will be transferred to the FSLIC Resolution Fund, with the requirement that any net proceeds from the sale o f such assets be transferred to the REFCORP for interest payments. At the time o f the RTC's termination, the FDIC will succeed the RTC as conservator or receiver for failed thrift activity. y ^ 7?7Y7.- * Maximize return on the sale or other disposition o f institutions or the assets o f such institutions; * Minimize the amount o f any loss from case resolutions; * Review all insolvent institution cases resolved by the FSLIC between January 1, 1988 and August 9, 1989, exercising all legal rights to modify, renegotiate, or restructure agreements where savings would be realized; * Manage, and before February 9, 1990 liquidate, the Federal Asset Disposition Association; and * Conduct all such operations in accordance with the special restrictions and objectives o f the FIRREA as specified therein. o/' The R TC is funded from the following sources: 1) U.S. Treasury payments and borrowings; 2) amounts borrowed by REFCORP; 3) the issuance o f debt obligations and guarantees as permitted by the Oversight Board; and 4) income earned on the assets o f the RTC, proceeds from the sale o f assets, and collections made on claims received by the R TC from receiverships, to the extent such amounts are needed for further resolution costs (as determined by the Oversight Board). The Secretary o f the Treasury has contributed capita! o f $18.8 billion to the R TC as o f December 31, 1989. The R TC has also issued capital certificates o f $5.7 billion to REFCORP as o f December 31, 1989 (see Note 11). The R TC is also authorized to borrow from the Treasury an amount not to exceed in the aggregate $5.0 billion outstanding at any one time. As o f December 31, 1989, the R TC had no borrowings outstanding. Beginning in 1990, working capital will be made available to the RTC under an agreement between the R TC and the Federal Financing Bank. The working capital will be available to fund the resolution o f thrifts operating as conservatorships and for use in the RTC's high-cost funds replacement and emergency liquidity programs. These borrowings, approved by the Oversight Board, are to be within the maximum obligation limitation. The FIRREA transferred all o f the assets and liabilities of the now defunct Federal Savings and Loan Insurance Corporation (FSLIC) to the FSLIC Resolution Fund (FRF), except for the $55.2 billion liability for estimated losses on unresolved cases, which became a liability o f the R TC and resulted in R TC reporting an accumulated deficit at August 9, 1989 (inception) (see Notes 6 and 11). The FIRREA requires that the assets, liabilities and equity of the R TC be maintained separately, and not be consolidated with any fund for accounting purposes. As mandated by FIRREA, R TC is managing seven receiverships that were effected by FSLIC after January 1, 1989 but prior to FIRREA. Activities o f these entities are excluded from the financial statements o f the R TC because FRF remains financially responsible for the losses associated with these resolution cases. 2. Summary of Significant Accounting Policies: G^%27T%/. These statements do not include accountability for assets and liabilities o f closed thrifts for which the R TC acts as receiver or liquidating agent. y&r Law The R TC records as assets the amounts advanced for assisting and closing thrifts. An allowance for loss is established against subrogated claims representing the difference between the amounts advanced and the expected repayment, based on the estimated cash recoveries from the assets o f the assisted or failed thrift, net o f all estimated liquidation costs. C<vf C&MF. The R TC has recorded the estimated losses related to thrifts in conservatorship and those identified in the regulatory process as probable to fail. The R TC recognizes an estimated loss for litigation against it in its Corporate, 36 conservatorship and receivership capacities. The RTC's Legal Division recommends these estimated losses on a case-by-case basis. The cost of furniture, fixtures, equipment, and other fixed assets is expensed at time of acquisition and reported in the administrative operating expenses. This policy is a departure from generally accepted accounting principles, however, the financial impact is not material to the RTC's financial statements. The RTC considers cash equivalents to be short-term, highly liquid investments with original maturities of three months or less. As o f December 31, 1989, the RTC did not have any cash equivalents. 3. Advances and Loans (in thousands): This line item includes both secured advances and loans made to conservatorships and receiverships by the RTC. The Corporation accrues interest on these advances and loans which is included in the Statement of Income and Accumulated Deficit. The Corporation expects repayment o f these advances and loans before any subrogated claims are paid by receiverships. December 31, 1989 Secured advances from conservatorships Secured advances from receiverships Loans to receiverships Accrued Interest $ 10,077,033 863,934 105,601 230,912 $ 11,277,480 4. Net Subrogated Claims (in thousands): Subrogated claims from failures represent those disbursements made by the RTC for depositor liabilities. The Corporation recognizes an estimated loss on these subrogated claims. December 31, 1989 Subrogated claims Claims o f depositors pending and unpaid Allowance for Losses $ 9,028,383 3,187 (5,398,914) 3,632,656 5. Analysis o f Change in Allowance for Loss from Receiverships (in thousands): Balance August 9, 1989 (Inception) Due from Receiverships - 0 - Provision for Losses -0- Transfers and Adjustments $ 5,398,914 Balance December 31, 1989 $ 5,398,914 Transfers and adjustments represent amounts transferred from the liability for the estimated cost of unresolved cases to the allowance for loss for subrogated claims as a result of case resolutions. 6. Analysis o f Change in Estimated Cost o f Unresolved Cases and Losses from Corporate Litigation (in thousands): Balance* August 9, 1989 (Inception) Estimated cost o f unresolved cases Estimated losses from corporate litigation $ 55,240,000 - $ Provision for Losses 0 $ $ 83,719 - 35,240,000 44,827,914 Transfers and Adjustments $ 44,911,633 (5,398,914) - $ Balance December 31, 1989 $ 0- 94,669,000 83,719 (5,398,914) $ 94,752,719 The estimated cost o f unresolved cases includes amounts transferred to the allowance for loss for subrogated claims as a result o f case resolutions. * Transferred from FSLIC upon its dissolution as required by the FIRREA. 7. Other Assets: The following are the components o f other assets (in thousands): December 31, 1989 Reimbursements due from receiverships and conservatorships for operating expenses Miscellaneous assets $ 27,979 953 28,932 Reimbursements due from receiverships and conservatorships for operating expenses represent amounts paid by the R TC on behalf o f the receiverships and conservatorships for which full repayment is expected. 