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FCIC Interview of Richard M. Bowen III – February 27, 2010

United States of America
Financial Crisis Inquiry Commission

INTERVIEW OF
RICHARD M. BOWEN III

Saturday, February 27, 2010
8:14 a.m. to 12:16 p.m.

*** Confidential ***

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FCIC Interview of Richard M. Bowen III – February 27, 2010
Financial Crisis Inquiry Commission
Saturday, February 27, 2010
--o0o--

MR. CUNICELLI:

Okay, this is Victor Cunicelli

of the Financial Crisis Inquiry Commission.
Today’s date is February 27, 2010.
is approximately 8:14 a.m.

The time

I am accompanied by Mr. Tom

Borgers of the FCIC, and Richard Bowen, Jerry Isenberg
and Steven Kardell.
Mr. Bowen.

We’re present for the interview of

This interview will be recorded with the

consent of Mr. Bowen.
Mr. Bowen, could I get your consent to that
for the record?
MR. BOWEN:

I consent.

MR. CUNICELLI:

Will everyone please state

your full name and affiliation for the record?

And

please spell your last name for the transcriptionist.
Why don’t we start with you, Mr. Borgers?
MR. BORGERS:

I’m Tom Borgers.

I’m senior

investigator with the Financial Crisis Inquiry
Commission.
MR. BOWEN:

I’m Richard M. Bowen III.

I was a

complainant with regard to an action that we’re going to
be discussing today.
MR. ISENBERG:

My name is Jerry Isenberg.

I’m
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FCIC Interview of Richard M. Bowen III – February 27, 2010
representing Mr. Bowen, and I’m with the law firm of
LeClairRyan.
MR. KARDELL:

Steve Kardell, K-A-R-D-E-L-L,

the law firm of Clouse Dunn Khoshbin, K-H-O-S-H-B-I-N,
also counsel to Mr. Bowen.
MR. CUNICELLI:

Okay, and by way of

background, the FCIC was established by statute and
signed into law by the President.
consists of ten commissioners.

It is bipartisan and

It’s charged with

examining the causes of financial crisis and collapse or
near collapse of major domestic financial institutions.
The Commission is charged with composing a
report of findings to the President and Congress by
15 December 2010.
The Commission may compel attendance and
testimony of witnesses and production of records.
I can provide a copy of the statute by which
the Commission was formed, if you so desire.
And I’ve got a copy of that.

I can give that

to you on your way out.
Be advised that the FCIC is an agency of the
United States, and FCIC staff are federal employees
under the aegis of 18 United States code section 1001
concerning false statements.

Lies can be problematic.

Witness instructions:

Let’s give you a couple
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FCIC Interview of Richard M. Bowen III – February 27, 2010
of instructions at the top.
If a question is unclear, please request a
clarification.
Make responses audible.

The transcriptionist

can’t hear a head nod, okay.
And if you need a break, please advise and
I’ll stop the recording.
That’s it, if you’d like to go.
MR. BORGERS:

Thank you.

Mr. Bowen, I want to put on the record also
that we’d like to thank you for giving us your testimony
today.

And it’s going to be very much an open forum

type.
What I’d like to start with this morning, is
just to get a general background, your resumé, your
professional resumé for the record.
So if you could start with your pre -- your
education, your pre-Citi, Citi, and then your post-Citi
professional career?
MR. BOWEN:

Very good.

I have a bachelor of

science in mechanical engineering degree from Texas Tech
University.

I have a masters’ in business

administration from the University of Texas at Austin.
I am also a certified public accountant in the state of
Texas.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
I began my career as a credit analyst with
Republic National Bank in Dallas, and moved to Oklahoma
City, where I was in a succession of positions.
I started out as vice president over loan
administration for First National Bank of Oklahoma City.
And when I left the organization in ‘84, I was executive
vice president, chief financial officer, and over all of
operations of the bank and the holding company, First
Oklahoma Bank Corporation.
I had my own consulting and software business
in Oklahoma subsequent to my departure from the Oklahoma
Bank.
In 1990, I moved to Dallas, where I was
director of credit administration over Bank One for the
state of Texas.

This was after Bank One had purchased

the failed import from the FDIC.
I worked very closely with the FDIC and the
problem bank in identifying problem assets, putting
those in the problem bank so they could be collected
under the contract with the FDIC.

And I also

administered the loan-approval process for the state of
Texas, primarily on the commercial lending side.
Because of my background in MIS and the many
systems that I had put together, not only at Republic
but also in Oklahoma, as well as my venture, I was asked
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FCIC Interview of Richard M. Bowen III – February 27, 2010
to be director of commercial management information
systems for Bank One nationwide when they consolidated
the commercial lending activities across the nation.
I oversaw the development and the
implementation nationwide of a number of commercial
banking applications -- platform systems, if you will.
And when they merged with First National Bank of
Chicago, I was asked if I would move to Chicago since
that was going to be the new headquarters for the
commercial operations for the corporation.
I declined, and joined Associates First
Capital Corporation in Irving, Texas, where I was a
division information officer over all of their corporate
applications -- all of the accounting, the general
ledger, the finance, the tax, the facilities, the
insurance applications -- and oversaw a large portion of
the development and the ongoing operation of those
systems, working with management to develop MIS.
Citi purchased Associates in nineteen- -excuse me, in 2001.

And this was at the time my father

became terminally ill.
organization.

I took a package and left the

Spent some quality time with my father

before he passed away.
And at that point, scratched on the door of
Citi, and they hired me back in on the credit side,
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FCIC Interview of Richard M. Bowen III – February 27, 2010
which is also my background, in risk and credit.
And I was named chief underwriter for the
correspondent channel for CitiFinancial Mortgage in
September of 2002.
CitiFinancial Mortgage was merged into the
other mortgage operations within Citigroup in late 2005.
And I was named business chief underwriter for all of
the correspondent mortgage operations within the
consolidated real-estate lending group, which was within
the Consumer Lending Group as a major division of
Citigroup.
And what else was the question with regard
to -MR. BORGERS:

After you left Citi, what have you

been doing?
MR. BOWEN:

I have -- I’m an adjunct

instructor of accounting in the MBA program at the
University of Texas at Dallas.
that.

I’m in my third year of

I have been doing some limited consulting.

I was

contractor for the FDIC in the closing of Silverton Bank
in Atlanta.

I spent the month of May last year in

Atlanta as a manager of a number of the contractors
there.
But for the most part, I have simply been
teaching part-time and identifying what I would like to
7

FCIC Interview of Richard M. Bowen III – February 27, 2010
do with the remainder of my career.
MR. BORGERS:

Okay, thank you.

Mr. Bowen, at this time we’d like to keep it,
for the first part of our interview, to keep it very
open-ended.

And we’d like to give you a platform right

now to just tell us your story about your concerns,
especially with that November 2007 memo that you sent to
the seniors at Citigroup.
So you have as much time that you’d like to
present that to us, and then we might raise some
questions during it, during your brief accounting of
this.

But for the most part, you have the floor.
MR. BOWEN:

high level.

I’ll attempt to keep this very

To the extent that you would like to dive

into any of the details, I’m certainly prepared to do
that.
Once again, I have submitted to the SEC over a
thousand pages of documents related to the underlying
fact structure of my allegations.
I no longer have access to any of those
documents as a condition of my separation agreement with
Citi, which was signed in January of ‘09.
I returned all of those documents and any
copies of those documents to Citi.

And I am in complete

compliance with that separation agreement.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
I do have notes that I have taken to myself.
I’ve -- given the very short time frame -- and
this is as a preference during the very short time
frame, obviously, that -- or notice, if you will -- as
to my coming up here, I have not really had much time to
review my notes.

However, I am certainly prepared to

share the overall story.

And with consultation of

notes, I’m sure I can identify documents that perhaps
you can obtain that would corroborate any and all of
what I’m about to tell you.
In late 2005 -- and I would like to lead up to
the sending of the e-mail that you’ve referenced dated
November the 3rd of 2007.

In late 2005, when we merged

the mortgage-lending operations of CitiFinancial
Mortgage, CitiMortgage, and Citi Home Equity, all of the
correspondent mortgage operations -- that is, the
mortgage operations that actually purchased loans from
third-party mortgage companies -- not those channels
that actually originate those mortgages -- that function
was consolidated, and I was named business chief
underwriter of the various subchannels within the
correspondent lending group.
As I attempted to get my arms around the
operation, there was a function that reported to me that
was unique to CitiMortgage underwriters.

And this
9

FCIC Interview of Richard M. Bowen III – February 27, 2010
function was called “quality assurance.”

Quality

assurance was charged with underwriting a sample -- and
this was post-purchase, after we had already purchased
the files from the correspondent lenders.

These files

in this channel -- and this was the flow channel -these files were purchased from the lenders, and the
lenders had underwritten these files.

So it’s important

to note that these files were not underwritten by Citi;
they were underwritten by the correspondent lenders
under a delegated authority that had been granted to
them by CitiMortgage.
These files were purchased.

These files were

purchased, and most of which were sold to third-party
investors.

Either Fannie Mae, Freddie Mac.

Many of

these, the FHA/VAs were securitized into Ginnie Mae
securities.

And this was done directly my CitiMortgage

as a single originator.
securitization conduits.

They were also sold to other
One was Citicorp Mortgage --

CMSI, Citicorp Mortgage Securities, Inc. -- I believe
that’s correct -- and the other one was CitiMortgage
Alternative Loan Trust.
The purpose of the QA function was to ensure
the quality of the files that were either being sold to
investors or were kept within the CitiMortgage
portfolio.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
I, in attempting to understand this function,
identified some areas that were very concerning to me,
and actually identified that, although the policy called
for an agree rate -- and that is where my underwriters,
in sampling this small set of files, agree with the
original underwriting decision by the third-party
mortgage lenders.

And that is, those underwriting

decisions were required to be in accordance with
CitiMortgage policy.
So my underwriters would underwrite these
files and issue an agree or a disagree decision as to
whether or not they agreed with the original decision.
And, indeed, it did conform to CitiMortgage policy, or
they disagreed.
According to policy, when I took over -- at
least as policy, as it was explained to me -- that there
had to be at least a 95 percent agree rate to assure the
quality of the production and the channel.
In better understanding the processes, I
discovered there was a category of “agree” that had not
been disclosed to the Third-Party Origination Committee,
which was the management committee that had purview over
all of the correspondent interactions.
an “agree contingent” decision.

This was called

An “agree contingent

decision,” as I found out, was where an underwriter
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FCIC Interview of Richard M. Bowen III – February 27, 2010
agrees with the decision that was originally made by the
underwriter in the correspondent lender, contingent upon
receiving documentation which was missing from the file
that would confirm the assumptions that were made in the
original underwriting decision.
Let me give you an example.

The loan might

have a debt-income ratio of 40 percent, which would be
within -- depending upon the particular product -- would
be within the policy criteria of CitiMortgage.

However,

the documents evidencing the income of the borrower
might be missing from the file.

So the decision would

be made to render an agree contingent, indicating the
agree decision was contingent upon seeing the documents
that proved that they had the income that the
underwriter represented.

In other words, these were

missing documents which were required under policy to be
in the file, and not only under CitiFinancial policy,
but also under the various agreements with the investors
that were ultimately purchasing these files.
When we got involved with that, we determined
that there were at least 40, 50, 60 percent of these
files that had missing critical documents from the file.
The ramification of this was that these files that had
been sold, to the extent that any of those that had
missing documents defaulted, then the purchaser -- the
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FCIC Interview of Richard M. Bowen III – February 27, 2010
investor, if you will -- could require CitiMortgage to
repurchase the defaults.

And this was under the reps

and warrants that was made to the investor.
So to the extent that any of the files were
underwritten, if a file defaulted and it was audited by
the investor and it was determined that, one, there were
critical documents missing or the file itself was not
underwritten according to CitiMortgage criteria, then
under the reps and warrants, they could issue a demand
for a repurchase of the file.
CitiMortgage, in purchasing these files from
the original sellers, received reps and warrants from
the original sellers that they also were responsible and
took accountability that they had originally
underwritten these files to the CitiMortgage criteria.
The bottom line is, at the time that I became
involved, which was early to mid-2006, we identified
that 40 to 60 percent of the files either had a disagree
decision or they were missing critical documents.
Therefore, there was substantial concern that I raised
as to whether or not Citi might ultimately be subject to
substantial repurchase obligations separate and apart
from any liability that might result because we had not
properly disclosed the quality of the files that was
being sold to the investors.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. ISENBERG:

Do you want to give Mr. Borgers

an idea of the dollar volume you’re talking about here,
to put it in context?
MR. BOWEN:

In this particular channel that

we’re talking about here, in other words, purchasing
those mortgages under the delegated authority, which was
under the purview of the sampling by my QA area, the
volumes approximated $50 billion annually.
MR. ISENBERG:

It also might be helpful to

inform him about the performance quality of the agree
contingent mortgages.
MR. BOWEN:

Once this was identified and once

MIS was developed -- and that becomes a different story
because there was a resistance within the organization
to developing and supplying the resources necessary to
really ascertain the ultimate performance of these
files.
When that was obtained, it did confirm that
not only were there substantial performance issues
related to the disagree decisions, as you might think,
but there were also significant defaults associated with
those files that had agree-contingent decisions.
And we believe the philosophy of this was that
the lenders that sold those files understood very
quickly that they could get the files purchased by
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FCIC Interview of Richard M. Bowen III – February 27, 2010
basically certifying that these were underwritten to CMI
standards.

As long as they didn’t include in the file

proof that they weren’t, then the files would be
purchased and sold.
And the processes were not in place to ensure
the follow-up back to the originating sellers to get
those conditions cleared or any type of enforcement
activity back to the original seller.
I digress, and I’m trying to pick up the
thread as to where we left off.
That was one of the concerns that I began
expressing in 2006.
e-mails.

This concern was included in my

This concern was widely disseminated within

the organization through my weekly reports.
My manager, the chief underwriter for the
real-estate lending channel, also expressed alarm and
widely distributed our concerns as it exists within the
organization.

And this was disseminated and discussed

throughout the Consumer Lending Group.
To the extent that these problems were not
addressed with any enforcement action against the
sellers that were supplying these files throughout the
time that I was with CitiMortgage, throughout the time
that I was with CitiMortgage, to my knowledge, and it is
my full belief, that there were no discussions -- excuse
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FCIC Interview of Richard M. Bowen III – February 27, 2010
me, there was no disclosure made to the investors with
regard to the quality of the files they were purchasing.
And, in fact, there is explicit assurance made in many
of the prospectuses for the securitization conduit, that
the files purchased from the correspondent lenders are
in compliance with CitiMortgage policy.

And, in fact, I

have an example of one of those with me.
Would you like to see it?
MR. BORGERS:
MR. BOWEN:

Sure.

Now, this is not Citi property.

I

actually got this off the Internet.
This, in and of itself -- and, again, this is
simply off the Internet.

This is a summary of the

securitizations that have been made, both by CMALT, as
well as CMSI.
MR. CUNICELLI:
MR. BOWEN:

Mr. Bowen?

Yes?

MR. CUNICELLI: Are you going to be leaving
this with us today?
MR. BOWEN:

Sure, you can have it.

MR. CUNICELLI: If you can read it into the
record and we’ll mark it.
This has a heading, it says, “CitiMortgage
Securitizations.”

It’s undated.

It is an acronym at

the top, CMALT, C-M-A-L-T equals “CitiMortgage
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FCIC Interview of Richard M. Bowen III – February 27, 2010
Alternative Loan Trust Securities.”
I initialed and I’ll date.
MR. BOWEN:

Now, again, I want to emphasize,

this is information that I pulled together off the
Internet after I had left the organization, attempting
to better understand the conduits through which my
mortgages went.
information.

So, again, this is not inside

This is publicly disclosed information.

The disclosures that were actually made were
very similar to this.

This is the 2006-05 pool for

CMSI, and it basically says these organizations -- and
we’re talking about the third-party, the non-affiliated
originators -- which were those mortgages which came
through my area.
It says, “These organizations originated the
mortgage loans under guidelines that are substantially
in accordance with CitiMortgage’s guidelines for our own
originations.”
My own sampling for that channel indicated
increasing, in fact, up to 80 percent when I left the
organization were not in compliance with CitiMortgage
policy.
Are you entering that into the -MR. CUNICELLI:

Please.

