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2013 ANNUAL REPORT Ser vi ngt heSecondDi st r i ctandt heNat i on Federal Reserve Bank of New York Annual Report For the year ended December 31, 2013 SECOND FEDERAL RESERVE DISTRICT Federal Reserve Bank of New York 33 Liberty Street New York, N.Y. 10045-0001 Phone: (212) 720-5000 www.newyorkfed.org FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT June 2014 To the Depository Institutions in the Second Federal Reserve District: It is my pleasure to send you the ninety-ninth annual report of the Federal Reserve Bank of New York, covering the year 2013. Following the “Letter from the President,” the 2013 Annual Report presents detailed tables, with extensive notes, on the Bank’s f inancial condition. I hope you will find the information we present interesting and useful. William C. Dudley President Contents Letter from the President 1 Management’s Report on Internal Control over Financial Reporting 7 External Auditor Independence 11 Consolidated Financial Statements 15 Directors of the Federal Reserve Bank of New York 99 Advisory Groups 105 Officers of the Federal Reserve Bank of New York 113 Map of the Second Federal Reserve District 131 Letter from the President 1 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT LETTER FROM THE PRESIDENT T he year 2013 marked the centennial of the Federal Reserve System. During the year, the Federal Reserve Bank of New York continued a long tradition of executing its mission in the interest of the public that it serves. In particular, the New York Fed made significant progress in strengthening the financial system, creating new tools and processes to support monetary policy normalization, modernizing the payments system, and conducting highquality analysis and outreach in areas important to the public. the Tier 1 Leverage Ratio and the Net Stable Funding Ratio, and to the Financial Stability Board’s work on resolution. The Bank also contributed to the international financial stability agenda through its work on the Committee on the Global Financial System (which I chair) and the Standing Committee on Assessment of Vulnerabilities. In this letter, I will highlight some of these initiatives and reflect on our centennial year, offering my thoughts on the challenges that lie ahead for the New York Fed and the System. We also worked with market participants to make important progress in reducing the reliance on intraday credit in order to reduce systemic risk in the tri-party repo market. Additional work is needed to ensure that risk management practices in this market are more robust to a broad range of possible events and outcomes. Strengthening the Financial System: Capital Planning, Standards, and Reform of the Tri-Party Repo Market Policy Normalization: Testing, Operational Readiness, a Counterparty Pilot Program In 2013, we made substantial contributions to the Federal Reserve System’s efforts to ensure that the largest, most systemic supervised institutions have robust, forward-looking capital planning processes, sound liquidity risk management practices, and sufficient resolution planning. Our support for efforts to strengthen the financial system also extended internationally: The Bank contributed to the setting of international standards under Basel III, including In 2013, we made substantial contributions to the Federal Reserve System’s efforts to ensure that the largest, most systemic supervised institutions have robust, forward-looking capital planning processes, sound liquidity risk management practices, and sufficient resolution planning. We made substantial analytical and operational contributions in 2013 that will ultimately support the Federal Reserve in a more normalized monetary policy environment. As part of these efforts, we began testing a fixed-rate, overnight reverse repurchase facility to support the Federal Open Market Committee’s (FOMC) longer-run planning for the implementation of monetary policy. The operations are available to a broad range of counterparties, and the facility could help the Fed tighten its control over money market rates. 3 In 2013, we also launched a one-year pilot program with small broker-dealers in an effort to examine options for further broadening access to the Federal Reserve’s monetary policy operations. The program permits a select number of small firms to participate as counterparties in outright purchases and sales of U.S. Treasury securities for the System Open Market Account portfolios. As part of the Bank’s analysis and research work, we introduced the Survey of Consumer Expectations (SCE). Conducted monthly, the SCE has yielded a wealth of data on U.S. consumers’ expectations regarding inflation, home prices, job prospects, and earnings growth. 4 Analysis and Outreach: The Survey of Consumer Expectations As part of the Bank’s analysis and research work, we introduced the Survey of Consumer Expectations (SCE). Conducted monthly, the SCE has yielded a wealth of data on U.S. consumers’ expectations regarding inflation, home prices, job prospects, and earnings growth, as well as their expectations about future spending and access to credit. Through this type of tool, the Bank is providing the public with unique insight into the perceptions and economic ac tivity of consumers. Payments: Wholesale Financial Services and the Future of Payments The Bank also undertook an important modernization of our payment products. In particular, we made substantial contributions to updating the Fedwire Funds Service and the Fedwire Securities Service, and provided key leadership in preparing for the next generation of payment systems in support of the Federal Reserve Financial Services Strategic Plan. Moreover, the Bank completed a successful infrastructure migration to a new operating platform—another step to ensure that our services remain worldclass and responsive to the needs of customers, financial markets, policymakers, and the industry into the future. The Fed’s 100th Anniversary, a Time to Reflect and Look Ahead The year 2013 marked the 100th anniversary of the establishment of the Federal Reserve System, an essential contributor to American economic prosperity and stability. The New York Fed has played an integral role within the System and will continue to do so as we confront the challenges that lie ahead. This anniversary represents an appropriate time to reflect on those challenges and what it will take to address them effectively going forward. The Museum of American Finance hosted “The Fed at 100,” an exhibit commemorating the Fed’s centennial, and at the opening of that exhibit last September, I posed the following as some of the most salient challenges for the year ahead. Challenges on a Number of Fronts: Monetary Policy, Regulation, Financial Stability, and Human Capital The first challenge we foresee is on the monetary policy front. The Federal Reserve has engaged in a set of unconventional monetary policies in recent years. These policies have been necessary because the FOMC could not ease monetary policy further by conventional means; additional reductions in the target range for the federal funds rate were constrained by the socalled “zero lower bound.” Exit from this unconventional set of policies is certainly feasible: the ability to pay interest on excess reserves gives us a viable tool to manage monetary policy even with an enlarged balance sheet, and the New York Fed is prepared to execute this mission. However, there will undoubtedly be operational and communications challenges and unexpected consequences. We will need to be sufficiently FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT agile so that we can best achieve our dual mandate of maximum sustainable employment in the context of price stability. The second challenge for us at the New York Fed, and within the regulatory community more generally, will be in staying the course and implementing a regulatory regime in which no institutions are too big to fail (TBTF). TBTF is wrong for several reasons. It creates an unfair disparity between large and small institutions. In addition to being unfair, it creates greater risks to financial stability by encouraging greater size and complexity. We have made considerable progress toward ending TBTF—raising capital and liquidity requirements for the largest, most systemic banks—but we still have a way to go. In particular, significant barriers to achieving a cross-border resolution remain, and there are still insufficient incentives in place for firms to take corrective action early on to prevent their failure in the first place. The third challenge for the Federal Reserve is to put financial stability on par with monetary policy. As our experience from 2007 to 2009 has demonstrated, monetary policy cannot work properly when there is financial instability. Financial instability disturbs market functioning and can impair bank balance sheets in a way that disrupts banks’ financial intermediation function, constraining the availability of credit for households and businesses. Such outcomes, in turn, can lead to further reductions in aggregate demand, placing additional stress on the weakened financial system. For these reasons, financial stability cannot be subordinated to any other priority. The fourth challenge is to sustain and enhance the capabilities of the New York Fed. This task requires at the outset that we continue to attract, develop, and retain the best people. But it also requires tending to the culture of the institution—for example, ensuring that good ideas rise to the top no matter where they originate, and that people feel comfortable challenging the conventional wisdom. Unique Attributes of the New York Fed I am confident that what makes the New York Fed unique will allow us to play an effective role within the System in facing these, and any new, challenges successfully. We are a bank within government. That means we not only have researchers, supervisors, and market analysts, but we also provide banking services and possess significant operational capabilities. We accept deposits, make loans, and operate the System Open Market Account for the Federal Open Market Committee. When exigent and unusual circumstances require extraordinary operations, be it in a financial crisis or to implement unconventional monetary policies, our operational capabilities complement our more conventional central bank policy role. The Bank also undertook an important modernization of our payment products. In particular, we made substantial contributions to updating the Fedwire Funds Service and the Fedwire Securities Service, and provided key leadership in preparing for the next generation of payment systems. In addition, the New York Fed, as a vital component of the international functions performed by the Federal Reserve System, has a unique understanding of and credibility in the global financial system. This can be seen in our Central Bank International Account Services business line, in our supervisory responsibility over many of the largest foreign banking operations in the United States, and in our active participation in global forums, including the Basel Committee and the Financial Stability Board. This international expertise was very much in evidence during the crisis as we 5 egotiated foreign exchange swap agreements n with a number of foreign central banks and then operationalized the provision of dollar liquidity worldwide through a coordinated system of dollar auctions. Perhaps most importantly, we have a remarkably talented and dedicated group of people working at the Bank who are committed to promoting the mission of the institution and serving the public interest. Our staff has proved itself willing to do what is necessary to William C. Dudley June 6, 2014 6 identify, develop, and execute the right plan of action. While this spirit of dedication was most clearly and publicly evident during the Bank’s response to the financial crisis—when we played a key role within the System in preventing a financial panic from turning into a worldwide depression—it informs our work each day and will help us and the System meet the important challenges ahead. We look forward to continuing to play a critical role in the economic well-being of our nation. Management’s Report on Internal Control over Financial Reporting 7 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Management’s Report on Internal Control over Financial Reporting To the Board of Directors of the Federal Reserve Bank of New York: March 14, 2014 The management of the Federal Reserve Bank of New York (Bank) is responsible for the preparation and fair presentation of the Statements of Condition as of December 31, 2013 and 2012, the Statements of Income and Comprehensive Income, and the Statements of Changes in Capital for the years then ended (the financial statements). The financial statements have been prepared in conformity with the accounting principles, policies, and practices established by the Board of Governors of the Federal Reserve System as set forth in the Financial Accounting Manual for Federal Reserve Banks (FAM), and, as such, include some amounts that are based on management judgments and estimates. To our knowledge, the financial statements are, in all material respects, fairly presented in conformity with the accounting principles, policies, and practices documented in the FAM and include all disclosures necessary for such fair presentation. The management of the Bank is responsible for establishing and maintaining effective internal control over financial reporting as it relates to the financial statements. The Bank’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with the FAM. The Bank’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the Bank’s assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with the FAM, and that the Bank’s receipts and expenditures are being made only in accordance with authorizations of its management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Bank’s assets that could have a material effect on its financial statements. Even effective internal control, no matter how well designed, has inherent limitations, including the possibility of human error, and therefore can provide only reasonable assurance with respect to the preparation of reliable financial statements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. The management of the Bank assessed its internal control over financial reporting based upon the criteria established in the Internal Control – Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, we believe that the Bank maintained effective internal control over financial reporting. William C. Dudley President Christine M. Cumming First Vice President Michael Strine Principal Financial Officer 9 External Auditor Independence 11 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT EXTERNAL AUDITOR INDEPENDENCE The Board of Governors engaged Deloitte & Touche LLP (D&T) to audit the 2013 combined and individual financial statements of the Reserve Banks and those of the consolidated LLC entities.1 In 2013, D&T also conducted audits of internal controls over financial reporting for each of the Reserve Banks. Fees for D&T’s services totaled $7 million, of which $1 million was for the audits of the consolidated LLC entities. To ensure auditor independence, the Board requires that D&T be independent in all matters relating to the audits. Specifically, D&T may not perform services for the Reserve Banks or others that would place it in a position of auditing its own work, making management decisions on behalf of the Reserve Banks, or in any other way impairing its audit independence. In 2013, the Bank did not engage D&T for any non-audit services. 1 In addition, D&T audited the Office of Employee Benefits of the Federal Reserve System (OEB), the Retirement Plan for Employees of the Federal Reserve System (System Plan), and the Thrift Plan for Employees of the Federal Reserve System (Thrift Plan). The System Plan and the Thrift Plan provide retirement benefits to employees of the Board, the Federal Reserve Banks, and the OEB. 13 Consolidated Financial Statements 15 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Independent Auditors’ Report To the Board of Governors of the Federal Reserve System and the Board of Directors of the Federal Reserve Bank of New York: We have audited the accompanying consolidated financial statements of the Federal Reserve Bank of New York and its subsidiaries (collectively “FRB New York”), which are comprised of the consolidated statements of condition as of December 31, 2013 and 2012, and the related consolidated statements of income and comprehensive income, and of changes in capital for the years then ended, and the related notes to the consolidated financial statements. We also have audited the FRB New York’s internal control over financial reporting as of December 31, 2013, based on criteria established in Internal Control – Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Management’s Responsibility The FRB New York’s management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with accounting principles established by the Board of Governors of the Federal Reserve System (the “Board”) as described in Note 3 to the consolidated financial statements. The Board has determined that this basis of accounting is an acceptable basis for the preparation of the FRB New York’s consolidated financial statements in the circumstances. The FRB New York’s management is also responsible for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. The FRB New York’s management is also responsible for its assertion of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Auditors’ Responsibility Our responsibility is to express an opinion on these consolidated financial statements and an opinion on the FRB New York’s internal control over financial reporting based on our audits. We conducted our audits of the consolidated financial statements in accordance with auditing standards generally accepted in the United States of America and in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”) and we conducted our audit of internal control over financial reporting in accordance with attestation standards established by the American Institute of Certified Public Accountants and in accordance with the auditing standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement and whether effective internal control over financial reporting was maintained in all material respects. An audit of the consolidated financial statements involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, 17 the auditor considers internal control relevant to the FRB New York’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances. An audit of the consolidated financial statements also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. An audit of internal control over financial reporting involves obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions. Definition of Internal Control over Financial Reporting The FRB New York’s internal control over financial reporting is a process designed by, or under the supervision of, the FRB New York’s principal executive and principal financial officers, or persons performing similar functions, and effected by the FRB New York’s board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with the accounting principles established by the Board. The FRB New York’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the FRB New York; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with the accounting principles established by the Board, and that receipts and expenditures of the FRB New York are being made only in accordance with authorizations of management and directors of the FRB New York; and (3) provide reasonable assurance regarding prevention or timely detection and correction of unauthorized acquisition, use, or disposition of the FRB New York’s assets that could have a material effect on the consolidated financial statements. Inherent Limitations of Internal Control over Financial Reporting Because of the inherent limitations of internal control over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may not be prevented or detected and corrected on a timely basis. Also, projections of any evaluation of the effectiveness of the internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. 18 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Opinions In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the FRB New York as of December 31, 2013 and 2012, and the results of its operations for the years then ended in accordance with the basis of accounting described in Note 3 to the consolidated financial statements. Also, in our opinion, the FRB New York maintained, in all material respects, effective internal control over financial reporting as of December 31, 2013, based on the criteria established in Internal Control – Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Basis of Accounting We draw attention to Note 3 to the consolidated financial statements, which describes the basis of accounting. The FRB New York has prepared these consolidated financial statements in conformity with accounting principles established by the Board, as set forth in the Financial Accounting Manual for Federal Reserve Banks, which is a basis of accounting other than accounting principles generally accepted in the United States of America. The effects on such consolidated financial statements of the differences between the accounting principles established by the Board and accounting principles generally accepted in the United States of America are also described in Note 3 to the consolidated financial statements. Our opinion is not modified with respect to this matter. March 14, 2014 New York, New York 19 CONSOLIDATED STATEMENTS OF CONDITION As of December 31, 2013, and December 31, 2012 (in millions) ASSETS 2013 2012 Gold certificates $ 3,925 $ 3,824 Special drawing rights certificates 1,818 1,818 Coin 82 90 Loans: Depository institutions 10 18 Term Asset-Backed Securities Loan Facility (measured at fair value) 98 560 System Open Market Account: Treasury securities, net (of which $9,512 and $5,124 is lent as of December 31, 2013 and 2012, respectively) 1,308,403 1,014,329 Government-sponsored enterprise debt securities, net (of which $609 and $391 is lent as of December 31, 2013 and 2012, respectively) 32,786 44,560 Federal agency and government-sponsored enterprise mortgage-backed securities, net 850,588 532,801 Foreign currency denominated investments, net 7,583 8,023 Central bank liquidity swaps 87 2,867 Accrued interest receivable 13,007 10,645 Other investments 1 13 Investments held by consolidated variable interest entities (of which $1,774 and $2,266 is measured at fair value as of December 31, 2013 and 2012, respectively) 1,926 2,750 Prepaid pension benefit costs 332 — Bank premises and equipment, net 466 471 Interdistrict settlement account 166,886 — Other assets 212 199 Total assets 20 $ 2,388,210 The accompanying notes are an integral part of these consolidated financial statements. $1,622,968 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT CONSOLIDATED STATEMENTS OF CONDITION As of December 31, 2013, and December 31, 2012 (in millions) LIABILITIES AND CAPITAL 2013 2012 Federal Reserve notes outstanding, net $ 475,077 $ 385,008 System Open Market Account: Securities sold under agreements to repurchase 175,193 60,096 Other liabilities 738 1,781 Consolidated variable interest entities: Beneficial interest in consolidated variable interest entities (measured at fair value) 116 803 Other liabilities (of which $73 and $71 is measured at fair value as of December 31, 2013 and 2012, respectively) 158 415 Deposits: Depository institutions 1,518,974 917,383 Treasury, general account 162,399 92,720 Other deposits 33,962 33,744 Interest payable to depository institutions 70 124 Accrued benefit costs 444 2,395 Accrued remittances to Treasury 3,328 831 Interdistrict settlement account — 110,116 Other liabilities 61 62 Total liabilities Capital paid-in Surplus (including accumulated other comprehensive loss of $2,452 and $4,475 at December 31, 2013 and 2012, respectively) Total capital Total liabilities and capital 2,370,520 1,605,478 8,845 8,745 8,845 8,745 17,690 17,490 $ 2,388,210 $1,622,968 The accompanying notes are an integral part of these consolidated financial statements. 