8. Liabilities Incurred From Assistance and Failures: The following are the major components from liabilities incurred from assistance and failures (in thousands): December 31, 1989 Pending Claims o f depositors Other $ 3,187 850 $ 4,037 9. Estimated Cost o f Unresolved Cases: The R TC has established a liability o f $94.7 billion for the future cost of resolving troubled thrifts already in conservatorship and those identified in the regulatory process as probable to fail. The liability recorded is the amount that is probable and can be reasonably estimated as o f December 31, 1989. The liability for unresolved cases was estimated using RTC's cost test methodology. The estimate was based on the assumption that all unresolved cases would be resolved through a pay-out liquidation and that losses on net assets would occur at the same rate as losses experienced on actual resolutions. This estimated cost is based upon loss rates for resolutions completed through June 1, 1990. As o f September 30, 1990, the liability for the estimated cost o f unresolved cases totaled $67.6 billion. 38 In addition, there are other open institutions from which losses to the R TC are reasonably possible. The losses from those institutions may range as high as $18 billion. 10. Estimated Losses from Corporate Litigation: As o f December 31, 1989, the RTC has been named in numerous legal or administrative actions while serving in its Corporate, conservatorship or receivership capacities. Currently, it is not possible to predict the outcome for all of the various actions. A provision totalling $83.7 million has been made for those actions that management feels will result in a probable loss. It is management's opinion that the outcome for the remaining actions, while not determinable, will not result in liabilities to such an extent that they will materially affect the Corporation's financial position. 11. Changes in Equity: Equity for the R TC is as follows (in thousands): Contributed Capital Balance August 9, 1989 (Inception) Net Loss Treasury Payments Issuance of Capita] Certificates 09/22/89 10/30/89 Balance December 31, 1989 $ -0-018,800,000 Capital Certificates $ -0-0$ 18,800,000 -0-0-0- Accumulated Deficit $ 5,708,757 $ -0-0- 1,200,000 4,508,757 $ (55,240,000) (44,687,739) -0- Total Equity $ (99,927,739) (55,240,000) (44,687,739) 18,800,000 1,200,000 4,508,757 $ (75,418,982) 12. Pension Plan and Accrued Annual Leave The FDIC eligible employees assigned to the R TC are covered by the Civil Service Retirement System (CSRS) and the Federal Employees Retirement System (FERS). Matching employer contributions provided by the RTC for all eligible employees were approximately $676,000 for the period August 9, 1989 through December 31, 1989. Although the R TC contributes a portion of pension benefits for eligible employees and makes the necessary payroll withholdings from them, the R TC does not account for the assets of either o f these retirement funds and does not have actuarial data with respect to accumulated plan benefits or the unfunded liability relative to its eligible employees. These amounts are reported by the U.S. Office o f Personnel Management (OPM) and are not allocated to the individual employers. OPM also accounts for all health and life insurance programs for retired eligible employees. The RTC's liability to employees for accrued annual leave is approximately $2,352,000 at December 31, 1989. 13. Commitments and Guarantees: The RTC is currently leasing office space to accommodate its staff. The RTC's lease agreements for office space are approximately $97,311,000. The minimum yearly rental expense for all locations is as follows (in thousands): 39 1990 1991 1992 1993 1994 1995/Thereafter $ 9,216 $ 8,517 $ 8,532 $ 8,390 $ 8,414 $ 54,242 Guarantees o f RTC: Guarantees made by the FSLIC from January 1, 1989 through enactment o f FIRREA became guarantees o f RTC. There were three such guarantees made by FSLIC to the Federal Home Loan Banks (FHLBs) payable in the event an identified institution defaults on its loan payments to the FHLBs. These guarantees involved institutions which have already been placed into conservatorship. The total amount contingently payable is $121 million. However, no losses from these arrangements are anticipated by management. 14. Supplementary Information Relating to the Statement of Cash Flows (in thousands): Reconciliation o f net loss to net cash used by operating activities: For the Period August 9, 1989 (Inception) Through December 31, 1989 $ (44,687,739) Net Loss: Increase in accounts payable, accrued liabilities and other Increase in other assets Provision for losses Disbursements for advances and loans Disbursements for subrogated claims Accrued interest from assistance and failures Receipts from subrogated claims 7,950 (28,932) 44,911,633 (11,046,568) (9,027,723) (230,912) 190 Net cash used by operating activities $ (20,102,101) Schedule o f non-cash transactions incurred from thrift assistance and failures (in thousands): For the Period August 9, 1989 (Inception) Through December 31, 1989 Increase (decrease) in subrogated claims from failures: Outstanding depositor claims paid Depositor claims unpaid Transfer of allowance for loss $ 850 3,187 (5,398,914) Decrease (increase) in liabilities incurred from assistance and failures: Outstanding depositor claims paid Pending claims of depositors (850) (3,187) Estimated cost of unresolved transfer 5,398,914 $ 40 -0- GAD United States Genera! Accounting Office Washington, D C. 20548 ComptroUer Genera! of the United States B-240108 To the Board of Directors Resolution Trust Corporation We have audited the accompanying statement of financial position of the Resolution Trust Corporation as of December 31, 1989, the related statement of income and accumulated deficit, and the statement of cash flows for the period August 9, 1989, through December 31, 1989. These financial statements are the responsibility of the Corporation's management. Our responsibility is to express an opinion on these financial statements based on our audit. In addition, we are reporting on our consideration of the Corporation's internal control structure and on its compliance with laws and regulations. We conducted our audit in accordance with generally accepted government auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. However, as discussed in the following paragraphs, the Corporation's estimated liability for unresolved institutions and its estimated recovery from receiverships for claims paid on behalf of depositors are subject to significant uncertainties that limited our audit and precluded us from opining on these reported balances. The Corporation developed a standard methodology in June 1990 to estimate its liability for the cost of unresolved institutions. The methodology was consistently applied and used the best information available at the time. However, the actual cost to the Corporation for future resolution 4! B -2 4 0 1 0 8 actions will depend on the outcome of various uncertainties, including the number of institutions placed into conservatorship prior to August 9, 1992; the extent of these institutions' continuing operating losses; the quality and salability of each institution's assets; and the condition of the economy, especially in certain geographic locations. As a result of these uncertainties, the Corporation's estimated liability for unresolved institutions is subject to significant change and final costs could be much higher than estimated. For institutions already resolved, the Corporation has paid out funds required to settle depositor claims to either the depositors