And again, this is just something you pulled
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FCIC Interview of Richard M. Bowen III – February 27, 2010
off the Internet?
MR. BOWEN:

That’s correct.

MR. CUNICELLI:
MR. BOWEN:

Okay.

You can download the proxy

yourself.
MR. CUNICELLI:

And you’ve printed off, CMSI

2006-05?
MR. BOWEN:

It’s simply a page off the PDF

file that was downloaded off the Internet.
MR. CUNICELLI:

And it reads, “Aggregate

realized losses.”
MR. BOWEN:

Okay.

MR. BORGERS:

I think what I -- this is Tom

Borgers -- I think I’d like to focus on the policies and
procedures that you were part of during year 2002 to
2005, prior to the merger.
Could you give us a little bit of background
about what you were experiencing during that time with
those mortgage underwriting responsibilities and how you
felt comfortable or uncomfortable with that part?
So why don’t you explain that part of your
work history.
MR. BOWEN:

The -- understand, with

CitiFinancial Mortgage, they purchased -- and, again, I
was over the correspondent part of that organization -18

FCIC Interview of Richard M. Bowen III – February 27, 2010
they focused primarily on the subprime, or the -- that’s
rather politically incorrect, the non-prime, as we
attempted to call it.

And these were purchased in bulk,

in other words, in pools of loans from sellers across
the country.
I headed a team of underwriters that live in
various parts of the country.

And whenever we receive

notice of a pool, my underwriters would travel to that
location under one of my managers, then acted on the
lead on that buy.

And basically, opened files and made

a determination as to whether or not the files met
CitiFinancial Mortgage’s loan criteria.

And from that,

a decision was made as to whether or not we’d purchase
the file.
During that time frame, we saw in the industry
a loosening -- a considerable loosening of the lending
standards in the industry.
Let me give you one particular example.
CitiFinancial Mortgage originally had a prohibition
against accepting stated loans.

That is, loans that the

borrower asserted an income level, but they accepted his
word for what the income level was, and he was not
required to provide any documentation to prove that
income level.
Theses were deemed to be very high risk by
19

FCIC Interview of Richard M. Bowen III – February 27, 2010
CitiFinancial Mortgage, and we did not accept those.
And it was a part of CitiFinancial Mortgage’s policy not
to accept those.
However, the direction in the industry was
that they would accept those.

And, therefore, it became

a very large part of the mortgage production for the
subprime.

The stated product, specifically.

And the

business started falling off dramatically, and a
decision was made that, “We’re going to have to start
buying -- hold our nose and start buying the stated
product if we want to stay in business.”
So we joined the other lemmings, heading for
the cliff.
This was readily apparent, especially as we
did a great deal of business in California, where you
had borrowers that -- and this was very apparent in
underwriting files out there.

The borrowers had

purchased property that they clearly could not afford
with a lifestyle that did not allow for the full
mortgage payment.

And we saw a very readily apparent

pattern of borrowers refinancing every year or two,
using the additional proceeds from the additional
mortgage against the increased value of the house,
basically, to live on and pay the mortgage for another
year or two.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
So there were a number of, if you will,
warning signs that existed in the industry with regard
to the lessening credit quality of the industry as a
whole.
MR. BORGERS:

But during this time period, do

you believe that your group didn’t have as many
exceptions as you -- from the 2002 to 2005, with
exceptions with the policies of CitiFinancial Mortgage?
MR. BOWEN:

Well, understand, the policies of

CitiFinancial Mortgage were changed to accept the
additional products.

So, again, as we underwrite

against those policies, the level of exceptions did not
change, and we tried to keep that fairly low.
And, understand, an exception to policy, in
many instances, was a normal course of underwriting,
where the borrower might trip over one criteria of
policy, but yet there were mitigating circumstances in
the file that would justify, from a prudent credit
decision, to go ahead and purchase the file even though
it was an exception to a specific detailed credit
policy.
And so exceptions, in and of themselves -- and
I don’t know exactly where you were going with this -but exceptions in and of themselves were not unusual on
a low-threshold basis.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BORGERS:

Okay, I’d like to focus for a

couple minutes on the chain of command at CitiFinancial
Mortgage, and then moving over to the new merger chain
of command.
Can you give us who you reported to during the
CitiFinancial Mortgage years and the chain of command
during that period of time?
MR. BOWEN:

In CitiFinancial Mortgage, I

reported to an individual by the name of Owen Davis, who
was chief underwriter for CitiFinancial Mortgage.
turn had a dual responsibility.

He in

On one hand, he

reported to the CEO of CitiFinancial Mortgage.
MR. BORGERS:
MR. BOWEN:

And who was that?

That actually changed hats.

There

were several different names in the play.
Let me come back to that because we had about
three different CEOs during my tenure.
The other reporting responsibility was up to
the chief -- I believe it was the chief credit officer
within the global consumer group of Citi.

So the dual

reporting responsibility was into risk and also into the
business unit.
Gene Schutt was one of the CEOs that was over
CitiFinancial Mortgage during my tenure.

G-E-N-E,

S-C-H-U-T-T, I believe.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
Was that responsive to your question?
MR. BORGERS:

Sure.

Now, as we go over to the CitiMortgage, who
were -- what was the chain of command there?

MR. CUNICELLI: Could I ask just one clarifying
point?
MR. BORGERS:

Sure.

MR. CUNICELLI: You had a dual reporting to the
chief underwriter, Owen Davis?
MR. BOWEN:

No, sir, I reported solely to the

chief underwriter, Owen Davis.

He had a dual reporting

responsibility.
MR. CUNICELLI: That’s what I wanted to
clarify.

Thank you.
MR. BOWEN:

Yes.

MR. BORGERS:

Okay, so if we can get back to

what was the chain of command with the new merger
organization.
MR. BOWEN:

Owen Davis was named chief

underwriter of the merged mortgage entity, the
real-estate lending group.

And, again, operationally it

consisted of CitiFinancial Mortgage, CitiMortgage, and
Citi Home Equity.
I was named, and, therefore, continued to
23

FCIC Interview of Richard M. Bowen III – February 27, 2010
report to Owen Davis -- I was named the business chief
underwriter for the correspondent channel within the
consolidated mortgage operations.

And Owen at that

point in time reported to the chief risk officer of the
Consumer Lending Group, which is what the real estate
lending operation was a part of.

And he reported to --

and this individual’s name was Anil Hinduja, A-N-I-L,
H-I-N-D-U-J-A.

Again, the chief risk officer of the

Consumer Lending Group.
MR. BORGERS:
MR. BOWEN:

And who did he report to?
He, in turn, reported to Carl

Levinson, C-A-R-L, L-E-V-I-N-S-O-N, who was CEO of the
Commercial -- or the Consumer Lending Group.
MR. BORGERS:

When you moved over to your new

spot, how were the policies and procedures set up in
that new organization?
MR. BOWEN:

There was a set of lending

policies that were underwritten against.

They were an

amalgamation, if you will, of the policies that had been
in existence, for example, under CitiFinancial Mortgage,
CitiMortgage, and Citi Home Equity.

But they became

part of the mortgage lending policy within the
consolidated operation.
policies.

So there was a set of lending

These policies, again, did separately address

the subprime and the prime loans, both the first
24

FCIC Interview of Richard M. Bowen III – February 27, 2010
mortgage and the second mortgage, or second-lien loans,
that came through all of the channels.
MR. BORGERS:

And during this period of 2006

to the end of 2007, while you were seeing some issues
popping up, were there many exceptions to policies?
MR. BOWEN:

Well, again, from a normal

underwriting standpoint, you do accept some exceptions
from policy.

And that is a part of prudent

underwriting, allowing some discretion to your
experienced underwriters to make minor, if you will,
exceptions to policy.
We did experience, as there became
increasingly pressure, to build volumes.

And there was

a considerable push to build volumes, to increase market
share, there were quarterly memos going out from both
Carl Levinson as well as Bill Beckmann, B-I-L-L,
B-E-C-K-M-A-N-N, who was CEO of CitiMortgage, extolling
the increase in market share that was evidenced every
quarter, the increased volumes that were made in the
industry and, therefore, the associated increased
profitability of the organization.
As we pushed harder and harder for volumes,
the numbers of exceptions did increase, and the numbers
of exceptions that were made by more senior management
were also made.
25

FCIC Interview of Richard M. Bowen III – February 27, 2010
So, yes, there was an increase in the numbers
of exceptions.

This particularly became apparent in

the, if you will, the bulk side of the channel, which,
again, was under my purview also.
“Bulk” is, again, where we would purchase
pools of mortgage loans that were already closed.
And we got into a situation -- and this is
actually summarized as Concern 2 in the November 3rd,
‘07, e-mail, where we would, as underwriters, identify
files that did not comport with policy.

And we would,

as underwriters, decline those files.
The lead underwriter -- again, under my
direction -- would also decline those files -- in fact,
was required to add a second signature on every
declination.
We had many pools from lenders that we would
decline large numbers of loans.

And the chief risk

officer of that channel -- this was a man by the name of
Jim Simpson, J-I-M, S-I-M-P-S-O-N.
reversing those decisions.

Jim wound up

And even though those were

declined in large numbers by underwriters that had the
primary responsibility to determine the creditworthiness
of the file, he actually reversed that decision, and the
company wound up purchasing those files.
There is one particular very large pool that
26

FCIC Interview of Richard M. Bowen III – February 27, 2010
we purchased from Merrill Lynch, and there were many
other sellers that this became apparent to also, where
we turned down very large numbers of files; and in that
particular pool, Jim Simpson overturned and agreed to
purchase 260 of those files that had been declined.
This impacted, obviously, the need for -- well, excuse
me, the overall parameters in making a decision as to
whether or not a pool was purchased is, to a large part,
based upon the approval rate of the sample for that
loan -- or for that file.

So this favorably impacted

that approval rate because they did -- they were given a
final approved decision.

And because of that, we wound

up purchasing as a company -- and either retaining in
the portfolio or selling to third-party investors, some
pools of mortgage loans with significantly lesser credit
quality than our policy required.
MR. BORGERS:

And Jim Simpson reported to

whom?
MR. BOWEN:

He reported to Anil Hinduja.

MR. BORGERS:

And was he involved in the

actual purchasing of these pools also, or was his role
just the overall risk?
MR. BOWEN:

He was -- this channel where we

purchased in bulk was given the name of “The Wall Street
Channel.”

And he was chief investment officer of The
27

FCIC Interview of Richard M. Bowen III – February 27, 2010
Wall Street Channel in terms of reporting to Anil
Hinduja, who was the chief risk officer for the Consumer
Lending Group.

He had the responsibility to make a

decision as to whether or not we were going to purchase
pools.
Now, there was an overall policy that dictated
minimum criteria associated with the credit quality of
pools that we would purchase.

Typically, that policy

dictated that we would not purchase pools whereby we had
an execution rate, that is, a level of approved -- a
level of approved decisions for the sample that was less
than 90 percent.
We wound up purchasing some very significant
pools with exception rates as low as 62 percent.
And so even though he may have had the
authority to make individual purchase decisions of these
pools, he had to do so within the overall policy
framework under which he made those decisions.
MR. BORGERS:

And did he have to get approval

higher up for -- let’s say if we go back to that one
pool where he overrode your underwriters of over 200
loans, did he have to get more senior approval on that,
or was that his own authority?
MR. BOWEN:

It is my understanding -- and

understand that this was done over my objections.

It
28

FCIC Interview of Richard M. Bowen III – February 27, 2010
was my understanding that he had the authority, as
delegated by his boss, Anil Hinduja, to make the
individual purchase decisions or reversals on the
individual files.
The overall purchase decision as it relates to
the pools is a separate decision, and required the
approval of Anil Hinduja.
MR. BORGERS:

So you feel that Anil Hinduja

was keeping apprised of all these deals and -MR. BOWEN:

Absolutely.

MR. BORGERS:

Okay.

And over this time

period, from especially the merger to -- through the
November memo that you sent to Rubin and the rest, how
many -- how serious were the exceptions, and how many
memos do you think you wrote concerning your concerns?
MR. BOWEN:

I don’t know the numbers.

It is

certainly well documented in the thousands of pages of
documents that I’ve submitted to the SEC.

And I have

discussed with the SEC, at least in the limited time
that I was testifying before the SEC.
This was widely disseminated within the
Consumer Lending Group, both with regard to weekly
reports and e-mails and discussions.
MR. BORGERS:

Since you’re a seasoned

professional, when you came to this part of your career
29

FCIC Interview of Richard M. Bowen III – February 27, 2010
with Citi -- Citigroup, how did you feel in your
professional opinion?

Was this in contrast to sound

banking or lending -- or underwriting policies?
MR. BOWEN:

If I thought it comported with

sound underwriting policies, I wouldn’t have raised hell
about it.
In my opinion, this was placing the company in
extreme risk with regard to losses, and I made that
known.
MR. BORGERS:

And the size of the risk were in

the billions of dollars?
MR. BOWEN:

Absolutely.

MR. BORGERS:

And can you tell us a little bit

more about, you raise your questions over and over
again, and senior management does address them.
Can you spend some time discussing that?
MR. BOWEN:

You asked about organization, and

I do have an organization chart.

This is one that I

shared with the FD -- excuse me, the SEC.

And, quite

frankly, I also gave it to Citi in their investigation.
This is -- and this is not the official
organization chart.

All official organization charts

that I had from the company constituted documents
belonging to Citi and were returned.

These were some

that I constructed on my own.
30

FCIC Interview of Richard M. Bowen III – February 27, 2010
These two charts represent the organization in
2006 and what it morphed to as an organization in 2007.
The organization charts reflect a large number
of names at various levels within the Consumer Lending
Group that were all fully aware of the issues that were
being raised.

And from my standpoint and my

perspective, they were involved with the containment of
that information, such that it was not shared with
members of the organization outside of the Consumer
Lending Group.
MR. BORGERS:

Are these documents to stay, or

can they stay?
MR. BOWEN:

Sure, you can have them.

MR. CUNICELLI:
quick.

I’ll just read them in real

One says, “Organization Chart 2006,” and the

other “Organization Chart 2007.”
And, again, you produced these?

These aren’t

official?
MR. BOWEN:

That is correct.

MR. CUNICELLI: Okay.
MR. BORGERS:

Okay, thank you.

For the record, why don’t we go

through a little bit in more detail about all the
different channels that you were responsible for as the
chief underwriter?
MR. BOWEN:

We have described the delegated
31

FCIC Interview of Richard M. Bowen III – February 27, 2010
channel, if you will, that was actually a part of what
is known as the “flow channel.”

“Flow” is the

purchasing of more than likely loans on an individual
basis.
There were actually two parts of the flow
channel -- actually, three that reported in to me.

And,

again, the underwriting portion we’re talking about
reporting in to me.

There was the -- those that were

submitted under delegated authority, and that we
discussed earlier, those mortgages were not underwritten
prior to our purchase.

Again, we purchased those under

represent- -- under reps and warranties by the seller,
that these were underwritten to our guidelines and we,
in turn, sold those to investors or retained some
portion of those in our portfolio.
To the extent that they were sold to
investors, we gave reps and warrants to the investors,
that they were underwritten according to our guidelines.
The other part of the flow channel consisted
of loans that were actually underwritten prior to our
purchase.

And, in fact, they were underwritten prior to

the original mortgage lender making the loan.
Let me give you a scenario.

Where a mortgage

lender wanted to make a loan to an individual, they
wanted to have that basically pre-sold to us so they
32

FCIC Interview of Richard M. Bowen III – February 27, 2010
could have it funded when they closed the loan.

They

would submit the file to us as they were proposing to
close it.

And my underwriters would review these.

And

each and every loan was looked at by an underwriter.
They would make a determination if they closed it under
the proposed structure, whether or not that would be
within our policy and whether we would purchase it.
We would also make changes to it, saying we
did not agree with the structure, that it would be
outside of our policy; but if they made these changes,
then we would give them a commitment that we would
purchase it upon the file being closed.
There were actually two parts of that.

One of

them dealt with the prime product, which we were talking
about, the more conventional mortgages, most of which
obviously were eligible for Fannie and Freddie, and the
other part were the subprime.