21 CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME For the years ended December 31, 2013, and December 31, 2012 (in millions) INTEREST INCOME 2013 2012 Loans: Term Asset-Backed Securities Loan Facility $ 6 $ 80 System Open Market Account: Treasury securities, net 28,691 24,774 Government-sponsored enterprise debt securities, net 1,206 1,395 Federal agency and government-sponsored enterprise mortgage-backed securities, net 20,368 16,671 Foreign currency denominated assets, net 31 44 Central bank liquidity swaps 7 76 Other investments - 5 Investments held by consolidated variable interest entities 6 1,110 Total interest income 50,315 44,155 INTEREST EXPENSE System Open Market Account: Securities sold under agreements to repurchase 34 77 Beneficial interest in consolidated variable interest entities - 153 Deposits: Depository institutions 3,713 2,575 Term Deposit Facility 7 2 Total interest expense Net interest income 22 3,754 2,807 46,561 41,348 The accompanying notes are an integral part of these consolidated financial statements. FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME For the years ended December 31, 2013, and December 31, 2012 (in millions) 2013 2012 NONINTEREST INCOME System Open Market Account: Treasury securities gains, net $ $ 7,151 Federal agency and government-sponsored enterprise mortgage-backed securities gains, net 28 124 Foreign currency translation losses, net (402) (364) Consolidated variable interest entities gains (losses), net Investments held by consolidated variable interest entities gains, net 183 7,451 Beneficial interest in consolidated variable interest entities losses, net (2,345) Income from services 90 82 Compensation received for service costs provided 3 3 Reimbursable services to government agencies 120 124 Other 18 (20) Total noninterest income 40 12,206 OPERATING EXPENSES Salaries and benefits 607 Occupancy 70 Equipment 18 Compensation paid for service costs incurred 37 Net periodic pension expense 619 Other 202 Assessments: Board of Governors operating expenses and currency costs 324 Bureau of Consumer Financial Protection 180 Office of Financial Research Total operating expenses 592 68 22 32 637 225 306 123 1 2,057 2,006 Net income before providing for remittances to Treasury Earnings remittances to Treasury Net (loss) income Change in prior service costs related to benefit plans Change in actuarial gains (losses) related to benefit plans 44,544 45,941 (1,397) 104 1,919 51,548 51,023 525 180 (114) Total other comprehensive income 2,023 66 Comprehensive income $ 626 $ The accompanying notes are an integral part of these consolidated financial statements. 591 23 CONSOLIDATED STATEMENTS OF CHANGES IN CAPITAL For the years ended December 31, 2013, and December 31, 2012 (in millions, except share data) Surplus Accumulated Net Other Capital Income Comprehensive Total Paid-In Retained Loss Surplus Total Capital Balance at December 31, 2011 (173,540,748 shares) $17,354 $ 8,677 $13,218 Net change in capital stock issued (1,367,438 shares) Comprehensive income: Net income Other comprehensive income Dividends on capital stock Net change in capital Balance at December 31, 2012 (174,908,186 shares) $(4,541) $8,677 68 − − − − 68 525 − (523) 2 − − 68 − 525 66 66 − (523) 66 68 525 66 (523) 136 $8,745 $13,220 $(4,475) $ 8,745 $17,490 Net change in capital stock issued (1,991,511 shares) 100 − − − 100 Comprehensive income: Net income − (1,397) − (1,397) (1,397) Other comprehensive income − − 2,023 2,023 2,023 Dividends on capital stock − (526) − (526) (526) Net change in capital 100 (1,923) 2,023 100 200 Balance at December 31, 2013 (176,899,697 shares) $8,845 $11,297 $(2,452) $ 8,845 $17,690 24 The accompanying notes are an integral part of these consolidated financial statements. FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT FEDERAL RESERVE BANK OF NEW YORK Notes to Consolidated Financial Statements 1. STRUCTURE The Federal Reserve Bank of New York (Bank) is part of the Federal Reserve System (System) and is one of the twelve Federal Reserve Banks (Reserve Banks) created by Congress under the Federal Reserve Act of 1913 (Federal Reserve Act), which established the central bank of the United States. The Reserve Banks are chartered by the federal government and possess a unique set of governmental, corporate, and central bank characteristics. The Bank serves the Second Federal Reserve District, which includes the State of New York; the twelve northern counties of New Jersey; Fairfield County, Connecticut; the Commonwealth of Puerto Rico; and the U.S. Virgin Islands. In accordance with the Federal Reserve Act, supervision and control of the Bank is exercised by a board of directors. The Federal Reserve Act specifies the composition of the board of directors for each of the Reserve Banks. Each board is composed of nine members serving three-year terms: three directors, including those designated as chairman and deputy chairman, are appointed by the Board of Governors of the Federal Reserve System (Board of Governors) to represent the public, and six directors are elected by member banks. Banks that are members of the System include all national banks and any state-chartered banks that apply and are approved for membership. Member banks are divided into three classes according to size. Member banks in each class elect one director representing member banks and one representing the public. In any election of directors, each member bank receives one vote, regardless of the number of shares of Reserve Bank stock it holds. In addition to the twelve Reserve Banks, the System also consists, in part, of the Board of Governors and the Federal Open Market Committee (FOMC). The Board of Governors, an independent federal agency, is charged by the Federal Reserve Act with a number of specific duties, including general supervision over the Reserve Banks. The FOMC is composed of members of the Board of Governors, the president of the Bank, and, on a rotating basis, four other Reserve Bank presidents. 25 2. OPERATIONS AND SERVICES The Reserve Banks perform a variety of services and operations. These functions include participating in formulating and conducting monetary policy; participating in the payment system, including large-dollar transfers of funds, automated clearinghouse (ACH) operations, and check collection; distributing coin and currency; performing fiscal agency functions for the U.S. Department of the Treasury (Treasury), certain federal agencies, and other entities; serving as the federal government’s bank; providing short-term loans to depository institutions; providing loans to participants in programs or facilities with broad-based eligibility in unusual and exigent circumstances; serving consumers and communities by providing educational materials and information regarding financial consumer protection rights and laws and information on community development programs and activities; and supervising bank holding companies, state member banks, savings and loan holding companies, U.S. offices of foreign banking organizations, and designated financial market utilities pursuant to authority delegated by the Board of Governors. Certain services are provided to foreign and international monetary authorities, primarily by the Bank. The FOMC, in conducting monetary policy, establishes policy regarding domestic open market operations, oversees these operations, and issues authorizations and directives to the Bank to execute transactions. The FOMC authorizes and directs the Bank to conduct operations in domestic markets, including the direct purchase and sale of Treasury securities, government-sponsored enterprise (GSE) debt securities, and federal agency and GSE mortgage-backed securities (MBS); the purchase of these securities under agreements to resell; and the sale of these securities under agreements to repurchase. The Bank holds the resulting securities and agreements in a portfolio known as the System Open Market Account (SOMA). The Bank is authorized and directed to lend the Treasury securities and GSE debt securities that are held in the SOMA. To counter disorderly conditions in foreign exchange markets or to meet other needs specified by the FOMC to carry out the System’s central bank responsibilities, the FOMC has authorized and directed the Bank to execute spot and forward foreign exchange transactions in fourteen foreign currencies, to hold balances in those currencies, and to invest such foreign currency holdings, while maintaining adequate liquidity. The FOMC has also authorized the Bank to maintain reciprocal currency arrangements with the Bank of Canada and the Bank of Mexico in the maximum amounts of $2 billion and $3 billion, respectively, and to warehouse foreign currencies for the Treasury and the Exchange Stabilization Fund in the maximum amount of $5 billion. 26 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Because of the global character of bank funding markets, the System has at times coordinated with other central banks to provide liquidity. The FOMC authorized and directed the Bank to establish temporary U.S. dollar liquidity swap lines with the Bank of Canada, the Bank of England, the European Central Bank, the Bank of Japan, and the Swiss National Bank. In addition, as a contingency measure, the FOMC authorized and directed the Bank to establish temporary foreign currency liquidity swap arrangements with these five central banks to allow for the System to access liquidity, if necessary, in any of the foreign central banks’ currencies. On October 31, 2013, the Federal Reserve and five other central banks agreed to convert their existing temporary liquidity swap arrangements to standing agreements that will remain in effect until further notice. Although the Reserve Banks are separate legal entities, they collaborate on the delivery of certain services to achieve greater efficiency and effectiveness. This collaboration takes the form of centralized operations and product or function offices that have responsibility for the delivery of certain services on behalf of the Reserve Banks. Various operational and management models are used and are supported by service agreements between the Reserve Banks. In some cases, costs incurred by a Reserve Bank for services provided to other Reserve Banks are not shared; in other cases, the Reserve Banks are reimbursed for costs incurred in providing services to other Reserve Banks. Major services provided by the Bank on behalf of the System for which the costs were not reimbursed by the other Reserve Banks include the management of SOMA, the Wholesale Product Office, the System Credit Risk Technology Support function, the Valuation Support team, centralized business administration functions for wholesale payments services, and three national information technology operations dealing with incident response, remote access, and enterprise search. 3. SIGNIFICANT ACCOUNTING POLICIES Accounting principles for entities with the unique powers and responsibilities of the nation’s central bank have not been formulated by accounting standard-setting bodies. The Board of Governors has developed specialized accounting principles and practices that it considers to be appropriate for the nature and function of a central bank. These accounting principles and practices are documented in the Financial Accounting Manual for Federal Reserve Banks (FAM), which is issued by the Board of Governors. The Reserve Banks are required to adopt and apply accounting policies and practices that are consistent with the FAM. The consolidated financial statements have been prepared in accordance with the FAM. 27 Limited differences exist between the accounting principles and practices in the FAM and accounting principles generally accepted in the United States of America (GAAP), due to the unique nature of the Bank’s powers and responsibilities as part of the nation’s central bank and given the System’s unique responsibility to conduct monetary policy. The primary differences are the presentation of all SOMA securities holdings at amortized cost, adjusted for credit impairment, if any, and the recording of all SOMA securities on a settlement-date basis. Amortized cost, rather than the fair value presentation, more appropriately reflects the Bank’s securities holdings given the System’s unique responsibility to conduct monetary policy. Although the application of fair value measurements to the securities holdings may result in values substantially greater or less than their carrying values, these unrealized changes in value have no direct effect on the quantity of reserves available to the banking system or on the ability of the Reserve Banks, as the central bank, to meet their financial obligations and responsibilities. Both the domestic and foreign components of the SOMA portfolio may involve transactions that result in gains or losses when holdings are sold before maturity. Decisions regarding securities and foreign currency transactions, including their purchase and sale, are motivated by monetary policy objectives rather than profit. Accordingly, fair values, earnings, and gains or losses resulting from the sale of such securities and currencies are incidental to open market operations and do not motivate decisions related to policy or open market activities. Accounting for these securities on a settlement-date basis, rather than the trade-date basis required by GAAP, better reflects the timing of the transaction’s effect on the quantity of reserves in the banking system. The cost bases of Treasury securities, GSE debt securities, and foreign government debt instruments are adjusted for amortization of premiums or accretion of discounts on a straight-line basis, rather than using the interest method required by GAAP. In addition, the Bank does not present a Consolidated Statement of Cash Flows as required by GAAP because the liquidity and cash position of the Bank are not a primary concern given the Reserve Banks’ unique powers and responsibilities as a central bank. Other information regarding the Bank’s activities is provided in, or may be derived from, the Consolidated Statements of Condition, Income and Comprehensive Income, and Changes in Capital, and the accompanying notes to the consolidated financial statements. Other than those described above, there are no significant differences between the policies outlined in the FAM and GAAP. Preparing the consolidated financial statements in conformity with the FAM requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. 28 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT In 2013, the description of certain line items presented in the Consolidated Statements of Income and Comprehensive Income and the Consolidated Statements of Condition have been revised to better reflect the nature of these items. Amounts related to these line items were not changed from the prior year, only the nomenclature for the line item was revised, as further noted below: n n n The line item, “Accrued interest on Federal Reserve notes” has been revised in the Consolidated Statements of Condition to “Accrued remittances to Treasury.” The line item, “Net income before interest on Federal Reserve notes expense remitted to Treasury” has been revised in the Consolidated Statements of Income and Comprehensive Income to “Net income before providing for remittances to Treasury.” The line item, “Interest on Federal Reserve notes expense remitted to Treasury” has been revised in the Consolidated Statements of Income and Comprehensive Income to “Earnings remittances to Treasury.” Certain amounts relating to the prior year have been reclassified in the Consolidated Statements of Condition to conform to the current year presentation. The amount reported as “System Open Market Account: Accrued interest receivable” for the year ended December 31, 2012 ($10,645 million) was previously reported as a component of “System Open Market Account: Foreign currency denominated assets, net” ($33 million) and “Accrued interest receivable” ($10,612 million). Certain immaterial amounts relating to the prior year have been reclassified in the Consolidated Statements of Income and Comprehensive Income to conform to the current year presentation. Thirty-four million dollars previously reported for the year ended December 31, 2012, as “Non-interest income (loss): Term Asset Back Securities Loan Facility, unrealized losses” have been reclassified to “Non-interest income (loss): Other,” and $25 million previously reported as “Operating expenses: Professional fees related to consolidated variable interest entities” have been reclassified to “Operating expenses: Other.” a. Consolidation The consolidated financial statements include the accounts and results of operations of the Bank as well as several variable interest entities (VIEs), which include Maiden Lane LLC (ML), Maiden Lane II LLC (ML II), Maiden Lane III LLC (ML III), and TALF LLC. The consolidation of the VIEs was assessed in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 810 (ASC 810) Consolidation, which requires a VIE to be consolidated by its controlling financial interest holder. Intercompany balances and transactions have 29 been eliminated in consolidation. See Note 6 for additional information on the VIEs. The consolidated financial statements of the Bank also include accounts and results of operations of Maiden and Nassau LLC, a Delaware limited-liability company (LLC) wholly-owned by the Bank, which was formed to own and operate the 33 Maiden Lane building, which was purchased on February 28, 2012. The Bank consolidates a VIE if the Bank has a controlling financial interest, which is defined as the power to direct the significant economic activities of the entity and the obligation to absorb losses or the right to receive benefits of the entity that could potentially be significant to the VIE. To determine whether it is the controlling financial interest holder of a VIE, the Bank evaluates the VIE’s design, capital structure, and relationships with the variable interest holders. The Bank reconsiders whether it has a controlling financial interest in a VIE, as required by ASC 810, at each reporting date or if there is an event that requires consideration. The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (Dodd-Frank Act) established the Bureau of Consumer Financial Protection (Bureau) as an independent bureau within the System that has supervisory authority over some institutions previously supervised by the Reserve Banks in connection with those institutions’ compliance with consumer protection statutes. Section 1017 of the Dodd-Frank Act provides that the financial statements of the Bureau are not to be consolidated with those of the Board of Governors or the System. The Board of Governors funds the Bureau through assessments on the Reserve Banks as required by the Dodd-Frank Act. Section 152 of the Dodd-Frank Act established the Office of Financial Research (OFR) within the Treasury and required the Board of Governors to fund the OFR for the two-year period ended July 21, 2012. The Reserve Banks reviewed the law and evaluated the design of and their relationships to the Bureau and the OFR and determined that neither should be consolidated in the Bank’s consolidated financial statements. 30 b. Gold and Special Drawing Rights Certificates The Secretary of the Treasury is authorized to issue gold certificates to the Reserve Banks. Upon authorization, the Reserve Banks acquire gold certificates by crediting equivalent amounts in dollars to the account established for the Treasury. The gold certificates held by the Reserve Banks are required to be backed by the gold owned by the Treasury. The Treasury may reacquire the gold certificates at any time, and the Reserve Banks must deliver them to the Treasury. At such time, the Treasury’s account is charged, and the Reserve Banks’ gold certificate accounts are reduced. The value of gold for purposes of backing the gold certificates is set by law at $42 2/9 per fine troy ounce. Gold certificates are recorded by the Banks at original cost. The Board of Governors allocates the gold certificates among the Reserve Banks once a year based on each Reserve Bank’s average Federal Reserve notes outstanding during the preceding twelve months. FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Special drawing rights (SDR) are issued by the International Monetary Fund (IMF) to its members in proportion to each member’s quota in the IMF at the time of issuance. SDRs serve as a supplement to international monetary reserves and may be transferred from one national monetary authority to another. Under the law providing for U.S. participation in the SDR system, the Secretary of the Treasury is authorized to issue SDR certificates to the Reserve Banks. When SDR certificates are issued to the Reserve Banks, equivalent amounts in U.S. dollars are credited to the account established for the Treasury and the Reserve Banks’ SDR certificate accounts are increased. The Reserve Banks are required to purchase SDR certificates, at the direction of the Treasury, for the purpose of financing SDR acquisitions or for financing exchangestabilization operations. At the time SDR certificate transactions occur, the Board of Governors allocates the SDR certificates among the Reserve Banks based upon each Reserve Bank’s Federal Reserve notes outstanding at the end of the preceding calendar year. SDR certificates are recorded by the Banks at original cost. There were no SDR certificate transactions during the years ended December 31, 2013 and 2012. c. Coin The amount reported as coin in the Consolidated Statements of Condition represents the face value of all United States coin held by the Bank. The Bank buys coin at face value from the U.S. Mint in order to fill depository institution orders. d. Loans Loans to depository institutions are reported at their outstanding principal balances and interest income is recognized on an accrual basis. The Bank has elected the fair value option for all Term Asset-Backed Securities Loan Facility (TALF) loans in accordance with ASC 825. Recording all TALF loans at fair value, rather than at the remaining principal amount outstanding, provides the most appropriate presentation on the financial statements by matching the change in fair value of TALF loans, the related put agreement with TALF LLC, and the valuation of the beneficial interests in TALF LLC. Information regarding the TALF LLC’s assets and liabilities is presented in Note 6. Unrealized losses on TALF loans that are recorded at fair value are reported as a component of “Non-interest income: Other” in the Consolidated Statements of Income and Comprehensive Income. The interest income on TALF loans is recognized based on the contracted rate and is reported as “Interest Income: Term Asset-Backed Securities Loan Facility” in the Consolidated Statements of Income and Comprehensive Income. Loans, other than those recorded at fair value, are impaired when current information and events indicate that it is probable that the Bank will not receive the principal and interest that are due in accordance with the contractual terms of the loan agreement. Impaired loans are evaluated to determine whether an allowance for loan loss 31 is required. The Bank has developed procedures for assessing the adequacy of any allowance for loan losses using all available information to identify incurred losses. This assessment includes monitoring information obtained from banking supervisors, borrowers, and other sources to assess the credit condition of the borrowers and, as appropriate, evaluating collateral values. Generally, the Bank would discontinue recognizing interest income on impaired loans until the borrower’s repayment performance demonstrates principal and interest would be received in accordance with the terms of the loan agreement. If the Bank discontinues recording interest on an impaired loan, cash payments are first applied to principal until the loan balance is reduced to zero; subsequent payments are applied as recoveries of amounts previously deemed uncollectible, if any, and then as interest income. Impaired loans include loans that have been modified in debt restructurings involving borrowers experiencing financial difficulties. The allowance for loan restructuring is determined by discounting the restructured cash flows using the original effective interest rate for the loan. Unless the borrower can demonstrate that it can meet the restructured terms, the Bank discontinues recognizing interest income. Performance prior to the restructuring, or significant events that coincide with the restructuring, are considered in assessing whether the borrower can meet the new terms. e. Securities Purchased under Agreements to Resell, Securities Sold under Agreements to Repurchase, and Securities Lending The Bank may engage in purchases of securities with primary dealers under agreements to resell (repurchase transactions). These repurchase transactions are settled through a tri-party arrangement. In a tri-party arrangement, two commercial custodial banks manage the collateral clearing, settlement, pricing, and pledging, and provide cash and securities custodial services for and on behalf of the Bank and counterparty. The collateral pledged must exceed the principal amount of the transaction by a margin determined by the Bank for each class and maturity of acceptable collateral. Collateral designated by the Bank as acceptable under repurchase transactions primarily includes Treasury securities (including Treasury Inflation-Protected Securities and Separate Trading of Registered Interest and Principal of Securities (STRIPS) Treasury securities); direct obligations of several federal and GSE-related agencies, including Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage Corporation (Freddie Mac), and Federal Home Loan Banks; and pass-through f ederal agency and GSE MBS. The repurchase transactions are accounted for as financing transactions with the associated interest income recognized over the life of the transaction. These transactions are reported at their contractual amounts as “System Open Market Account: Securities purchased under agreements to resell” and the related accrued interest receivable is reported as a component of “System Open Market Account: Accrued interest receivable” in the Consolidated Statements of Condition. 