themselves or acquirers of the institutions. However, the Corporation expects to recover some portion of those paid claims (subrogated claims) through the sale of the failed institutions' assets that remain in Corporation receiverships. To develop its estimated net receivables from paid claims, the Corporation calculated the estimated market value of assets held in receivership less the associated costs of holding those assets for sale. The Corporation calculated asset recovery values based on appraisal and review processes. Because it had only been in existence for 5 months, however, the Corporation lacked historical asset sales experience with which to evaluate the accuracy of the resulting recovery estimates. Also, the Corporation's short operating life had not provided it with sufficient asset management experience to serve as the basis for estimating holding costs. Most important, the Corporation had never examined receivership inventories on an individual asset basis; instead, all valuation decisions had been based on samples of assets taken prior to the resolution process. As a result, the expected recovery value of assets in receivership could be significantly overstated. The current recessionary economy and the depressed real estate market are also likely to negatively affect asset recovery values. In our opinion, except for the effects that the uncertainties discussed in the preceding paragraphs may have on the cost of unresolved institutions and the expected recoveries from resolved institutions, the financial statements referred to above present fairly, in all material respects, the financial position of the Resolution Trust Corporation as of December 31, 1989, and the results of its operations and its cash flows for the 2 42 B -2 4 0 1 0 8 period then ended, in conformity with generally accepted accounting principles. As discussed in note 1, the Financial Institutions Reform, Recovery, and Enforcement Act of 1989 was enacted on August 9, 1989. FIRREA, which created the Resolution Trust Corporation, responded to the savings and loan industry crisis and the mounting losses of the industry's insurer by abolishing the Federal Savings and Loan Insurance Corporation (FSLIC) and transferring its functions to several newly established entities. FSLIC's insurance function was transferred to the Savings Association Insurance Fund, which is administered by the Federal Deposit Insurance Corporation (FDIC). The new insurance fund will be responsible for assisting and resolving troubled thrifts after August 9, 1992. FIRREA created the FSLIC Resolution Fund to accept the assets, debts, obligations, contracts, and other liabilities resulting from FSLIC's resolution activity prior to January 1, 1989. FDIC is responsible for administering the FSLIC Resolution Fund to ensure that its assets are sold and liabilities paid. FIRREA created the Resolution Trust Corporation to resolve the problems of failed thrift institutions previously insured by FSLIC and placed into conservatorship or receivership from January 1, 1989, until August 9, 1992. The Corporation's newly established Oversight Board, under the chairmanship of the Secretary of the Treasury, has overall responsibility for the Corporation's activities. FDIC carries out the Corporation's duties and responsibilities and is reimbursed by the Corporation for all services performed. FIRREA provided the Corporation with $50 billion to resolve failed savings institutions and to pay its administrative expenses. Through December 31, 1990, the Corporation had used $37 billion of the $43 billion then available to pay the losses of 352 failed institutions. However, resolution cost estimates prepared by the Corporation and its Oversight Board indicated that between $89 billion and 4.1 B -2 4 0 1 0 8 $132 billion on a present value basis would eventually be needed to close a total of 700 to 1,000 failed institutions.1 In January 1991, the Corporation received the last $7 billion available under FIRREA for resolutions. Although the Corporation has slowed down marketing and resolving institutions, it does not expect these funds to last beyond March 1991. The Corporation has stated that without more funds, all resolution activity would cease. Accordingly, in January 1991, the Oversight Board appeared before the Congress to request an additional $30 billion to resolve approximately 225 institutions before the end of fiscal year 1991. The Oversight Board indicated its preference for permanent funding authority since that would allow the Corporation to pursue its mandate aggressively and without costly interruption. We have no reason to disagree with the Board's stated need for more funds through the end of this fiscal year, and we expect that the Corporation will require substantial additional funds in fiscal year 1992. However, we do not agree with the Oversight Board on the best way to provide those funds. In our February 1991 testimony before the House Committee on Banking, Finance and Urban Affai r s , 2 we stated that a permanent and indefinite appropriation would effectively eliminate the existing controls over the Corporation's obligational authority contained in FIRREA. We expressed the belief that it is important to retain control mechanisms already in place and functioning. Therefore, we support providing sufficient funds annually to cover the Corporation's resolution needs for that year. This would allow the Corporation to efficiently plan its workload to avoid costly slowdowns in resolution activity, and would retain existing congressional oversight control iThe Oversight Board calculated its cost estimate range in May 1990. In January 1991 testimony before the Senate Banking Committee, the Oversight Board stated that its present value cost range was still valid; however, due to the recent economic downturn and the war in the Persian Gulf, the most likely cost scenario has moved to the higher end of the range. ^Resolution Trust Corporation: Performance Assessment to Date (GAO/T-GGD-91-71 February 20, 1991). 4 44 B -2 4 0 1 0 8 mechanisms. As stated in our testimony, we believe that a yearly appropriation, provided on-budget and linked with the Oversight Board reporting requirements, is the best funding alternative. FIRREA's obligation limit would have to be revised to reflect the Corporation's funding through the annual appropriation process, since currently it is linked to the $50 billion originally designated for unrecoverable losses. On March 13, 1991, the House approved a bill providing the Corporation with an additional $30 billion to cover depositor claims at hundreds of failed institutions. The Senate had approved similar legislation a week earlier. Before the Corporation can receive any of these funds, however, the House and Senate must reconcile some relatively minor differences in the bills. The following sections of this report provide details on the Corporation's liability for unresolved institutions and its expected recoveries from resolved institutions. In addition, our report on the Corporation's internal control structure provides additional information on its ability to produce reliable estimates for the expected recovery value of assets in both resolved and unresolved institutions. ESTIMATED LIABILITY FOR UNRESOLVED INSTITUTIONS The Corporation's estimated resolution liability