This was the leftover of

the subprime flow operation, which originally existed
under CitiFinancial Mortgage.
So there were three functions within the flow
channel, if you will.

One with delegated authority; and

then two that actually did underwriting prepurchase.
One was prime and one was subprime.
There was a channel that dealt exclusively
with second mortgages.

And, by the way, in the prime
33

FCIC Interview of Richard M. Bowen III – February 27, 2010
channel, they would also submit periodically second
mortgages but it was not a primary product.

First

mortgages were the primary product.
There was an operation that purchased second
liens in bulk that also reported to me.

And very

similar to the bulk operation on the first-mortgage side
that I described earlier, they dealt with large numbers
of -- large pools of second-lien product that we
purchased from third-party correspondent lenders.

And

they underwrote those based upon a sample, and made
decisions based upon policy given the execution rates in
the sample.
The third part of that was the bulk operation
for the subprime, which is what originated under my
direction within CitiFinancial Mortgage.
And then there was additionally started up
still another bulk operation which purchased the bulk
first mortgages that were prime, and that reported up
through another chief underwriter that reported to me.
So there were, if you will, two separate
processes whereby we purchased the -- we purchased
product:

The flow operation and the bulk operation.
Bulk was given the name of Wall Street

Channel; and then there was the flow operation, and that
was what constituted the preponderance of the
34

FCIC Interview of Richard M. Bowen III – February 27, 2010
correspondent channel within CitiMortgage.
MR. BORGERS:

Approximately in 2006, how many

people did you have reporting to you and in 2007?
MR. BOWEN:

Well, again, I have not been with

the organization for two years.
I believe, at one point.

I had in excess of 200,

I had 150 or 160 managers and

underwriters under my direction.
MR. BORGERS:

Now, some of your concerns were

that you didn’t have enough staff that you brought up
over -- when did you start bringing up your concerns
about the inadequate number of people on your staff to
handle the volume?
MR. BOWEN:

Well, the primary concerns dealt

with the quality of analysis -- the quality-assurance
function.

Again, we had a channel that we were

purchasing $50 million annually of mortgages through;
that when I got involved with the organization, we were
only sampling less than 2 percent of those files.

And

as part of my discovery process, I found that we were
required by policy to actually be underwriting 5 percent
sample.
Separate and apart from the alarms that were
raised with regard to the very large numbers of files
that we were purchasing that were outside of our policy,
there was also the question that the numbers were not in
35

FCIC Interview of Richard M. Bowen III – February 27, 2010
compliance with the existing policy that was in place.
And this was a revelation.
MR. BORGERS:
MR. BOWEN:

So who was dictating the policy?

That -- this was ultimately under

the Global Consumer Group.

And there was a lot of

discussion and consternation as to really where that
policy was and under whose purview it was.
As the company went through a number of
reorganizations, that history became clouded.
I’m not trying to avoid your question, but
there was not real clear accountability as to who
exactly even had the current copy of the policy that we
were supposed to be adhering to.
MR. BORGERS:

So let me just get it straight.

During this time, when you first took it over -MR. BOWEN:

This is 2006.

MR. BORGERS:

-- you did not have written

policies that you could go by?
MR. BOWEN:

Well, we finally found, with the

help of Business Risk and Control, a policy that was
supposed to have been governing at the point in time.
But this was one that I did not readily have available
to me, and discovered -- and required some discovery
before it was identified.
MR. BORGERS:

And who was responsible for this
36

FCIC Interview of Richard M. Bowen III – February 27, 2010
policy prior to you coming over?
MR. BOWEN:

Well, it ultimately fell with

regard to responsibility under Anil Hinduja, who had
overall risk responsibility for the Consumer Lending
Group.
MR. BORGERS:

So during this time, no one

could find the policies.
And did you bring that to the attention of -MR. BOWEN:

Oh, absolutely.

MR. BORGERS:

And --

MR. CUNICELLI: Just so we could get a time
frame, you start when under this merged organization,
and when do you actually find the policy?

How long are

you working without a written policy?
MR. BOWEN:

Well, the processes were in place

when I inherited the organization in early 2006.

I

started becoming involved in the April-May time frame in
the QA function itself.

And I was told at the time,

“Don’t worry about this.

This is functioning well.

This is a smooth-running operation.

Concentrate on the

problems elsewhere,” which I did.
MR. BORGERS:
MR. BOWEN:

And who told you that?

Oh, this was my chief underwriters

that reported to me and within the risk function itself.
MR. ISENBERG:

Could I interject just for a
37

FCIC Interview of Richard M. Bowen III – February 27, 2010
second?

This is Jerry Isenberg.
When we’re talking about policy, I just want

to make sure that it’s clear for the record.

I think

the policy that you’re talking about is the QA policy.
MR. BOWEN:

Yes.

MR. ISENBERG:

And that’s the one that was not

readily findable -MR. BOWEN:

Yes.

MR. ISENBERG:
MR. BOWEN:

-- and was confusion about?

QA policy.

MR. ISENBERG:

Obviously, there are other

policies.
MR. BOWEN:

Yes.

And that is worthwhile

clarifying.
MR. BORGERS:

And to clarify again for the

record, this QA policy was -- how much product was
coming through this area?
MR. BOWEN:

$50 billion.

MR. BORGERS:

$50 billion?

And there was no -- no one could find the
written policies?
MR. BOWEN:
MR. BORGERS:

Well, they did locate it.

MR. BOWEN:

And how long did this take?
Let me give you a time frame.

I

discovered my concerns initially with regard to the
38

FCIC Interview of Richard M. Bowen III – February 27, 2010
incomplete files in probably May of ‘06.

I alerted the

Third-Party Origination Committee and many others in
this process where we were really attempting to
understand what this meant.

And somewhere in this time

frame -- perhaps June and July, the chairman of the
Third-Party Origination Committee -- and her name was
Louise Sherman, S-H-E-R-M-A-N, who also was over -- I’ve
forgotten the formal name of it, but she was over the
organization that had purview over the correspondent
relationships and the approval of those for delegated
authority -- she finally identified what was supposed to
be the existing policy.

And upon reading that, we

discovered that we were out of compliance with even the
original policy that everyone thought that we were
conforming with.
MR. BORGERS:

And if I can interrupt, you come

on board in 2006?
MR. BOWEN:

Yes.

MR. BORGERS:

Prior to you coming on board,

who was handling responsible for the day-to-day
operations of quality assurance?
MR. BOWEN:
that area.

Well, there was a supervisor of

Her name was Brenda Wilson, W-I-L-S-O-N.

She, in turn, reported to a chief underwriter, whose
name was Connie Mourier [phonetic].

And when I took
39

FCIC Interview of Richard M. Bowen III – February 27, 2010
over as business chief underwriter, Connie Mourier
started reporting to me.
MR. BORGERS:

And prior -- so prior to early

2006, she was responsible for that function.
And were there billions of dollars of product
going through that area even at that time?
MR. BOWEN:

Absolutely.

MR. BORGERS:

So do you have any idea

approximately how much was going through that particular
channel in 2005?
MR. BOWEN:

No.

MR. BORGERS:

I was not involved.

But it was still billions of

dollars?
MR. BOWEN:

Absolutely.

It has always been

the highest volume of production for CitiMortgage.
MR. BORGERS:

And when you were trying to dig

for the policy, did you approach the chief underwriter
there in quality assurance and Connie for a copy of the
policy?
MR. BOWEN:
produced.

Yes, and a copy was finally

I believe it was produced by Louise Sherman.

But Connie Mourier assured me we were in complete
compliance with it.
And a careful reading of the policy indicated
we were not in compliance with it.

Connie Mourier
40

FCIC Interview of Richard M. Bowen III – February 27, 2010
produced a memo -- a two-sentence memo that had been
obtained several years prior that was ostensibly a
waiver to the policy.
It was never determined if that actually
constituted a waiver, but that is one she started
operating under.
MR. BORGERS:

So the policy actually stated

that it was a 5 percent review of the sample?
MR. BOWEN:

Yes.

MR. BORGERS:

And somebody of authority

changed that from 5 to 2?
MR. BOWEN:

It is questionable whether or not

someone with authority actually intended, when they
wrote that two-sentence memo, that that would be used as
an exception to policy.
That individual is no longer with the
organization.
MR. BORGERS:

And what level of authority did

that person have?
MR. BOWEN:

They were chief risk officer at

the time, and I do not even recall the name.

I did not

know the individual.
And, again, he had left the organization
before I became involved.
There were many aspects of the original policy
41

FCIC Interview of Richard M. Bowen III – February 27, 2010
that were not being adhered to, not just the 5 percent.
And, again, the chief underwriter was purporting that
this -- I think it was a two-sentence e-mail gave her
authority to operate without meeting the requirements of
the policy.
MR. BORGERS:

Now, related to this, you had a

committee called the Third-Party Originator Committee.
And wouldn’t they have discussed the
overriding of the policy for the -MR. BOWEN:
up.

Apparently, it was never brought

There were reports made to the committee on a

monthly basis -- this was a part of their monthly
agenda -- reporting the results of QA as it relates to
the agree and disagree decisions.

There was -- and it

was apparently accepted by that committee that they
review that number on a monthly basis; but I never found
any evidence that -- in years, anyway -- that there had
been any discussion of the actual underlying policy.
MR. BORGERS:

So was there any minutes of

these meetings?
MR. BOWEN:

There were minutes compiled every

month of those meetings.
MR. BORGERS:

And did you review those minutes

to see whether or not there was any -MR. BOWEN:

No.

From my standpoint, it was
42

FCIC Interview of Richard M. Bowen III – February 27, 2010
moot.

I had a problem.

I wanted to address it.

I

wasn’t interested in digging into history.
MR. BORGERS:

But in your background, did you

find this unusual set of policy overrides and policy
reviews?
MR. BOWEN:
“overrides.”

Again, I wouldn’t call it

It’s really unclear what the form of this

was.
It was very distressing to find that we had
$50-billion of product going to a channel that did not
have truly-defined operational policies.
MR. CUNICELLI: If I could take you back one
second.

You said that the 5 percent review was only one

instance of -MR. BOWEN:

That’s right.

MR. CUNICELLI: -- being non-compliant with
policy.
Could you specifically recall any other?
MR. BOWEN:

Well, the policy that was found

actually required sampling on the individual seller
basis.

That was not being done.

There was an aggregate

sample taken -- and a very small one at that -- on the
aggregate, without regard to individual sellers.

So

that was not being complied with.
There was also requirements in the policy that
43

FCIC Interview of Richard M. Bowen III – February 27, 2010
if individual sellers ran afoul of the 95 percent agree
rate, that the required sample on those individual
sellers would be increased.

That was also not being

complied with in practice.
MR. BORGERS:

Were these noncompliance issues

ever brought up to the auditor?
MR. BOWEN:

To my knowledge, this subject was

never brought up with any internal or external auditors.
MR. BORGERS:

Did you feel, being a seasoned

banker, that this is unusual that this was never brought
up to the audit committee?
MR. BOWEN:

I didn’t focus upon where the

reporting of this went.

I tried to fix it, and was

widely involved in disseminating the issues and the
urgency associated with these issues, and trying to get
management’s attention to address them.
MR. BORGERS:

And let’s focus on that for a

few minutes.
You bring these noncompliance issues?
MR. BOWEN:

Could we take a quick break?

MR. BORGERS:
MR. CUNICELLI:

Sure.

Why don’t you hit record?

(Recess from 9:29 a.m. to 9:39 a.m.)
MR. BORGERS:

This is Tom Borgers.

stopped the recording at 9:29.

We’ve

It is now -44

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. CUNICELLI:
MR. BORGERS:

9:39.

-- 9:39.

And we will resume

questions.
And the questions right now relate to the
policies for CitiMortgage around the time of the merger.
So, Mr. Bowen, we’d like to follow up on that
a little bit more.
As you outlined before, it was not just one
aspect of the policies that the quality-assurance area
was not adhering to; it was several different parts of
the policy that you were concerned about; that you
couldn’t find the policies, number one; and number two,
someone did override the policies without even
discussion -- formal discussion with the Third-Party
Originating Committee.
MR. BOWEN:

Is that correct?
I do not know if formal

discussions took place in that original time frame of
several years prior with the Third-Party Origination
Committee or not.
I know the e-mail that was presented as
evidence that Ms. Mourier had acted within an authorized
capacity, that the famous two-sentence e-mail, I think,
I am not familiar with what discussions surrounding the
issuance of that e-mail.
MR. BORGERS:

And when you brought this to the
45

FCIC Interview of Richard M. Bowen III – February 27, 2010
attention of the committee, were they surprised that no
one could find the policies?

How did they react?

And

do you remember any of the specific reaction of some of
these -- of the top-level committee people?
MR. BOWEN:

Again, this committee had been

functioning long before I became a part of the scene.
MR. BORGERS:
MR. BOWEN:

Right.

So they were used to reviewing the

normal agenda, which included the results of the QA
function for the previous month; and they were, I think,
somewhat surprised that we were not in compliance with
policy.

And concern was expressed with regard to the

circumstances that I brought to their attention, as it
relates to the true creditworthiness, and particularly
as it relates to the very high portions of files, or
percentage of files that were missing documents that
were actually required by our policy, as well as our
investors’ policies.
MR. BORGERS:

Now, as far as the committee was

concerned, was -- Mr. Anil Hinduja, is it?
MR. BOWEN:

Anil Hinduja.

MR. BORGERS:

Was he aware of what had

happened with the quality-assurance area?
MR. BOWEN:

He was not a part of the TPO

committee, and he did not attend.
46

FCIC Interview of Richard M. Bowen III – February 27, 2010
I attended from -- as business chief
underwriter for the correspondent area, I represented
the underwriting function there.
He was made fully aware of everything that had
transpired with regard to the discovery process.

He was

duly notified, and I am -- not only my boss, Owen Davis,
but I also had discussions directly with him.
The initial discussions not only were
concerning the seriousness of the condition that we
found the QA function in and the quality -- the
underlying quality of the files being purchased and
resold, but also questions as it relates to the
performance of the chief underwriter over that function,
Ms. Mourier.
I initiated a -- I requested, if you will, an
investigation by our Business Risk and Control area.
They assigned two people.

One them was over Business

Risk and Control for CitiMortgage.

And they also

assigned a manager from HR that jointly conducted an
investigation and interviewed a large number of
employees.

And based upon the results of that

investigation, which was presented in a meeting at the
end of August -- I believe it was the very end of
August -- and at least a draft of their findings, which
were the only thing that was made available to me and my
47

FCIC Interview of Richard M. Bowen III – February 27, 2010
boss, is entered into the documents that the SEC has.
Their findings confirmed that policy was not
being adhered to; there were large numbers of files that
did not have complete documentation and, therefore,
potentially involved risk to the organization.

And in

discussions, we made the recommendation that Connie
Mourier be terminated, and the conference call that
ensued, which included the head of HR for the Consumer
Lending Group, the head of Business Risk and Control for
the Consumer Lending Group.

And I’m not sure of the

others that participated in that conference call.

It

was decided that that should be the course of action.
And I subsequently terminated Connie Mourier.
MR. BORGERS:

A question about the -- I know

this body -- this investigative body was a part of the
risk group; is that correct?
MR. BOWEN:

No.

The investigative body called

Business Risk and Control was a separate organization
that existed within -- Business Risk and Control is a
corporatewide organization.

The purpose of Business

Risk and Control is to supplement, as I understand it,
to supplement internal audit.

However, Business Risk

and Control actually reports into the business manager
for the individual units.

In this case, Business Risk

and Control was headed within the Commercial Lending -48

FCIC Interview of Richard M. Bowen III – February 27, 2010
or the Consumer Lending Group by a Dick Oparowski.

I’ll

attempt the spelling -- well, it is on the organization
chart.

O-P-A-R- -- excuse me, O-P-A-R-O-W-S-K-I.

He,

in turn, reported to Carl Levinson, CEO of the Consumer
Lending Group.

And this was under his direction that

the investigation took place.
The Business Risk and Control function is
supposed to ensure that the internal controls are in
place in accordance with policy of the corporation.

And

their conclusion is that they were not in place.
It is my belief that the results of that
investigation were never shared with internal audit.
That did not report because internal audit did not
report into the Consumer Lending Group.
MR. BORGERS:

However, in your view, was what

the outcome of this investigation, do you believe it was
material?
MR. BOWEN:

Absolutely.