32 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The Bank may engage in sales of securities under agreements to repurchase (reverse repurchase transactions) with primary dealers and with the set of expanded counterparties which includes banks, savings associations, GSEs, and domestic money market funds. These reverse repurchase transactions, when arranged as open market operations, are settled through a tri-party arrangement, similar to repurchase transactions. Reverse repurchase transactions may also be executed with foreign official and international account holders as part of a service offering. Reverse repurchase agreements are collateralized by a pledge of an amount of Treasury securities, GSE debt securities, and federal agency and GSE MBS that are held in the SOMA. Reverse repurchase transactions are accounted for as financing transactions, and the associated interest expense is recognized over the life of the transaction. These transactions are reported at their contractual amounts as “System Open Market Account: Securities sold under agreements to repurchase” and the related accrued interest payable is reported as a component of “Other liabilities” in the Consolidated Statements of Condition. Treasury securities and GSE debt securities held in the SOMA may be lent to primary dealers, typically overnight, to facilitate the effective functioning of the domestic securities markets. The amortized cost basis of securities lent continues to be reported as “Treasury securities, net” and “Government-sponsored enterprise debt securities, net,” as appropriate, in the Consolidated Statements of Condition. Securities lending transactions are fully collateralized by Treasury securities that have fair values in excess of the securities lent. The Bank charges the primary dealer a fee for borrowing securities, and these fees are reported as a component of “Non-interest income: Other” in the Consolidated Statements of Income and Comprehensive Income. Activity related to securities purchased under agreements to resell, securities sold under agreements to repurchase, and securities lending is allocated to each of the Reserve Banks on a percentage basis derived from an annual settlement of the interdistrict settlement account that occurs in the second quarter of each year. f. Treasury Securities Government-Sponsored Enterprise Debt Securities, Federal Agency and Government-Sponsored Enterprise Mortgage-Backed Securities, Foreign-Currency-Denominated Assets, and Warehousing Agreements Interest income on Treasury securities, GSE debt securities, and foreign-currencydenominated assets included in the SOMA is accrued on a straight-line basis. Interest income on federal agency and GSE MBS is accrued using the interest method and includes amortization of premiums, accretion of discounts, and gains or losses associated with principal paydowns. Premiums and discounts related to federal agency and GSE MBS are amortized or accreted over the term of the security to stated maturity, and the amortization of premiums and accretion of discounts are accelerated when 33 principal payments are received. Gains and losses resulting from sales of securities are determined by specific issue based on average cost. Treasury securities, GSE debt securities, and federal agency and GSE MBS are reported net of premiums and discounts in the Consolidated Statements of Condition and interest income on those securities is reported net of the amortization of premiums and accretion of discounts in the Consolidated Statements of Income and Comprehensive Income. In addition to outright purchases of federal agency and GSE MBS that are held in the SOMA, the Bank enters into dollar roll transactions (dollar rolls), which primarily involve an initial transaction to purchase or sell “to be announced” (TBA) MBS for delivery in the current month combined with a simultaneous agreement to sell or purchase TBA MBS on a specified future date. During the years ended December 31, 2013 and 2012, the Bank executed dollar rolls primarily to facilitate settlement of outstanding purchases of federal agency and GSE MBS. The Bank accounts for dollar rolls as purchases or sales on a settlement-date basis. In addition, TBA MBS transactions may be paired off or assigned prior to settlement. Net gains resulting from these MBS transactions are reported as “Non-interest income: System Open Market Account: Federal agency and government-sponsored enterprise mortgage-backed securities gains, net” in the Consolidated Statements of Income and Comprehensive Income. Foreign-currency-denominated assets, which can include foreign currency deposits, securities purchased under agreements to resell, and government debt instruments, are revalued daily at current foreign currency market exchange rates in order to report these assets in U.S. dollars. Foreign currency translation gains and losses that result from the daily revaluation of foreign-currency-denominated assets are reported as “Non-interest income: System Open Market Account: Foreign currency translation losses, net” in the Consolidated Statements of Income and Comprehensive Income. Because the Bank enters into commitments to buy Treasury securities, federal agency and GSE MBS, and foreign government debt instruments and records the related securities on a settlement-date basis in accordance with the FAM, the related outstanding commitments are not reflected in the Consolidated Statements of Condition. Activity related to Treasury securities, GSE debt securities, and federal agency and GSE MBS, including the premiums, discounts, and realized gains and losses, is allocated to each Reserve Bank on a percentage basis derived from an annual settlement of the interdistrict settlement account that occurs in the second quarter of each year. Activity related to foreign-currency-denominated assets, including the premiums, discounts, and realized and unrealized gains and losses, is allocated to each Reserve Bank based on the ratio of each Reserve Bank’s capital and surplus to the Reserve Banks’ aggregate capital and surplus at the preceding December 31. 34 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Warehousing is an arrangement under which the FOMC has approved the exchange, at the request of the Treasury, of U.S. dollars for foreign currencies held by the Treasury over a limited period. The purpose of the warehousing facility is to supplement the U.S. dollar resources of the Treasury for financing purchases of foreign currencies and related international operations. Warehousing agreements are valued daily at current market exchange rates. Activity related to these agreements is allocated to each Reserve Bank based on the ratio of each Reserve Bank’s capital and surplus to the Reserve Banks’ aggregate capital and surplus at the preceding December 31. The Bank is authorized to hold foreign currency working balances and execute foreign exchange contracts to facilitate international payments and currency transactions it makes on behalf of foreign central bank and U.S. official institution customers. These foreign currency working balances and contracts are not related to the Bank’s monetary policy operations. Foreign currency working balances are reported as a component of “Other assets” in the Consolidated Statements of Condition and the related foreign currency translation gains and losses that result from the daily revaluation of the foreign currency working balances and contracts are reported as a component of “Non-interest income: Other” in the Consolidated Statements of Income and Comprehensive Income. g. Central Bank Liquidity Swaps Central bank liquidity swaps, which are transacted between the Bank and a foreign central bank, can be structured as either U.S. dollar or foreign currency liquidity swap arrangements. Central bank liquidity swaps activity, including the related income and expense, is allocated to each Reserve Bank based on the ratio of each Reserve Bank’s capital and surplus to the Reserve Banks’ aggregate capital and surplus at the preceding December 31. The foreign currency amounts associated with these central bank liquidity swap arrangements are revalued daily at current foreign currency market exchange rates. U.S. Dollar Liquidity Swaps At the initiation of each U.S. dollar liquidity swap transaction, the foreign central bank transfers a specified amount of its currency to a restricted account for the Bank in exchange for U.S. dollars at the prevailing market exchange rate. Concurrent with this transaction, the Bank and the foreign central bank agree to a second transaction that obligates the foreign central bank to return the U.S. dollars and the Bank to return the foreign currency on a specified future date at the same exchange rate as the initial transaction. The Bank’s allocated portion of the foreign currency amounts that the Bank acquires are reported as “System Open Market Account: Central bank liquidity swaps” in the Consolidated Statements of Condition. Because the swap transaction will be unwound at the same U.S. dollar amount and exchange rate that were used 35 in the initial transaction, the recorded value of the foreign currency amounts is not affected by changes in the market exchange rate. The foreign central bank compensates the Bank based on the amount outstanding and the rate under the swap agreement. The Bank’s allocated portion of the amount of compensation received during the term of the swap transaction is reported as “Interest income: System Open Market Account: Central bank liquidity swaps” in the Consolidated Statements of Income and Comprehensive Income. Foreign Currency Liquidity Swaps The structure of foreign currency liquidity swap transactions involves the transfer by the Bank at the prevailing market exchange rate, of a specified amount of U.S. dollars to an account for the foreign central bank in exchange for its currency. The foreign currency amount received would be reported as a liability by the Bank. h. Investments Held by Consolidated Variable Interest Entities The investments held by consolidated VIEs consist primarily of cash and cash equivalents, short-term investments with maturities of greater than three months and less than one year, commercial mortgage loans, and swap contracts. Investments are reported as “Investments held by consolidated variable interest entities” in the Consolidated Statements of Condition. These investments are accounted for and classified as follows: n n n 36 ML’s investments in debt securities are accounted for in accordance with FASB ASC Topic 320 (ASC 320) Investments – Debt and Equity Securities and ML elected the fair value option for all eligible assets and liabilities in accordance with ASC 825. Other financial instruments, including swap contracts in ML, are recorded at fair value in accordance with FASB ASC Topic 815 (ASC 815) Derivatives and Hedging. ML II and ML III qualify as nonregistered investment companies under the provisions of FASB ASC Topic 946 (ASC 946) Financial Services – Investment Companies, and therefore, all investments are recorded at fair value in accordance with ASC 946. TALF LLC follows the guidance in ASC 320 when accounting for any acquired asset-backed securities (ABS) investments and has elected the fair value option for all eligible assets in accordance with ASC 825. i. Bank Premises, Equipment, and Software Bank premises and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets, which range from two to fifty years. Major alterations, renovations, and improvements are capitalized at cost as additions to the asset accounts and are depreciated over the remaining useful life of the asset or, if appropriate, over the unique useful FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT life of the alteration, renovation, or improvement. Maintenance, repairs, and minor replacements are charged to operating expense in the year incurred. Costs incurred to acquire software are capitalized based on the purchase price. Costs incurred during the application development stage to develop internal-use software are capitalized based on the cost of direct services and materials associated with designing, coding, installing, and testing the software. Capitalized software costs are amortized on a straight-line basis over the estimated useful lives of the software applications, which generally range from two to five years. Maintenance costs related to software are charged to operating expense in the year incurred. Capitalized assets, including software, buildings, leasehold improvements, furniture, and equipment, are impaired and an adjustment is recorded when events or changes in circumstances indicate that the carrying amount of assets or asset groups is not recoverable and significantly exceeds the assets’ fair value. j. Interdistrict Settlement Account At the close of business each day, each Reserve Bank aggregates the payments due to or from other Reserve Banks. These payments result from transactions between the Reserve Banks and transactions that involve depository institution accounts held by other Reserve Banks, such as Fedwire funds and securities transfers and check and ACH transactions. The cumulative net amount due to or from the other Reserve Banks is reflected in the “Interdistrict settlement account” in the Consolidated Statements of Condition. An annual settlement of the interdistrict settlement account occurs in the second quarter of each year. As a result of the annual settlement, the balance in each Bank’s interdistrict settlement account is adjusted by an amount equal to the average balance in the account during the previous twelve-month period ended March 31. An equal and offsetting adjustment is made to each Bank’s allocated portion of SOMA assets and liabilities. k. Federal Reserve Notes Federal Reserve notes are the circulating currency of the United States. These notes, which are identified as issued to a specific Reserve Bank, must be fully collateralized. All of the Bank’s assets are eligible to be pledged as collateral. The collateral value is equal to the book value of the collateral tendered with the exception of securities, for which the collateral value is equal to the par value of the securities tendered. The par value of securities sold under agreements to repurchase is deducted from the eligible collateral value. 37 The Board of Governors may, at any time, call upon a Reserve Bank for additional security to adequately collateralize outstanding Federal Reserve notes. To satisfy the obligation to provide sufficient collateral for outstanding Federal Reserve notes, the Reserve Banks have entered into an agreement that provides for certain assets of the Reserve Banks to be jointly pledged as collateral for the Federal Reserve notes issued to all Reserve Banks. In the event that this collateral is insufficient, the Federal Reserve Act provides that Federal Reserve notes become a first and paramount lien on all the assets of the Reserve Banks. Finally, Federal Reserve notes are obligations of the United States government. “Federal Reserve notes outstanding, net” in the Consolidated Statements of Condition represents the Bank’s Federal Reserve notes outstanding, reduced by the Bank’s currency holdings of $38,515 million and $93,101 million at December 31, 2013 and 2012, respectively. At December 31, 2013 and 2012, all Federal Reserve notes outstanding, reduced by the Reserve Bank’s currency holdings, were fully collateralized. At December 31, 2013, all gold certificates, all special drawing rights certificates, and $1,182 billion of domestic securities held in the SOMA were pledged as collateral. At December 31, 2013, no investments denominated in foreign currencies were pledged as collateral. l. Beneficial Interest in Consolidated Variable Interest Entities ML and TALF LLC have outstanding financial interests, and ML II and ML III have outstanding senior and subordinated financial interests. Upon issuance of the financial interests, ML, ML II, ML III, and TALF LLC each elected to measure these obligations at fair value in accordance with ASC 825. Principal, interest, and changes in fair value on the senior financial interest, which were extended by the Bank, are eliminated in consolidation. The financial interests are recorded at fair value as “Beneficial interest in consolidated variable interest entities” in the Consolidated Statements of Condition. Interest expense and changes in fair value of the financial interest are recorded in “Interest expense: Beneficial interest in consolidated variable interest entities” and “Non-interest income: Beneficial interest in consolidated variable interest entities losses, net,” respectively, in the Consolidated Statements of Income and Comprehensive Income. 38 m. Deposits Depository Institutions Depository institutions’ deposits represent the reserve and service-related balances in the accounts that depository institutions hold at the Bank. The interest rates paid on required reserve balances and excess balances are determined by the Board of Governors, based on an FOMC-established target range for the federal funds rate. Interest payable is reported as a component of “Interest payable to depository institutions” in the Consolidated Statements of Condition. FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The Term Deposit Facility (TDF) consists of deposits with specific maturities held by eligible institutions at the Reserve Banks. The Reserve Banks pay interest on these deposits at interest rates determined by auction. Interest payable is reported as a component of “Interest payable to depository institutions” in the Consolidated Statements of Condition. There were no deposits held by the Bank under the TDF at December 31, 2013 and 2012. Treasury The Treasury general account is the primary operational account of the Treasury and is held at the Bank. Other Other deposits include the Bank’s allocated portion of foreign central bank and foreign government deposits held at the Bank and those in which the Bank has an undivided interest. Other deposits also include cash collateral and GSE deposits held by the Bank. n. Items in Process of Collection and Deferred Credit Items Items in process of collection primarily represents amounts attributable to checks that have been deposited for collection and that, as of the balance sheet date, have not yet been presented to the paying bank. Deferred credit items represents the counterpart liability to items in process of collection. The amounts in this account arise from deferring credit for deposited items until the amounts are collected. The balances in both accounts can fluctuate significantly. The balances of items in process of collection and deferred credit items were not material as of December 31, 2013 and 2012. o. Capital Paid-in The Federal Reserve Act requires that each member bank subscribe to the capital stock of the Reserve Bank in an amount equal to 6 percent of the capital and surplus of the member bank. These shares are nonvoting, with a par value of $100, and may not be transferred or hypothecated. As a member bank’s capital and surplus changes, its holdings of Reserve Bank stock must be adjusted. Currently, only one-half of the subscription is paid in, and the remainder is subject to call. A member bank is liable for Reserve Bank liabilities up to twice the par value of stock subscribed by it. By law, each Reserve Bank is required to pay each member bank an annual dividend of 6 percent on the paid-in capital stock. This cumulative dividend is paid semiannually. 39 p. Surplus The Board of Governors requires the Reserve Banks to maintain a surplus equal to the amount of capital paid-in. On a daily basis, surplus is adjusted to equate the balance to capital paid-in. Accumulated other comprehensive income is reported as a component of “Surplus” in the Consolidated Statements of Condition and the Consolidated Statements of Changes in Capital. Additional information regarding the classifications of accumulated other comprehensive income is provided in Notes 9, 10, and 11. q. Remittances to Treasury The Board of Governors requires the Reserve Banks to transfer excess earnings to the Treasury as interest on Federal Reserve notes after providing for the costs of operations, payment of dividends, and reservation of an amount necessary to equate surplus with capital paid-in. Currently, remittances to Treasury are made on a weekly basis. This amount is reported as “Earnings remittances to Treasury” in the Consolidated Statements of Income and Comprehensive Income. The amount due to the Treasury is reported as “Accrued remittances to Treasury” in the Consolidated Statements of Condition. See Note 13 for additional information on interest on Federal Reserve notes. If earnings during the year are not sufficient to provide for the costs of operations, payment of dividends, and equating surplus and capital paid-in, remittances to the Treasury are suspended. A deferred asset is recorded that represents the amount of net earnings a Reserve Bank will need to realize before remittances to the Treasury resume. This deferred asset is periodically reviewed for impairment. r. Income and Costs Related to Treasury Services When directed by the Secretary of the Treasury, the Bank is required by the Federal Reserve Act to serve as fiscal agent and depositary of the United States government. By statute, the Treasury has appropriations to pay for these services. During the years ended December 31, 2013 and 2012, the Bank was reimbursed for substantially all services provided to the Treasury as its fiscal agent. s. Income from Services, Compensation Received for Service Costs Provided, and Compensation Paid for Service Costs Incurred The Bank has overall responsibility for managing the Reserve Banks’ provision of Fedwire funds and securities services and, as a result, reports total System revenue for these services as “Income from services” in its Consolidated Statements of Income and Comprehensive Income. The Bank compensates the applicable Reserve Banks for the costs incurred to provide these services and reports the resulting compensation paid as “Operating expenses: Compensation paid for service costs incurred” in its Consolidated Statements of Income and Comprehensive Income. 