is subject to many uncertain factors and future events that are likely to make actual costs higher than projected. At December 31, 1989, the Corporation accrued a $95 billion liability for resolving approximately 650 troubled institutions already in conservatorship or identified in the regulatory process as probable to fail. To estimate this liability, the Corporation assumed that all troubled institutions would be resolved on December 31, 1989, by directly paying off depositor claims. The Corporation also assumed that recovery rates for subsequent asset sales would be the same as those calculated for resolutions already performed. However, some of the Corporation's assumptions may not hold true and future events may cause asset values to decline. For example, the number of institutions requiring resolution could increase significantly. At September 30, 1990, approximately 350 institutions not included in the 5 45 B -2 4 0 1 0 8 Corporation's liability had capital levels of less than 3 percent and were operating unprofitably. As the Corporation discussed in footnote 9 to its financial statements, some or all of these institutions could require resolution at an additional cost to the Corporation of as much as $18 billion. Also, the market values of Corporation-held assets might continue to decline, thereby reducing the amount recovered at sale. Although the Corporation assumed asset writedowns of 20 percent to 34 percent based on estimates calculated for institutions resolved through May 1 9 9 0 , worsening economic conditions could result in higher losses. Finally, delays in closing troubled thrifts could result in significant continuing operating losses that must be funded at the time of resolution. By not including operating losses in its liability calculation, the Corporation has increased the likelihood that actual resolution costs will exceed its estimate. ESTIMATED RECOVERIES ON PAID CLAIMS Because the Corporation had not, at the time of our review, either examined all assets remaining in its receiverships or valued each asset based on actual sales experience, it may have overstated its expected recoveries from depositor claims paid. At December 3 1 , 1 9 8 9 , the Corporation had resolved 37 failed savings institutions requiring disbursements of $9 billion for depositor liabilities. Although the Corporation has a subrogated claim for the entire disbursement amount against the failed institutions' assets remaining in receivership, the Corporation estimated that it would recover less than $4 billion from the sale of those assets. The Corporation calculated asset recovery values based on the results of reviews conducted in each conservatorship institution prior to resolution. As part of these valuation reviews, the conservatorships' assets were categorized according to type and performance (for example, performing mortgage loans, nonperforming consumer loans, and real estate owned.) Based on the size of the institution, reviewers were required to sample certain dollar amounts and numbers of assets within the categories. The reviewers developed expected recovery values for the sampled assets using recent appraisals or following Corporation guidelines. Those rates were then projected to unreviewed assets. Upon resolution, an institution's asset valuation review became the basis for determining the 6 46 B -2 4 0 1 0 8 recovery value of the assets remaining in Corporation receiverships. Although the Corporation provided the reviewers with general guidelines to follow in determining expected recoveries, it had no historical experience in asset sales with which to evaluate the mark-to-market adjustments resulting from reviews and appraisals.3 The Corporation also lacked experience in asset management with which to evaluate the estimated cost of holding assets for sale. In addition, receivership asset inventories were valued based on samples chosen prior to the acquirer taking the "good" assets at resolution and leaving the "bad" assets to be handled by the Corporation. By continuing to apply recovery rates based on a certain proportion of both good and bad assets, the Corporation could be significantly overstating the value of the assets remaining in receivership. Without reviewing each individual asset under receivership control, the Corporation cannot determine an asset's condition or set a realistic price for its sale. As discussed, the Corporation's actual recoveries on paid claims could be lower than estimated if receivership assets are found to be more impaired than anticipated. Also, higher than expected contract management fees or "fix-up" costs would increase losses. However, the greatest unknown is the future health of the economy, particularly in geographic areas with large real estate ^To address this concern, we recommended in our report Obligations Limitation: Resolution Trust Corporation's Compliance as of March 31, 1990 (GAO/AFMD-90-101, July 27, 1990) that the Corporation institute a system to track and report the actual results of asset sales. In response, the Corporation stated that it is developing a Receivership Asset Inventory System that will have some reporting capability by March 31, 1991. 7 B -2 4 0 1 0 8 asset portfolios for sale. If the economy continues its slowdown, asset sales could bring in significantly less than expected. Charles A. Bowsher Comptroller General of the United States December 14, 1990 STATISTICS RTC CONSERVATORSHIPS (August 9, 19<39 State Associations Ptaced in Conservatorship into Conservatorshtp Conservatorship August 8, 1989 5 A LASKA 2 5 A RKA N SA S C A U FO RN iA 12 22 COLORADO C O N N EC TiC UT 11 FLO R ID A 1 13 GEORGIA 5 ILLIN O IS ^9W) Associations in A LABA M A AR!ZO NA /Jecemher 15 Associations Resolutions P&AID T Payout 1 December 31, 1989 Total 4 1 2 5 3 2 1 1 1 4 2 2 10 1 6 19 13 2 1 7 2 1 3 1 11 4 1 1 21 INDIANA 1 1 IOWA 2 1 13 27 3 2 2 2 14 5 6 6 26 2 2 1 KANSAS LO UISIA N A M A RYLA N D MICHIGAN M IN N ESO TA 5 6 5 N EW J E R S E Y 3 2 N E W MEXICO 5 1 N E W YO RK 1 6 1 2 OHIO O KLAHO M A 3 4 PEN N SYLV A N IA 4 S O U TH CARO LINA 1 5 1 72 18 VIRGINIA 3 2 2 W A SH IN G TO N 1 W ISC O N SIN 2 W YO M ING 5 6 1 1 1 4 8 3 3 1 1 1 1 5 1 7 8 82 3 4 1 2 1 262 1 3 56 1 7 26 N O TE: P&A indicates a purchase and assumption transaction and iD T indicates an insured deposit transfer. Prepared by R TC Anatysis 6 4 1 1 N O RTH C ARO UNA TOTALS 3 2 1 M IS S IS S IP P I TE X A S U TA H i 1 M ISSO U R I N EB R A SK A TE N N E SS EE 2 1 4 37 281 NEW RTC CONSERVATORSHIPS (August 9, J9<S9 iArougA December JJ, J9<S9) (DoAfar amounts in thousands) At Date of Conservatorship Date of Conservator No. ship 83,929 100,220 45,908 1,939 41,246 3,158 1,929 32,409 17-Aug 6 7 17-Aug 17-Aug 8 17-Aug 9 10 11 17-Aug 24-Aug 24-Aug 12 07-Sep Heritage S& L, Jerseyvitte, )L Citizens S & LA of Springfietd, Springfietd, tL 13 14 14-Sep 21-Sep F irst FS& LA . Laredo, TX 180,864 161,733 5,047 Firs t Gartand Savings Association, Gartand, TX 136,180 103,135 11,227 15 21-Sep Piano S& LA , Ptano, TX 283,008 248,982 16,093 16 F irst Savings Association of Brenham, Brenham, TX East Texas S& LA . Tyter, TX 149,114 134,137 18,033 17 21-Sep 21-Sep 334,194 206,033 18 19 28-Sep 05-0ct Coiorado Federat Savings Bank, Sterting, CO American Home S& LA , Edmond, OK 11,940 12,418 23,672 3,352 20 21 05-0ct 13-Oct Famiiy