It confirmed the dire

circumstances and the risk posture that the company had
with regard to potential exposure to a volume of
$50 billion of mortgages that were being purchased and
resold under our representations and warranties that
these adhered to credit policy.
MR. BORGERS:

And it was even probably more

than $50 billion, because it was prior to your coming on
49

FCIC Interview of Richard M. Bowen III – February 27, 2010
board also?
MR. BOWEN:

We know and, in fact, the

investigation by Business Risk and Control confirmed
that this condition had existed since 2003.
MR. BORGERS:

So is there any idea

approximately how many billions of dollars flowed
through that area over that time?

I mean, we can safely

assume that was more than 50 billion from 2003 through
2006 because it was just 50 billion at that time.
So could it have been $100 billion for that entire
period?
MR. BOWEN:

It could easily have been.

I know from the -- it’s my belief during the
2006-2007 time frame, at least up until the point that I
wrote that e-mail, I believe that there was a volume of
close to $90 billion just in that time frame that flowed
through that channel.
MR. BORGERS:

So as I said before, and you

agreed, this was, you believe, a material problem for
the bank.
Did anyone -MR. BOWEN:

Understand, we were not officially

a part of the bank; we were a part of Citigroup.

The

bank is a separate entity within Citigroup.
MR. BORGERS:

Okay.

Could you ever discuss at
50

FCIC Interview of Richard M. Bowen III – February 27, 2010
any of these meetings with the risk investigators and as
such, whether they were going to bring this to the audit
department for proper follow-up to the audit committee?
MR. BOWEN:

I was not privy to any

conversations.
It is my understanding it was never reported
to audit.

It is also my understanding -- and, in fact,

I was involved in a, I believe, a conversation where,
when it was discovered that we were not in compliance
with the Global Consumer policy, that we were obligated
to report that as an exception.

And I do not believe

that that was ever reported as an exception.
MR. BORGERS:

So no one on the committee

discussed this as far as whether or not they should -meaning, the committee -- let me clarify that for the
record.

The TPO committee, the third-party originators,

no one ever -- this was never discussed on whether or
not they should bring it to the audit committee?
MR. BOWEN:

Not to my recollection.

MR. BORGERS:

Okay.

Did you ever discuss that

with Anil Hinduja and your boss Owen Davis?
MR. BOWEN:

I don’t recall specific

discussions as it relates to internal audit.
My concern was attempting to get management’s
attention to address the situation and that is what my
51

FCIC Interview of Richard M. Bowen III – February 27, 2010
focus was.
I am aware that, in drafting a new QA policy,
which was adopted in late ‘06, I believe November or
December time frame -- it was Fred Bader, B-A-D-E-R, who
was the chief risk officer for CitiMortgage, and was the
author of the new QA policy -- was going to submit that.
And I saw an e-mail that he was going to submit that to
audit.
I also saw an e-mail to him from Anil Hinduja,
saying, “We need to discuss this before you submit this
to audit.”
It is my understanding it was never submitted to
audit.
MR. BORGERS:

And did you at that point, with

this particular comment, did you feel that that was
unusual?
MR. BOWEN:

I didn’t focus on that

particularly.
Not only was this not reported to audit, this
was never reported to the credit risk committee of the
Consumer Lending Group, which was chaired by Anil
Hinduja.
It was my belief, and the belief of my boss,
none of this was ever reported to the chief credit -- or
the -- I guess it was the Consumer Lending Group risk
52

FCIC Interview of Richard M. Bowen III – February 27, 2010
committee, which again is at a higher level within the
organization than obviously the mortgage TPO committee.
And, again, this risk committee was chaired by Anil
Hinduja, who was the chief risk officer for the Consumer
Lending Group.
This was never placed on the agenda to even
discuss at that risk committee.
And it is my belief that the agenda -- and, in
fact, I recall hearing that the agenda for that risk
committee was always shared with audit.
And it was my belief that this was withheld
from that committee because it would have become
apparent to audit.
MR. BORGERS:

And then there would have --

because it was material, it would have gone to the audit
committee?
MR. BOWEN:

I don’t know what the calculation

process is within the audit committee.

Certainly,

you’re talking about very material issues.
MR. BORGERS:

Okay.

If we can get back into

the QA development of the new policies, procedure, and
staffing.

You’ve said that at the end of 2006 these

were developed.
Could you focus some time on whether or not
the staffing needs were met as directed by the review
53

FCIC Interview of Richard M. Bowen III – February 27, 2010
over the next year or so, and also how the compliance
issues were met?
MR. BOWEN:

Let me attempt to address that.

That’s a rather wide net you threw.
The new policy that was finally adopted -and, again, the formal -- it was identified in June and
July and, in fact, it was documented in July that we had
to have a new policy for QA.

And it was accepted that

Louise Sherman would work with Fred Bader under his
direction to develop that policy.
The policy was never approved until, I
believe, late November of that year, despite many e-mail
weekly reports and continued attempts to focus attention
on the extreme urgency in developing a new policy and
being able to address this situation.
The new policy that was adopted required a
significant increase in the sample size; required
individual seller sampling which, of course, was not
being done but was originally required by the policy
that was supposedly being operated under.
And the dire circumstances were acknowledged
by Bill Beckmann, CEO of CMI, the CitiMortgage unit.

He

actually approved in the ‘07 budget, in meetings that
took place in late ‘06, a significant addition to my
staff to allow me to increase the sample size to satisfy
54

FCIC Interview of Richard M. Bowen III – February 27, 2010
the new policy.
With regard to staffing, I was told that I
could not hire the additional staff because there was a
freeze on hiring, although my other areas, I could hire
substantially additional staff.

It was only the QA

function that the freeze adhered to within my area.
I was finally given authorization to hire
additional staff, I believe in April or May of ‘07.

And

this was only, from my belief, in response to internal
audit discovering, in their very small sample in an
audit, some QA files that had been approved that were
clearly outside of our credit policy.

And they raised

the issue in their audit, what is going on in the QA or
in the delegated channel.
MR. BORGERS:

What year -- what year or month

was that?
MR. BOWEN:
early ‘07.

The audit itself took place in

And the issue is, they identified there was

a potential challenge in the delegated channel.

Again,

they took a very small sample and identified, I don’t
know, two or three files that were clearly outside of
our policy that we had purchased in the delegated
channel.
They were told that, “Well, we have changed
our policy, and we’re in the process of staffing up, and
55

FCIC Interview of Richard M. Bowen III – February 27, 2010
the new policy will address this.”

And audit accepted

that, but then that became a part of their subsequent
audit plans.

And it was known that they were going to

be looking at that next time they came in.

And I was --

I pointed that out in a number of documents.
So in response to that stimulus, I was finally
given approval to start interviewing, to hire additional
staff in April or May of ‘07.

Again, this is a year

after the initial discovery of the situation.
Now, I want to point out one thing,
Mr. Borgers.
issues.

We’re actually dealing with two separate

We’re dealing with -- although they’re

intertwined -- first of all, there is the audit function
with regard to the sample size, with regard to the
procedures and the logistics associated with the
sampling that goes on.
The other is the overriding issue, from my
standpoint, that the situation existed within the
business channel.

And so even though the staffing was

to address the sampling, there was no substantive
management action that was taken during my time that
addressed the true underlying risk situation associated
with the large volume of mortgages that we were
purchasing.

The focus was attached to, “Well, let’s

start sampling more.”
56

FCIC Interview of Richard M. Bowen III – February 27, 2010
And so I don’t want to divert attention to the
fact that, yes, they increased staff finally to address
that.

That was not to address it; that was simply to

address a larger sampling.
MR. BORGERS:

And what was the size of the

sampling that was now adhered to?
MR. BOWEN:

The sampling that was adhered to

when I inherited the situation was, typically, a
1 percent random sample and a 1 percent, as they termed
it, target sample.
It is the random sample that actually gave you
what should be a representative indicator, if you will,
of the overall credit quality.
The targeted sample was dictated on a monthly
basis by Louise Sherman’s crew as it may relate to
specific borrowers that they want to look at more.
But we’re dealing with a channel that
purchased mortgages from in excess of 1,000
correspondent lenders.
So even the target sample of 1 percent -- and
so we’re looking at a -- excuse my digression -- we’re
looking at a total of a 2 percent sample.

And my people

that staffed these areas, that were very experienced
underwriters, they only had seven or eight.

They were

maxed out at even doing 2 percent.
57

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BORGERS:

And in November, what was the

new policy, what was the total sample that was required?
MR. BOWEN:

5 percent random, with a targeted

sample on top of that.
MR. BORGERS:
MR. BOWEN:
policy.

And --

And that’s my recollection of the

And that is also on an individual seller basis,

with required escalation of sample sizes to the extent
that individual sellers don’t adhere to the overall
95 percent agree rate that was expressed in the policy.
MR. BORGERS:

So over the -- once they put the

new policy in place, you did not have additional staff,
your staff could only do 2 percent even under the best
circumstances?
MR. BOWEN:

That’s right.

MR. BORGERS:
MR. BOWEN:

So they were --

So we had no resources to adhere

to the new policy.
MR. BORGERS:

So they were not adhering to the

policy from that time, because it was a 5 percent
required sample review; right?
MR. BOWEN:

In the original policy, as I

understand it.
MR. BORGERS:

But then -- then in November, it

was 5 percent -- again 5 percent?
58

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:

Yes.

MR. BORGERS:

And your staff couldn’t do it

from November to -- at what point in time in the future?
MR. BOWEN:

Well, understand -- and I want to

clarify this -- this not only dealt with the human
resource necessary to adhere to the new policy, but
there was no systems support that allowed adherence to
the new policy.
As an example, the 1 percent random sample that my
underwriters did, this was achieved -- the sample
selection was achieved by my supervisor of that area
actually going down a list of files that have been
generating, and she would tick off every 100 -- I mean,
one out of every 100, and then that became the sample.
It was not a truly scientific means of
determining the sample, but there were no systems
support to support that -- or systems support to, if you
will, embrace the new policy from a statistically valid
random sample.
In addition to that, there were the underlying
support systems that were unavailable to follow up with
the sellers for the individual decisions, where we were
missing documents and we requested those missing
documents from the seller.

There was no system in place

to allow us to follow up on that, to identify where the
59

FCIC Interview of Richard M. Bowen III – February 27, 2010
sellers had not submitted the underlying documents that
we requested.
MR. BORGERS:

And during this whole period,

after they developed the new policies, TPO and Anil
Hinduja and Bill Beckmann and the other seniors knew
that, even though there were new policies, you still
could not be in compliance with the new policies until
the new system was put in place until all of the
staffing was put in place; were they all aware of these
major problems for the billions of dollars of product
that were going through your shop?
MR. BOWEN:

I believe so.

And I, on a

continuous basis, apprised all of senior management with
regard to using the old methodology, the 1 percent
sample, the deteriorating credit quality that we
experienced.
When I first became aware of the situation, we
had 40, 50, as much as 60 percent of the files that were
outside of compliance.

In fact, I make reference to

that in the November 3rd e-mail, 40 to 60 percent.
This continued to deteriorate during 2007,
such that at the end of 2007, we were at 80 percent plus
that were out of compliance with our policy; that we
continued to purchase and sell to investors.
MR. BORGERS:

And I think there’s a good point
60

FCIC Interview of Richard M. Bowen III – February 27, 2010
to just -- you mentioned there were about a thousand
different sellers that went through.
MR. BOWEN:

It was a very large number.

I

can’t give you a specific number.
MR. BORGERS:

And we’re not asking you to give

a specific number.
But it was hundreds of sellers.

And they --

is it fair to say that they had various, different
levels of performance or quality issuance?
MR. BOWEN:

Understand from our sampling

methodology, we did not have -- we knew the aggregate
performance; but because we did not have the systems
support, we could not report on individual seller
performance.

All we could do was raise the issue as it

relates to the aggregate performance of what’s flowing
through this channel.
I could not tell you that individual sellers,
X-Y-Z, were out of compliance by 80 percent.

I couldn’t

do that until we finally got the MIS that would allow us
to identify those, which was in late 2000 -- well, we
started being able to report on individual sellers, I
believe, in May of 2007.
MR. BORGERS:

And just to give our record a

little sampling of some of the sellers, who were some of
the leading sellers that you were buying mortgages from?
61

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:

Oh, gosh.

that e-mail, being Aegis.
sale during 2007.
sellers.

I referenced one in

Aegis actually had -- or a

And they’re one of the very large

We had actually purchased -- I believe I

referenced in that e-mail two and a half billion dollars
from that one seller during the 2006-2007 time frame.
And I took that number from a specific report
that was delivered.
Many large sellers -- I don’t recall some of
the more predominant ones.
one.

I think American Home was

There were very large mortgage companies that we

were actively purchasing a large volume of product from.
MR. BORGERS:
MR. BOWEN:
a flow customer.

Was New Century --

I don’t recall if New Century was

I know that we looked at purchasing

pools of mortgages from New Century, but I do not recall
if that came through the delegated channel.
MR. BORGERS:

But focusing -- let’s get back

to focusing on analyzing the quality of loans of each of
these sellers by seller.
You could not tell whether or not a specific
seller was giving you good product or not until
virtually the end of 2007?
MR. BOWEN:

Well, we started getting some

reporting, I think, in May of ‘07.
62

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BORGERS:
MR. BOWEN:

But you did not --

This was the early generation, if

you will, of the reporting that we had to fine-tune to
truly be operational.
We knew the overall problem was very large,
but I could not get the support for a more timely
implementation of systems or the resources necessary to
expand the sample until the 2007 time frame.
MR. BORGERS:

Do you feel that this is unusual

for such a large channel to take this additional risk on
without knowing what the risk was?
MR. BOWEN:

With the risk that was apparent in

this channel on an aggregate basis, from my standpoint,
it was unconscionable that they would not dedicate
resources to address this risk.
MR. BORGERS:

And, therefore, over the years,

since they were not doing this, you did not have any
obvious trend analysis by seller?
MR. BOWEN:

No, we did not.

MR. BORGERS:

And in your professional

opinion, do you believe that that should have been
standard practice?
MR. BOWEN:

Absolutely.

We should have been

adhering to the original policy which required
individual seller determination of compliance.
63

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BORGERS:

So the original policy did have

that in there?
MR. BOWEN:

Yes.

MR. BORGERS:

And you did not -- you could not

identify who overrode the policy?
MR. BOWEN:

There were a -- the chief

underwriter that that function reported to, Ms. Mourier,
apparently in budget considerations, made substantial
reductions to staff in that area, in the number of
underwriters that were there in the face of
ever-increasing volume in that channel.

And this was

justified based upon this two-sentence e-mail that she
received from the chief risk officer at the time in a
previous year.
So there were actions that were taken.
were taken in response to budget considerations.

These
It’s

my understanding that Ms. Mourier received high acclaim
because she was so effective in cost control in previous
years.

And it is my belief, and certainly was the

belief of the investigators that conducted the BRC
investigation, that this was part of the overall
performance of Ms. Mourier, which was not acceptable.
MR. BORGERS:

However, after Ms. Mourier left,

or was terminated, the new policies went into place, and
which were much better than what you -- what was under
64

FCIC Interview of Richard M. Bowen III – February 27, 2010
her administration.

But there was a lack of

implementing all the many different aspects of those new
policies; right?
MR. BOWEN:

Resources were not forthcoming to

allow for the actual implementation of the new policy.
The new policy was touted as addressing all of
the concerns.

But as a practical matter, we were not

given the resources to implement, from an operational
standpoint, the new policy.
MR. BORGERS:

And you brought this to the

attention of -- through e-mails and -- tell us how you
brought this to the attention of senior management.
MR. BOWEN:

Weekly reports, e-mails,

conversations.
I am not a shy individual and, quite frankly,
a large part of the documentation, as evidenced by the
thousand pages that has been presented to the SEC
documents those complaints, those requests, those
pleadings to senior management within the company.
MR. BORGERS:

And as you went through these

complaints over the months, were you having also
personal telephone calls or meetings with the seniors
from Bill Beckmann and Anil Hinduja and the rest about
your concerns?
MR. BOWEN:

I don’t know that I would
65

FCIC Interview of Richard M. Bowen III – February 27, 2010
characterize them “personal conversations.”
documented this well.