40 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The Federal Reserve Bank of Atlanta has overall responsibility for managing the Reserve Banks’ provision of check and ACH services to depository institutions, and the Federal Reserve Bank of Chicago has overall responsibility for managing the Reserve Banks’ provision of electronic access services to depository institutions. The Reserve Bank that has overall responsibility for managing these services recognizes the related total System revenue in its Consolidated Statements of Income and Comprehensive Income. The Bank is compensated for costs incurred to provide these services by the Reserve Banks responsible for managing these services and reports this compensation as “Noninterest income: Compensation received for service costs provided” in its Consolidated Statements of Income and Comprehensive Income. t. Assessments The Board of Governors assesses the Reserve Banks to fund its operations, the operations of the Bureau and, for a two-year period following the July 21, 2010 effective date of the Dodd-Frank Act, the OFR. These assessments are allocated to each Reserve Bank based on each Reserve Bank’s capital and surplus balances. The Board of Governors also assesses each Reserve Bank for expenses related to producing, issuing, and retiring Federal Reserve notes based on each Reserve Bank’s share of the number of notes comprising the System’s net liability for Federal Reserve notes on December 31 of the prior year. The Dodd-Frank Act requires that, after the transfer date of July 21, 2011, the Board of Governors fund the Bureau in an amount not to exceed a fixed percentage of the total operating expenses of the System as reported in the Board of Governors’ 2009 annual report, which totaled $4.98 billion. The fixed percentage of total operating expenses of the System for the years ended December 31, 2013 and 2012 was 12 percent ($597.6 million) and 11 percent ($547.8 million), respectively. After 2013, the amount will be adjusted in accordance with the provisions of the Dodd-Frank Act. The Bank’s assessment for Bureau funding is reported as “Assessments: Bureau of Consumer Financial Protection” in the Consolidated Statements of Income and Comprehensive Income. The Board of Governors assessed the Reserve Banks to fund the operations of the OFR for the two-year period ended July 21, 2012, following enactment of the DoddFrank Act; thereafter, the OFR is funded by fees assessed on bank holding companies and nonbank financial companies that meet the criteria specified in the Dodd-Frank Act. u. Fair Value Certain assets and liabilities reported on the Bank’s Consolidated Statements of Condition are measured at fair value in accordance with ASC 820, including TALF loans, investments and beneficial interests of the consolidated VIEs, and assets of the Retirement Plan for Employees of the System. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction 41 between market participants at the measurement date. ASC 820 establishes a threelevel fair value hierarchy that distinguishes between assumptions developed using market data obtained from independent sources (observable inputs) and the Bank’s assumptions developed using the best information available in the circumstances (unobservable inputs). The three levels established by ASC 820 are described as follows: ■ ■ ■ Level 1 – Valuation is based on quoted prices for identical instruments traded in active markets. Level 2 – Valuation is based on quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market. Level 3 – Valuation is based on model-based techniques that use significant inputs and assumptions not observable in the market. These unobservable inputs and assumptions reflect the Bank’s estimates of inputs and assumptions that market participants would use in pricing the assets and liabilities. Valuation techniques include the use of option pricing models, discounted cash flow models, and similar techniques. The inputs or methodology used for valuing assets and liabilities are not necessarily an indication of the risk associated with those assets and liabilities. v. Taxes The Reserve Banks are exempt from federal, state, and local taxes, except for taxes on real property. The Bank’s real property taxes were $14 million and $13 million for the years ended December 31, 2013 and 2012, respectively, and are reported as a component of “Operating expenses: Occupancy” in the Consolidated Statements of Income and Comprehensive Income. w. Restructuring Charges The Reserve Banks recognize restructuring charges for exit or disposal costs incurred as part of the closure of business activities in a particular location, the relocation of business activities from one location to another, or a fundamental reorganization that affects the nature of operations. Restructuring charges may include costs associated with employee separations, contract terminations, and asset impairments. Expenses are recognized in the period in which the Bank commits to a formalized restructuring plan or executes the specific actions contemplated in the plan and all criteria for financial statement recognition have been met. The Bank had no significant restructuring activities in 2013 and 2012. 42 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT x. Recently Issued Accounting Standards In December 2011, the FASB issued Accounting Standards Update (ASU) 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities. This update requires a reporting entity to present enhanced disclosures for financial instruments and derivative instruments that are offset or subject to master netting agreements or similar such agreements. In January 2013, the FASB issued ASU 2013-01, Balance Sheet (Topic 210): Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities. This update clarifies that the scope of ASU 2011-11 applies to derivatives accounted for in accordance with Topic 815. These updates are effective for the Bank for the year ended December 31, 2013, and the required disclosures are included in Note 6. In December 2011, the FASB issued ASU 2011-12, Comprehensive Income (Topic 220): Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05. This update indefinitely deferred the requirements of ASU 2011-05, which required an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective net income line items. Subsequently, in February 2013, the FASB issued ASU 2013‑02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, which established an effective date for the requirements of ASU 2011-05 related to reporting of significant reclassification adjustments from accumulated other comprehensive income. This update improves the transparency of changes in other comprehensive income and items reclassified out of accumulated other comprehensive income in the consolidated financial statements. These presentation requirements of ASU 2011-05 and the required disclosures in ASU 2013-02 are effective for the Bank for the year ending December 31, 2013, and are reflected in the Bank’s 2013 consolidated financial statements and Note 11. In April 2013, the FASB issued ASU 2013-07, Presentation of Financial Statements (Topic 205): Liquidation Basis of Accounting. This update clarifies when entities in liquidation should apply the liquidation basis of accounting and provides guidance on financial statement presentation. This update is effective for an entity that determines liquidation is imminent during annual reporting periods beginning after December 15, 2013. During 2012, ML II and ML III sold their remaining portfolio assets; however, the financial statement presentations for ML II and ML III were not modified to the liquidation basis as the standard does not apply to entities whose liquidation follows a plan for liquidation that was specified in the entity’s governing documents at inception. 43 In June 2013, the FASB issued ASU 2013-08, Financial Services–Investment Companies (Topic 946): Amendments to the Scope, Measurement, and Disclosure Requirements. This update changes the assessment of whether an entity is an investment company by developing a new two-tiered approach for that assessment, which requires an entity to possess certain fundamental characteristics while allowing judgment in assessing other typical characteristics. This update, which is applicable to ML II and ML III, is effective for the Bank for the year ending December 31, 2014 and is not expected to have a material effect on the Bank’s consolidated financial statements. 4. LOANS Loans to Depository Institutions The Bank offers primary, secondary, and seasonal loans to eligible borrowers, and each program has its own interest rate. Interest is accrued using the applicable interest rate established at least every fourteen days by the Bank’s board of directors, subject to review and determination by the Board of Governors. Primary and secondary loans are extended on a short-term basis, typically overnight, whereas seasonal loans may be extended for a period of up to nine months. Primary, secondary, and seasonal loans are collateralized to the satisfaction of the Bank to reduce credit risk. Assets eligible to collateralize these loans include consumer, business, and real estate loans; Treasury securities; GSE debt securities; foreign sovereign debt; municipal, corporate, and state and local government obligations; ABS; corporate bonds; commercial paper; and bank-issued assets, such as certificates of deposit, bank notes, and deposit notes. Collateral is assigned a lending value that is deemed appropriate by the Bank, which is typically fair value reduced by a margin. Loans to depository institutions are monitored daily to ensure that borrowers continue to meet eligibility requirements for these programs. If a borrower no longer qualifies for these programs, the Bank will generally request full repayment of the outstanding loan or, for primary or seasonal loans, may convert the loan to a secondary credit loan. Collateral levels are reviewed daily against outstanding obligations, and borrowers that no longer have sufficient collateral to support outstanding loans are required to provide additional collateral or to make partial or full repayment. Loans to depository institutions were $10 million and $18 million as of December 31, 2013 and 2012, respectively, with a remaining maturity within fifteen days. At December 31, 2013 and 2012, the Bank did not have any loans that were impaired, restructured, past due, or on nonaccrual status, and no allowance for loan losses was required. There were no impaired loans during the years ended December 31, 2013 and 2012. 44 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT TALF The TALF assisted financial markets in accommodating the credit needs of consumers and businesses of all sizes by facilitating the issuance of ABS collateralized by a variety of consumer and business loans. Each TALF loan had an original maturity of three years, except loans secured by Small Business Administration (SBA) Pool Certificates, loans secured by SBA Development Company Participation Certificates, or ABS backed by student loans or commercial mortgage loans, which had an original maturity of five years if the borrower so elected. The loans are secured by eligible collateral, with the Bank having lent an amount equal to the value of the collateral, as determined by the Bank, less a margin. The TALF loans were extended on a nonrecourse basis. If the borrower does not repay the loan, the Bank will enforce its rights in the collateral and may sell the collateral to TALF LLC, a Delaware limited-liability company, established for the purpose of purchasing such assets. As of December 31, 2013, the Bank has not enforced its rights to the collateral because there have been no defaults. Pursuant to a put agreement with the Bank, TALF LLC has committed to purchase assets that secure a TALF loan at a price equal to the principal amount outstanding plus accrued but unpaid interest, regardless of the fair value of the collateral. Funding for TALF LLC’s purchases of these securities is derived first through the fees received by TALF LLC from the Bank for this commitment and any interest earned on its investments. In the event that such funding proved insufficient for the asset purchases that TALF LLC has committed to make under the put agreement, the Treasury originally committed to lend up to $20 billion, and on March 25, 2009, the Treasury funded $100 million. In addition to the Treasury’s commitment, the Bank originally committed to lend up to $180 billion to TALF LLC if it needed the funding to purchase assets pursuant to the put agreement and provided that the Treasury had fully funded its commitment. Subsequently, the Treasury and Bank commitments to lend to TALF LLC were eliminated, because the cash equivalents and short-term investments held by TALF LLC exceeded the remaining amount of TALF loans outstanding, and the credit protection from the Treasury was no longer deemed necessary. The TALF remains a joint Treasury–Federal Reserve program, and the Treasury and Federal Reserve will continue to consult on the administration of the program. TALF LLC has repaid in full the outstanding principal and accrued interest on the initial funding previously provided by the Treasury. The Board of Governors has also authorized TALF LLC to begin distributions from the accumulated fees and income earned by TALF LLC since inception to the Treasury and the Bank in the amount by which such accumulated fees and income exceeds the current outstanding TALF loan balance plus funds reserved for future expenses of TALF LLC. Treasury receives 90 percent of the distributions, and the Bank receives 10 percent. 45 As of December 31, 2013, TALF loans were classified within Level 2 of the valuation hierarchy. TALF loans were transferred from Level 3 to Level 2 because they were valued at December 31, 2013 using model-based techniques for which all significant inputs were considered observable (Level 2). Previously, TALF loans were valued using significant unobservable inputs (Level 3). The following table presents the TALF loans at fair value as of December 31 by ASC 820 hierarchy (in millions): Level 2 Level 3 Total fair value 2013 2012 $98 — $ — 560 $98 $560 The following table presents a reconciliation of TALF loans measured at fair value using significant unobservable inputs (Level 3) during the years ended December 31, 2013 and 2012 (in millions): TALF Loans Fair value at December 31, 2011 $ 9,059 Loan repayments and prepayments (8,465) Total unrealized losses (34) Fair value at December 31, 2012 $ 560 Gross transfers out1 (560) Fair value at December 31, 2013 $ — 1 The amount of transfers is based on fair values of the transferred assets at the beginning of the reporting period. The fair value of TALF loans reported in the Consolidated Statements of Condition as of December 31, 2013 and 2012, includes $1 million and $3 million in unrealized gains, respectively. The Bank attributes substantially all changes in fair value of loans to changes in instrument-specific credit spreads. 46 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Eligible collateral includes U.S. dollar-denominated ABS that are backed by student loans, insurance premium financial loans, or commercial mortgage loans. The following table presents the collateral concentration and remaining maturity distribution measured at fair value as of December 31, 2013 and 2012 (in millions): Time to Maturity 91 Days Over 1 Year to 1 Year to 5 Years Within Collateral Type1 90 Days December 31, 2013: Student loan $ — $ 14 $ 33 CMBS — 51 — Total $ — $ 65 $ 33 December 31, 2012: Student loan $ — $ CMBS 3 Other2 46 Total $ 49 $ — $382 — 129 — — — $511 Total $ 47 51 $ 98 $382 132 46 $560 1 All credit ratings are AAA unless otherwise indicated. 2 Includes insurance premium financial loans. The aggregate remaining principal amount outstanding on TALF loans as of December 31, 2013 and 2012, was $97 million and $556 million, respectively. At December 31, 2013 and 2012, no TALF loans were over ninety days past due or on nonaccrual status. Earnings reported by the Bank related to the TALF include interest income and unrealized gains and losses on TALF loans as well as the Bank’s allocated share of the TALF LLC’s net income. Additional information regarding the income of TALF LLC is presented in Note 6. The following table presents the components of TALF earnings recorded by the Bank for the years ended December 31 (in millions): 2013 2012 Interest income $ 6 $ 80 Realized and unrealized losses (3) (34) Subtotal–TALF loans $ 3 $ 46 Allocated share of TALF LLC — (7) Total TALF $ 3 $ 39 47 5. SYSTEM OPEN MARKET ACCOUNT a. Domestic Securities Holdings The Bank conducts domestic open market operations and, on behalf of the Reserve Banks, holds the resulting securities in the SOMA. During the years ended December 31, 2013 and 2012, the Bank continued the purchase of Treasury securities and federal agency and GSE MBS under the large-scale asset purchase programs authorized by the FOMC. In September 2011, the FOMC announced that the Federal Reserve would reinvest principal payments from the SOMA portfolio holdings of GSE debt securities and federal agency and GSE MBS in federal agency and GSE MBS. In June 2012, the FOMC announced that it would continue the existing policy of reinvesting principal payments from the SOMA portfolio holdings of GSE debt securities and federal agency and GSE MBS in federal agency and GSE MBS. In September 2012, the FOMC announced that the Federal Reserve would purchase additional federal agency and GSE MBS at a pace of $40 billion per month. In December 2012, the FOMC announced that the Federal Reserve would purchase longer-term Treasury securities initially at a pace of $45 billion per month after its program to extend the average maturity of its holdings of Treasury securities was completed at the end of 2012. In December 2012, the FOMC announced that the Federal Reserve would continue the policy of rolling over maturing Treasury securities into new issues at auction. During the year ended December 31, 2012, the Bank also continued the purchase and sale of SOMA portfolio holdings under the maturity extension programs authorized by the FOMC. In September 2011, the FOMC announced that the Federal Reserve would extend the average maturity of the SOMA portfolio holdings of securities by purchasing $400 billion par value of Treasury securities with maturities of six to thirty years and selling or redeeming an equal par amount of Treasury securities with remaining maturities of three years or less by the end of June 2012. In June 2012, the FOMC announced that the Federal Reserve would continue through the end of 2012 its program to extend the average maturity of securities by purchasing $267 billion par value of Treasury securities with maturities of six to thirty years and selling or redeeming an equal par amount of Treasury securities with maturities of three-and-a-quarter years or less by the end of 2012. The Bank’s allocated share of activity related to domestic open market operations was 55.454 percent and 56.065 percent at December 31, 2013 and 2012, respectively. 48 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The Bank’s allocated share of Treasury securities, GSE debt securities, and federal agency and GSE MBS, net, excluding accrued interest, held in the SOMA at December 31 was as follows (in millions): 2013 Total Unamortized Unaccreted Amortized Par Premiums Discounts Cost Notes $ 813,750 $18,513 $(3,160) $ 829,103 Bonds 411,108 71,281 (3,089) 479,300 Total Treasury securities $1,224,858 $89,794 $ (6,249) $ 1,308,403 GSE debt securities Federal agency and GSE MBS $ 31,732 $ 1,055 $ (1) $ 826,355 $24,833 $ (600) $ 32,786 $ 850,588 2012 Total Unamortized Unaccreted Amortized Par Premiums Discounts Cost Notes $ 622,549 $18,240 $ (399) $ 640,390 Bonds 311,582 62,434 (77) 373,939 Total Treasury securities $ 934,131 $80,674 $ (476) $ 1,014,329 GSE debt securities Federal agency and GSE MBS $ 43,048 $ 1,516 $ (4) $ 519,536 $13,662 $ (397) $ 44,560 $ 532,801 49 The Bank enters into transactions for the purchase of securities under agreements to resell and transactions to sell securities under agreements to repurchase as part of its monetary policy activities. In addition, transactions to sell securities under agreements to repurchase are entered into as part of a service offering to foreign official and international account holders. There were no material transactions related to securities purchased under agreements to resell during the years ended December 31, 2013 and 2012. Financial information related to securities sold under agreements to repurchase for the years ended December 31 was as follows (in millions): Allocated to the Bank 2013 Contract amount outstanding, end of year $175,193 Average daily amount outstanding, during the year 55,441 Maximum balance outstanding, during the year 175,193 Securities pledged (par value), end of year 172,158 Securities pledged (market value), end of year 174,626 50 2012 Total SOMA 2013 2012 $60,096 $315,924 $107,188 49,057 99,681 91,898 68,703 315,924 122,541 52,448 310,452 93,547 60,096 314,901 107,188 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The remaining maturity distribution of Treasury securities, GSE debt securities, federal agency and GSE MBS bought outright, and securities sold under agreements to repurchase that were allocated to the Bank at December 31, 2013 and 2012 was as follows (in millions): 16 Days 91 Days Over Over Within to to 1 Year to 5 Years to 15 Days 90 Days 1 Year 5 Years 10 Years Over 10 Years Total December 31, 2013: Treasury securities (par value) $ — $ 165 $ 98 $423,297 $ 479,513 $321,785 $ 1,224,858 GSE debt securities (par value) 1,281 4,197 4,806 20,112 34 1,302 31,732 Federal agency and GSE MBS (par value)1 — — — 3 1,413 824,939 826,355 Securities sold under agreements to repurchase (contract amount) 175,193 — — — — — 175,193 December 31, 2012: Treasury securities (par value) $ — $ 3 $ 9 $212,194 $ 483,514 $238,411 $ 934,131 GSE debt securities (par value) 877 1,567 8,523 29,619 1,146 1,316 43,048 Federal agency and GSE MBS (par value)1 — — 1 1 1,326 518,208 519,536 Securities sold under agreements to repurchase (contract amount) 60,096 — — — — — 60,096 1 The par amount shown for federal agency and GSE MBS is the remaining principal balance of the securities. 51 Federal agency and GSE MBS are reported at stated maturity in the table above. The estimated weighted average life of these securities, which differs from the stated maturity primarily because it factors in scheduled payments and prepayment assumptions, was approximately 6.5 and 3.3 years as of December 31, 2013 and 2012, respectively. The amortized cost and par value of Treasury securities and GSE debt securities that were loaned from the SOMA at December 31 were as follows (in millions): Allocated to the Bank 2013 Treasury securities (amortized cost) $9,512 Treasury securities (par value) 8,566 GSE debt securities (amortized cost) 609 GSE debt securities (par value) 585 2012 $5,124 4,743 391 379 Total SOMA 2013 2012 $17,153 $ 9,139 15,447 8,460 1,099 697 1,055 676 The Bank enters into commitments to buy and sell Treasury securities and records the related securities on a settlement-date basis. As of December 31, 2013, there were no outstanding commitments. The Bank enters into commitments to buy and sell federal agency and GSE MBS and records the related securities on a settlement-date basis. As of December 31, 2013, the total purchase price of the federal agency and GSE MBS under outstanding purchase commitments was $59,350 million, of which $479 million was related to dollar rolls. The total purchase price of outstanding purchase commitments allocated to the Bank was $32,912 million, of which $265 million was related to dollar roll transactions. As of December 31, 2013, there were no outstanding sales commitments for federal agency and GSE MBS. These commitments, which had contractual settlement dates extending through February 2014, are for the purchase of TBA MBS for which the number and identity of the pools that will be delivered to fulfill the commitment are unknown at the time of the trade. These commitments are subject to varying degrees of off-balance-sheet market risk and counterparty credit risk that result from their future settlement. The Bank requires the posting of cash collateral for commitments as part of the risk management practices used to mitigate the counterparty credit risk. 52 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Other investments consist of cash and short-term investments related to the federal agency and GSE MBS portfolio. Other liabilities, which are related to federal agency and GSE MBS purchases and sales, includes the Bank’s obligation to return cash margin posted by counterparties as collateral under commitments to purchase and sell federal agency and GSE MBS. In addition, other liabilities includes obligations that arise from the failure of a seller to deliver securities to the Bank on the settlement date. Although the Bank has ownership of and records its investments in the MBS as of the contractual settlement date, it is not obligated to make payment until the securities are delivered, and the amount included in other liabilities represents the Bank’s obligation to pay for the securities when delivered. The amount of other investments and other liabilities allocated to the Bank and held in the SOMA at December 31 was as follows (in millions): Other investments Other liabilities: Allocated to the Bank 2013 2012 $ 1 $ 13 Total SOMA 2013 2012 $ 2 $ 23 Cash margin $ 732 $1,733 $1,320 $3,092 Obligations from MBS transaction fails Total other liabilities 6 $ 738 48 $1,781 11 85 $1,331 $3,177 Accrued interest receivable on domestic securities holdings was $23,405 million and $18,924 million as of December 31, 2013 and 2012, respectively, of which $12,979 million and $10,610 million, respectively, was allocated to the Bank. These amounts are reported as a component of “System Open Market Account: Accrued interest receivable” in the Consolidated Statements of Condition. 