Federa) Savings Bank, Saputpa, OK 97,743 53,916 100,255 79,131 52,815 5,047 9,571 89,795 22 8,937 25,457 23 24 16-Oct 19-Oct 19-Oct 25 26 27 19-Oct 19-Oct 19-Oct 28 29 30 Security S& LA , FA, Peoria. )L Taytorbanc Savings Association, Ta y to r, TX Biack Hawk FS& LA , Rock tstand, tL Denton Savings Association, Denton, TX Cotumbia Homestead Association. Metairie, LA Banc towa Savings Bank, Cedar Rapids, iA 27.265 53,068 28,831 327,156 149,812 73,248 169,400 31,693 92,048 $ Accounts 5 Guadatupe S& LA , Kerrvitte, TX Southside S& LA , Austin, TX Heame Buitding & Loan Association, Heame, TX 794,352 1,879,301 835,595 608,025 1,466,539 672,480 16,277 10-Aug 10-Aug Peoptes Heritage F S& LA , Satina, KS Metropotitan Financia) Savings & Loan, Dattas, TX $ Deposits 1 2 3 4 10-Aug 17-Aug U n ifirst Bank for Savings, FA. Jackson, M S Number of Gross A sse ts Name of institution & Location 25,535 227,745 149,756 68,088 146,342 29,264 79,296 16,252 9,314 12,709 5,558 9,054 165,339 298,392 559,132 781,094 139,796 263,246 536,306 587,188 86,122 298,114 244,529 21,100 Seasons Savings Bank, F S B , Richmond, VA 264,530 14,121 26-Oct Great Ptains F S & LA of Weatherford. Weatherford, OK 115,584 212.550 72,082 02-Nov F irst Louisiana F SB , Lafayette, LA 168,690 104,557 8,363 11,699 09-Nov 09-Nov 129,504 329,134 17,515 39,936 32 09-Nov Crest Savings, Kankakee, tL Cotoniat Savings Bank, SLA . Rosette Park, NJ Aspen S& LA , Aspen. CO 144,976 31 33 34 09-Nov 09-Nov Saratoga S& LA , San Jose, CA Fidetity FS& LA , Gaiesburg, tL 35 36 37 16-Nov 16-Nov 16-Nov First S & LA of Centra) tndiana. Anderson, tN Sooner FS& LA . Tutsa, OK 38 39 16-Nov 16-Nov 40 41 42 43 44 45 46 47 30-Nov 30-Nov 30-Nov 48 49 50 51 52 30-Nov 30-Nov 30-Nov 30-Nov 07-Dec 07-Dec 07-Dec 08-Dec 08-Dec 14-Dec 53 54 14-Dec 14-Dec Peopie's Homestead F S for Savings, Monroe. LA Vattey FS& LA , McAiten. TX Mid Kansas F S & LA of Wichita, Wichita, KS Surety Savings Association, Et Paso, TX Security FS& LA . Garden Grove. CA Texas W estern FS& LA , Houston, TX Genera) Bank, A Federat Savings Bank. Miami, F L Brookstde S& LA , Los Angetes, CA Southwestern S& LA , Et Paso, TX Fortune Financia), A Savings & Loan tnstitution. Copperas Cove, TX Security Federat Savings Bank, Cotumbia, SC Austin Savings Association, Austin, TX First Guaranty S& LA , GiHette, W Y Satamanca FS& LA , Satamanca, NY The Garnett S& LA . Garnett. KS Community F S& LA , Bridgeport, CT Artington Heights FS& LA , Artington Heights, tL Attantic Permanent Savings Bank F SB , Norfotk, VA City Federat Savings Bank. Bedminster. NJ Louisiana Savings Association, Lake Chartes. LA Yorkridge-Catvert S& LA , Battimore, MD 55 21-Dec Red River S& LA , Coushatta, LA Sitver S& LA , A Federa) Association, Stiver City, NM 56 21-Dec Cotumbia Savings Association, Nassau Bay, TX TOTALS 56 institutions Prepared by RTC Anatysis 449,849 153,002 110,795 104,422 96,848 32,513 47,761 5,704 2,608 64,413 25,699 401,638 199.473 359,748 175,633 1,564,512 74,077 112,004 1,136,176 74,687 91,020 291,149 172,728 5,853 572,775 18,734 359,365 630,481 131,007 86,220 770,574 109,250 23,509 30,388 18,178 61,341 526,009 590,397 9,702,243 459,211 585,265 9,103 47,360 114,596 6,790 73,730 667,765 84,699 21,424 29,870 17,551 48,924 402,038 359,329 6,949,856 394,545 4.626 81,360 2,872 2,256 3,924 3,485 2,292 66,979 29,153 829,280 50,470 363,968 8,005 57,814 927 11,073 33,524 74,709 26,519 71,703 6,176 1,874 $25,872,928 $19,774,644 2,230,425 !NST!TUT!ONS !N CONSERVATORSH!P (as o/August ^ i9^9) (Do77ar amounts in thousands) At Date of Conservatorship No. Date of Con servatorship 1989 Gross Name of institution & Location 1 07-Feb 2 3 4 07-Feb 07-Feb 07-Feb 5 10-Feb Bright Banc SA, Dattas, TX 6 7 10-Feb 10-Feb 10-Feb 10-Feb F irs t Federat of Arkansas, FA, Littte Rock. AR Deseret FS & LA , Satt Lake City, U T Sandia F S & LA , Atbuquerque, NM Savers F S & LA , Littie Rock, AR 8 9 Gitt SA, Hondo, TX Freedom S& LA , A F S& LA , Tampa, F L Battimore Federat Financial FSA, Battimore, M D Pacific Savings Bank, Costa Mesa, CA A sse ts Deposits Number of Accounts $1,412,921 $1,495,912 65,028 1,517,535 1,626.673 1,113,130 1,208,753 161,338 205,803 1,147,173 1,014,999 2,894,641 1,175,294 169,875 49,099 293,593 119,930 33.208 898,555 1,051,488 784,296 75,050 89,046 3,062,827 4,897,894 2,179,485 3,742,001 333,018 142,895 393,337 16,185 48,931 199.055 298,525 4,548,026 1,853,910 175,135 913,965 10 13-Feb M idw est F S & LA of Minneapotis, Minneapotis, MN 11 14-Feb University SA, Houston, TX 12 17-Feb Cotumbia Federat Savings Bank, W estport, C T 13 14 15 17-Feb Guaranty F S& LA , Birmingham, A L 153,076 405.270 17-Feb 17-Feb Equitabte Federat Savings Bank, Fremont, N E North Jersey S& LA , Passaic, NJ 223,691 330,599 339,620 17-Feb Etysian Federat Savings Bank, Hoboken, NJ 204,977 195,534 34,983 46,060 14,818 Btue Vattey F S& LA , Kansas City, MO Sun Savings Association, F.A., Kansas City, KS 881,784 811,507 113,760 18 17-Feb 17-Feb 19 17-Feb 20 21 17-Feb 17-Feb French Market Homestead, FSA, Metairie, LA Occidentat/Nebraska F S B , Omaha. NE M idw est F S& LA , Nebraska City, NE 201,664 278,255 704,457 184,282 232,840 515,032 36,805 87,440 22 23 24 17-Feb 17-Feb 17-Feb W estw ood S& LA , Lo s Angetes, CA Community S& LA , Fond Du Lac, W t Southern Ftoridabanc FS & LA , Boca Raton, F L 25 17-Feb 17-Feb 17-Feb F irs t FS & LA , Largo, F L American S& LA , A Federat Association, Satt Lake City, U T Security S& LA , Scottsdate, AZ 29 30 17-Feb 17-Feb 17-Feb Nite Vattey FS & LA , Scottsbtuff, NE Concordia Federat Bank for Savings, Lansing, tL Ptatte Vattey F S& LA , Gering, NE 31 32 17-Feb 17-Feb tndependence F S & LA , Batesvitte, AR Universat S& LA , A F S & LA , Scottsdate, AZ 33 34 17-Feb 17-Feb So uthw e st S& LA , Phoenix, AZ 35 17-Feb 36 17-Feb 02-Mar 02-Mar 02-Mar 02-Mar 02-Mar 16 17 26 27 28 37 38 39 40 41 42 43 44 45 46 47 48 49 02-Mar 02-Mar 02-Mar 02-Mar 02-Mar 02-Mar 02-Mar 02-Mar Anchor SA, Kansas City, KS Mountainwest S& LA , A F S & LA , Odgen, U T Horizon FS & LA , Metairie, LA F irs t F S & LA , Fayettevitte, AR Topeka Savings, A F S & LA , Topeka, KS F irs t F S B of Kansas, Wettington, KS La Hacienda Savings Association, San Antonio. TX F irs t State Savings Bank, F S B , Mountain Home. AR Vattey F S & L A of Hutchinson, Hutchinson, KS F irs t State SA, San Antonio, TX Southm ost S& LA , Brownsvitte, TX Permian S& LA , Kermit, TX Commerce SA, San Antonio, TX F irs t F S & L A of Coffeyvitte, Coffeyvitte, KS F irs t F S & L A of Hutchinson, Hutchinson, KS F irs t F S& LA , Matvern, AR 19,354 17,597 8,944 149,779 117,117 406,287 402,023 188,623 158,319 253,633 30,695 386,061 1,364,590 39,123 217,800 89,032 5,956 56,978 157,027 332,186 2,240,605 761,572 60,256 494,395 1,050,220 63,950 357,545 257,750 415,298 332,386 336,754 99,725 2,301,855 99,216 1,766,373 857,035 249.999 222,009 386,851 131,698 102.618 168,759 77,923 125,217 236.493 250,429 110,189 11,307 837,729 96,316 197,194 588,493 19,073 17,912 31,874 9,209 161,411 82,159 32,064 122,637 196,120 321,648 107,550 11.333 795,937 18,263 17,076 9,602 24,499 3,560 14,864 16,388 8,717 10,715 1,028 44,844 90,325 169,035 13,408 20,769 390,852 106,633 105,490 163,218 117,059 M ission SA of Texas, San Antonio. TX 96.237 51,883 98,860 6,620 2,496 Home F S & LA , Mountain Home, AR 53 02-Mar Enterprise FS & LA , Marrero, LA 47,022 