I certainly

I did have conversations with

Fred Bader, with Jeff Walker.
Jeff Walker is W-A-L-K-E-R.
sales.

He was over

This was communicated up in writing to Bill

Beckmann.

This was certainly communicated to the

original investigators of BRC.
As a matter of fact, I insisted that the
staffing challenges be inserted into a system called
MARS.

MARS is a system that retained all issues that

have got to be addressed within the business.

It was

part of the internal controls within the organization.
And I had a manager -- actually, this is the manager
that succeeded Connie Mourier -- I had her put those
issues in, that we did not have the MIS necessary, that
we did not have the staffing necessary.
And I put those in the MARS system, giving it
the highest priority available within that system.

I’ve

forgotten what they call it.
Well, this system is referenced by internal
and external audit when they do their procedures.

And

in December of 2006, my manager, Sherry Hunt -H-U-N-T -- who became chief underwriter in place of
Connie Mourier, and was the person that I originally
instructed to put into MARS these very serious concerns,
66

FCIC Interview of Richard M. Bowen III – February 27, 2010
she was instructed by Business Risk and Control to lower
the priority on those MARS items, which she did
according to instructions by Business Risk and Control.
The effect of lowering the priority on those
MARS items meant that audit would not look at them when
they came in.
MR. BORGERS:
this, what did you do?

So when you found out about
Did you send another e-mail that

you were upset that this was circumventing -MR. BOWEN:

No, this was just one of a series

of items that went on.
I did nothing specific with regard to this,
other than note that it occurred.
MR. BORGERS:

So in your eyes, the

investigation by the BRC concluded that there were
serious concerns there; but then the BRC, after they
developed their report and said that there were serious
concerns, they lowered their understanding then of what
those risks were in your area?
MR. BOWEN:

All I know is that Business Risk

and Control directed my manager to lower the priority
for those items related to my area that related to the
serious credit situation that we had in the delegated
channel.
MR. BORGERS:

Did they do that through you, or
67

FCIC Interview of Richard M. Bowen III – February 27, 2010
did they do that around you?
MR. BOWEN:

They told Connie directly, since

she was the author of those MARS items, even though she
had done so under my direction, they basically told her
to go in and lower the priority on those items, which
she did.
MR. BORGERS:

And when you say “they,” who

specifically at Business Risk?
MR. BOWEN:
documented.

It was documented, and it is

And what was submitted I don’t recall.

It

may be in my notes, I just don’t know where.
MR. BORGERS:

And I don’t know if you’ve said

it -- if you did, I apologize -- MARS, is that an
acronym for some sort of asset risk?
MR. BOWEN:

I’m sure it is.

MR. BORGERS:

Okay, okay.

So the audit department -- how -- you
mentioned a few minutes back that the audit department
was doing a very small-scale audit review of your area.
And in a normal area that is of deep concern
to any auditor, isn’t it a function to do a much more
detailed audit review of a high-risk area?
MR. BOWEN:

Where they have -- where they

identify areas that they do not think have been
addressed, yes, it is, they were convinced that this had
68

FCIC Interview of Richard M. Bowen III – February 27, 2010
been addressed.
MR. BORGERS:

So in your belief, the audit

department was not addressing it or is not being
apprised of the serious concerns in your area?
MR. BOWEN:

Audit was told -- and I drafted

this response to audit, informing them that we had
changed the policy -- which we had.
I then used that fact -- and audit went away
after seeing that we had adopted a new policy.
I used that fact, that audit was aware of it
and was expecting the new policy as leverage to finally
get resources to address my issue.

That is why I

finally received authorization to hire staff, and I
finally received MIS support in 2007.
MR. BORGERS:

And I think this is a good time

to focus on your November 3rd, 2007, memo to Robert
Rubin, David Bushnell, Gary Crittenden, excuse me,
Bonnie Howard, the chief auditor.
MR. BOWEN:
quick.

Let’s just spell that out real

Rubin is R-U-B-I-N.

Bushnell, B-U-S-H-N-E-L-L.

Crittenden is C-R-I-T-T-E-N-D-E-N, and Howard is
H-O-W-A-R-D.
MR. BORGERS:

So when the next time period

came around, what prompted you to write this memo at
this time?
69

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:

As I’ve talked about earlier, I

was seeking assistance in getting these very serious
issues addressed within our business unit.

And within

our business unit, there was not management support, in
my opinion, to effectively address the risk that I saw
in this business unit.
In the same time frame, I think it was in
the -- well, Citi had announced some initial losses.
There was concern in the banking industry in general.
There was widely reported in the press that the board of
directors was going to have a -- I don’t know if they
termed it emergency meeting, but a special meeting that
was going to take place on Sunday.

It was widely

speculated in the press that Charles Prince, CEO of
Citigroup, was going to step down because of the
problems.
And all of the reported problems appeared to
deal with the investment side of Citigroup.
The losses that they had taken on CDOs, on
other items, some of which were in special-purpose
entities and off the balance sheet -- and I don’t even
think it became aware until later, you know, the
circumstances surrounding some of the losses.
The point being, the board of directors was
trying, from my perspective, to get their arms around
70

FCIC Interview of Richard M. Bowen III – February 27, 2010
this situation.

And I desperately wanted to communicate

to Citigroup corporate and to the board of directors
that, hey, there are some very serious issues that exist
within this unit of the company that you are not even
aware of.

And that was the underlying impetus, if you

will, for issuing this November the 3rd, which was on
the Saturday before the special board meeting.
Yes?
MR. CUNICELLI:

Could I play devil’s advocate

for once?
MR. BOWEN:

Certainly.

MR. CUNICELLI:

And just two parts.

Just,

why -- it seemed management was very interested in
keeping this information away from audit.

So why not

send this to audit and why not send it earlier, since
it -MR. BOWEN:

I wish I had.

MR. CUNICELLI:
MR. BOWEN:

Okay.

In hindsight, I wish I had.

I firmly believed -- and there is certainly
adequate evidence in the documents I’ve submitted, that
all of the management of the Consumer Lending Group were
well aware of this issue.

And I also saw instances

which I believe to be the containment of this
information in keeping it away from audit.

And we
71

FCIC Interview of Richard M. Bowen III – February 27, 2010
haven’t even addressed all of the circumstances with
regard to Concern 2 yet, which is referenced in the
e-mail.
This was my attempt to raise to the attention
of the company that I believe there was serious risk to
our shareholders involved here, and they needed to be
aware of this.

And that is why I sent this e-mail.

MR. KARDELL:

I’ve got a question.

It’s a

really global one but -- anybody can answer this.
What you’re saying, Dick, is that you had -by reading the matrix business press and all, you saw
what the board of directors was really concerned about,
some of the investment stuff, like the CDOs, that’s
collateral --

whatever it is.

MR. BOWEN:

Collateralized debt obligations.

MR. KARDELL:

Right.

Stuff like that, then

some other major investment products, all of which the
board’s looking at this, saying, you know, “We’ve got a
little bit of a problem with our investment side,” and
what have you.
Here’s my question -- and I, obviously, don’t
know the answer to this -- are the things we’re talking
about here part of what manifested itself in the big
investment picture?
Stated somewhat differently, had these
72

FCIC Interview of Richard M. Bowen III – February 27, 2010
purchases, these bulk purchases been better, would that
have made the investment side better?

Were the CDOs

built off of this product that we’re talking about here?
MR. BOWEN:

To my knowledge, the product that

came through the mortgage operations did not feed any of
the product that went into the securitizations on the
investment side of the shop.
Now, in a previous conversation, I heard the
name Susan Mills.
Susan.

I looked at my notes; yes, I do know

I had a number of meetings with her, including

her chief underwriter I got to know fairly well, a man
by the name of Matthew Bollo.
MR. BORGERS:

Matthew Bollo was her chief

underwriter?
MR. BOWEN:

Yes, Matt Bollo, M-A-T-T, B-O-L-O,

I believe.
MR. CUNICELLI:
MR. BOWEN:

Double, L-L.

Double L.

And again, the volumes that came through our
area I think were a separate process than was involved
in theirs.

They set -- as a matter of fact, in the

marketplace, when we were competing to purchase mortgage
loans from third-parties, from mortgage companies, it is
my understanding they actually -- we actually competed
against the global markets group.
73

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. CUNICELLI:

Okay, and I’m going to ask you

to stop there because I’d rather you deal with what’s in
your wheelhouse, what you dealt with day-to-day, rather
than your conjecture on what another group was tasked
with doing.
MR. BOWEN:

Very good.

MR. KARDELL:

Let me ask another question,

kind of follow-up.
With regard to the big picture at Citi, when
Citi started having problems and what have you, if you
were -- if you had a pie chart here, what would be
related to, in your wheelhouse, to use Vic’s apt
analogy, as opposed to other problems with Citi on a pie
chart?

Does anybody know the answer to that?
MR. BOWEN:

I can’t make a relevant judgment.

I’m just focusing on my issue.
MR. KARDELL:

It sounds like your issues are

like the quality of the packages that are being
purchased and the lack of sampling and what have you.
MR. BORGES:

Thanks, Steve.

I do want to get back to the other issues
that -- we’ve covered the quality-assurance side, which
is related to at least $50 billion worth of product in
2006, and many tens of billions prior to that, and had
serious problems probably, even though it was before
74

FCIC Interview of Richard M. Bowen III – February 27, 2010
your time, from 2003 to 2006.
Can we go through some of the other concerns,
some of the other compliance issues that you were very
concerned about, that you were telling everyone, both at
the senior level, at your level and your own
underwriters?
MR. BOWEN:

Well, understand that with regard

to Concern 1, specifically we continued during this time
period, even though the results of our analyses
indicated a significant deterioration in an already,
from my standpoint, perilous credit condition, we
continued to purchase and sell product, again, to not
only the GSEs, but also Ginnie Mae.

These continued to

be sold at Ginnie Mae, despite the very specific
underwriting results.

And this is where we did do a

specific example on the FHA/VA, which indicated in
excess of 70 percent, and in some months, I think it got
close to 80 percent of the FHA/VA loans that were
actually put into Ginnie Mae securities.
Now, understand, these were given insurance by
the originating mortgage companies, the FHA/VA
insurance.

But our sampling indicated at least

70 percent of these had conditions that, had FHA/VA
known about, the insurance would have been declined.
And, in fact, to the extent that it became aware of upon
75

FCIC Interview of Richard M. Bowen III – February 27, 2010
default, the insurance could be canceled.
MR. BORGERS:

And so this is just one of the

areas of concern -MR. BOWEN:

Yes.

MR. BORGERS:

-- also?

And who did you bring this to, the attention
to, and when did you start?
MR. BOWEN:

Oh, this was -- we also

discussed -- this was part of the overall discussions
that took place.

And there was a separate sample of

FHA/VA, and it was reported separately.
MR. BORGERS:
MR. BOWEN:

To?

To the TPO Committee.

MR. BORGERS:

Before we go on to Concern 2,

are there any other areas of Concern 1 that we haven’t
addressed?
MR. BOWEN:

Just that we continued to feed the

securitization conduit despite representations in the
individual prospectuses that these loans adhered to are
credit policy.
As it relates to Concern 2 -- and we did touch
on this briefly, where Concern 2 dealt with the bulk
purchases, the Wall Street Channel.

I indicated earlier

that there were many instances that we purchased loans
that had actually been declined by underwriting, and
76

FCIC Interview of Richard M. Bowen III – February 27, 2010
were clearly not underwritten to our policy.
was evidenced in a number of large pools.

And this

In fact, I

think I referenced in the e-mail some of the sellers
that we did this with.
The concerns that we were purchasing product,
some of that which went into portfolios, some of which
may have been sold off, that was declining substantially
in credit quality, because our underwriting indicated
that.

It also indicated that we were significantly

outside of our own policy with regard to the minimum
credit criteria that had to be adhered to before we
would purchase these 200-, 300-million-dollar pools of
mortgages.
I also made these complaints known.
As a result of the very poor performance of
particularly the Merrill Lynch pools, a request was made
of Business Risk and Control to do an audit, if you
will, of what went on with Merrill Lynch.
I was contacted by -- in fact, I think Fred
Bader asked me to contact Dick Oparowski, again, who was
over Business Risk and Control for the Consumer Lending
Group.

And I had a lengthy phone conversation with

Mr. Oparowski.

I brought him completely up to speed on

all of the issues that we were facing in the unit.
I sent him substantial documentation
77

FCIC Interview of Richard M. Bowen III – February 27, 2010
evidencing the objections that were made, the purchase
of these pools at significantly lesser credit quality
indication than required by corporate policy.

And as

they had been requested, they selected a pool to audit,
if you will -- or at least to investigate.
And from my perspective, this pool was
selected because this was the first major pool that was
purchased, that did not have the specific approval of
Anil Hinduja on, because Mr. Hinduja had been promoted
because of his outstanding performance to be CEO of an
operating unit, Citi Home Equity.

Because of his

promotion, this pool actually went to the chief risk
officer of the Global Consumer Group, Yasmin Avani
[phonetic].

And I will attempt to spell it but I

honestly don’t know if I will do this justice.
Avani, A-V-A-N-, maybe -I-T-I.
specifically the spelling.

Yasmin

I don’t recall

This went to her because --

again, this was in excess of $300 million worth, and she
was not used to approving these.

She did approve it

based upon the recommendation by the chief risk officer
of The Wall Street unit, Jim Simpson, that we need to
purchase this.
I think the execution rate on that pool was
only 62 percent, as contrasted with the minimum required
by credit policy to purchase a pool of 90 percent.
78

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BORGERS:

So the -- excuse me for one

second.
So the execution rate of 62 percent means
that -- tell us what that means.
MR. BOWEN:

That means that the sample that

was underwritten -- and, again, it was a sample -- the
execution rate is the approval rate that we made on that
sample.
And without getting into great detail, there
is a random sample and a targeted sample taken.

It is

the random sample that actually dictates whether or
not -- and is the execution on the random sample that is
referenced in credit policy, and dictates what the
expected credit performance of the entire portfolio will
be.
And the expected credit performance, as
outlined in policy, dictates a minimum execution rate of
90 percent.

This one is 62 percent.

MR. CUNICELLI:

So the execution rate is the

underwriting -- you look at the files based on your
underwriting standards?
MR. BOWEN:

Yes.

MR. CUNICELLI:

And you need to get 90 percent

to meet your underwriting standards, and these came to
only 62 percent, is that what you’re saying?
79

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:

That is correct.

MR. CUNICELLI:
MR. BOWEN:

Okay.

We turned down 38 percent of the

files we looked at.
MR. CUNICELLI:

Because they didn’t meet your

credit standards?
MR. BOWEN:
MR. BORGERS:
MR. BOWEN:

That is correct.
Continue on with the story.
The Business Risk and Control

conducted an investigation.

They came up with some

general suggestions that we needed to adhere to policy.
Because I was so vehement in my objections to
purchasing this pool -- and understand that my authority
was not requested, nor was it allowed as it relates to
the previous policy, I could not sign, and was not
allowed to sign on a pool of loans that large.

It had

to go to a higher authority.
So the suggestion was -- and I made it very
clear, there is no way in hell I would have ever signed
off on that.

They made the recommendation that the

chief underwriter -- business chief underwriter -meaning me -- would actually have to approve every pool
in addition to the higher level of authority, which I,
of course, totally agreed with.

And those

recommendations came out of that.
80

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BORGERS:

So in this case, Jim Simpson

said, “We’re going to do this deal”; is that correct?
MR. BOWEN:

He recommended to Yasmin Avani

that the deal be approved.

And he submitted the formal

execution rate, which she approved based upon
assurances -- and I’m not even sure that Ms. Avani was
even conversant with the policy under which these were
approved.
She was not involved in that process
previously.

There was a gap in point when Anil Hinduja

was promoted -- and this was termed a big promotion for
Mr. Hinduja -- to be president of CitiMortgage -- Citi
Home Equity.

So there was a gap in place.

They finally replaced him with a lady by the
name of Denise Ellwell, E-L-L -- or E-L-L-W-E-L-L.
But this was a pool that, again, did not have,
if you will, Mr. Hinduja’s fingerprints on it.