53 Information about transactions related to Treasury securities, GSE debt securities, and federal agency and GSE MBS during the years ended December 31, 2013 and 2012, is summarized as follows (in millions): Allocated to the Bank Federal Total Agency Treasury GSE Debt and Bills Notes Bonds Securities Securities GSE MBS Balance at December 31, 2011 $ 8,567 $ 610,098 $ 195,289 $ 813,954 $ 50,144 $ 394,477 Purchases1 60,210 210,465 140,738 411,413 — 232,087 Sales1 — (270,524) (6,310) (276,834) — — Realized gains, net2 — 6,478 673 7,151 — — Principal payments and maturities (70,541) (35,215) — (105,756) (14,415) (174,811) Amortization of premiums and accretion of discounts, net 3 (2,909) (4,038) (6,944) (603) (2,845) Inflation adjustment on inflation-indexed securities — 351 572 923 — — Annual reallocation adjustment4 1,761 121,646 47,015 170,422 9,434 83,893 Balance at December 31, 2012 $ Purchases1 Sales1 Realized gains, net2 Principal payments and maturities Amortization of premiums and accretion of discounts, net Inflation adjustment on inflation-indexed securities Annual reallocation adjustment4 Balance at December 31, 2013 $ — $ 640,390 $373,939 $1,014,329 $ 44,560 $ 532,801 — — — — 199,534 — — (12) 114,741 — — — 314,275 — — (12) — — — (10,877) 481,230 — — (152,484) — (3,351) (5,285) (8,636) (442) (3,898) — — 158 (7,616) 357 (4,452) 515 (12,068) — (455) — (7,061) — $ 829,103 $479,300 $1,308,403 $ 32,786 $ 850,588 Year-ended December 31, 2012 Supplemental information– par value of transactions: Purchases3 $ 60,212 $ 202,776 $ 109,286 $ 372,274 $ Sales3 — (262,334) (4,897) (267,231) Year-ended December 31, 2013 Supplemental information– par value of transactions: Purchases3 $ Sales3 — $ 222,141 — — — $ 198,450 $ 102,885 $ 301,335 $ — $ 466,157 — — — — — — 1 Purchases and sales may include payments and receipts related to principal, premiums, discounts, and inflation compensation 54 adjustments to the basis of inflation-indexed securities. The amount reported as sales includes the realized gains and losses on such transactions. Purchases and sales exclude MBS TBA transactions that are settled on a net basis. 2 Realized gains, net offset the amount of realized gains and losses included in the reported sales amount. 3 Includes inflation compensation. 4 Reflects the annual adjustment to the Bank’s allocated portion of the related SOMA securities that results from the annual settlement of the interdistrict settlement account, as discussed in Note 3j. FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Total SOMA Federal Total Agency Treasury GSE Debt and Bills Notes Bonds Securities Securities GSE MBS Balance at December 31, 2011 $ 18,423 Purchases1 118,886 Sales1 — Realized gains, net2 — Principal payments and maturities (137,314) Amortization of premiums and accretion of discounts, net 5 Inflation adjustment on inflation-indexed securities — $ 1,311,917 $ 419,937 397,999 263,991 (507,420) (11,727) 12,003 1,252 (67,462) — Balance at December 31, 2012 $ Purchases1 Sales1 Realized gains, net2 Principal payments and maturities Amortization of premiums and accretion of discounts, net Inflation adjustment on inflation-indexed securities Balance at December 31, 2013 $ — $ 1,750,277 780,876 (519,147) 13,255 (204,776) $107,828 — — — (27,211) $ 848,258 431,487 — — (324,181) (1,138) (5,243) (5,461) (7,531) (12,987) 643 1,047 1,690 — — $1,142,219 $666,969 $1,809,188 $ 79,479 $ 950,321 — — — — 358,656 — — (21) 206,208 — — — 564,864 — — (21) — — — (19,562) 864,537 — — (273,990) — (6,024) (9,503) (15,527) (795) (7,008) — 285 645 930 — — $1,495,115 $864,319 $ 2,359,434 $ 59,122 $1,533,860 — Year-ended December 31, 2012 Supplemental information – par value of transactions: Purchases3 $118,892 $ 383,106 $ 205,115 $ 707,113 $ Sales3 — (492,234) (9,094) (501,328) Year-ended December 31, 2013 Supplemental information – par value of transactions: Purchases3 $ — $ 356,766 $ 184,956 $ 541,722 $ Sales3 — — — — — $ 413,160 — — — $ 837,490 — — 1 Purchases and sales may include payments and receipts related to principal, premiums, discounts, and inflation compensation adjustments to the basis of inflation-indexed securities. The amount reported as sales includes the realized gains and losses on such transactions. Purchases and sales exclude MBS TBA transactions that are settled on a net basis. 2 Realized gains, net offset the amount of realized gains and losses included in the reported sales amount. 3 Includes inflation compensation. 55 b. Foreign-Currency-Denominated Investments The Bank conducts foreign currency operations and, on behalf of the Reserve Banks, holds the resulting foreign-currency-denominated assets in the SOMA. The Bank holds foreign currency deposits with foreign central banks and the Bank for International Settlements and invests in foreign government debt instruments of Germany, France, and Japan. These foreign government debt instruments are guaranteed as to principal and interest by the issuing foreign governments. In addition, the Bank enters into transactions to purchase euro-denominated government debt securities under agreements to resell for which the accepted collateral is the debt instruments issued by the governments of Belgium, France, Germany, Italy, the Netherlands, and Spain. The Bank’s allocated share of activity related to foreign currency operations was 31.964 percent and 32.258 percent at December 31, 2013 and 2012, respectively. Information about foreign-currency-denominated investments valued at amortized cost and foreign currency market exchange rates at December 31 was as follows (in millions): Allocated to the Bank 2013 2012 Total SOMA 2013 2012 Euro: Foreign currency deposits $2,407 $ 2,879 $ 7,530 $ 8,925 Securities purchased under agreements to resell 815 213 2,549 659 German government debt instruments 766 688 2,397 2,132 French government debt instruments 766 780 2,397 2,422 Japanese yen: Foreign currency deposits 935 1,146 2,926 3,553 Japanese government debt instruments 1,894 2,317 5,925 7,182 Total $7,583 $8,023 $23,724 $ 24,873 Accrued interest receivable on foreign-currency-denominated assets was $88 million and $99 million as of December 31, 2013 and 2012, respectively, of which $28 million and $33 million, respectively, was allocated to the Bank. These amounts are reported as a component of “System Open Market Account: Accrued interest receivable” in the Consolidated Statements of Condition. 56 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The remaining maturity distribution of foreign-currency-denominated investments that were allocated to the Bank at December 31, 2013 and 2012, was as follows (in millions): December 31, 2013: Euro Japanese yen Total Within 15 Days 16 Days to 90 Days 91 Days to 1 Year Over 1 Year to 5 Years $ 2,249 996 $3,245 $ 576 $ 691 $ 1,238 $ 4,754 121 598 1,114 2,829 $ 697 $ 1,289 $ 2,352 $ 7,583 December 31, 2012: Euro Japanese yen Total $2,126 1,226 $3,352 $ 557 $ 694 $ 1,183 $ 4,560 158 690 1,389 3,463 $ 715 $1,384 $2,572 $ 8,023 Total There were no foreign exchange contracts related to open market operations outstanding as of December 31, 2013. The Bank enters into commitments to buy foreign government debt instruments and records the related securities on a settlement-date basis. As of December 31, 2013, there were no outstanding commitments to purchase foreign government debt instruments. During 2013, there were purchases, sales, and maturities of foreign government debt instruments of $3,539 million, $0, and $3,431 million, respectively, of which $1,133 million, $0, and $1,098 million, respectively, were allocated to the Bank. In connection with its foreign currency activities, the Bank may enter into transactions that are subject to varying degrees of off-balance-sheet market risk and counterparty credit risk that result from their future settlement. The Bank controls these risks by obtaining credit approvals, establishing transaction limits, receiving collateral in some cases, and performing daily monitoring procedures. At December 31, 2013 and 2012, there was no balance outstanding under the authorized warehousing facility. There were no transactions related to the authorized reciprocal currency arrangements with the Bank of Canada and the Bank of Mexico during the years ended December 31, 2013 and 2012. 57 Foreign currency working balances held and foreign exchange contracts executed by the Bank to facilitate its international payments and currency transactions it made on behalf of foreign central banks and U.S. official institution customers were not material as of December 31, 2013 and 2012. c. Central Bank Liquidity Swaps U.S. Dollar Liquidity Swaps The Bank’s allocated share of U.S. dollar liquidity swaps was approximately 31.964 percent and 32.258 percent at December 31, 2013 and 2012, respectively. The total foreign currency held under U.S. dollar liquidity swaps in the SOMA at December 31, 2013 and 2012, was $272 million and $8,889 million, respectively, of which $87 million and $2,867 million, respectively, was allocated to the Bank. The remaining maturity distribution of U.S. dollar liquidity swaps that were allocated to the Bank at December 31 was as follows (in millions): 2013 Euro Within 15 Days $ 36 16 Days Within to 15 90 Days Total Days $ 51 $ 87 $ 562 2012 16 Days to 90 Days $2,305 Total $ 2,867 Foreign Currency Liquidity Swaps There were no transactions related to the foreign currency liquidity swaps during the years ended December 31, 2013 and 2012. d. Fair Value of SOMA Assets The fair value amounts below are presented solely for informational purposes. Although the fair value of SOMA security holdings can be substantially greater than or less than the recorded value at any point in time, these unrealized gains or losses have no effect on the ability of the Reserve Banks, as the central bank, to meet their financial obligations and responsibilities. The fair value of the Treasury securities, GSE debt securities, federal agency and GSE MBS, and foreign government debt instruments in the SOMA’s holdings is subject to market risk, arising from movements in market variables such as interest rates and credit risk. The fair value of federal agency and GSE MBS is also affected by the expected rate of prepayments of mortgage loans underlying the securities. The fair value of foreign government debt instruments is also affected by currency risk. Based on evaluations performed as of December 31, 2013, there are no credit impairments of SOMA securities holdings. 58 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The following table presents the amortized cost and fair value of and cumulative unrealized gains (losses) on the Treasury securities, GSE debt securities, and federal agency and GSE MBS, net held in the SOMA at December 31 (in millions): Allocated to the Bank 2013 2012 Cumulative Cumulative Unrealized Unrealized Amortized Gains Amortized Gains Cost Fair Value (Losses) Cost Fair Value (Losses) Treasury securities: Notes $ 829,103 $ 831,257 $ 2,154 $ 640,390 $ 680,173 $ 39,783 Bonds 479,300 467,110 (12,190) 373,939 426,735 52,796 Total Treasury securities $ 1,308,403 $ 1,298,367 $(10,036) $ 1,014,329 $ 1,106,908 $ 92,579 GSE debt securities 32,786 34,513 1,727 44,560 47,658 3,098 Federal agency and GSE MBS 850,588 829,356 (21,232) 532,801 557,285 24,484 Total domestic SOMA portfolio securities holdings $2,191,777 $2,162,236 $(29,541) $1,591,690 $1,711,851 $120,161 Memorandum–Commitments for: Purchases of Treasury securities $ Purchases of Federal agency and GSE MBS Sales of Federal agency and GSE MBS — $ — $ — $ — $ — $ — 32,912 32,789 (123) 66,278 66,380 102 — — — — — — Total SOMA 2013 2012 Cumulative Cumulative Unrealized Unrealized Amortized Gains Amortized Gains Cost Fair Value (Losses) Cost Fair Value (Losses) Treasury securities: Notes $ 1,495,115 $ 1,499,000 $ 3,885 $ 1,142,219 $ 1,213,177 $ 70,958 Bonds 864,319 842,336 (21,983) 666,969 761,138 94,169 Total Treasury securities $ 2,359,434 $ 2,341,336 $(18,098) $ 1,809,188 $ 1,974,315 $ 165,127 GSE debt securities 59,122 62,236 3,114 79,479 85,004 5,525 Federal agency and GSE MBS 1,533,860 1,495,572 (38,288) 950,321 993,990 43,669 Total domestic SOMA portfolio securities holdings $3,952,416 $3,899,144 $(53,272) $2,838,988 $3,053,309 $214,321 Memorandum–Commitments for: Purchases of Treasury securities $ Purchases of Federal agency and GSE MBS Sales of Federal agency and GSE MBS — $ — $ — $ — $ — $ — 59,350 59,129 (221) 118,215 118,397 182 — — — — — — 59 The fair value of Treasury securities and GSE debt securities was determined using pricing services that provide market consensus prices based on indicative quotes from various market participants. The fair value of federal agency and GSE MBS was determined using a pricing service that utilizes a model-based approach that considers observable inputs for similar securities. At December 31, 2013 and 2012, the fair value of foreign-currency-denominated investments was $23,802 million and $25,042 million, respectively, of which $7,608 million and $8,078 million, respectively, was allocated to the Bank. The fair value of government debt instruments was determined using pricing services that provide market consensus prices based on indicative quotes from various market participants. The fair value of foreign currency deposits and securities purchased under agreements to resell was determined by reference to market interest rates. The cost basis of securities purchased under agreements to resell, securities sold under agreements to repurchase, and other investments held in the SOMA approximate fair value. The following table provides additional information on the amortized cost and fair values of the federal agency and GSE MBS portfolio at December 31 (in millions): Distribution of MBS 2013 2012 Holdings by Coupon Rate Amortized Cost Fair Value Amortized Cost Fair Value Allocated to the Bank: 2.0% $ 7,869 $ 7,502 $ 474 $ 475 2.5% 68,670 65,690 21,060 21,174 3.0% 289,364 268,551 90,048 90,690 3.5% 193,917 187,633 100,686 103,582 4.0% 127,686 128,162 77,235 81,830 4.5% 103,048 108,402 147,162 158,206 5.0% 46,188 48,782 70,142 74,126 5.5% 11,921 12,598 22,409 23,446 6.0% 1,692 1,788 3,163 3,301 6.5% 233 248 422 455 Total $850,588 $829,356 $532,801 $ 557,285 60 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Distribution of MBS 2013 2012 Holdings by Coupon Rate Amortized Cost Fair Value Amortized Cost Fair Value Total SOMA: 2.0% $ 14,191 $ 13,529 $ 845 $ 846 2.5% 123,832 118,458 37,562 37,766 3.0% 521,809 484,275 160,613 161,757 3.5% 349,689 338,357 179,587 184,752 4.0% 230,256 231,113 137,758 145,955 4.5% 185,825 195,481 262,485 282,182 5.0% 83,290 87,968 125,107 132,213 5.5% 21,496 22,718 39,970 41,819 6.0% 3,051 3,225 5,642 5,888 6.5% 421 448 752 812 Total $1,533,860 $1,495,572 $950,321 $993,990 Because SOMA securities are recorded at amortized cost, the change in the cumulative unrealized gains (losses) is not reported in the Consolidated Statements of Income and Comprehensive Income. The following tables present the realized gains (losses) and the change in the cumulative unrealized gains (losses), presented as “Fair value changes unrealized gains (losses),” of the domestic securities holdings during the years ended December 31, 2013 and 2012 (in millions): Allocated to Bank 2013 Total Portfolio Fair Value Holdings Changes in Realized Unrealized Gains1 Losses 2012 Total Portfolio Holdings Realized Gains1 Treasury securities $ GSE debt securities Federal agency and GSE MBS 28 (45,481) 28 Total $ Fair Value Changes in Unrealized Gains (Losses) — $ (101,571) $ 7,151 $ 595 — (1,339) — (468) $(148,391) 124 (2,142) $ 7,275 $ (2,015) 1 Total portfolio holdings realized gains are reported in “Non-interest income (loss): System Open Market Account” in the Consolidated Statements of Income and Comprehensive Income. 61 Total SOMA 2013 2012 Total Total Portfolio Fair Value Portfolio Fair Value Holdings Changes in Holdings Changes in Realized Unrealized Realized Unrealized Gains1 Losses Gains1 Losses Treasury securities $ GSE debt securities Federal agency and GSE MBS 51 (81,957) 51 Total $ — $ (183,225) $ 13,255 $ (1,142) — (2,411) — (885) $(267,593) 241 (3,568) $ 13,496 $ (5,595) 1 Total portfolio holdings realized gains are reported in “Non-interest income (loss): System Open Market Account” in the Consolidated Statements of Income and Comprehensive Income. The amount of change in unrealized gains position, net, related to foreign-currencydenominated assets was a decrease of $90 million and an increase of $3 million for the years ended December 31, 2013 and 2012, respectively, of which $29 million and $0.9 million, respectively, were allocated to the Bank. Treasury securities, GSE debt securities, federal agency and GSE MBS, and foreign government debt instruments are classified as Level 2 within the ASC 820 hierarchy because the fair values are based on indicative quotes and other observable inputs obtained from independent pricing services. The fair value hierarchy level of SOMA financial assets is not necessarily an indication of the risk associated with those assets. 6. INVESTMENTS HELD BY CONSOLIDATED VARIABLE INTEREST ENTITIES a. Summary Information for Consolidated Variable Interest Entities The total assets of consolidated VIEs, including cash, cash equivalents, accrued interest, and other receivables at December 31 were as follows (in millions): 2013 2012 ML $ 1,732 $ 1,811 ML II 63 61 ML III 22 22 TALF LLC 109 856 62 Total $1,926 $2,750 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The Bank’s approximate maximum exposure to loss at December 31, 2013 and 2012, was $1,089 million and $829 million, respectively. These estimates incorporate potential losses associated with assets recorded on the Bank’s balance sheet, net of the fair value of subordinated interests (beneficial interest in consolidated VIEs). The classification of significant assets and liabilities of the consolidated VIEs at December 31 was as follows (in millions): Assets: Short-term investments Commercial mortgage loans Swap contracts Nonagency RMBS Other investments1 Subtotal Cash, cash equivalents, accrued interest receivable, and other receivables Total investments held by consolidated VIEs 2013 2012 $ 530 507 158 8 2 $1,205 $ 690 466 408 2 66 $1,632 721 1,118 $1,926 $2,750 Liabilities: Beneficial interest in consolidated VIEs $ 116 Other liabilities2 $ 158 $ 803 $ 415 1 Investments with a fair value of $1 million as of December 31, 2012 were recategorized from “Federal agency and GSE MBS” to “Other investments” to conform to the current year presentation. 2 The amount reported as “Consolidated variable interest entities: Other liabilities” in the Consolidated Statements of Condition includes $82 million and $341 million related to cash collateral received on swap contracts at December 31, 2013 and 2012, respectively. The amount also includes accrued interest and accrued other expenses. 63 Total realized and unrealized gains (losses) for the year ended December 31, 2013, were as follows (in millions): Total Portfolio Holdings Fair Value Changes Realized Gains Unrealized Gains (Losses) (Losses) Commercial mortgage loans1 $ Swap contracts Nonagency RMBS Residential mortgage loans1 CDOs Other investments Total Total Portfolio Holdings Realized/Unrealized Gains (Losses) 28 $ 176 $ 204 83 (136) (53) 10 1 11 (1) 1 — 2 (2) — 9 12 21 $131 $ 52 $ 183 1 Substantially all unrealized gains (losses) on the commercial and residential mortgage loans are attributable to changes in instrument-specific credit risk. Total realized and unrealized gains (losses) for the year ended December 31, 2012, were as follows (in millions): Total Portfolio Holdings Fair Value Changes Realized Gains Unrealized Gains (Losses) (Losses) Total Portfolio Holdings Realized/Unrealized Gains (Losses) Short-term investments $ — $ 2 $ 2 Commercial mortgage loans1 (101) 394 293 Swap contracts 75 (165) (90) Nonagency RMBS (334) 2,038 1,704 Residential mortgage loans1 (326) 322 (4) CDOs 1,110 4,439 5,549 Other investments2 11 (14) (3) Total $ 435 $7,016 $7,451 1 Substantially all unrealized gains (losses) on the commercial and residential mortgage loans are attributable to changes in instrument-specific credit risk. 2 Investments with realized gains of $12 million, unrealized losses of $13 million, and total realized/unrealized losses of $1 million as of December 31, 2012 were recategorized from “Federal agency and GSE MBS” to “Other investments” to conform to the current year presentation. 64 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The net income (loss) attributable to ML, ML II, ML III, and TALF LLC for the year ended December 31, 2013, was as follows (in millions): TALF ML ML II ML III LLC Total Interest income: Portfolio interest income $ 2 $ 4 $— $— $ 6 Less: Interest expense — — — — — Net interest income 2 4 Noninterest income: Portfolio holdings gains, net 183 — Realized losses on beneficial interest in consolidated VIEs — — Unrealized gains (losses) on beneficial interest in consolidated VIEs — (1) 6 — — — — 183 — (573)1 (573) — 5741 573 Net noninterest income (loss) 183 (1) — 1 183 Total net interest income and noninterest income 185 3 — 1 189 Less: Professional fees 6 1 — 1 8 Net income attributable to consolidated VIEs $179 $ —2 $181 $ 2 $— 1 The TALF LLC’s realized and unrealized loss on beneficial interest represents the Treasury’s financial interest in the net income of TALF LLC for the year ended December 31, 2013. 2 Additional information regarding TALF-related income recorded by the Bank is presented in Note 4. 65 The net income (loss) attributable to ML, ML II, ML III, and TALF LLC for the year ended December 31, 2012, was as follows (in millions): TALF ML ML II ML III LLC Total Interest income: Portfolio interest income $ 34 $ 52 $1,023 $ 1 $ 1,110 Less: Interest expense 45 7 97 4 153 Net interest income (loss) (11) 45 926 (3) 957 Noninterest income: Portfolio holdings gains, net 553 1,392 5,506 Realized losses on beneficial interest in consolidated VIEs — (453) (2,905) Unrealized gains (losses) on beneficial interest in consolidated VIEs — 216 801 (4)1 1,013 Net noninterest income (loss) 553 1,155 3,402 (4) 5,106 Total net interest income and noninterest income (loss) Less: Professional fees Net income (loss) attributable to consolidated VIEs — —1 7,451 (3,358) 542 1,200 4,328 (7) 6,063 13 1 11 — 25 $ 529 $1,199 $4,317 $ (7)2 $6,038 1 The TALF LLC’s realized and unrealized loss on beneficial interest represents the Treasury’s financial interest in the net income of TALF LLC for the year ended December 31, 2012. 2 Additional information regarding TALF-related income recorded by the Bank is presented in Note 4. 66 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Following is a summary of the consolidated VIEs’ subordinated financial interest for the years ended December 31, 2013 and 2012 (in millions): ML II ML Deferred ML III TALF Subordinated Purchase Equity Financial Loan Price Contribution Interest Total Fair value, December 31, 2011 $ 1,385 $ 1,332 $ 6,350 $ 778 $ 9,845 Interest accrued and capitalized 45 7 97 4 153 Realized loss — 453 2,905 — 3,358 Unrealized gain/(loss) — (216) (801) 4 (1,013) 1 Payments (1,430) (1,566) (8,544) — (11,540) Fair value, December 31, 2012 $ — $ 10 $ Interest accrued and capitalized $ — $ Realized loss — Unrealized (gain)/loss — 1 Payments — — $ — 1 — Fair value, at December 31, 2013 $ 11 — $ $ 7 $ 786 $ 803 — $ — $ — — 573 573 — (574) (573) — (687) (687) 7 $ 98 $ 116 1 For ML includes payments of $1,150 million of principal and $280 million of accrued interest. For ML II includes payments of $1,000 million of principal, $113 million of accrued interest, and $453 million of variable deferred purchase price. For ML III includes payments of $5,000 million of principal, $639 million of accrued interest, and $2,905 million of excess amounts. For TALF LLC includes payments of $100 million of principal, $13 million of accrued interest, and $574 million of contingent interest. b. Maiden Lane LLC To facilitate the merger of The Bear Stearns Companies, Inc. (Bear Stearns) and JPMorgan Chase & Co. (JPMC), the Bank extended credit to ML in June 2008. ML is a Delaware limited-liability company formed by the Bank to acquire certain assets of Bear Stearns and to manage those assets. The assets acquired by ML were valued at $29.9 billion as of March 14, 2008, the date that the Bank committed to the transaction, and largely consisted of federal agency and GSE MBS, nonagency residential mortgagebacked securities (RMBS), commercial and residential mortgage loans, and derivatives and associated hedges. 