40,534 72,404 69,528 34,742 67,134 6,870 52 02-Mar 02-Mar 02-Mar 5,361 54 55 56 02-Mar 02-Mar Atamo SA of Texas, San Antonio, TX Etmwood F S& LA , Harahan, LA 629,109 58,766 616,625 46,249 38.951 3,688 02-Mar 57,313 02-Mar Gibrattar Federat Savings Bank, F S B , Annapotis, M D Unipoint Federat Savings Bank, Trumann, A R 68,190 57 02-Mar 02-Mar 02-Mar F irs t Federat Bank of Ataska, S B , Anchorage, AK F irs t Savings of Louisiana, FSA, La Ptace, LA Vision Banc Savings Association, Kingsvitte, TX 28,676 182,015 44,186 10,806 4,167 58 59 60 20,303 220,546 30,922 34,478 4,297 61 Landmark Savings Bank, F S B , Hot Springs, AR San Antonio SA, San Antonio, TX Cotoniat SA of America, Libera), KS 95,763 145,533 2.842.935 94,646 151,967 1,965,351 4,033 18,215 285,526 73.872 886.644 61,658 817,525 26.198 91,354 30,935 76,546 5,425 31,009 1,333 50 51 Fontainebteau Federat Savings Bank, Stidett, LA 62 02-Mar 02-Mar 63 64 02-Mar 02-Mar 65 66 02-Mar Bexar Savings Association, San Antonio, TX Padre F S& LA , Corpus Christi, TX 02-Mar Home Savings Bank, Anchorage, AK 52 53.188 3,177 7,912 !N STrFU T!O N S !N CONSERVATORSH!P (^s of August $ i9<$9) Continued (Do77ar amount in thousands) At Date of Conservatorship Date of Con servatorship No. Name of tnstitution & Location A sse ts Deposits Accounts $222,984 $186,978 83,536 67,467 26,375 14,506 67 02-Mar Shawnee FS& LA , Topeka, KS 68 02-Mar Mid-America F S& LA , Parsons, KS 85,068 69 02-Mar 02-Mar Peoptes S& LA , Parsons, KS Suburban SA, San Antonio, TX 02-Mar 02-Mar The Barber County S& LA , Medicine Lodge, KS Commonweatth S& LA , Osceota, AR 87,893 59,654 55,509 73 74 75 76 02-Mar Madison Guaranty S& LA , Augusta, AR 09-Mar 09-Mar 09-Mar 77 70 71 Number of Gross 1989 50,981 42,601 10,907 2,723 4,812 121,878 32,311 99,399 7,592 5,014 Otero Savings, A F S& LA , Cotorado Springs, CO United Guaranty Federat Savings Bank, Tuttahoma, TN Century S& LA , Baytown, TX 552,819 11,011 84,611 472,010 12,562 85,179 35,600 1,192 09-Mar W e stern Gutf S& LA , Bay City, TX 204,732 248,706 78 79 80 09-Mar 09-Mar 09-Mar F irs t F S& LA , Summervitte, GA Commonweatth Savings Association, Houston, TX City SA, League City. TX 81 82 83 09-Mar 09-Mar 09-Mar Mesa F S & LA of Cotorado, Grand Junction. CO Sun Country S B of New Mexico, F S B , Atbuquerque, NM Bankers S& LA , Gatveston, TX 34,277 1,796,502 39,630 116,197 1,661,352 40,946 103,490 84 85 09-Mar 09-Mar 09-Mar 09-Mar 09-Mar Vattey Federat Savings Bank, Roswett, NM Lincotn FS& LA , M t Carmet, TN Cotorado S& LA , Granby, CO Citizens of Texas S& LA , Baytown, TX 72 86 87 88 89 90 09-Mar 09-Mar 85,489 315,119 125,889 110,082 263,431 145,584 16,195 17,968 47,045 17,707 3,002 46,143 227,752 27,996 94,431 72,943 83,297 3,686 65,399 Continenta) Savings, A F S& LA , Bettaire, TX American FS& LA , Atbuquerque, NM 545,196 205,629 597,129 145,177 9,182 14,195 Bancptus Savings Association, Pasadena, TX Ameriway Savings, Houston, TX 698,942 881,736 184,307 3,226,760 216,058 2,333,110 60,510 76,258 93,847 95,994 43,866 09-Mar Spring Branch S& LA , Houston, TX 97 09-Mar Rocky Mountain S& LA , Woodtand Park, CO 98 09-Mar 09-Mar Liberty County F S& LA , Liberty, TX F irs t F S& LA , Attanta, GA Trinity Vattey S& LA , Ctevetand, TX Modern FS& LA , Grand Junction, CO 106 107 108 09-Mar 09-Mar 09-Mar 109 110 111 112 113 114 115 116 09-Mar 09-Mar 09-Mar 09-Mar 09-Mar 09-Mar 09-Mar 09-Mar Universat SA, Houston, TX Concord-Liberty S& LA , Monroevitte, PA Peoptes Savings Association. FA, St. Joseph, Mt American S & LA of Brazoria. Lake Jackson, TX 117 09-Mar Benjamin Franktin SA, Houston, TX 118 09-Mar 16-Mar F irs t Savings Bank of Atabama, FA, Hamitton, A L F irst F S & LA of Seminote, Seminote, OK 121 16-Mar 16-Mar 122 16-Mar Continenta) F S& LA , Oktahoma City, OK Savings of Texas Association, Jacksonvitte, TX F irst FS& LA , Baton Rouge, LA 123 124 125 16-Mar 16-Mar 16-Mar Midwestern SA, Macomb, tL Peoptes F S & LA of Thibodaux, Thibodaux, LA 126 127 16-Mar 16-Mar F irst F S & LA of the Ftorida Keys, Key W e st, F L Deep East Texas SA, Jasper, TX 128 16-Mar 16-Mar Brickettbanc SA, Miami, F L The Duncan S& LA , Duncan, OK 16-Mar 16-Mar 16-Mar Gotden Triangte S& LA , Bridge City, TX Financiat Security FS & LA , Detray Beach, F L Acadia S& LA , A FSA, Crowtey, LA 129 130 131 132 7,063 21,866 154,069 101,558 96 119 120 2,354 6,828 122,470 132,704 Sun S& LA , Parker, CO 09-Mar 24,866 7,617 189,538 09-Mar 104 105 59,993 49,685 105,430 53,084 190,130 95 09-Mar 250,928 17,062 13,583 9,177 314,252 78,017 Vittage Savings, F S B , Houston, TX Germantown T ru s t Savings Bank, Germantown, TN F irs t Capita) SA of Texas, Houston, TX 09-Mar 09-Mar 09-Mar 09-Mar 70,797 55,285 71,346 77,446 111,451 102,546 2,167 50,038 362,468 60,127 09-Mar 09-Mar 09-Mar 09-Mar 101 102 103 73,619 109,501 221,918 35,783 7,429 8,181 6,917 Bayshore SA, La Porte, TX F irs t F S & LA of Cotorado Springs, Cotorado Springs, CO Humbte S& LA , Humbte, TX Phenix FS& LA , FA, Phenix City, A L 91 92 93 94 99 100 39,254 Hitt Financiat S& LA , Red Hitt, PA Atpine FS& LA , Steamboat Springs, CO Century Federat Savings Bank, Trenton, TN Vattey F S & LA of Grand Junction, Grand Junction, CO First Equity SA. Tombatt, TX Southeastern SA, Dayton, TX Liberty Bett SA, Beaver Fatts, PA Rusk F S& LA , Rusk, TX 315,850 64,869 92,627 218,458 217,400 109,927 286,628 2,731,396 25,288 35,427 654,308 79,394 43,790 72,621 113,282 119,509 70,759 79,557 265,330 222,562 99,714 321,711 1,928,312 22,799 33,547 505,851 79,391 7,202 21,706 11,123 8,135 10,236 9,182 6,842 10,872 23,078 10,587 306,542 8,013 7,106 15,573 10,522 6,090 14,809 9,334 52,901 11,939 15,614 113,630 3,578 4,140 97,317 5,759 5,167 53,167 44,135 45,405 117,639 95,514 19,809 237,275 20,399 189,706 55,693 39,590 153,036 44,449 57,196 35,944 134,977 63,436 2,173 14,180 3,100 151,354 134,771 146,001 136,174 9,858 10,947 4,946 16,158 3,435 26,169 5,328 53 INSTITUTIONS IN CONSERVATORSHIP (as of August <S, J9#9) Continued (Doiiar amounts in thousands) At Date of Conservatorship Date of Con servatorship Name of institution & Location Number of Gross A sse ts Deposits Accounts $309,501 $257,434 20,512 85,850 97,796 5,570 217,296 594,487 196,489 473,834 19.927 27,053 51,948 34,806 30,594 51,998 25,320 No. 1989 133 134 16-Mar Fidetity S& LA , Port Arthur, TX 16-Mar River City Federa) Savings Bank, Baton Rouge, LA 135 136 137 138 16-Mar 16-Mar F irs t F S& LA , Shreveport, LA Royat Patm Savings Bank. W e st Patm Beach, F L 16-Mar 139 140 16-Mar 16-Mar 16-Mar Chitticothe F S& LA , ChiHicothe, )L Southeast Texas S& LA , Woodvitte, TX Famity F S& LA , Shreveport, LA Meritbanc Savings Association, Houston, TX 141 142 16-Mar 16-Mar F irs t F S& LA , Eunice, LA Liberty F S& LA , New Port Richey, F L 143 144 145 16-Mar 16-Mar 16-Mar 146 147 16-Mar 16-Mar Home F S & L A of Centratia, Centratia, tL Security Savings Association, FSA, Texarkana, TX F irs t South SA, Port Neches, TX Evangetine F S& LA , Lafayette. LA 148 149 16-Mar 16-Mar 16-Mar Skokie F S& LA , Skokie, tL Spindtetop SA, Beaumont, TX Sabine Vattey S& LA , Center, TX 16-Mar 16-Mar 16-Mar Miami Savings Bank, Miami, F L F irs t Venice S& LA , Venice, F L F irs t Savings A ssn of Southeast Texas, Sitsbee, TX 16-Mar 16-Mar Jasper F S& LA , Jasper, TX Jefferson S& LA , Beaumont, TX 144,214 136,419 122,620 156 157 158 16-Mar 16-Mar 16-Mar Madison