And this

was -- from my belief, this was the reason -- this was
selected to be investigated by BRC.
MR. BORGERS:

And normally, in a process like

this -- and correct me if I’m wrong, if Anil Hinduja
should have signed that deal and there was no one else
at his level, it would have gone up the chain of
command.
Did they go to some above Anil Hinduja -81

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:

And Yasmin Avani was above Anil

Hinduja.
So, yes, because there was no one in his
place, it went to the next level, which was the chief
officer of the Consumer Lending Group -- of the Global
Consumer Group.
MR. BORGERS:
MR. BOWEN:

Yes.

MR. BORGERS:
MR. BOWEN:

Of the Global?

Which is on the other side --

No, the Global Consumer Group

was -- Consumer Lending Group was within the Global
Consumer Group.
MR. BORGERS:

I got it.

It would seem with that, that we’re through
Concern 2, unless there is anything that you feel you
need to add to Concern 2 or any -MR. BOWEN:

Yes, I do.

MR. BORGERS:
MR. BOWEN:

Go ahead.

Besides the large numbers of loans

that we turned down and expressed reservations on the
pools, whereby not only the loans but the pools were
purchased, there was another change, if you will -- and
this was not officially in apologize -- but with regard
to direction that the chief underwriter -- I’m sorry,
that the chief risk officer for The Wall Street Channel
82

FCIC Interview of Richard M. Bowen III – February 27, 2010
gave, Mr. Jim Simpson.
Now, for you to fully understand this, we have
always -- and this went back to the days of
CitiFinancial Mortgage and CitiMortgage, we purchased
against the policy of CitiMortgage, so that when we
evaluated the underwriting, we were doing so -- and
we’re specifically talking about subprime pools here.
We specifically evaluated the creditworthiness of each
individual file against our policy.
Many companies -- our companies obviously
underwrote files against their policy.

And some people

in the industry purchased pools and individual mortgages
based upon a seller’s policy.

We had never done that.

And, in fact, in the policies, it relates to our policy
in purchasing these pools.
A decision was made by Mr. Jim Simpson that we
would -- for some sellers, we would start purchasing
against their policy.
of this.

First NLC was the first example

We had been purchasing pools from First NLC

for, quite frankly, many years.

And we have, again,

always judged the purchase recommendations and the
individual underwriting against our policy.
Mr. Simpson made the decision -- and this is
in the midst of a big push to increase volumes -Mr. Simpson made the decision, “Well, we will start
83

FCIC Interview of Richard M. Bowen III – February 27, 2010
buying from First NLC based upon their policy.

And not

only we will buy against their policy, but we will also
buy from First NLC the files that we have turned down
for months, because now we’re going to buy against their
policy.

And to the extent to which these previous

turn-downs meet their policy, then we will purchase
them.”
And, by the way, the name of Tony Ellwell was
brought up.

He was the account officer for the First

NLC relationship.
Against my objections, we started buying their
files against their policy, and they stacked up a large
number of files for us to purchase that we had
previously underwritten and said, “No way in hell.”

But

because they met their policy, we now had to purchase
them.
This was also widely documented.
MR. BORGERS:
MR. BOWEN:

And what month and year?

I don’t recall.

MR. BORGERS:

But the year -- I mean, it

was -MR. BOWEN:
together.

Again, 2006 and 2007 were

I believe this must have been in late ‘06 or

early ‘07 when this took place.
Now, with regard to this particular instance,
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FCIC Interview of Richard M. Bowen III – February 27, 2010
or at least with regard to Concern 2 -- and, by the way,
this was also widely shared with Business Risk and
Control -- in the audit that I referenced earlier in
‘07, internal audit, where they sampled a very small
selection of files across all of the production
channels, they identified one file, they found a file
from one of the Merrill Lynch pools that underwriting
had turned down.

And it was clearly documented that

underwriting has found this file unacceptable, and yet
we purchased it.

In this particular pool, we

purchased -- we turned down a large number of files.
And Jim Simpson, in a decision process that took I think
about an hour one afternoon, decided we would buy these
260 files, against my objections.
One of these 260 files was identified in the
audit.

And audits sent out a formal request, “Explain

to us how we can turn down a file in underwriting and
still buy it.”
At this point in time -- so this must have
been -- at least the audit was 2007, when Mr. Hinduja
had been promoted to Citi Home Equity -- Mr. Hinduja’s
replacement for The Wall Street Channel was Daniel Wu,
W-U.

And W-U -- Mr. Wu became Mr. Simpson’s boss.
The request went out for documentation

explaining how the hell this can happen.
85

FCIC Interview of Richard M. Bowen III – February 27, 2010
I sent to Mr. Wu, who had received the
request, along with Jim Simpson, complete documentation
as to the objections of underwriting, and the fact that
this was one of 260 files that had been purchased.

And

I specifically told Mr. Wu had audit had requested
documentation, and, “Here is the documentation.”

And

this has not been shared with audit.
Now, this was at the time my boss’s boss
because of the reporting relationship.
This documentation was not shared with audit.
I saw the response that went to audit from Mr. Simpson,
in conjunction with Mr. Wu; and the documentation said
that in light of the large pool, Mr. Simpson, being
chief risk officer for The Wall Street Channel, had made
an individual decision on this one file, that we should
buy this one file.
It was never disclosed to audit that this was
one of 260 that we purchased over the objections of
underwriting.
MR. CUNICELLI:

Again, to play devil’s advocate, if

audit asked for documentation and you provided it to
Mr. -MR. BOWEN:
documentation.

They did not ask me for the

I was copied on a wide request for

responses.
86

FCIC Interview of Richard M. Bowen III – February 27, 2010
My response was requested on the QA side,
which is what I responded on.
But also, because I was copied on the request
for all the documentation, I saw where there were
requesting for Mr. Wu and Mr. Simpson documentation
related to the Merrill Lynch file.
MR. ISENBERG:

Okay, so to clarify, you

provided documentation to Mr. Wu -MR. BOWEN:

Yes.

MR. CUNICELLI:

-- but Mr. Wu never sent the

documentation on?
MR. BOWEN:

That is correct.

MR. CUNICELLI:

And, in fact, you provided

documents of 260 loans, which had been declined by
underwriting -MR. BOWEN:

Over underwriting -- and were

purchased over underwriting’s objections.
MR. CUNICELLI: Were, in fact, overturned by
Mr. Simpson?
MR. BOWEN:

Yes.

MR. ISENBERG:

But Mr. Wu’s response indicated

that it was one loan?
MR. BOWEN:

No, Mr. Simpson filed a formal

response to audit, and he said that he made an
individual decision in light of the magnitude of the
87

FCIC Interview of Richard M. Bowen III – February 27, 2010
relationship that we should buy this one file.
MR. CUNICELLI:
MR. BOWEN:

This one file or --

The question from audit was as it

relates to this one file.

And the phrasing of the

response was, “He made an individual decision on this
one file.”
MR. BORGERS:

So in your view, he was using

his words very selectively and was not forthcoming in
telling the entire truth about the 200 additional loans
that he did approve with the same pool?
MR. BOWEN:

That is absolutely my belief.

MR. BORGERS:

Did you -- since Mr. Wu knew

about this -- Mr. Wu knew that -- and we’re repeating it
again, I just want to make sure for the record -- Mr. Wu
knew that Mr. Simpson had approved not only this one,
but also two hundred-odd others?
MR. BOWEN:

Absolutely.

MR. BORGERS:

And Mr. Wu knew that this was

being reported to the audit that it was just one?
MR. BOWEN:

Yes.

MR. BORGERS:

Did you make this known to

anyone else, that you were upset with this?
Or maybe I should backtrack on that and say -MR. BOWEN:

I widely circulated my objections

to purchasing the files, to start with.
88

FCIC Interview of Richard M. Bowen III – February 27, 2010
With regard to specifically objecting and
raising the question as to whether or not everyone had
been truthful with audit, no, I didn’t specifically
raise that issue.
MR. BORGERS:

Did you mention this to anyone

else -- did you mention it to your boss, Owen Davis,
about your concern?
MR. BOWEN:

At this point in time, Mr. Davis

had been stripped of his underwriting responsibilities
and assigned a special project.

So I think at this

point in time I reported to Mr. Hoffman.
MR. CUNICELLI:

If I could clarify something.

You said that you saw Mr. Simpson’s response -MR. BOWEN:

Yes.

MR. BORGERS:
MR. BOWEN:

-- to audit?

Yes.

And that is included in the

documentation the SEC has.
MR. BORGERS:

Right.

Were you cc’ed by Mr. Simpson or -MR. BOWEN:

No, this was -- audit requested

all of the responses to their issues.

I supplied the

response requested with regard to QA.
All of the responses were compiled and
submitted at once, and I was copied on that.
MR. BORGERS:

By whom?

Who -89

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:
it.

I don’t remember who coordinated

But I saw the formal response that went to audit,

which they accepted.
MR. BORGERS:

And did you share this with your

new boss, Mr. Hoffman?
MR. BOWEN:

Actually, it was Coffman,

C-O-F-F-M-A-N.
MR. BORGERS:
MR. BOWEN:

Spell that again?

I’m sorry.

C-O-F-F-M-A-N.

Yes, I did.
MR. BORGERS:

And do you know if he shared it

with anyone else?
MR. BOWEN:

No, I do not.

MR. BORGERS:
MR. BOWEN:

Do you think that he would have?

I do not know.

MR. CUNICELLI:
2?

Does that clear us of Concern

Or do you have anything else that you’d like to

declare on Concern 2?
MR. BOWEN:

I believe, off the top of my head,

those are the major issues related to Concern 2.
MR. BORGERS:
e-mail.

Well, we’ll show you your

I don’t know if you have a copy with you or

not.
MR. BOWEN:

I do but not in front of me, yes.

Are we ready to move on to the rest of the
90

FCIC Interview of Richard M. Bowen III – February 27, 2010
setting with regard to the e-mail?
MR. BORGERS:

Just one other thing.

Besides

the -- this one pool that Jim had approved, were there
other pools like this that he was overriding
underwriting’s recommendations?

Or was this the only

one?
MR. BOWEN:

No.

That took place -- in fact, I

think I referenced in the e-mail for Concern 2, this
took place for other pools also.
MR. BORGERS:

Was this the worst of his

overriding of your recommendations?
MR. BOWEN:

Is this the worst?

Are you

talking about that one pool?
MR. BORGERS:
MR. BOWEN:

Yes.

I don’t recall.

MR. BORGERS:

But there could have been others

equally as bad?
MR. BOWEN:

We were buying some pools and some

files that were significantly below our previous quality
criteria.
MR. BORGERS:

And so prior to coming over with

the merger, just to get a clarification, you felt pretty
comfortable with the CitiFinancial Mortgage’s
underwriting to their own policies, but not comfortable
with underwriting to other sellers’ underwriting?
91

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:

I was not comfortable with

purchasing files based upon a seller’s underwriting
policy.
MR. BORGERS:

Okay.

MR. CUNICELLI:

And --

Just to clarify, the

62 percent execution on this one -MR. BOWEN:

On that one --

MR. CUNICELLI:
policy; right?

Or was it against the seller’s policy?

MR. BOWEN:
policy.

-- pool was against your

That, I believe, was against our

And that was -- that was not -- that pool was

not purchased under the seller’s policy.
purchased under our policy.

That pool was

And that 62 percent was

against our policy.
MR. CUNICELLI:
MR. BOWEN:

So there’s two issues here?

Yes.

MR. CUNICELLI:

One is that you believe that

the credit quality with respect to purchasing under your
policy was significantly reduced because they weren’t
listening to your objections; and second, there’s
another issue that -MR. BOWEN:

That’s right.

We started

purchasing under an even more liberal policy:

That of

the seller’s.
MR. BORGERS:

And I just want to focus on your
92

FCIC Interview of Richard M. Bowen III – February 27, 2010
staff.

You have a staff of up to 200 people?
MR. BOWEN:

At one time.

MR. BORGERS:

And you felt very comfortable --

they’re seasoned -- at least your senior managers, your
managers on your staff -MR. BOWEN:

Yes.

MR. BORGERS:

-- were very seasoned, qualified

underwriters?
MR. BOWEN:

Absolutely.

MR. BORGERS:

And did your staff also share

the same views as you did, as far as underwriting?
MR. BOWEN:

Yes.

MR. BORGERS:

Were there any exceptions to

that?
MR. BOWEN:

Where any of my staff was

comfortable with some of the crap we were buying?
MR. BORGERS:
MR. BOWEN:

Excuse my French.

MR. BORGERS:
MR. BOWEN:

No, that’s okay.

No.

MR. BORGERS:
MR. BOWEN:

Yes, right.

So all your entire staff of --

I didn’t take a poll of all 200 of

my underwriters.
My underwriters are very seasoned, very
experienced underwriters, and they know what is good
93

FCIC Interview of Richard M. Bowen III – February 27, 2010
quality and what is bad quality; and we were buying bad
quality.

And that was not in question.
MR. CUNICELLI:

What Mr. Borgers is getting at

is basically some of your consternation here welling up
from your employees?
MR. BOWEN:

Absolutely.

MR. CUNICELLI:
MR. BOWEN:

Okay.

And could you --

I am supporting my own employees

in this.
MR. CUNICELLI:

And could you give us a few

names -- just a few of your key underwriters that could
also share your views?
MR. BOWEN:

Let me think about that and give

that to you.
Again, I haven’t been there for two years, and
I don’t want to spend a lot of time thinking back on
individual names.

Again, I haven’t had interaction with

these folks in at least two years.
MR. CUNICELLI:
MR. BOWEN:

Okay, we’ll look forward to --

That’s fine.

MR. BORGERS:

So besides -- this clears up

your Concern 2.
And what else would you like to tell us today?
MR. CUNICELLI:
MR. BORGERS:

Could we take a break?

Absolutely.
94

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:

Is your bladder finally kicking

in?
MR. BORGERS:

Yeah, we’ll go off record,

11:06.
(Recess from 11:06 a.m. to 11:17 a.m.)
MR. BORGERS:

This is Tom Borgers.

off at 11:06 and it’s now 11:17.

We went

And we’re following up

with our interview with Mr. Bowen.
Mr. Bowen, we left off with your concern on
Number Two, and we’ve covered that as far as you
indicated, very well.
And you had some other issues that you wanted
to address today, and we’d like to walk you through
those, if you don’t mind.
MR. BOWEN:

Well, I think there was a part of

that e-mail that I would like to emphasize because, as
we have discussed previously of the widespread knowledge
that existed within the Consumer Lending Group, I really
was seeking some assistance in giving notice to senior
executive as well as the board of potential problems -in fact, not just potential, I know they existed -within our business unit.

And I specifically asked in

that e-mail, that I acknowledged that hopefully this was
going to raise some concerns and would warrant a further
investigation.

And I specifically asked that those that
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FCIC Interview of Richard M. Bowen III – February 27, 2010
investigate this be outside of the Consumer Lending
Group.
And as I referenced, that it’s specifically in
that Rubin e-mail.
I would like to briefly, if I can, tell you
some aspects of the story, following up on that e-mail.
And some of this may not have direct bearing, if you
will, on the underlying issues involved, but it is my
belief that they have an integral bearing to the entire
management structure of the company and, ultimately, the
management decision-making that already I have witnessed
within the Consumer Lending Group.
I sent that e-mail on a Saturday, and I
explained why the sense of urgency in sending it on
Saturday.
After hitting “send,” my wife, in fact, was
beating me up towards the end of composing this.

This

was exposed on our dining-room table with my laptop via
VPN connection.
When I hit “send,” because of the security on
my company laptop, I’m unable to print, except at the
office setting.

So I really had no evidence, if you

will, of what I had sent.
And my wife was after me.

We had a wedding to

go to, so I quickly changed and we left for the wedding
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FCIC Interview of Richard M. Bowen III – February 27, 2010
dinner and festivities.
The e-mail that I sent, I included a blind
copy to myself at my primary personal e-mail address.

I

wanted this because I wanted to be able to print it out.
And, plus, I wanted to reread later what I had sent.
But I just felt like it was prudent that I do that.
When we returned from the wedding, the blind
copy was not in my personal e-mail address, my “in” box.
However, I have my personal e-mail configuration
established, at least back in 2007 I did.