67 The Bank extended a senior loan of approximately $28.8 billion and JPMC extended a subordinated loan of $1.15 billion to finance the acquisition of the assets. On June 14, 2012, the remaining outstanding balance of the senior loan from the Bank to ML was repaid in full, with interest. On November 15, 2012, the remaining outstanding balance of the subordinated loan from JPMC was repaid in full, with interest. The Bank will continue to sell the remaining assets from the ML portfolio as market conditions warrant and if the sales represent good value for the public. In accordance with the ML agreements, proceeds from future asset sales will be distributed to the Bank as contingent interest after all derivative instruments in ML have been terminated and paid or sold from the portfolio. The following is a description of the significant holdings at December 31, 2013, and the associated risk for each holding: i. Debt Securities ML has investments in short-term instruments with maturities of greater than three months and less than one year when acquired. As of December 31, 2013, ML’s shortterm instruments consisted of approximately $530 million in U.S. Treasury bills. ii. Commercial Mortgage Loans Commercial mortgage loans are subject to a high degree of credit risk because of exposure to financial loss resulting from failure by a counterparty to meet its contractual obligations. Default rates are subject to a wide variety of factors, including, but not limited to, property performance, property management, supply and demand, construction trends, consumer behavior, regional economic conditions, interest rates, and other factors. The performance profile for the commercial mortgage loans at December 31, 2013, was as follows (in millions): Unpaid Fair Value as a Principal Percentage of Unpaid Balance Fair Value Principal Balance Commercial mortgage loans: Performing loans $ 28 $ 28 99.6% 1 Nonperforming/nonaccrual loans 512 479 93.5% Total $ 540 $ 507 93.8% 1 Nonperforming/nonaccrual loans include loans with payments past due greater than ninety days. 68 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Commercial mortgage loans held by ML are composed of different levels of subordination with respect to the underlying properties, and relative to each other. Senior mortgage loans are secured property loans evidenced by a first mortgage that is senior to any subordinate or mezzanine financing. Subordinate mortgage interests, sometimes known as B Notes, are loans evidenced by a junior note or a junior participation in a mortgage loan. Mezzanine loans are loans made to the direct or indirect owner of the property-owning entity. Mezzanine loans are not secured by a mortgage on the property but rather by a pledge of the mezzanine borrower’s direct or indirect ownership interest in the property-owning entity. As of December 31, 2013, ML had unpaid principal balances of approximately $12 million in senior mortgage loans and $528 million in mezzanine loans. As of December 31, 2013, the property types of commercial mortgage loans were concentrated in the office sector with one sponsor representing all of the total unpaid principal balance. iii. Derivative Instruments Derivative contracts are instruments, such as swap contracts, that derive their value from underlying assets, indexes, reference rates, or a combination of these factors. The ML portfolio is composed of derivative financial instruments included in a total return swap (TRS) agreement with JPMC. ML and JPMC entered into the TRS with reference obligations representing credit default swaps (CDS) primarily on commercial mortgage-backed securities (CMBS) and RMBS, with various market participants, including JPMC. On an ongoing basis, ML pledges collateral for credit- or liquidity-related shortfalls based on 20 percent of the notional amount of sold CDS protection and 10 percent of the present value of future premiums on purchased CDS protection. Failure to post this collateral constitutes a TRS event of default. Separately, ML and JPMC engage in bilateral posting of collateral to cover the net mark-to-market (MTM) variations in the swap portfolio. ML only nets the collateral received from JPMC from the bilateral MTM posting for the reference obligations for which JPMC is the counterparty. The values of ML’s cash equivalents, purchased by the re-hypothecation of cash collateral associated with the TRS, were $149 million and $477 million, for the years ended December 31, 2013 and 2012, respectively. In addition, ML has pledged $124 million and $231 million U.S. Treasury notes to JPMC as of December 31, 2013 and 2012, respectively. The following risks are associated with the derivative instruments held by ML as part of the TRS agreement with JPMC: 69 Market Risk CDS are agreements that provide protection for the buyer against the loss of principal and, in some cases, interest on a bond or loan in case of a default by the issuer. The nature of a credit event is established by the protection buyer and protection seller at the inception of a transaction, and such events include bankruptcy, insolvency, or failure to meet payment obligations when due. The buyer of the CDS pays a premium in return for payment protection upon the occurrence, if any, of a credit event. Upon the occurrence of a triggering credit event, the maximum potential amount of future payments the seller could be required to make under a CDS is equal to the notional amount of the contract. Such future payments could be reduced or offset by amounts recovered under recourse or by collateral provisions outlined in the contract, including seizure and liquidation of collateral pledged by the buyer. ML’s derivatives portfolio consists of purchased and sold credit protection with differing underlying referenced names that do not necessarily offset. Credit Risk Credit risk is the risk of financial loss resulting from failure by a counterparty to meet its contractual obligations to ML. This can be caused by factors directly related to the counterparty, such as business or management. Taking collateral is the most common way to mitigate credit risk. ML takes financial collateral in the form of cash and marketable securities to cover JPMC counterparty risk as part of the TRS agreement with JPMC. ML remains exposed to credit risk for counterparties, other than JPMC, related to the swaps that underlie the TRS. ML has entered into an International Swaps and Derivatives Association, Inc. master netting agreement with JPMC in connection with the TRS. This agreement provides ML with the right to liquidate securities held as collateral and to offset receivables and payables with JPMC in the event of default. This agreement also establishes the method for determining the net amount of receivables and payables that ML is entitled to receive from or owes to each counterparty to the swaps that underlie the TRS based upon the relevant fair value of the CDS. For the derivative balances reported in the Consolidated Statements of Condition, ML offsets its asset and liability positions held with the same counterparty. In addition, ML offsets the cash collateral held with JPMC against any net liabilities of JPMC with ML under the TRS. As of December 31, 2013 and 2012, there were no amounts subject to an enforceable master netting agreement that were not offset in the Consolidated Statements of Condition. 70 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The following table summarizes the fair value and notional amounts of derivative instruments by contract type on a gross basis as of December 31, 2013 and 2012, which is reported as a component of “Investments held by consolidated variable interest entities” in the Consolidated Statements of Condition (in millions, except contract data): 20132013 20122012 GrossGross Gross Gross Gross Gross Gross Gross Derivative Derivative Notional Derivative Derivative Notional Derivative Derivative Notional Derivative Derivative Notional 3 3 3Assets 3 Assets Amounts Amounts AssetsLiabilities Liabilities Amounts AssetsLiabilities Liabilities Amounts Credit derivatives: CDS1,2 $ 345$ 345 $(193) $ (193) $899$899 $ 816 $ 816 $ (343) $ (343)$ 1,755 $ 1,755 Amounts offset in the Consolidated Statements of Condition: Counterparty netting (120) 120 272 272 (120) 120 272 272 Cash (67) collateral (67) — (136) — (136) — — Net amount in the Consolidated Statements of Condition $ 158 $ 158 $ (73) $ (73) $ 408 $ 408 $ (71) $ (71) 1CDS fair values as of December 31, 2013 for assets and liabilities include interest receivables of $15 million and payables of $2 million. CDS fair values as of December 31, 2012 for assets and liabilities includes interest receivables of $15 million and payables of $9 million. 2 There were 269 and 470 CDS contracts outstanding as of December 31, 2013 and 2012, respectively. 3 Represents the sum of gross long and gross short notional derivative contracts. The change in notional amounts is representative of the volume of activity for the year ended December 31, 2013. The table below summarizes certain information regarding protection sold through CDS as of December 31 (in millions): Maximum Potential Payout/Notional 2013 2012 Years to Maturity Fair Value Fair Value After After 1 Year 1 Year 3 Years Credit Ratings of the or through through After 5 Asset/ Reference Obligation Less 3 Years 5 Years Years Total (Liability) Total Liability Investment grade (AAA to BBB-) $ — $ — $— $ 13 $ 13 $ (3) $ 52 $ (5) Noninvestment grade (BB+ or lower) — — — 293 293 (188) 438 (329) Total credit protection sold $ — $ — $— $306 $ 306 $(191) $ 490 $ (334) 71 The table below summarizes certain information regarding protection bought through CDS as of December 31 (in millions): Maximum Potential Recovery/Notional 2013 2012 Years to Maturity Fair Value Fair Value After After 1 Year 1 Year 3 Years Credit Ratings of the or through through After 5 Asset/ Reference Obligation Less 3 Years 5 Years Years Total (Liability) Total Asset Investment grade (AAA to BBB-) $ — $ — $ 5 $ 51 $ 56 $ 2 $ 150 $ 27 Noninvestment grade (BB+ or lower) — — 9 528 537 327 1,115 774 Total credit protection bought $ — $ — $ 14 $579 $ 593 $ 329 $1,265 $ 801 Currency Risk Currency risk is the risk of financial loss resulting from exposure to changes in exchange rates between two currencies. Under the terms of the TRS, JPMC may post cash collateral in the form of either U.S. dollar or euro-denominated currencies to cover the net MTM variation in the swap portfolio. Starting in December 2012, JPMC began posting collateral in euro currency. This risk is mitigated by daily variation m argin updates that capture the movement in the value of the swap portfolio in a ddition to any movement in exchange rates on the swap collateral. Swap collateral received that is denominated in a foreign currency is translated into U.S. dollar amounts using the prevailing exchange rate as of the date of the consolidated financial statements. There is no gain or loss associated with this foreign-denominated collateral as the asset and liability positions associated with it are offsetting. 72 c. Maiden Lane II LLC The Bank extended credit to ML II, a Delaware limited-liability company formed to purchase nonagency RMBS from the reinvestment pool of the securities lending portfolios of several regulated U.S. insurance subsidiaries of American International Group, Inc. (AIG). ML II borrowed $19.5 billion from the Bank and used the proceeds to purchase nonagency RMBS that had an approximate fair value of $20.8 billion as of October 31, 2008, from AIG’s domestic insurance subsidiaries. The Bank is the sole and managing member and the controlling party of ML II and will remain as the controlling party as long as the Bank retains an economic interest in ML II. As part of the agreement, the AIG subsidiaries also received from ML II a fixed deferred purchase price of up to $1.0 billion, plus interest on any such fixed deferred purchase price outstanding. FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT On February 28, 2012, the Bank announced the sale of the remaining securities in the ML II portfolio. On March 1, 2012, the loan from the Bank to ML II was repaid in full with interest, in accordance with the terms of the facility. On March 15, 2012, the remaining portion of the fixed deferred purchase price plus interest owed to the AIG subsidiaries was repaid in full. Concurrently, distributions were made to the Bank and the AIG subsidiaries in the form of contingent interest and variable deferred purchase price for the amounts of $2.3 billion and $0.5 billion, respectively. On March 19, 2012, ML II was dissolved, and the Bank began the wind-up process in accordance with and as required by Delaware law and the agreements governing ML II. Winding up requires ML II to pay or make reasonable provision to pay all claims and obligations. Any remaining proceeds will be divided between the Bank, which is entitled to receive five-sixths, and the AIG subsidiaries, which are entitled to receive one-sixth. While its affairs are being wound up, ML II is retaining certain assets to meet trailing expenses and other obligations as required by law. Dissolution costs are not expected to be material. d. Maiden Lane III LLC The Bank extended credit to ML III, a Delaware limited-liability company formed to purchase ABS collateralized debt obligations (CDOs) from certain third-party counterparties of AIG Financial Products Corp. ML III borrowed approximately $24.3 billion from the Bank, and AIG provided an equity contribution of $5.0 billion to ML III. The proceeds were used to purchase ABS CDOs with a fair value of $29.6 billion. On April 3, 2012, the Bank revised ML III’s investment objective to allow for asset sales and began conducting such sales shortly thereafter. On June 14, 2012, the Bank announced that its loan to ML III had been repaid in full, with interest. On July 16, 2012, the Bank announced that net proceeds from additional sales of s ecurities in ML III enabled the full repayment of AIG’s equity contribution plus accrued interest and provided residual profits to the Bank and AIG. During 2012, distributions were made to the Bank and AIG in the form of contingent interest and excess amounts in the amounts of $5.9 billion and $2.9 billion, respectively. On August 23, 2012, the Bank announced that all remaining securities in ML III were sold. On September 10, 2012, ML III was dissolved, and the Bank began the wind-up process in accordance with and as required by Delaware law and the agreements governing ML III. Winding up requires ML III to pay or make reasonable provision to pay all claims and obligations. Any remaining proceeds will be divided between the Bank, which is entitled to receive two-thirds, and AIG (or its assignee), which is entitled to receive one-third, in accordance with the agreement. While its affairs are being wound up, ML III is retaining certain assets to meet trailing expenses and other obligations as required by law. Dissolution costs are not expected to be material. 73 e. TALF LLC Cash receipts resulting from the put option fees paid to TALF LLC are invested in the following types of U.S.-dollar-denominated short-term investments and cash equivalents eligible for purchase by TALF LLC: (1) U.S. Treasury securities, (2) federal agency securities that are senior, negotiable debt obligations of Fannie Mae, Freddie Mac, Federal Home Loan Banks, and Federal Farm Credit Banks, which have a fixed rate of interest, (3) repurchase agreements that are collateralized by Treasury and federal agency securities and fixed-rate agency mortgage-backed securities, and (4) money market mutual funds registered with the Securities and Exchange Commission and regulated under Rule 2a-7 of the Investment Company Act that invest exclusively in U.S. Treasury and federal agency securities. Cash may also be invested in a demand interest-bearing account held at the Bank of New York Mellon. Proceeds from the Treasury’s loan were also invested in these short-term investments and cash equivalents until the outstanding principal on the loan was repaid in full as described below. On January 15, 2013, the Treasury and the Bank eliminated the Treasury’s and the Bank’s funding commitments to TALF LLC. These commitments were no longer deemed necessary because the cash equivalents and short-term investments held by TALF LLC exceeded the amount of TALF loans then outstanding. In addition, the agreement related to distribution of proceeds was amended to limit funding of the cash collateral account to an amount equal to the outstanding principal plus accrued interest of all TALF loans as of the payment determination date; all accumulated funding in excess of that amount would then be distributed according to the distribution priorities described in the agreements governing TALF LLC. Pursuant to this agreement on February 6, 2013, TALF LLC repaid in full the outstanding principal and accrued interest on the Treasury loan. During the year ended December 31, 2013, additional distributions were made to the Treasury and the Bank as contingent interest in the amounts of $573 million and $64 million, respectively. f. Fair Value Measurement The consolidated VIEs have adopted ASC 820 and ASC 825 and have elected the fair value option for all securities and mortgage loans held by ML and TALF LLC. ML II and ML III qualify as nonregistered investment companies under the provisions of ASC 946 and, therefore, all investments are recorded at fair value in accordance with ASC 820. In addition, the Bank has elected to record the beneficial interests in ML II, ML III, and TALF LLC at fair value. 74 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The accounting and classification of these investments appropriately reflect the VIEs’ and the Bank’s intent with respect to the purpose of the investments and most closely reflect the amount of the assets available to liquidate the entities’ obligations. i. Determination of Fair Value The consolidated VIEs value their investments on the basis of the last available bid prices or current market quotations provided by dealers or pricing services selected by the Bank’s designated investment managers. To determine the value of a particular investment, pricing services may use information on transactions in such investments; quotations from dealers; pricing metrics; market transactions in comparable investments; relationships observed in the market between investments; and calculated yield measures based on valuation methodologies commonly employed in the market for such investments. Market quotations may not represent fair value in circumstances in which the investment manager believes that facts and circumstances applicable to an issuer, a seller, a purchaser, or the market for a particular security result in the current market quotations reflecting an inaccurate measure of fair value. In such cases or when market quotations are unavailable, the investment manager determines fair value by applying proprietary valuation models that use collateral performance scenarios and pricing metrics derived from the reported performance of the universe of investments with similar characteristics as well as the observable market. Because of the uncertainty inherent in determining the fair value of investments that do not have a readily available fair value, the fair value of these investments may differ significantly from the values that would have been reported if a readily available fair value had existed for these investments and may differ materially from the values that may ultimately be realized. The fair value of the liability for the beneficial interests of consolidated VIEs is estimated based upon the fair value of the underlying assets held by the VIEs. The holders of these beneficial interests do not have recourse to the general credit of the Bank. ii. Valuation Methodologies for Level 3 Assets and Liabilities In certain cases in which there is limited activity around inputs to the valuation, investments are classified within Level 3 of the valuation hierarchy. These valuations also incorporate pricing metrics derived from the reported performance of the universe of similar investments and from observations and estimates of market data. Because external price information is not available, market-based models are used to value these securities. Key inputs to the model may include market spreads or yield estimates for comparable instruments, performance data (i.e., prepayment rates, default rates, and 75 loss severity), valuation estimates for underlying property collateral, projected cash flows, and other relevant contractual features. Because there is lack of observable pricing, some securities and investment loans that are carried at fair value are classified within Level 3. For the CDS agreements, all of which are categorized as Level 3 assets and liabilities, there are various valuation methodologies. In each case, the fair value of the instrument underlying the swap is a significant input used to derive the fair value of the swap. When there are broker or dealer prices available for the underlying instruments, the fair value of the swap is derived based on those prices. When the instrument underlying the swap is a market index (i.e., CMBS index), the closing market index price, which can also be expressed as a credit spread, is used to determine the fair value of the swap. In the remaining cases, the fair value of the underlying instrument is principally based on inputs and assumptions not observable in the market (i.e., discount rates, prepayment rates, default rates, and recovery rates). ML Inputs for Level 3 Assets and Liabilities The following table presents the valuation techniques and ranges of significant unobservable inputs generally used to determine the fair values of ML’s Level 3 assets and liabilities as of December 31, 2013 (in millions, except for input values): Principal Fair Valuation Investment Value Technique Unobservable Inputs Commercial Discounted Discount rate mortgage loans $507 cash flows Property capitalization rate Net operating income growth rate Discounted Credit spreads2 CDS1 $152 cash flows Discount rate Constant prepayment rate Constant default rate Loss severity Range of Input Values Weighted Average3 4%-13% 12% 7% 7% 3%-5% 4% 2,259 bps8,870 bps 5%-25% 6,299 bps 0%-17% 0%-30% 40%-95% 3% 6% 54% 1Swap assets and liabilities are presented net for the purposes of this table. 2 Implied spread on closing market prices for index positions. 3 Weighted averages are calculated based on the fair value of the respective instruments. 76 15% FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The following table presents the valuation techniques and ranges of significant unob servable inputs generally used to determine the fair values of ML’s Level 3 assets and liabilities as of December 31, 2012 (in millions, except for input values): Principal Fair Valuation Investment Value Technique Unobservable Inputs Commercial Discounted Discount rate mortgage loans $466 cash flows Property capitalization rate Net operating income growth rate Discounted Credit spreads2 CDS1 $473 cash flows Discount rate Constant prepayment rate Constant default rate Loss severity Range of Input Values Weighted Average3 6%-20% 14% 6%-10% 7% 3%-7% 3% 100 bps6,451 bps 0%-47% 4,995 bps 0%-20% 0%-34% 40%-80% 1% 7% 49% 15% 1Swap assets and liabilities are presented net for the purposes of this table. 2 Implied spread on closing market prices for index positions. 