County F S& LA . Granite City, tL Home F S & LA of Jotiet, Jotiet, tL Lincotn S& LA , Miami, F L 132,161 155,383 126,879 131,103 268,811 245,130 159 160 16-Mar 16-Mar 16-Mar 133,594 75.193 67,039 97,476 47,020 47,803 163 164 16-Mar 16-Mar 16-Mar M idw est Home F S B . Bettevitte, tL Genera) SA, Henderson, TX American Security F S& LA , Chicago. tL Timbertand SA, Nacogdoches, TX F irs t Savings of America, A FS& LA , Ortand Park, tL F irs t F S& LA , New tberia, LA 57,663 37,306 47,972 41,992 60,511 165 16-Mar Community F S& LA , Tampa, F L 166 30-Mar 14,795 603,510 167 168 30-Mar 30-Mar City F S & LA , Birmingham, A L Broadview Savings Bank, Ctevetand, OH Community F S& LA , Newport News, VA 14,316 717,164 1,732,491 169 30-Mar 170 171 172 173 174 175 176 177 178 179 180 30-Mar 30-Mar 30-Mar 30-Mar 31-Mar 31-Mar 05-Apr 06-Apr 06-Apr 06-Apr 06-Apr 1,082,662 9,876 235,711 192.135 153,874 115,747 112.125 1,462,460 7,278,224 181 182 06-Apr 06-Apr 183 184 06-Apr 06-Apr 06-Apr 150 151 152 153 154 155 161 162 185 tttinois Savings Bank, FA, Peoria, !L Heritage FS & LA , Monroe, NC Midtand-Buckeye FS& LA , Attiance, OH Batdwin County Federat Savings Bank, Robertsdate, A L Great Attantic Savings Bank F S B , Manteo. NC Durand F S& LA , Durand, W t Gibrattar Savings, FA, Bettevue, W A Gibrattar Savings. Simi Vattey, CA Murray Savings Association, Dattas, TX Founders S& LA , Los Angetes, CA F irs t F S & LA of Esthervitte & Emmetsburg, Esthervitte, tA Repubtic Bank for Savings, FA, Jackson, M S 461,539 74,233 61,555 1,006,169 274,677 44,145 159,887 55,603 57,816 729,771 318,841 69.448 9,568 307,440 207,528 175,251 129,613 115,064 1,806,920 12.280.469 1,487,237 138,984 63.289 62,212 34,948 169,473 4,467 Resource SA, Denison, TX 06-Apr F irs t F S & LA of East Atton, East Atton, )L 06-Apr 188 06-Apr 06-Apr 06-Apr 06-Apr 06-Apr State Mutuat FS & LA , Jackson, M S City S& LA , Westtake Vittage, CA Cabritto Savings Bank, Hayward, CA Perpetuat Savings Association, A F S& LA , Santa Ana, CA F irs t F S & LA of Southeast M issouri, Cape Girardeau, MO Financiat F S& LA , Joptin, MO 193 194 195 196 197 06-Apr 06-Apr 06-Apr 06-Apr 06-Apr Heritagebanc SA, Duncanvitte, TX Centra) S& LA , Jackson, M S 198 06-Apr F irst of Kansas B& SA , Hays, KS 312,455 46,635 72,756 American F S B , Austin, TX 187 54 45,426 466,295 854,986 186 189 190 191 192 66,800 50.463 302,555 American F S & LA of Cotorado, Cotorado Springs, CO Gateway Savings Bank, San Francisco, CA F irs t Catifornia Savings. FSA , Orange, CA Equity F S B , Denver, CO Libertyvitte FS& LA , Libertyvitte, tL Cass F S & LA of St. Louis. Ftorissant, MO Fidetity F S B , Corinth, M S 22,583 320,958 15,465 88,723 293,429 26,333 82,665 28.319 147,490 58,890 42,450 149,900 - 5,799 5,185 2,029 23,887 1,799 8,020 7,865 25,593 11,190 2,282 6,457 92,276 10,327 3,238 12,368 7,226 4,513 19,343 11,305 22,518 13,659 15,031 21,543 4.398 4,833 4,388 10,914 6,801 2,749 125,232 130,865 1.446 28,514 38,141 21,624 1,170,635 166,509 58,749 3,129 33,881 82,359 605,353 90,046 16,902 8,529 85,122 674,097 2,722 42,396 126,108 31,560 194,858 4,813 1,733 11,727 4,962 157 425,925 55,660 9,687 13,188 6,792 1,094 73.249 34,018 61,915 19,416 394,510 28,992 331,012 179,700 110,204 57,397 172,202 664,429 58,141 9,843 33,478 128,793 190,860 61,524 54,175 93,431 65,429 125,220 145,400 1,915 5,943 1,464 71,530 33,114 16,557 9,363 72,912 8,489 18,359 2,897 46,155 5,778 INSTITUTIONS IN CONSERVATORSHIPS (as of August $ 19#9) Continued (DoMar amounts in thousands) At Date of Conservatorship Date of Con servatorship No. Name of tnstitution & Location 1989 199 200 06-Apr 06-Apr Arrowhead Pacific Savings Bank, San Bernardino, CA 201 06-Apr City Federat S& LA , Oaktand, CA 202 203 204 06-Apr 06-Apr Sioux Vattey S& LA , Cherokee, tA Washington S& LA , Stockton, CA 06-Apr 06-Apr Centra) Texas S& LA , Waco, TX Centenniat Savings Bank, F S B . Greenvitte, TX Park Cities Savings Association, Dattas, TX 205 206 207 208 209 210 211 212 06-Apr 06-Apr 06-Apr 06-Apr 06-Apr 06-Apr 06-Apr Royat Oak S& LA , Manteca, CA Unified Savings, A FS& LA , Northridge, CA Bedford SA, Bedford, TX Detta F S& LA , Drew, M S Gotden Circte SA, F S B , Corsicana, TX Excet Banc Savings Association, Laredo, TX tndependence S& LA , Vattejo, CA Meridian Savings Association, Artington, TX Gross A sse ts $88,042 6,931 35,214 35,489 4,207 4,194 20,573 86,302 67,832 232,020 27,896 90,756 68,631 ' 210,592 113,012 49,375 39,514 82,688 36,937 52,295 102,567 13,807 7.392 1,390 566 18,502 158,610 373,319 1,150 8,529 42,771 7,867 106,899 11,200 20,997 170,691 446,288 136,991 215 216 217 218 27-Apr 27-Apr 219 220 08-Jun 08-Jun 221 222 223 224 14-Jun 14-Jun 22-Jun 22-Jun Sun State S& LA , Phoenix, AZ W estern S& LA , Phoenix, AZ Great Southern Federat Savings Bank, Savannah, GA 225 226 227 228 22-Jun 29-Jun 29-Jun 29-Jun F irst FS& LA , Americus, GA The Guardian FS& LA , Bakersfietd, CA Peoptes S & LA FA, Hampton, VA 229 230 29-Jun Amerimac Savings Bank, F S B , Hittsboro, tL Missouri Savings Association, Ctayton, MO 231 29-Jun 29-Jun Victoria SA, Victoria, TX First FS& LA , Bakersfietd, CA 232 29-Jun Mid Missouri S& LA , Boonvitte, MO 136,339 77,157 233 234 235 236 237 238 13-Ju! 13-Ju! 13-Jut 13-Jut 20-Jut 20-Jut Cornerstone Savings Association, Houston, TX Cross Roads S& LA , Checotah, OK F irst S& LA , FA, Waco, TX Pioneer FS& LA , Ptymouth, tN 117,396 17,381 418,382 82,110 Peoptes Bank for Savings, Streator, tL Home FS& LA , Memphis, TN 50,682 221,126 239 240 241 242 20-Jut 20-Jut 20-Ju! 20-Jut 243 244 245 246 247 20-Jut 27-Jut 27-Jut 27-Jut 27-Jut 27-Jut Sierra FS& LA , Beverty Hitts, CA Commonweatth S& LA . Margate, F L Parish Federat Savings Bank, Denham Springs, LA New Mexico Federat Savings & Loan, Atbuquerque, NM American tnterstate Savings. A FS& LA . Los Angetes. CA Capital S& LA , W e st Hetena, AR LaFayette S& LA , Gretna. LA 248 249 250 251 Lincotn S&LA, trvine, CA Westco Savings Bank, F S B , Witmington, CA Metropotitan FS& LA , Denvitte, NJ Seabank Savings, F S B , Myrtte Beach, SC Southw est S& LA , Los Angetes, CA Horizon Financial FA. Southampton, PA Civic Savings Bank. Portsmouth, OH Habersham Federat Savings Bank, Attanta, GA Hattmark Savings Association, Ptano, TX Federat Savingsbanc of the Southwest, Kitgore , TX Guaranty Federat Savings Bank, Taytor, Mt 27-Jut North American Savings Association, San Antonio, TX 27-Jut Commerciat Federat Savings Bank, Hammond, LA Capita) City SA, Austin, TX 27-Jut 252 27-Jut 253 254 01-Aug 04-Aug 04-Aug New Braunfets S& LA , New Braunfets, TX 5,089,732 189,190 169,302 35,874 930,434 2,580,674 103,539 1,106,534 620,180 89,901 57,490 47,001 35,817 37,872 25,799 28,730 677,515 963,018 82,031 453,307 04-Aug Detta S& LA , Kenner, LA 177,365 259 260 261 04-Aug 04-Aug 04-Aug 04-Aug South S& LA , Stidett, LA 285,525 262 institutions 62,685 29,378 21,428 $114,322,627 177,199 13,405 39,873 2,599 69,599 292,032 14,307 42,743 453,375 86,479 4,391 9,259 706 3,328 3,082 104,342 11,927 89,410 258 6.608 2,116 63,272 109,698 17,148 412,634 66,326 395,659 37,980 119,624 7.433 13,907 16,217 78,349 555,680 Home S& LA , New Orteans, LA Citizens Homestead Association, New Orteans, LA 12,529 886,911 132,882 39,992 1,651,394 15,298 253,865 26,200 90,522 29,618 180,273 49,161 220,147 102,197 04-Aug TOTALS 24,265 24,247 505,547 92,273 47,076 164,252 39,906 