I had it

configured such that I have a secondary personal e-mail.
And this secondary personal e-mail was set up such that
it would sync with my PDA so that I could edit and view
everything that had come in to my personal e-mail
address without really worrying about deleting it or
anything else on this -- on my PDA, even though the copy
was not in my primary e-mail address in my personal “in”
box.
It was set up -- it was in my secondary e-mail
address.

And, again, it was set up such that a copy was

made -- this was my e-mail provider -- a copy was made
of everything that was received, and my primary e-mail
address was put into my secondary e-mail address.

The

copy was in my secondary e-mail address, which told me
that one of the recipients of my e-mail issued a
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FCIC Interview of Richard M. Bowen III – February 27, 2010
directive, it is my belief, that my e-mail be recalled.
Now, this caused some real concern.

And,

quite frankly, I called my son Saturday night and told
him that I needed to see him the next day.

And he came

over with his wife on Sunday, after church.

I refused

to allow any discussions related to any of this in the
house.

We went outside, next to the pool.
I gave him a copy -- a printed copy that I

made from my secondary personal e-mail address, and told
him I wanted to make sure that someone else had a copy
of what I had sent, because I believe in the -- and I am
not a technical guru -- but the person within IT of
Citi, whoever sent the recall request, would have
received a confirmation that the recall was successful;
and, therefore, there probably was a belief that the
only copy outside of Citi had been successfully
recalled.
The Monday, when I went to the office, the
very first thing I did was print a copy of the e-mail,
and I also printed evidence which I had to do through a
screen-print for facility, because a printed copy will
not show the blind copies -- that I had blind-copied
myself on the e-mail.
MR. BORGERS:
MR. BOWEN:

Okay.

And I ran out to the car, and I
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FCIC Interview of Richard M. Bowen III – February 27, 2010
put that in the car and locked it.
I did not hear anything from Citi in response
to that e-mail all day Monday.
I did receive a call on Tuesday from a Stephen
Simcock [phonetic], who was a -- either “the” or a
general counsel within Global Consumer Group.

It was a

very brief conversation, saying that they had been given
a copy of the e-mail by someone in Risk -- I think he
said we received it from Risk.

He acknowledged my

desire for confidentiality, said that they needed to do
some background investigation.
And the essence of the conversation was,
“Don’t call us, we’ll call you.”
In reflecting on that conversation, I was very
concerned that the brief summary that was contained in
that e-mail didn’t adequately convey some of the extreme
issues that were underlying the e-mail.
So I sent him another e-mail -- I sent him an
e-mail, specifically to Mr. Simcock, on that Friday,
saying, “There’s some issues you really need to
understand in your background investigation,” and asking
someone to contact me.
I never received an e-mail.
MR. BORGERS:
MR. BOWEN:

Okay.

I never received a phone call.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. CUNICELLI:

The after-the-fact stuff, I’d

like to maybe handle at a later date, I’m thinking.
Here, I’d like this to be the day-to-day stuff, if we
could.

The day-to-day business operations, what caused

you concerns, and that sort of thing.
MR. BOWEN:

Well, there is a concern as it

relates to one of those issues.

And, all right, I will

truncate this and another story that also, I think,
bears relevance, but we can take care of that later.
I attempted to contact Mr. Simcock again in
December, I think it was December the 20th, sent him
another e-mail, saying, “Please contact me.
understand these issues.”

You need to

I did not hear back until

after the end of the year.
It is my belief that this was so that the
executives could sign a section 302 certification at the
end of the year, that the internal controls were
effective at the end of the year, because they had not
followed up.

And I will skip forward to the rest of the

story.
MR. BORGERS:

Well, one of the things maybe,

this was never listed on the Citigroup’s filings?
MR. KARDELL:

What wasn’t?

MR. BORGERS:

Mr. Bowen’s --

MR. KARDELL:

I don’t know.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. CUNICELLI:

You mean, as a footnote on 10K

or a 10Q or something?
MR. KARDELL:

I don’t think there was anything

in their filings.
MR. BOWEN:

No, I looked at all their filings.

They signed a normal 302 certification.
MR. KARDELL:

Dick’s allegations.

MR. CUNICELLI:

302 is the adequacy of

internal controls; right?
MR. BOWEN:

Yes.

To continue with the story, I was contacted by
Mr. Simpson -- or by Mr. Simcock after the beginning of
the year.

Mr. Simcock and I set up follow-up

conversations.

There were a series of conversations

that took place.
He introduced another general counsel by the
name of Neil Barry.

Neil Barry, as it was represented

to me, was in charge of internal investigations.
MR. CUNICELLI:

You said after the turn of the

year.
Citi goes by calendar year?
MR. BOWEN:

Yes.

MR. CUNICELLI:
MR. BOWEN:

They don’t have a fiscal year?

That is correct.

Well, the

calendar year is their fiscal year.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. CUNICELLI:

Is their fiscal year?

Thank

you.
MR. BOWEN:

We had a series of interviews.

I

would reserve a conference room.
And I think, all told, we had four and a half
or five hours’ worth of interviews and conversations as
they explored the issues.
I’m trying to remember the chronology of
events.
MR. KARDELL:

Can I ask what it is -- I mean,

now that Dick’s gone through his concerns in the e-mail,
clearly if you guys want to hear about the
investigation, we’ll go on with that.
Is that something you want to hear about or is
there something else that you want him to focus on?
MR. CUNICELLI:

I’d rather circle back.

But

you’ve been doing the QA, Tom.
MR. BORGERS:
for the end?

I think -- could we save this

I think that’s a good point, and just

cover any other issues that were pressing on your mind,
and then save this to the very end?
MR. BOWEN:

I think we’ve addressed the real

issues associated with the concerns that I was trying to
communicate to both the executive officers as well as
the board.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BORGERS:

Okay.

MR. CUNICELLI:

Vic, do you have --

Yeah, I do.

That’s basically

why I was interested in circling back.
What I’d like to do -- two areas that I’d like
maybe a little compare and contrast on.
area is compensation.

And the first

With all due respect, I know it’s

a little invasive, but I’d like to deal with your
compensation, what it was, how you were compensated
salary and bonus, if there was a bonus structure.

And

I’d like to maybe establish the risk group or the sales
side, to your understanding -- because I know that’s
outside your group -- how they’re compensated and what
their bonus structure is.
MR. BOWEN:

All I can address is mine.

MR. CUNICELLI:
MR. BOWEN:

Okay.

I received a salary of 175,000 a

year.
For the 2007 -- well, let’s see.

At the

beginning of 2007, for 2006, I received a bonus of, I
believe, $105,000 or $106,000.

This was comprised of

cash, as well as deferred stock that vested over a
period of time.
For the 2007 time period, what was paid in
January of 2008, I was still at a salary of one hundred
and -- excuse me, $175,000 and my bonus was $90,000,
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FCIC Interview of Richard M. Bowen III – February 27, 2010
again, consisting of a mix of deferred stock as well as
cash.
MR. CUNICELLI:

The bonus portion of that,

upon what is the bonus based?

How could you improve it,

how would it be reduced?
MR. BOWEN:

There were not, as I recall,

specific components of the bonus.
I was obviously in a staff function.

I was

not in a sales function.
And as I understand it, it depended,
obviously, upon job performance as evaluated by your
managers.

And there was some component related to

company performance, even business-unit performance.
But the quantification was not there, as I recall.
MR. CUNICELLI:

So a component of business

performance as well.
Your -- in my observation, your bonus was
reduced from ‘06 to ‘07, 105K to 90K.
Would -- to the best of your recollection,
would that have been a function of management, saying
you didn’t perform as well in ‘07, or of Citi’s returns
that year, Citi’s financials not meeting ‘06’s
financials?
MR. BOWEN:

It was conveyed to me that,

obviously, the company had not done as well.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
Now, my performance evaluation was also
lowered from “exceeding expectations” -- I believe that
was the phrase that I had received the previous year -to “meeting expectations,” which was given in January of
‘08.
MR. BORGERS:

One of the things, Mr. Bowen,

I’d like to cover with you on your performance, from
2002 to 2005, what were your performance levels with
CitiFinancial Mortgage?
MR. BOWEN:

As I recall, I always received

an “exceeds expectations.”
MR. BORGERS:
MR. BOWEN:

“Exceeds expectations.”

MR. BORGERS:
MR. BOWEN:

And then in 2006, you had --

And 2007?

Well, 2007, again, which was

awarded -- or at least which was graded in January of
‘08 was “meets expectations.”
MR. BORGERS:
MR. BOWEN:

So one level below?

Yes.

MR. CUNICELLI:

And that would be after you

drafted -- it’s awarded after you drafted the e-mail?
MR. BOWEN:
standpoint.

Yes, from a chronological

The e-mail was never referenced in that

review.
MR. CUNICELLI:

Right.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
How -- you’ve been reduced from “exceeds
expectations” to “meets expectations.”
Was there some verbiage in there that told you
the justification for the reduction?
MR. BOWEN:

Well, you need to understand our

chronology of events with regard to reorganizations that
took place.

Beginning in late ‘07 there were a series

of reorganizations, where I went from a staff of at the
time perhaps 220, 230 personnel -- professional
underwriters, for the most part, and a series of three
different reorganizations.
I was left with a last reorganization
announcement being made, being announced on February
the 6th of 2008.

I think I was left with two people

reporting to me, neither of which were underwriters.
MR. CUNICELLI:

Okay.

And, again, you really

can’t speak to compensation on the other side of the
house?
MR. BOWEN:

I can’t.

MR. CUNICELLI:
MR. BOWEN:

Okay.

Business plans --

But I do know that sales

particularly, obviously, had some sales goals
involved -MR. CUNICELLI:
MR. BOWEN:

Right.

-- in determination of
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FCIC Interview of Richard M. Bowen III – February 27, 2010
compensation.
Beyond that, I am not familiar.
MR. CUNICELLI:
MR. BORGERS:

I’ll fill that in elsewhere.

Excuse me, Vic, for one second.

Mr. Bowen, as far as your staff was concerned,
they were all rated pretty well, too?

You had excellent

staff, I think we addressed that before, for the -MR. BOWEN:
staff.

Well, I had very experienced

Obviously, you don’t give everyone an “exceeds

expectations” rating.
MR. BORGERS:
MR. BOWEN:

Right.

And, in fact, it’s -- it is

dictated you can’t, as you shouldn’t.
So I had some people that reported to me that
received “exceeds expectations” throughout the
organization.

And, you know, the majority of people

received a rating of “meets expectations.”
MR. BORGERS:

And what I’m getting at here,

you were pretty well comfortable with your staffing?
MR. BOWEN:

Absolutely.

MR. BORGERS:
MR. BOWEN:

Okay, thank you.

Other than we needed more staff.

But with regard to the quality of the people I had
reporting to me, yes.
MR. CUNICELLI:

Okay, you had experience, I
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FCIC Interview of Richard M. Bowen III – February 27, 2010
think, in your initial bio, you told us about experience
at the Oklahoma bank.
First National?
MR. BOWEN:

Yes, First National Bank of

Oklahoma City.
MR. CUNICELLI:

And did you have some

underwriting responsibilities there?
MR. BOWEN:

Initially, yes.

You had asked me if I had anything in
writing -- I think this was in a previous conversation.
And I did draft something that was actually put together
in conjunction with a concern I had related to what was
going in’08 on the -- in Congress, when they were
considering TARP and so forth.

And I actually

considered -- and the only reason I bring this up is
because I did have something from that time frame -- I
actually considered taking my story to The Wall Street
Journal.
But I did write up my background as it relates
to my experience in Oklahoma, my experience as it
relates to the last credit cycle, and what I saw
evidence in Oklahoma.

And I can certainly give that to

you, if you want, we can simply walk through it.
MR. BORGERS:
love it in that form.

If you have it in writing, I’d
That would be great.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:

And, again, this is -- I’m giving

this to you only because this is part of -MR. KARDELL:

Just some clarification.

He was

thinking maybe this would be something The Wall Street
Journal might like to see and print it.

I asked him the

other day, is it still all clear, with hindsight.
MR. BOWEN:

This was never given to The

Wall Street.
MR. CUNICELLI:
MR. BOWEN:

The Wall Street Journal.

Did I get you one or two pages?

MR. CUNICELLI: You gave me one, two -three pages.

The first page is an e-mail.

It’s from

Dick Bowen to Steve Kardell, your attorney.
MR. BOWEN:

Uh-huh.

MR. CUNICELLI:

The second page is headed,

“Confidential draft, not to be shared.

A

Whistleblower’s Perspective on the Bailout.”
And the third page also headed, “Confidential
draft, not to be shared.”

The first line reads, “Now,

fast-forward to early 2006…”
Okay, and I’ll just -MR. BORGERS:
MR. BOWEN:

And while you’re doing that --

Again, I’m giving that to you, not

from a perspective of actions that I might have taken,
which were obviously subsequent to my leaving the
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FCIC Interview of Richard M. Bowen III – February 27, 2010
organization, but from the standpoint of my sharing a
perspective that I felt very strongly about then, and
still feel very strongly about, related to the credit
cycle and management posture that I had witnessed in the
early eighties, and then also as it relates to current
Citi situation and the current cycle that we’re going
through.

And, again, whatever you all want to do with

that.
MR. CUNICELLI:

The page says, “Is history

repeating itself in terms of the FDIC problems, and what
have you.
MR. BORGERS:

One of the things that I just

wanted to -- along these lines.

Have you ever had the

opportunity, especially over in the last few years, in
2006 and ‘07, to discuss, in a general nature, your
concerns of the market with peers outside of Citigroup?
MR. BOWEN:

There was discussion as it relates

to the direction of the mortgage industry.
I did not share specific discussions of what
was going on within the company with outsiders.
I don’t know if that’s responsive to your
question or not.
MR. BORGERS:

Just -- yes, it is.

I mean, I

just -- you had discussions with your peers at other
organizations but not about sensitive Citigroup stuff -110

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:

That’s correct.

MR. BORGERS:

-- but about the market

underwriting concerns and the market?
MR. BOWEN:

Yes, yes.

The industry itself, as

I’ve discussed earlier, we were seeing a succession of
new products that had increasing risk, and there was a
general concern as it relates to the direction of the
industry and the increased risk and the bubble,
obviously, when the book, “Irrational Exuberance” came
out, that helped quantify some of the -- at least bore
additional evidence to what we were actually seeing in
the industry, as to the bubble and ultimately the burst.
MR. BORGERS:

Along those lines, do you have

any names of people like yourself who are very
concerned, that you might remember?
MR. BOWEN:

Oh, a lot of this was at mortgage

banking conferences and so forth.
I would have to think, obviously, this was -these were general conversations expressing concern with
regard to the industry.
MR. BORGERS:

Okay.

MR. CUNICELLI:

With regard to your time at

First National Bank of Oklahoma City -MR. BOWEN:

Yes.

MR. CUNICELLI:

-- you stated a bit earlier
111

FCIC Interview of Richard M. Bowen III – February 27, 2010
that you had some underwriting in your background there?
MR. BOWEN:

Well, I went through the

commercial credit training program at Republic Bank.

I

went to First National Bank of Oklahoma City as director
of credit administration.

And there, I had underwriting

reporting to me as well as the other credit and loan
administration functions.
And I -- because of my accounting background,
I was ultimately promoted to chief financial officer of
the bank and holding company, and also head operations
now.

At that point in time, I -- towards the end of my

tenure I no longer had credit reporting to me, but I was
still very active in credit committee and expressing
concerns with regard to what was going on in the
Oklahoma banking environment.
MR. BORGERS:
MR. BOWEN:

Okay.

I knew people that were hired into

Penn Square Bank there in Oklahoma City.

And, in fact,

one of the individuals -- I’ve worked with two of the
individuals -- the person that was hired as president of
Penn Square Bank, as well as the individual that was
hired as the head of loan administration, in essence,
the head of risk for Penn Square Bank.
MR. CUNICELLI:

Do you have training and

experience in risk management, risk mitigation?
112

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:

Yes.

MR. CUNICELLI:

So you have expertise in both

underwriting and risk?
MR. BOWEN:

Underwriting is an application of

risk.
MR. CUNICELLI:
MR. BOWEN:

Right.