3 Weighted averages are calculated based on the fair value of the respective instruments. Sensitivity of ML Level 3 Fair Value Measurements to Changes in Unobservable Inputs The following provides a general description of the impact of a change in an unobservable input on the fair value measurement and the interrelationship of unobservable inputs. I. Mortgage loans In general, an increase in isolation in either the discount rate or the property capitalization rate, which is the ratio between the net operating income produced by an asset and its current fair value, would result in a decrease in the fair value measurement; while an increase in net operating income growth rate, in isolation, would result in an increase in the fair value measurement. For each of the relationships described above, the inverse would also generally apply. 77 II. Derivatives For CDS with reference obligations on CMBS, an increase in credit spreads would generally result in a higher fair value measurement for protection buyers and a lower fair value measurement for protection sellers. The inverse would also generally apply to this relationship given a decrease in credit spreads. For CDS with reference obligations on RMBS or other ABS assets, changes in the discount rate, constant prepayment rate, constant default rate, and loss severity would have an uncertain effect on the overall fair value measurement. This is because, in general, changes in these inputs could potentially affect other inputs used in determining the fair value measurement. For example, a change in the assumptions used for the constant default rate will generally be accompanied by a corresponding change in the assumption used for the loss severity and an inverse change in the assumption used for constant prepayment rates. Additionally, changes in the fair value measurement based on variations in the inputs used generally cannot be extrapolated because the relationship between each input is not perfectly correlated. The following tables present the financial instruments recorded in VIEs at fair value as of December 31 by ASC 820 hierarchy (in millions): 2013 Total Fair Level 11 Level 21 Level 3 Netting2 Value Assets: Cash equivalents3 Short-term investments Commercial mortgage loans Swap contracts Nonagency RMBS Other investments Total assets $ 569 530 — — — — $1,099 Liabilities: Beneficial interest in consolidated VIEs $ Swap contracts Total liabilities $ $ — — — — 2 — $ 2 $ — — 507 345 6 2 $860 $ — — — (187) — — $ (187) $ 569 530 507 158 8 2 $ 1,774 — $ 116 $ — $ — $ 116 — — 193 (120) 73 — $116 $193 $ (120) $ 189 1 There were no transfers between Level 1 and Level 2 during the year ended December 31, 2013. 2 Derivative receivables and payables and the related cash collateral received and paid are shown net when a master netting agreement exists. 3 Cash equivalents consist primarily of money market funds. 78 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT 2012 Total Fair Level 11 Level 21 Level 3 Netting2 Value Assets: Cash equivalents3 Short-term investments Commercial mortgage loans Swap contracts Nonagency RMBS Other investments4 Total assets $ 634 454 — — — — $1,088 Liabilities: Beneficial interest in consolidated VIEs $ Swap contracts Total liabilities $ $ — 236 — — 2 11 $249 $ — — 466 816 — 55 $1,337 $ — — — (408) — — $ (408) $ 634 690 466 408 2 66 $ 2,266 — $ 803 $ — $ — $ 803 — — 343 (272) 71 — $803 $ 343 $ (272) $ 874 1 There were no significant transfers between Level 1 and Level 2 during the year ended December 31, 2012. 2 Derivative receivables and payables and the related cash collateral received and paid are shown net when a master netting agreement exists. 3 Cash equivalents consist primarily of money market funds and repurchase agreements. 4 Investments with a fair value of $1 million that were classified as a Level 2 instrument as of December 31, 2012 were recategorized from “Federal agency and GSE MBS” to “Other investments” to conform to the current year presentation. 79 The table below presents a reconciliation of all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of December 31, 2013 (in millions). Unrealized gains and losses related to those assets still held at December 31, 2013 are reported as a component of “Investments held by consolidated variable interest entities, net” in the Consolidated Statements of Condition. 2013 Purchases, Change in Sales, Net Unrealized Issuances, Realized/ Gains (Losses) Fair Value, and Unrealized Gross Gross Fair Value, Related to Financial December 31, Settlements, Gains Transfers Transfers December 31, Instruments Held at 2012 Net (Losses) In1, 2 Out1, 2 2013 December 31, 2013 Assets: Commercial mortgage loans $466 $ (163) $ 204 $— $— $ 507 $ 183 Nonagency RMBS — 4 — 2 — 6 — CDOs — — — — — — (2) Other investments 55 (73) 18 2 — 2 (2) Total assets Net swap contracts3 $521 $ (232) $222 $ 4 $— $515 $ 179 $473 $ (268) $(53) $— $— $ 152 $(53) 1 The amount of transfers is based on the fair values of the transferred assets at the beginning of the reporting period. 2 Nonagency RMBS and other investments, with December 31, 2012 fair values of $2 million and $2 million, respectively, were transferred from Level 2 to Level 3 because they are valued at December 31, 2013 based on non-observable inputs (Level 3). These investments were valued in the prior year based on quoted prices for identical or similar assets in non-active markets or model-based techniques for which all significant inputs were observable (Level 2). 3 Level 3 derivative assets and liabilities are presented net for purposes of this table. 80 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The following table presents the gross components of purchases, sales, issuances, and settlements, net, shown for the year ended December 31, 2013 (in millions): 2013 Purchases, Sales, Issuances, and Purchases Sales Issuances Settlements2 Settlements, Net Assets: Commercial mortgage loans $ — $ (88) $ — $ (75) $(163) Nonagency RMBS 4 — — — 4 CDOs 3 (5) — 2 — Other investments — (74) — 1 (73) Total assets Net swap contracts1 $ 7 $ (167) $— $ (72) $ (232) $— $ (153) $— $(115) $ (268) 1 Level 3 swap assets and liabilities are presented net for the purposes of this table. 2 Includes paydowns. 81 The table below presents a reconciliation of all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of December 31, 2012 (in millions). Unrealized gains and losses related to those assets still held at December 31, 2012 are reported as a component of “Investments held by consolidated variable interest entities, net” in the Consolidated Statements of Condition. 2012 Purchases, Change in Sales, Net Unrealized Issuances, Realized/ Gains (Losses) Fair Value, and Unrealized Gross Gross Fair Value, Related to Financial December 31, Settlements, Gains Transfers Transfers December 31, Instruments Held at 2011 Net (Losses) In1, 2 Out1, 2 2012 December 31, 2012 Assets: Commercial mortgage loans $ 1,397 $ (1,187) $ 256 $— $ Nonagency RMBS 5,410 (6,347) 937 — Residential mortgage loans 378 (374) (4) — CDOs 17,687 (23,196) 5,509 — Other investments 108 (65) 2 10 Total assets $24,980 Net swap contracts3 $ 839 Liabilities: Beneficial interest in consolidated VIEs $ 9,845 — $ 466 $135 — — — — — (1) — — (2) — 55 — $ (31,169) $6,700 $ 10 $ — $521 $132 $ $ (90) $— $ — $ 473 $(93) $ $ — $(8,460) (276) $ (1,385) — $ — $ — 1 The amount of transfers is based on the fair values of the transferred assets at the beginning of the reporting period. 2 Beneficial interest in consolidated VIEs, with a December 31, 2011, fair value of $8,460 million, were transferred from Level 3 to Level 2 because they are valued at December 31, 2012, based on model-based techniques for which all significant inputs are observable (Level 2). These investments were valued in the prior year on non-observable model based inputs (Level 3). There were also certain other investments for which valuation inputs became less observable during the year ended December 31, 2012, which resulted in $10 million in transfers from Level 2 to Level 3. There were no other transfers between Level 2 and Level 3 during the current year. 3 Level 3 derivative assets and liabilities are presented net for purposes of this table. 82 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The following table presents the gross components of purchases, sales, issuances, and settlements, net, shown for the year ended December 31, 2012 (in millions): 2012 Purchases, Sales, Issuances, and Purchases Sales Issuances Settlements2 Settlements, Net Assets: Commercial mortgage loans $ — $ (1,119) $— $ (68) $ (1,187) Nonagency RMBS — (6,221) — (126) (6,347) Residential mortgage loans — (370) — (4) (374) CDOs — (22,206) — (990) (23,196) Other investments — (66) — 1 (65) Total assets $— $(29,982) $— $ (1,187) $ (31,169) Net swap contracts1 $— $ (147) $— $ (129) $ Liabilities: Beneficial interest in consolidated VIEs $ 45 $ — $— $ (1,430) $ (1,385) (276) 1 Level 3 swap assets and liabilities are presented net for the purposes of this table. g. Professional Fees The consolidated VIEs have recorded costs for professional services provided, among others, by several nationally recognized institutions that serve as investment managers, administrators, and custodians for the VIEs’ assets. The fees charged by the investment managers, custodians, administrators, auditors, attorneys, and other service providers, are recorded in “Operating Expenses: Other” in the Consolidated Statements of Income and Comprehensive Income. 7. BANK PREMISES, EQUIPMENT, AND SOFTWARE Bank premises and equipment at December 31 were as follows (in millions): 2013 2012 Bank premises and equipment: Land and land improvements $ 68 $ 68 Buildings 502 500 Building machinery and equipment 109 88 Construction in progress 6 6 Furniture and equipment 87 113 Subtotal 772 775 Accumulated depreciation (306) (304) Bank premises and equipment, net $ 466 $ 471 Depreciation expense, for the years ended December 31 $ 33 $ 37 83 The Bank leases space to outside tenants with remaining lease terms ranging from one to ten years. Rental income from such leases was $4.8 million and $5.8 million for the years ended December 31, 2013 and 2012, respectively, and is reported as a component of “Non-interest income: Other” in the Consolidated Statements of Income and Comprehensive Income. Future minimum lease payments that the Bank will receive under noncancelable lease agreements in existence at December 31, 2013, are as follows (in millions): 2014 $ 5 2015 5 2016 4 2017 3 2018 3 Thereafter 12 Total $32 The Bank had capitalized software assets, net of amortization, of $108 million and $57 million at December 31, 2013 and 2012, respectively. Amortization expense was $22 million and $24 million for the years ended December 31, 2013 and 2012, respectively. Capitalized software assets are reported as a component of “Other assets” in the Consolidated Statements of Condition and the related amortization is reported as a component of “Operating expenses: Other” in the Consolidated Statements of Income and Comprehensive Income. 8. COMMITMENTS AND CONTINGENCIES In conducting its operations, the Bank enters into contractual commitments, normally with fixed expiration dates or termination provisions, at specific rates and for specific purposes. At December 31, 2013, the Bank was obligated under noncancelable leases for premises and equipment with remaining terms ranging from two to approximately five years. These leases provide for increased lease payments based upon increases in real estate taxes, operating costs, or selected price indexes. Rental expense under operating leases for certain operating facilities, warehouses, and data processing and office equipment (including taxes, insurance, and maintenance when included in rent), net of sublease rentals, was $9 million for each of the years ended December 31, 2013 and 2012. 84 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Future minimum lease payments under noncancelable operating leases, net of sublease rentals, with remaining terms of one year or more, at December 31, 2013, are as follows (in millions): Operating Leases 2014 2015 2016 2017 2018 Future minimum lease payments $3 3 1 1 1 $9 Under the Insurance Agreement of the Reserve Banks, each of the Reserve Banks has agreed to bear, on a per-incident basis, a share of certain losses in excess of 1 percent of the capital paid-in of the claiming Reserve Bank, up to 50 percent of the total capital paid-in of all Reserve Banks. Losses are borne in the ratio of a Reserve Bank’s capital paid-in to the total capital paid-in of all Reserve Banks at the beginning of the calendar year in which the loss is shared. No claims were outstanding under the agreement at December 31, 2013 and 2012. The Bank is involved in certain legal actions and claims arising in the ordinary course of business. Although it is difficult to predict the ultimate outcome of these actions, in management’s opinion, based on discussions with counsel, the legal actions and claims will be resolved without material adverse effect on the financial position or results of operations of the Bank. Other Commitments In support of financial market stability activities, the Bank entered into commitments to provide financial assistance to financial institutions. The Bank had remaining unfunded contractual commitments related to commercial mortgage loans in ML of $40 million and $55 million at December 31, 2013 and 2012, respectively. 9. RETIREMENT AND THRIFT PLANS Retirement Plans The Bank currently offers three defined benefit retirement plans to its employees, based on length of service and level of compensation. Substantially all of the employees of the Reserve Banks, Board of Governors, and Office of Employee Benefits of the Federal Reserve System participate in the Retirement Plan for Employees of the Federal Reserve System (System Plan). Under the Dodd-Frank Act, newly hired Bureau employees are eligible to participate in the System Plan. In addition, employees at certain compensation levels participate in the Benefit Equalization Retirement Plan (BEP) and certain Reserve Bank officers participate in the Supplemental Retirement Plan for Select Officers of the Federal Reserve Banks (SERP). 85 The Bank, on behalf of the System, recognizes the net asset or net liability and costs associated with the System Plan in its consolidated financial statements. During the years ended December 31, 2013 and 2012, certain costs associated with the System Plan were reimbursed by the Bureau. Following is a reconciliation of the beginning and ending balances of the System Plan benefit obligation (in millions): 2013 2012 Estimated actuarial present value of projected benefit obligation at January 1 $ 11,468 $ 10,198 Service cost–benefits earned during the period 407 349 Interest cost on projected benefit obligation 472 473 Actuarial (gain) loss (1,527) 833 Contributions by plan participants 5 4 Special termination benefits 6 9 Benefits paid (355) (334) Plan amendments — (64) Estimated actuarial present value of projected benefit obligation at December 31 $10,476 $ 11,468 Following is a reconciliation showing the beginning and ending balance of the System Plan assets, the funded status, and the accrued pension benefit costs (in millions): 2013 2012 Estimated plan assets at January 1 (of which $9,440 and $7,977 are measured at fair value as of January 1, 2013 and 2012, respectively) $ 9,566 $ 8,048 Actual return on plan assets 683 1,066 Contributions by the employer 909 782 Contributions by plan participants 5 4 Benefits paid (335) (334) Estimated plan assets at December 31 (of which $10,687 and $9,440 are measured at fair value as of December 31, 2013 and 2012, respectively) $ 10,808 $ 9,566 Funded status and accrued pension benefit costs $ 332 $(1,902) Amounts included in accumulated other comprehensive loss are shown below: Prior service cost $ (456) $ (559) Net actuarial loss (1,928) (3,784) Total accumulated other comprehensive loss $(2,384) $(4,343) 86 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The Bank, on behalf of the System, funded $900 million and $780 million during the years ended December 31, 2013 and 2012, respectively. The Bureau is required by the Dodd-Frank Act to fund the System plan for each Bureau employee based on an established formula. During the years ended December 2013 and 2012, the Bureau funded contributions of $8.9 million and $1.6 million, respectively. Accrued pension benefit costs are reported as a component of “Prepaid pension benefit costs” and “Accrued benefit costs,” respectively, in the Consolidated Statements of Condition. The accumulated benefit obligation for the System Plan, which differs from the estimated actuarial present value of projected benefit obligation because it is based on current rather than future compensation levels, was $9,308 million and $10,035 million at December 31, 2013 and 2012, respectively. The weighted-average assumptions used in developing the accumulated pension benefit obligation for the System Plan as of December 31 were as follows: Discount rate Rate of compensation increase 2013 2012 4.92% 4.50% 4.00% 4.50% Net periodic benefit expenses for the years ended December 31, 2013 and 2012, were actuarially determined using a January 1 measurement date. The weighted-average assumptions used in developing net periodic benefit expenses for the System Plan for the years were as follows: 2013 Discount rate Expected asset return Rate of compensation increase 2012 4.00% 4.50% 6.50% 7.25% 4.50% 5.00% Beginning in 2013, the System Plan discount rate assumption setting convention changed from rounding the rate to the nearest 25 basis points to using an unrounded rate. Discount rates reflect yields available on high-quality corporate bonds that would generate the cash flows necessary to pay the System Plan’s benefits when due. The expected long-term rate of return on assets is an estimate that is based on a combination of factors, including the System Plan’s asset allocation strategy and historical returns; surveys of expected rates of return for other entities’ plans and for various asset classes; a projected return for equities and fixed-income investments based on real 87 interest rates, inflation expectations, and equity risk premiums; and surveys of expected returns in equity and fixed-income markets. The components of net periodic pension benefit expense for the System Plan for the years ended December 31 are shown below (in millions): 2013 2012 Service cost–benefits earned during the period $ 407 $ 349 Interest cost on projected benefit obligation 472 473 Amortization of prior service cost 103 116 Amortization of net loss 284 292 Expected return on plan assets (638) (599) Net periodic pension benefit expense 628 631 Special termination benefits 6 9 Bureau of Consumer Financial Protection contributions (9) (2) Total periodic pension benefit expense $ 625 $ 638 Estimated amounts that will be amortized from accumulated other comprehensive loss into net periodic pension benefit expense in 2014 are shown below: Prior service cost Net actuarial loss Total $100 87 $187 Following is a summary of expected benefit payments, excluding enhanced retirement benefits (in millions): 2014 2015 2016 2017 2018 2019-2023 Total 88 $ 406 429 455 483 512 2,982 $5,267 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The System’s Committee on Investment Performance (CIP) is responsible for establishing investment policies, selecting investment managers, and monitoring the investment managers’ compliance with its policies. At December 31, 2013, the System Plan’s assets were held in nine investment vehicles: three actively managed longduration fixed-income portfolios, a passively managed long-duration fixed-income portfolio, an indexed U.S. equity fund, an indexed non-U.S. developed markets equity fund, an indexed emerging markets equity fund, a private equity limited partnership, and a money market fund. The diversification of the Plan’s investments is designed to limit concentration of risk and the risk of loss related to an individual asset class. The three actively managed long-duration fixed-income portfolios are separate accounts benchmarked to a custom benchmark of 55 percent Barclays Long Credit Index and 45 percent Citigroup 15+ years U.S. Treasury STRIPS Index. This custom benchmark was selected as a proxy to match the liabilities of the Plan and the guidelines for these portfolios are designed to limit portfolio deviations from the benchmark. The passively managed long-duration fixed-income portfolio is invested in two commingled funds and is benchmarked to 55 percent Barclays Long Credit Index and 45 percent Barclays 20+ STRIPS Index. The indexed U.S. equity fund is intended to track the overall U.S. equity market across market capitalizations and is benchmarked to the Dow Jones U.S. Total Stock Market Index. The indexed non-U.S. developed markets equity fund is intended to track the Morgan Stanley Capital International (MSCI) World ex-US Investible Markets Index (IMI), which includes stocks from twenty-three markets deemed by MSCI to be “developed markets.” The indexed emerging markets equity fund is intended to track the MSCI Emerging Markets IMI Index, which includes stocks from twenty-one markets deemed by MSCI to be “emerging markets.” The three indexed equity funds include stocks from across the market capitalization spectrum (i.e., large-, mid-, and small-cap stocks). The private equity limited partnership invests globally across various private equity strategies. Finally, the money market fund, which invests in short-term Treasury and Agency debt and repurchase agreements backed by Treasury and Agency debt, is the repository for cash balances and adheres to a constant dollar methodology. Permitted and prohibited investments, including the use of derivatives, are defined in either the trust agreement (for the passively managed long-duration fixed-income portfolio) or the investment guidelines (for the remaining investments). The CIP reviews the trust agreement and approves all investment guidelines as part of the selection of each investment to ensure that the trust agreement is consistent with the CIP’s investment objectives for the System Plan’s assets. 89 The System Plan’s policy weight and actual asset allocations at December 31, by asset category, are as follows: Actual Asset Allocations U.S. equities International equities Emerging markets equities Fixed income Cash and cash equivalents Total Policy Weight 2013 2012 30.0% 18.0% 2.0% 50.0% 0.0% 29.7% 18.3% 1.9% 49.4% 0.7% 34.9% 13.6% 0.0% 50.4% 1.1% 100.0% 100.0% 100.0% In June 2013, the CIP approved a change in the allocation and benchmarks for the Plan’s public equity portfolio. The new benchmark is the MSCI All Country World Investible Markets Index. This benchmark change will reduce the Plan’s holdings in U.S. equities, increase the Plan’s holdings of developed markets international equities, and add an investment in emerging market equities when it is fully implemented in mid-2014. The CIP approved a phased six-month implementation period for these changes, commencing in September 2013 for developed market equities and November 2013 for emerging market equities. The policy weight percentages shown above reflect the target allocation as of December 2013 based on this implementation strategy. Employer contributions to the System Plan may be determined using different assumptions than those required for financial reporting. The System Plan’s anticipated funding level for 2014 is $480 million. In 2014, the Bank plans to make monthly contributions of $40 million and will reevaluate the monthly contributions upon completion of the 2014 actuarial valuation. The Bank’s projected benefit obligation, funded status, and net pension expenses for the BEP and the SERP at December 31, 2013 and 2012, and for the years then ended, were not material. Determination of Fair Value The System Plan’s publicly available investments are valued on the basis of the last available bid prices or current market quotations provided by dealers, or pricing services. To determine the value of a particular investment, pricing services may use information on transactions in such investments; quotations from dealers; pricing metrics; market transactions in comparable investments; relationships observed in the market between investments; and calculated yield measures based on valuation methodologies commonly employed in the market for such investments. 90 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Because of the uncertainty inherent in determining the fair value of investments that do not have a readily available fair value, the fair value of these investments may differ significantly from the values that would have been reported if a readily available fair value had existed for these investments and may differ materially from the values that may ultimately be realized. The following tables present the financial instruments recorded at fair value as of December 31 by ASC 820 hierarchy (in millions): 2013 Description Level 11 Level 21 Level 3 Short-term investments2 $ 14 $ 126 $ — Treasury and federal agency securities 38 1,565 — Corporate bonds — 1,773 — Other fixed-income securities — 362 — Commingled funds — 6,795 — Private equity — — 14 Total $ 52 $10,621 $ 14 1 There were no transfers between Level 1 and Level 2 during the year. 2 Short-term investments include cash equivalents of $78 million. 