1,176,046 14,821 193,377 25,017 45,994 26,776 175,769 36,342 192,389 92,488 69,980 583,224 262 99,296 922,015 93,516 American S& LA , New Or)eans, LA Security Homestead Association, New Orteans, LA Centra) S& LA , New Orteans, LA Terrebonne S& LA , Houma, LA F irst City S & LA of Baton Rouge, Baton Rouge, LA 33,632 790,040 1,722,803 6,070,440 503,813 04-Aug 434,783 4,193,981 181,399 174,146 905,956 4,361,007 Caprock S& LA , Lubbock, TX 255 256 257 Accounts $62,961 06-Apr 14-Apr 27-Apr 27-Apr 213 214 Number of Deposits 12,346 1,880 859 47,619 14,055 3,284 12,388 1,261 68,311 2,593 22,278 326 3,675 3,023 2,052 2,184 22,267 3,988 8,716 22,393 3,060 13,585 73,500 3,309 533,956 80,818 1,914 34,839 115,723 111,674 15,645 5,097 24,786 26,809 9,902 5,191 2,244 $91,721,957 8,787,092 246,383 62,872 24,152 Prepared by RTC Anatysis 55 RTC RESOLUTIONS (August ^ tArougA December Ji, ^9(S9) (Doiiar amounts in thousands) Date of Resotution Name of institution & Location Type Gross Total Deposit A ssets Deposits Accounts Estimated Outtay Recoveries tDT 10-Aug Park Cities SA. Dattas, TX tDT 44,448 33,236 8,296 i,427 34.471 Comerica Bank Texas, Daltas, Texas 10-Aug First Savings of America FS&LA. Ortand Park. tL tDT 25,020 45,671 9,679 46,687 21,117 St. Paul Federat Bank for Savings, Chicago, tL 18-Aug Evangetine FS&LA, Lafayette, LA IDT 49,871 78,366 1,915 78,673 8,857 18-Aug First FS& LA of Coffeyvitte, KS tDT 81.796 85,646 12,838 86,056 51.514 18-Aug Century S&LA, Baytown, TX ID T 57,097 86,637 6.309 83,917 41.932 NCNB Texas Nationat Bank, Dallas, TX 18-Aug Sioux Vattey S&LA, Cherokee, tA PO 69.672 91,656 11,939 91,160 39.375 None 25-Aug Home FS&LA, Mountain Home, AR PO 25-Aug First FS&LA. Matvern, AR 41,265 53,264 S 61,872 S 89,596 S 91.700 39.623 S 51,234 Acquiring tnstitution & Location Liberty FS&LA, New Port Richey. FL 10-Aug The Citizens & Southern National Bank, Ft. Lauderdate, FL Hibernia Nationat Bank, New Orteans, LA Bank tV Coffeyvitte, Coffeyvitte, KS 70.292 6,306 60.980 32,251 None 6,454 28,950 None 17,369 32.071 Olympic Nationat Bank, Los Angetes, CA NCNB Texas Nationat Bank, Dattas, TX 25-Aug Perpetuat SA FS&LA, Santa Ana, CA PO tDT 17,497 52.225 29,515 1,193 51.062 29,304 25-Aug City S&LA. Westtake Vittage, CA tDT 29,507 31,704 1,042 33,326 Bank of Industry, City of Industry, CA 08-Sep American FSB, Austin, T X tDT 30,933 30,342 22.215 Etmwood FS&LA. Harahan, LA tDT 57,581 48.440 1,872 3.547 30.747 08-Sep 47,615 41.635 First Nationat Bank of Commerce, New Orteans, LA 08-Sep Enterprise FS&LA, Marrero. LA tDT 70,332 65.664 5,303 67,663 41,292 Whitney National Bank, New Orteans, LA 15-Sep Niie Vattey FS&LA, Scottsbluff, NE ID T 48,300 61.653 3,172 62,400 31,728 First National Bank & Trust. North Platte, NE 15-Sep Great Attantic SB, Manteo, NC IDT 117,164 110.516 2.798 109.999 78.416 NCNB National Bank of North Carolina, Charlotte, NC 15-Sep First SA of Louisiana. La Ptace, LA tDT 29,700 44.480 4,056 44,858 13,404 Hibernia National Bank, New Orleans, LA 15-Sep Humbte S&LA. Humbte, TX tDT 43.398 78.849 7.218 79,637 30.146 22-Sep Habersham FS&LA, Cornetia. GA tDT 87.616 90.144 4.095 87,945 72,695 First National Bank of Commerce, Commerce, GA 22-Sep Cotoniat SA of America, Liberat, KS tDT 66,185 60,763 4,691 61,300 40,540 The Garden Nationat Bank, Garden City, KS 22-Sep Vitiage Savings FSB . Houston. T X ID T 100,282 158,628 10,352 160.591 53,788 NCNB Texas Nationat Bank, Dattas, TX NCNB Texas Nationat Bank, Dattas. TX Hibernia National Bank in Texas. Pftugervilte, T X 22-Sep First Capita) SA of Texas. Houston. TX tDT 74,092 116.422 9,961 112.553 33,619 22-Sep Unified Savings a FS&LA. Northridge, CA 30,597 49.608 571 46,896 28,120 22-Sep First Catifornia Savings, Orange. CA PO ID T 143,110 196,938 11,772 210,063 06-0ct Trinity Vattey FS&LA, Ctevetand, TX tDT 76,848 79,833 3,637 79.376 127.342 63,897 06-0ct Southern Ftoridabanc FS&LA, Boca Raton, FL tDT 132,728 245,914 17,565 256,361 65,110 06-0ct Acadia S&LA, Crowtey, LA tDT 104,994 141,418 10,673 142,366 41,881 Iberia Savings Bank. New Iberia, LA 06-0ct River City FSB . Baton Rouge. LA tDT 88.288 101.181 4,964 111,163 22,019 Hibernia Nationat Bank, New Orteans, LA 13-0ct Freedom S&LA, Tampa, FL P&A 992.573 1,098,878 147,178 1.177,385 609.522 13-0ct University FSA, Houston, TX P&A 3,762,282 3.462.469 359,759 4.423,197 1.070.974 13-Oct Hitt Financiat SA. Red Hitt. PA P&A 2,695,249 2.019.035 287,735 1.849.248 1.199.023 13-0ct Pacific Savings Bank, Costa Mesa, CA 868,381 960,922 46.096 1,091,338 362,954 445,279 22.055 21,802 20-0ct tndependence S&LA, Vattejo, CA P&A tDT 344,165 351,986 15-Dec First Savings Bank of Atabama. Hamitton, AL tDT 23,243 20,038 42.179 3,141 Hibernia National Bank in Texas, Pftugerville, TX NCNB National Bank of Ftorida, Tampa, FL NCNB Nationat Bank of Ftorida. Tampa. FL NCNB Texas National Bank, Datlas. TX Meridian Bancorp, tnc., Reading, PA Royat Trustco, Toronto. Canada Bay View Federal Savings & Loan, San Mateo, CA SouthTrust Bank of Marion County, Hamilton, AL Concord-Liberty FS&LA. Monroevitte, PA P&A 187,272 194,248 50.465 (882) Parkvale Savings Association, Monroeville, PA 15-Dec Liberty Bet) SA. Beaver Fatts, PA P&A 69,481 64,846 13,573 15,026 (872) Reeves Bank. Beaver Falls, PA 19-Dec Seabank FSB , Myrtte Beach, SC P&A 30.871 33,553 2.272 29.413 29.143 $10,807,974 $10,581,312 1,126,043 $11,427,186 $4,546,875 15-Dec TOTAL 37 institutions Notes: 1) Gross A sse ts & Totat Deposits data are based on T F R data for the month prior to the date of resotution 2) tDT - insured Deposit Transfer; PO - Deposit Payout; P&A - Purchase & Assumption Prepared by RTC Anatysis 52,549 5,898 None First American Bank, Rosewood, CA F„st Ctizens Bank & Tru st Company. Columb.a. SC !A D E X Accelerated Resolution Program Affordable Housing Asset and Real Estate Management Division 3 2 ,5 ,9 8-11 Budget, Office of Clarke, Robert L. Capital Markets Comptroller General of the United States Conservatorships Contracting Cooke, David C. Corporate Communications, Office of 27 iv 21-22 41-48 2, 4, 12-13, 50, 51, 52-55 2,10 4-5 26 iv Directors 29 Executive Secretary, Office of v, 5 v,4, 25 20 v v, 2, 5 20-21 Federal Asset Disposition Association Federal Deposit Insurance Corporation Finance and Administration Division Financial Institutions Reform, Recovery, and Enforcement Act Federal Savings and Loan Insurance Corporation Funding Hope, C.C., Jr. iv Investigations 14 Legal Services Legislative Affairs, Office of 25 28 4,12-13 2 ,5,10 Managing Agents Minority and W om en Outreach Program Office of Thrift Supervision iv, 3 Program Analysis, Office of 28 Regulations 1989 Research and Statistics, Office of Resolution Trust Corporation Administrative Section 31 26 22 22-23 Automation Section Financial Reporting Section 23-24 Financial Statements 32-40 vi Organization Chart vi Oversight Board Resolutions Resolutions and Operations Division Seidman, L. William Special Counsel Statistical Tables RTC Conservatorships, August 9, 1989 through December 31, 1989 N ew RTC Conservatorships, August 9, 1989 through December 31, 1989 Institutions in Conservatorship as of August 9, 1989 RTC Resolutions, August 9, 1989 through December 31, 1989 Wall, M. Danny 2, 4, 14-19, 56 12-19 iv, 2 3 25 50 51 52-55 56 iv Resolution Trust Corporation 801 Seventeenth Street, N.W. Washington, D.C. 20434-0001 RTC 1400-001-89