So -- and I’m not trying to split

hairs here; but, yes, the entire risk as well as
underwriting arena, I am, yes, very conversant with.
MR. CUNICELLI:

So with that background --

well, first of all, if you could, observations, the
underwriting risk mitigation at Citibank that you
observed maybe juxtaposed to the underwriting risk
mitigation at First Oklahoma?
MR. BOWEN:

Absolutely.

MR. CUNICELLI:
MR. BOWEN:

This is déjà vu.

Okay.

I saw this same pattern in

Oklahoma.
MR. CUNICELLI:
MR. BOWEN:

Before the bust?

Yes, I did.

The high volumes, the quest for volumes.

When

difficulties started appearing, and people as myself
started raising issues, “We need to slow this train
down,” there was a significant resistance to
implementing any controls that would impact the profit
113

FCIC Interview of Richard M. Bowen III – February 27, 2010
model, the revenue model.
I saw exactly the same type of behavior at
Citi.
MR. BORGERS:

Mr. Bowen, that brings up very

interesting follow-up questions on this.
Besides your staff, which I believe that they
all supported your views for the most part and were very
concerned about the underwriting and as such, were there
other people that shared your same concerns at your
level or above that you haven’t discussed?

Because I

don’t recall any -- other than Owen Davis, who was your
boss.
MR. BOWEN:

Within the Consumer Lending

Group -- and, of course, that’s the only one that I was
involved with, their response to all discussions was an
obvious display of concern, but there was never truly
any management action to address the underlying issues,
if you will.
MR. BORGERS:

Well, maybe we should focus a

little bit more on Owen Davis, though.
He was as concerned as you were?
MR. BOWEN:

Absolutely.

MR. BORGERS:

And did he ever share with you

those -- what he was doing to bring you to the next
level?
114

FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BOWEN:
weekly reports.

He included my concerns in his

He was also involved in some e-mails

that I was copied on.

He also was very concerned with

regard to what I was finding.

And he supported me

100 percent in trying to get management action.
MR. BORGERS:

But as far as you know, besides

you and your staff and Owen Davis -- Mr. Davis -- there
was no other deeply concerned people within the consumer
side?
MR. BOWEN:
expressed concern.

Understand, Mr. Borgers, everyone

You could not hear this and

understand this and not express concern.
This never translated into any action; and, in
fact, from my perspective, there was actual containment
of the issues with regard to internal audit and others
from outside of the Consumer Lending Group.
MR. BORGERS:

So everyone -- just to

summarize, everyone had concern, but no one ever took
action, except for yourself and your staff?
MR. BOWEN:

There was no substantive action

taken anywhere within the organization to address the
concerns that I had raised.
MR. CUNICELLI:
word “substantive.”

I’m going to use the

So although they increased staffing

and although new policy came out -- I think the new
115

FCIC Interview of Richard M. Bowen III – February 27, 2010
policy was drafted in August of ‘06 and it was
implemented in November of ‘06, it didn’t have any
effect on the underlying condition that you were
pointing out?
MR. BOWEN:

That is correct.

MR. CUNICELLI:
MR. BORGERS:

Okay.
Getting back to Oklahoma and its

juxtaposition, you were very clear and concise that
20 years ago in Oklahoma there was an energy bubble, and
that the First Bank of Oklahoma there, you saw the
cycle, you saw basically an overlay of what you saw 20,
30 years later -- almost 30 years later at Citi.
So that’s your -- the two banks’ experience.
As the chief of business underwriting at Citi,
were you a part of any professional -MR. BOWEN:

The title was “business chief

underwriter.”
MR. BORGERS:

“Business chief underwriter”?

Thank you.
Were you a part of any professional groups,
underwriter’s groups, industry, trade groups?
MR. BOWEN:

No.

MR. BORGERS:

Okay, okay.

With your banking experience, certain -- the
things that rose flags to you, that raised a red flag -116

FCIC Interview of Richard M. Bowen III – February 27, 2010
the deteriorating credit quality, the ability of the
risk group to overrule underwriting decisions and
whatnot, how did the rest of the industry, to your
knowledge, handle such things?
MR. BOWEN:

I was not involved with the --

again, every company operated within their own
perspective -- within their own framework, if you will.
So I can’t address specifically how the rest of the
industry operated internally with regard to the
decision-making.
MR. BORGERS:

Okay.

Can we go off -- take a

break for just 30 seconds?
MR. CUNICELLI:

It’s 11:57.

(Recess from 11:57 a.m. to 11:58 p.m.)
MR. BORGERS:

This is Tom Borgers.

We are now

restarting again at 11:58.
MR. CUNICELLI:

Okay, I was just hitting you

with -- I only have a couple more follow-up questions.
I observed the document in our SEC review,
where I think you attributed to Mr. Bader a statement
that -- I guess you were telling him about the merits or
lack of merit of line of loans.

And he made a statement

to the effect that, “but they’re prime loans so I’m not
worried.”
Could you give me the reference for that?
117

FCIC Interview of Richard M. Bowen III – February 27, 2010
Could you put that in perspective?
MR. BOWEN:

Well -- and it wasn’t unique to

Bader -- but the concerns I expressed were obviously
with regard to the lack of documentation -- required
documentation predominantly within in a line of
business.

And to the extent that there are defaults,

then the company is liable if the file is audited by the
investor; and if the investor finds that the
documentation is missing or it otherwise doesn’t comport
with the policy that was represented to be consistent
within the sale of the mortgage, then we would be
required to repurchase it.
In my conversations -- and there were multiple
conversations with Mr. Bader -- I think he acknowledged
the potential risk but with regard to the real risk -these are prime loans; these just don’t default.
MR. CUNICELLI:

One other thing.

I think

you’ve touched on it but I’m not 100 percent sure so I
wanted to come back to it.
At some point, as you’re bringing up your
concerns, did some group -- I don’t know if it was
Business Risk -- do an analysis of “agree-contingent”
loan performance versus “straight-agree” loan
performance?
MR. BOWEN:

Would you repeat the question?
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FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. CUNICELLI:

Yes.

I believe at some point,

on your urging, that some group within Citi did an
analysis of the loan performance -MR. BOWEN:

Yes.

MR. CUNICELLI:

-- of “agree-contingent”

versus “straight-agree.”
MR. BOWEN:

That’s correct.

MR. CUNICELLI:

In other words, missing

documents versus no missing documentation?
MR. BOWEN:

When we finally got MIS, which was

later ‘07, they actually performed -- Risk performed an
analysis, looking back.

Because we have the data.

It

was a matter of taking the underwriting data out of QA
and marrying that with the servicing data to determine
performance of the underlying loans.

It was determined

that there was -- and let me digress.
Some of the objections, if you will, to my
issues with regard to the agree contingent and the lack
of required documentation was, “Well, that’s just a
technical exception.

That doesn’t relate to how the

loan is going to perform.”
The analysis that was finally performed based
upon the new MIS that I screamed about and finally got
showed, yes, there was a significant difference in the
performance of the agree contingent.

It was much, much
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FCIC Interview of Richard M. Bowen III – February 27, 2010
worse than the straight agree decision.
MR. CUNICELLI:

When you say it was much

worse, as reflected in the default rate, as reflected -MR. BOWEN:

As reflected in delinquencies, for

example.
MR. BORGERS:

Okay.

MR. CUNICELLI:
MR. BORGERS:

That’s, I believe, all I had.

A question about -- did you ever

speak -- we all know that there were other sides of Citi
where they were also competing against you all, some of
the -MR. CUNICELLI:
that right?

The global markets group -- is

Capital markets group?

MR. BOWEN:

Yes.

MR. BORGERS:

Did you ever share or have

meetings with them, sharing your concerns while -MR. BOWEN:

Sure.

Matt Bollo and I’ve talked

about it.
MR. BORGERS:
MR. BOWEN:

Go ahead.

Matt Bollo was the chief

underwriter for the Global Markets Group.
There was a period in time where apparently it
was considered.

From a business perspective, we were

competing against them in the marketplace.

They’d be at

the same seller, bidding on a pool of loans that we were
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FCIC Interview of Richard M. Bowen III – February 27, 2010
bidding on by virtue of my group versus their group.

So

it was discussed -- it made absolutely no sense to bid
against ourselves.

We need to look at some type of

business combinations between the Global Market -- the
Global Markets Group -- I always get confused as to what
they’re called -- and our group.
And so in conjunction with that, there was a
meeting that took place in Irving, and this was a
meeting that involved Susan Mills, Peter -- that’s
M-I-L-L-S.

Peter -MR. BORGERS:
MR. BOWEN:

Steinmetz?

Steinmetz.

Yes.

I don’t recall

his role -- and Matt Bollo.
Matt Bollo and I spent some significant time
together outside of the meeting because he was concerned
with the quality of the underwriting that he was getting
primarily from Clayton.
MR. CUNICELLI:

And -He was concerned with the

quality of the underwriting he was getting from Clayton?
MR. BOWEN:

Yes.

MR. CUNICELLI:
MR. BOWEN:

How so?

The contract underwriters, even

though they ostensibly hired very experienced
underwriters, they were, nonetheless, contractors.

And

they were there to do a deal, do a transaction -- and
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FCIC Interview of Richard M. Bowen III – February 27, 2010
this is not a quote, this is my general feeling of our
discussions, but we had these discussions.
And so they may not take the same felt
accountability for performance in doing a job as real
employees would.

As a matter of fact, the reason we

were having our discussions, to begin with, is because
of his concerns.

He was considering hiring our

underwriters, which were full-time employees,
experienced, to do some of his underwriting, because he
felt that he would have a greater degree of confidence
in the work product coming out of our underwriters who
would be held accountable over a period of time for the
quality of their decisions, as contrasted with the
contract underwriters that he was using.
MR. BORGERS:

So, Mr. Bowen, with his group,

from what I gather, they had only a few internal
underwriters?
MR. BOWEN:

I think Matt Bollo was it.

didn’t have anybody else.
MR. BORGERS:
MR. BOWEN:

business organization.

He contracted everything out.

Everything out?

That is my understanding.

MR. BORGERS:
MR. BOWEN:

He

Right, right.

Again, I was not involved in that
But that’s from discussions with

Matt.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. CUNICELLI:

Had you any awareness of a

surveillance group within their organization?
MR. BOWEN:

No.

MR. CUNICELLI:
MR. BORGERS:

Okay.
Did you have any -- along those

lines, Mr. Bowen, were you concerned about also mortgage
fraud going on at this time, that were impacting -MR. BOWEN:
ongoing problem.

Well, mortgage fraud was an

That was -- there were monthly

discussions in TPO with regard to identified evidence of
fraud as it relates to various sellers and the actions
that were going to be taken with those individual files,
as well as with those individual sellers related to
fraud.

So fraud was certainly increasing during this

time period.
I don’t know the thrust of your question.
MR. BORGERS:

Well, you had a separate group

looking at this for many months.
MR. BOWEN:
fraud unit.

I didn’t.

There was a separate

It was -- I don’t know, I don’t know what

their title was.

Maybe it was “fraud investigation.”

But there was a separate unit within CitiMortgage, that
whenever an underwriter identified something that could
be involved with fraud, then it was supposed to be
referenced over to the fraud investigations unit.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
MR. BORGERS:

Mr. Bowen, with Matt Bollo

again, did he ever discuss his policies and procedures
with you to any great extent?
MR. BOWEN:

Not to any great extent.

The real

focus of the discussions there was his concerns with
regard to using contract underwriters.

And we had some

discussions with some of my staff, some of my senior
underwriters, and visiting with him as to our processes,
the way that we approach underwriting, and the sense of
accountability that my guys had for their work product,
which he was finding missing, I think, in using Clayton,
particularly.

I think they used others also.

MR. CUNICELLI:
the “F” word:

Tom -- Mr. Borgers brought up

Fraud.

Was -- in your conversations with management,
was that word ever brought up, that, “Hey, if we sell
these mortgages all to an investor and we’re
representing them as having all the documents and being
pristine as far as our underwriting and they’re not,” on
an ongoing basis, someone could make a fraud claim on
us.

Not just bring them back on us, but misrepresenting

them.
MR. BOWEN:

The “F” word was never used.

There was ongoing discussion as it relates to what was
required with regard to disclosures.

And we were not
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FCIC Interview of Richard M. Bowen III – February 27, 2010
making some disclosures that perhaps were required.
MR. CUNICELLI:

Okay.

And just to follow up

on that, your e-mail -- it was evident that you had
concerns.
MR. BOWEN:

I was hoping it would be evident.

MR. CUNICELLI:

You specifically broke two of

them.
What -- what fears that you had were you
trying to address by getting at?
money?

That Citi would lose

That if Citi lost money, it could come back on

you as the chief underwriter, that it happened on your
watch?

What were your fears that you were trying to

address with that?
MR. BOWEN:

I didn’t feel any personal

jeopardy at this point in time.
I had widely documented where I disagreed with
practices that were going on, if you will, during my
watch.
My concern -- I was concerned, quite frankly,
for the shareholders of Citi because of the ultimate
jeopardy and monetary liability that I felt like they
could be opening up to unless this issue was addressed.
MR. BORGERS:

Just a couple quick other

questions.
The policies and procedures that were
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FCIC Interview of Richard M. Bowen III – February 27, 2010
established, finalized in November, we know that handled
the Q and A, did it also handle your entire underwriting
function, all aspects of it, or just the Q and A side?
MR. BOWEN:

The new policy?

MR. BORGERS:
MR. BOWEN:

Yes.

That was specific to Q and A.

MR. BORGERS:

So the other policies that were

for the other channels, were those okay, in your view?
MR. BOWEN:

If they were adhered to.

MR. BORGERS:

Okay.

So those were not changed

during your time after the merger?
MR. BOWEN:

There were changes to policy that

took place in response to changes in the industry.

I

mentioned before that we started accepting more of the
products that previously had been deemed to be high
risk, because the industry as a whole was accepting
those products.

And if we wanted to continue to do

business and increase the volumes, which was certainly
the express desire of all management, then we had to
accept some of these additional products.
So in trying to be responsive to your
question, policy was changed, as it had to be if we were
going to stay in business in the industry.
Recognizing that that change, at least the
policy to the extent that it was adhered to was perhaps
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FCIC Interview of Richard M. Bowen III – February 27, 2010
a little bit more stringent than a lot of what was going
on in the industry.
MR. BORGERS:

And if we were to ask

specifically for those policies and procedures, how were
they labeled?

Do you recall?

MR. BOWEN:

There is -- there’s actually an

individual that is in charge of all policies.

And I

don’t remember.
MR. BORGERS:

But it would be called -- the

overall label would be the underwriting policies and
procedures?
MR. BOWEN:

Well, I think it’s the overall --

MR. CUNICELLI:
MR. BOWEN:

It’s a credit policy.

Credit policy as it relates to all

products.
MR. CUNICELLI:

I’ve got 12:14.

Are you ready to go off record?
Before we go off record, anything that happens
before the Commission -- this interview being something
that happened before the Commission -- confidentiality
attaches to it.

So we just want to admonish you, please

keep -- and I’m sure that you will -MR. BOWEN:

Yes.

MR. BORGERS:

Okay.

And do you have anything

else that you would like to give us today that might
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FCIC Interview of Richard M. Bowen III – February 27, 2010
give us a little further understanding?
You gave us these charts and some other -anything else that could shed a little bit more light on
it in our view?
MR. BOWEN:

Are you interested in

understanding better as it relates to the documents that
were actually submitted to the SEC?
The reason I ask that is, I have a log of all
of the documents that was submitted to the SEC that I
would be glad to share with you.
MR. ISENBERG:

If we can digest what you’ve

got and then holler back at us.
MR. CUNICELLI:
MR. BOWEN:

Absolutely.

We will.

That’s fine.

MR. BORGERS:

The other thing is, if you could

look through your files for your professional bio also,
and if you could send that to us.
MR. BOWEN:

Okay, that’s fine.

MR. BORGERS:

So that -- it doesn’t have to be

very long.
MR. BOWEN:

I’ll send you a resumé, if that’s

what you want.
MR. BORGERS:

A resumé, or more of a

professional write-up, narrative about you, if you have
it.
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FCIC Interview of Richard M. Bowen III – February 27, 2010
The time is 12:16 and we’re going to go off
record.
(End of interview with Richard M. Bowen III)
--o0o--

129