2012 Description Level 11 Level 21 Level 3 Short-term investments $ 23 $ 25 $ — Treasury and federal agency securities 141 1,746 — Corporate bonds — 1,947 — Other fixed-income securities — 352 — Commingled funds — 5,206 — Total $ 164 $ 9,276 $ — Total $ 140 1,603 1,773 362 6,795 14 $10,687 Total $ 48 1,887 1,947 352 5,206 $ 9,440 1 U.S. Treasury STRIPs with a fair value of $1,737 million were transferred from Level 1 to Level 2 because they were valued based on quoted prices in non-active markets (Level 2). There were no other transfers between Level 1 and Level 2 during the year. The System Plan enters into futures contracts, traded on regulated exchanges, to manage certain risks and to maintain appropriate market exposure in meeting the investment objectives of the System Plan. The System Plan bears the market risk that arises from any unfavorable changes in the value of the securities or indexes underlying these futures contracts. The use of futures contracts involves, to varying degrees, elements of market risk in excess of the amount recorded in the Consolidated Statements of Condition. The guidelines established by the CIP further reduce risk by 91 limiting the net futures positions, for most fund managers, to 15 percent of the market value of the advisor’s portfolio. At December 31, 2013 and 2012, a portion of short-term investments was available for futures trading. There were $8 million and $7 million of Treasury securities pledged as collateral for the years ended December 31, 2013 and 2012, respectively. Thrift Plan Employees of the Bank participate in the defined contribution Thrift Plan for Employees of the Federal Reserve System (Thrift Plan). The Bank matches 100 percent of the first six percent of employee contributions from the date of hire and provides an automatic employer contribution of one percent of eligible pay. The Bank’s Thrift Plan contributions totaled $26 million and $25 million for the years ended December 31, 2013 and 2012, respectively, and are reported as a component of “Operating expenses: Salaries and benefits” in the Consolidated Statements of Income and Comprehensive Income. 10. POSTRETIREMENT BENEFITS OTHER THAN RETIREMENT PLANS AND POSTEMPLOYMENT BENEFITS Postretirement Benefits Other Than Retirement Plans In addition to the Bank’s retirement plans, employees who have met certain age and length-of-service requirements are eligible for both medical and life insurance benefits during retirement. The Bank funds benefits payable under the medical and life insurance plans as due and, accordingly, has no plan assets. Following is a reconciliation of the beginning and ending balances of the benefit obligation (in millions): 2013 2012 Accumulated postretirement benefit obligation at January 1 $ 382 $ 319 Service cost–benefits earned during the period 16 13 Interest cost on accumulated benefit obligation 14 15 Net actuarial (gain) loss (53) 49 Special terminations benefits loss 1 — Contributions by plan participants 3 2 Benefits paid (20) (17) Medicare Part D subsidies 1 1 Plan amendments (1) — Accumulated postretirement benefit obligation at December 31 $ 343 $ 382 92 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT At December 31, 2013 and 2012, the weighted-average discount rate assumptions used in developing the postretirement benefit obligation were 4.79 percent and 3.75 percent, respectively. Discount rates reflect yields available on high-quality corporate bonds that would generate the cash flows necessary to pay the plan’s benefits when due. Beginning in 2013, the System Plan discount rate assumption setting convention changed from rounding the rate to the nearest 25 basis points to using an unrounded rate. Following is a reconciliation of the beginning and ending balance of the plan assets, the unfunded postretirement benefit obligation, and the accrued postretirement benefit costs (in millions): 2013 2012 Fair value of plan assets at January 1 $ — $ — Contributions by the employer 16 14 Contributions by plan participants 3 2 Benefits paid (20) (17) Medicare Part D subsidies 1 1 Fair value of plan assets at December 31 $ — $ — Unfunded obligation and accrued postretirement benefit cost $ 343 $ 382 Amounts included in accumulated other comprehensive loss are shown below: Prior service cost $ 1 $ — Net actuarial loss (69) (134) Total accumulated other comprehensive loss $(68) $(134) Accrued postretirement benefit costs are reported as a component of “Accrued benefit costs” in the Consolidated Statements of Condition. For measurement purposes, the assumed health-care cost trend rates at December 31 are as follows: Health-care cost trend rate assumed for next year Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) Year that the rate reaches the ultimate trend rate 2013 2012 7.00% 7.00% 5.00% 2019 5.00% 2018 93 Assumed health-care cost trend rates have a significant effect on the amounts reported for health-care plans. A one percentage-point change in assumed health-care cost trend rates would have the following effects for the year ended December 31, 2013 (in millions): Effect on aggregate of service and interest cost components of net periodic postretirement benefit costs Effect on accumulated postretirement benefit obligation One PercentagePoint Increase $ 6 One PercentagePoint Decrease $ (5) 47 (39) The following is a summary of the components of net periodic postretirement benefit expense for the years ended December 31 (in millions): 2013 2012 Service cost–benefits earned during the period $ 16 $13 Interest cost on accumulated benefit obligation 14 15 Amortization of net actuarial loss 12 9 Total periodic expense 42 37 Special termination benefits loss 1 — Net periodic postretirement benefit expense $ 43 $ 37 Estimated amounts that will be amortized from accumulated other comprehensive loss into net periodic postretirement benefit expense in 2014 are shown below: Prior service cost $— Net actuarial loss 4 Total $ 4 Net postretirement benefit costs are actuarially determined using a January 1 measurement date. At January 1, 2013 and 2012, the weighted-average discount rate assumptions used to determine net periodic postretirement benefit costs were 3.75 percent and 4.50 percent, respectively. Net periodic postretirement benefit expense is reported as a component of “Operating expenses: Salaries and benefits” in the Consolidated Statements of Income and Comprehensive Income. 94 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT The Medicare Prescription Drug, Improvement and Modernization Act of 2003 established a prescription drug benefit under Medicare (Medicare Part D) and a federal subsidy to sponsors of retiree health-care benefit plans that provide benefits that are at least actuarially equivalent to Medicare Part D. The benefits provided under the Bank’s plan to certain participants are at least actuarially equivalent to the Medicare Part D prescription drug benefit. The estimated effects of the subsidy are reflected in actuarial loss in the accumulated postretirement benefit obligation and net periodic postretirement benefit expense. Federal Medicare Part D subsidy receipts were $0.8 million and $0.9 million in the years ended December 31, 2013 and 2012, respectively. Expected receipts in 2014, related to benefits paid in the years ended December 31, 2013 and 2012, are $0.8 million. The following is a summary of expected postretirement benefit payments (in millions): Without Subsidy With Subsidy 2014 $ 17 $ 16 2015 18 17 2016 19 17 2017 20 18 2018 20 19 2019-2023 118 109 Total $ 212 $ 196 Postemployment Benefits The Bank offers benefits to former or inactive employees. Postemployment benefit costs are actuarially determined using a December 31 measurement date and include the cost of medical, dental, and vision insurance; survivor income; disability benefits; and self-insured workers’ compensation expenses. The accrued postemployment benefit costs recognized by the Bank at December 31, 2013 and 2012, were $37 million and $42 million, respectively. This cost is included as a component of “Accrued benefit costs” in the Consolidated Statements of Condition. Net periodic postemployment benefit expense (credit) included in 2013 and 2012 operating expenses were $2 million and $7 million, respectively, and are recorded as a component of “Operating expenses: Salaries and benefits” in the Consolidated Statements of Income and Comprehensive Income. 95 11. ACCUMULATED OTHER COMPREHENSIVE INCOME AND OTHER COMPREHENSIVE INCOME Following is a reconciliation of beginning and ending balances of accumulated other comprehensive income (loss) as of December 31 (in millions): 2013 2012 Amount Amount Amount Related to Total Amount Related to Total Related to Postretirement Accumulated Related to Postretirement Accumulated Defined Benefits Other Other Defined Benefits Other Other Benefit Than Retirement Comprehensive Benefit Than Retirement Comprehensive Retirement Plan Plans Income (Loss) Retirement Plan Plans Income (Loss) Balance at January 1 $ (4,343) Change in funded status of benefit plans: Prior service costs arising during the year — Amortization of prior service cost 1031 Change in prior service costs related to benefit plans 103 Net actuarial gain (losses) arising during the year 1,572 Amortization of net actuarial loss 2841 Change in actuarial gain (losses) related to benefit plans 1,856 Change in funded status of benefit plans–other comprehensive income (loss) 1,959 Balance at December 31 $(2,384) $(132) $ (4,475) $(4,449) $ (92) $(4,541) 1 1 64 — 64 —2 103 1161 —2 116 1 104 180 — 180 53 1,625 (366) (49) (415) 102 294 92 301 63 1,919 (74) (40) (114) 64 2,023 106 (40) 66 $(68) $ (2,452) $(4,343) $(132) $(4,475) 2921 1 Reclassification is reported as a component of “Operating Expenses: Net periodic pension expense” in the Consolidated Statements of Income and Comprehensive Income. 2 Reclassification is reported as a component of “Operating Expenses: Salaries and benefits” in the Consolidated Statements of Income and Comprehensive Income. 96 Additional detail regarding the classification of accumulated other comprehensive loss is included in Note 9 and 10. FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT 12. BUSINESS RESTRUCTURING CHARGES The Bank had no business restructuring charges in 2013 or 2012. 13. DISTRIBUTION OF COMPREHENSIVE INCOME In accordance with Board policy, Reserve Banks remit excess earnings, after providing for dividends and the amount necessary to equate surplus with capital paid-in, to the U.S. Treasury as earnings remittances to Treasury. The following table presents the distribution of the Bank’s comprehensive income in accordance with the Board’s policy for the years ended December 31 (in millions): 2013 Dividends on capital stock Transfer to surplus–amount required to equate surplus with capital paid-in Earnings remittances to Treasury Total distribution $ 526 100 45,941 $46,567 2012 $ 523 68 51,023 $51,614 14. SUBSEQUENT EVENTS There were no subsequent events that require adjustments to or disclosures in the consolidated financial statements as of December 31, 2013. Subsequent events were evaluated through March 14, 2014, which is the date that the consolidated financial statements were available to be issued. 97 Directors of the Federal Reserve Bank of New York 99 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT CHANGES IN DIRECTORS 2014 Member banks in this District have reelected GERALD H. LIPKIN a class A director for a three-year term beginning January 2014. Mr. Lipkin, who is Chairman, President, and Chief Executive Officer of Valley National Bank, Wayne, N.J., has been serving as a class A director since July 2013. Member banks in this District have elected DAVID M. COTE, Chairman and Chief Executive Officer, Honeywell International Inc., Morristown, N.J., a class B director for the term of office ending December 2016. The Board of Governors has appointed MARC TESSIER-LAVIGNE, President, The Rockefeller University, New York, N.Y., a class C director for a three-year term beginning January 2014. Dr. Tessier-Lavigne succeeds Kathryn S. Wylde, President and Chief Executive Officer, Partner ship for New York City, New York, N.Y., who served as a class C director since July 2009 and Deputy Chair since January 2011. The Board of Governors has redesignated EMILY K. RAFFERTY, President, The Metro politan Museum of Art, New York, N.Y., as Chair of the Board and Federal Reserve Agent for the year 2014. Ms. Rafferty has been serving as a class C director since January 2011. The Board of Governors has also designated SARA HOROWITZ, Executive Director, Free lancers Union, Brooklyn, N.Y., as Deputy Chair for the year 2014. Ms. Horowitz has been serving as a class C director since January 2013. 101 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT DIRECTORS OF THE FEDERAL RESERVE BANK OF NEW YORK DIRECTORS TERM EXPIRES DEC. 31 CLASS RICHARD L. CARRIÓN Chairman, President, and Chief Executive Officer Popular, Inc., San Juan, P.R. 2015 A GERALD H. LIPKIN Chairman, President, and Chief Executive Officer Valley National Bank., Wayne, N.J. 2013 A PAUL P. MELLO President and Chief Executive Officer Solvay Bank, Solvay, N.Y. 2014 A GLENN H. HUTCHINS Co-Founder Silver Lake, New York, N.Y. 2015 B ALPHONSO O’NEIL-WHITE President and Chief Executive Officer HealthNow New York Inc., Buffalo, N.Y. 2013 B TERRY J. LUNDGREN Chairman, President, and Chief Executive Officer Macy’s, Inc., New York, N.Y. 2014 B EMILY K. RAFFERTY, Chair and Federal Reserve Agent President The Metropolitan Museum of Art, New York, N.Y. 2014 C KATHRYN S. WYLDE, Deputy Chair President and Chief Executive Officer Partnership for New York City, New York, N.Y. 2013 C SARA HOROWITZ Executive Director Freelancers Union, Brooklyn, N.Y. 2015 C 103 Advisory Groups 105 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT ADVISORY GROUPS ADVISORY COUNCIL ON SMALL BUSINESS AND AGRICULTURE COMMUNITY DEPOSITORY INSTITUTIONS ADVISORY COUNCIL ALEJANDRO BALLESTER President Ballester Hermanos, Inc. Cataño, P.R. MICHAEL J. CASTELLANA President and Chief Executive Officer SEFCU Albany, N.Y. JAMES W. FULMER Chairman, President, and Chief Executive Officer The Bank of Castile Batavia, N.Y. STEWART BRUNHOUSE President A&A Company, Inc. South Plainfield, N.J. ROBERT G. ALLEN President and Chief Executive Officer Teachers Federal Credit Union Hauppauge, N.Y. SALEEM IQBAL President and Chief Executive Officer Habib American Bank New York, N.Y. WILLIAM M. BYRNE, JR. Chairman of the Board Byrne Dairy, Inc. Weedsport, N.Y. JOHN R. BURAN President and Chief Executive Officer Flushing Bank and Flushing Financial Corp. Lake Success, N.Y. FRANK A. KISSEL Chairman Peapack-Gladstone Bank and PeapackGladstone Financial Corp. Bedminster, N.J. LISA M. CATHIE President and Chief Executive Officer Ulster Savings Bank Kingston, N.Y. MARY D. MADDEN President and Chief Executive Officer Hudson Valley Federal Credit Union Poughkeepsie, N.Y. MARTIN A. DIETRICH President and Chief Executive Officer NBT Bank, N.A., and NBT Bancorp, Inc. Norwich, N.Y. THOMAS J. SHARA President and Chief Executive Officer Lakeland Bank and Lakeland Bancorp, Inc. Oak Ridge, N.J. Chair DAVID CAMPBELL President and CEO Ring’s End, Inc. Darien, Conn. GALE EPSTEIN President and Creative Director Hanky Panky New York, N.Y. KENNETH FRANASIAK Chairman and Chief Executive Officer Calamar Wheatfield, N.Y. MARGARET KRUMHOLZ President Disc Graphics Inc. Hauppauge, N.Y. JOSÉ RAFAEL FERNÁNDEZ President, Chief Executive Officer, and Vice Chairman Oriental Bank and OFG Bancorp San Juan, P.R. JOHN F. TRENTACOSTA President and Chief Executive Officer Newtown Savings Bank Newtown, Conn. PETER MAGLATHLIN Chief Executive Officer MBI, Inc. Norwalk, Conn. EDWARD TREGURTHA President Moran Towing Corporation New Canaan, Conn. 107 ECONOMIC ADVISORY PANEL ROBERT BARRO Harvard University ALAN S. BLINDER Princeton University MARTIN FELDSTEIN Harvard University JEFFREY FRANKEL Harvard University DR. JACOB A. FRENKEL JPMorgan Chase International MARK GERTLER New York University MARVIN GOODFRIEND Carnegie Mellon University AUSTAN GOOLSBEE University of Chicago JAN HATZIUS Goldman Sachs & Co. PETER HOOPER Deutsche Bank Securities, Inc. GLENN HUBBARD Columbia University ANIL KASHYAP University of Chicago N. GREGORY MANKIW Harvard University CATHERINE L. MANN Brandeis University FREDERIC MISHKIN Columbia University KENNETH ROGOFF Harvard University MICHAEL WOODFORD Columbia University 108 FEDWIRE SECURITIES CUSTOMER ADVISORY GROUP MICHAEL ALBANESE Executive Director JPMorgan Chase Bank, N.A. JOHN AXELSON Vice President US Bank BRENT BLAKE Vice President State Street Bank and Trust Company TERRY BOUTHILET Vice President Wells Fargo MICHAEL BROWN Senior Vice President Fannie Mae KEVIN CAFFREY Managing Director The Bank of New York Mellon CARL D’ANGELO Cash Management Director Freddie Mac JANICE HAMILTON Senior Vice President Northern Trust CHRIS HARPER Director Federal Home Loan Banks ELKE JAKUBOWSKI Vice President The Depository Trust & Clearing Corporation LYNDON JAMES Senior Vice President Citibank, N.A. RICHARD KALB Director Citibank, N.A. CHAD OHMANN Settlements Supervisor US Bank ALAIN PAKABOMBA Senior Director Freddie Mac ROB RAYMOND Vice President Bank of America/Merrill Lynch DAVID ROSENGARTEN Executive Director JPMorgan Chase Bank, N.A. DARA SEAMAN Assistant Commissioner U.S. Department of the Treasury FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT FEDERAL ADVISORY COUNCIL Second District Member JAMES P. GORMAN Chairman and Chief Executive Officer Morgan Stanley New York, N.Y. INVESTOR ADVISORY COMMITTEE ON FINANCIAL MARKETS NICOLE ARNABOLDI Vice Chairman, Asset Management Credit Suisse Group LOUIS BACON Chairman, Chief Executive Officer, and Founder Moore Capital Management, LP JAMES CHANOS Founder and President Kynikos Associates MOHAMED EL-ERIAN Chief Executive Officer and Co-Chief Investment Officer PIMCO MARY CALLAHAN ERDOES Chief Executive Officer J.P. Morgan Asset Management GARTH FRIESEN Principal and Co-Chief Investment Officer III Associates JOSHUA HARRIS Founder and Chief Investment Officer Apollo Management ALAN HOWARD Founder Brevan Howard SCOTT MINERD Global Chief Investment Officer and Managing Partner Guggenheim Partners MICHAEL NOVOGRATZ President and Director Fortress Investment Group LLC RICK RIEDER Chief Investment Officer and Co-Head of Americas Fixed Income BlackRock, Inc. LAWRENCE M. V. D. SCHLOSS Chief Investment Officer and Deputy Comptroller for Pensions New York City Retirement Systems JES STALEY Managing Partner BlueMountain Capital Management, LLC MORGAN STARK Managing Member Ramius LLC DAVID TEPPER Founder and President Appaloosa Management L.P. DEREK KAUFMAN Head of Global Fixed Income Citadel LLC 109 MONETARY POLICY ADVISORY PANEL MARKUS BRUNNERMEIER Princeton University MARK GERTLER New York University NOBUHIRO KIYOTAKI Princeton University FREDERICK MISHKIN Columbia University RICARDO REIS Columbia University CHRISTOPHER SIMS Princeton University MICHAEL WOODFORD Columbia University UPSTATE NEW YORK REGIONAL ADVISORY BOARD TIMOTHY BUSCH Executive Vice President and Chief Operations Officer Nexstar Broadcasting Group, Inc. Rochester, N.Y. BAL DIXIT Chairman Newtex Industries Pittsford, N.Y. WILLIAM GISEL President and Chief Executive Officer Rich Products Corporation Buffalo, N.Y. JAMES P. LAURITO President Central Hudson Gas and Electric Corporation Poughkeepsie, N.Y. JORDAN LEVY New York Partner Softbank Capital Buffalo, N.Y. 110 MARTIN MUCCI President and Chief Executive Officer PayChex Rochester, N.Y. BRENT SAUNDERS Chief Executive Officer Bausch and Lomb Incorporated Rochester, N.Y. ROBERT L. STEVENSON President Eastman Machine Company Buffalo, N.Y. HAMDI ULUKAYA President and Chief Executive Officer Agro-Farma (Chobani) Norwich, N.Y. CARLOS UNANUE President Goya de Puerto Rico, Inc. Bayamón, P.R. FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT WHOLESALE CUSTOMER ADVISORY GROUP MICHAEL BELLACOSA Director The Bank of New York Mellon MIGUEL GUERRERO Vice President PNC Bank ROSEANNE ROSENBERGER Senior Product Manager KeyBank KEFEI CHANG Director Deutsche Bank JAMES KENNY Director Bank of America MARY KATE SAVINI Assistant Vice President State Street MITCHELL CHRISTENSEN Executive Vice President Wells Fargo Bank MICHAEL KNORR Director Citigroup DEBBIE WISE Group Vice President SunTrust Bank JEFFREY DUNN Vice President US Bank Corporation VANESSA LIN Senior Vice President HSBC Bank, USA STEVE FULLENKAMP Vice President JPMorgan Chase MARIE-JUDE MAIGNAN Director UBS 111 Officers of the Federal Reserve Bank of New York 113 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT OFFICERS OF THE FEDERAL RESERVE BANK OF NEW YORK As of December 31, 2013 WILLIAM C. DUDLEY President CHRISTINE M. CUMMING First Vice President THOMAS C. BAXTER, JR. General Counsel and Executive Vice President Legal JAMES J. McANDREWS Director of Research and Executive Vice President Research and Statistics TERRENCE J. CHECKI Executive Vice President Emerging Markets and International Affairs SUSAN W. MINK Executive Vice President Human Resources WILLIAM T. CHRISTIE Chief Information Officer and Executive Vice President Technology Services SARAH J. DAHLGREN Executive Vice President Financial Institution Supervision SANDRA C. KRIEGER Executive Vice President Risk MICHAEL STRINE Executive Vice President Corporate JOSEPH S. TRACY Senior Advisor to the President and Executive Vice President Executive Office SIMON M. POTTER Executive Vice President Markets EDWARD C. SMITH General Auditor and Executive Vice President Audit ROSEANN STICHNOTH Executive Vice President Financial Services 115 AUDIT GROUP EDWARD C. SMITH General Auditor and Executive Vice President CLIVE W. BLACKWOOD Deputy General Auditor and Vice President ISAAC SMITH, JR. Assistant Vice President AUDREY A. FOSTER Audit Officer DONNA M. GALLO Audit Officer RALPH W. HESSLER Audit Officer PADMA KUMAR Audit Officer COMMUNICATIONS GROUP JACK GUTT Group Head and Vice President MICHAEL STRINE Executive Vice President Business Process Excellence (BPE) Digital and Multimedia Communications DONA M. WONG Vice President ANDREW GIANNELLI Communications Officer Economic Education ANAND R. MARRI Vice President Internal Communication NICHOLAS BALAMACI Vice President ED CHENEY Communications Officer NORA FITZPATRICK Communications Officer ZACHERY R. BRICE Assistant Vice President JOSEPH R. COVELLO BPE Officer Corporate Group Strategy and Operations Staff (CGSO) JEFFREY W. MEANEY Vice President THOMAS P. REILLY Vice President KENT BAIN Assistant Vice President JOSEPH D. J. DeMARTINI Assistant Vice President AILEEN R. GRIFFITH Assistant Vice President Media Relations RICHARD L. PRISCO Assistant Vice President ANDREA R. PRIEST Assistant Vice President CHRISTIAN A. FACQ CGSO Officer JONATHAN A. FREED Media Relations Officer MARC S. LEMBERG CGSO Officer Regional and Community Outreach RONALD J. LICARE CGSO Officer KAUSAR HAMDANI Senior Vice President RAE D. ROSEN Vice President CLAIRE KRAMER MILLS Regional and Community Outreach Officer 116 CORPORATE GROUP JOHN D. MILUSICH CGSO Officer JOANNE R. RUBERTO CGSO Officer JOHN F. SEARS CGSO Officer MARK A. SLAGUS CGSO Officer FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Corporate Staff Financial Management MARIA GRACE C. AMBROSIO Senior Vice President CHRISTINA X. MILLER Vice President SCOTT R. GURBA Senior Vice President TAMRA J. WHEELER Vice President CHRISTINA S. KITE Senior Vice President JOSEPH MEMMOLO Assistant Vice President ROBERT GALLETTA Vice President ROBERT M. POFSKY Assistant Vice President ANN M. HERON Vice President CHRISTOPHER GRANDICH Financial Management Officer GARY J. KAPLAN Assistant Vice President PAUL R. HAMATY Financial Management Officer JOSEPH J. MARRACCINO Assistant Vice President GEORGE P. PEREIRA Financial Management Officer Strategic Investment and Risk Assessment Office LOLA S. JUDGE Senior Vice President TAMARA S. DAUGHDRILL Assistant Vice President MARIA C. MASSEI-ROSATO Assistant Vice President 117 EMERGING MARKETS AND INTERNATIONAL AFFAIRS GROUP WILLIAM C. DUDLEY President TERRENCE J. CHECKI Executive Vice President CHRISTINE M. CUMMING First Vice President MICHAEL SCHETZEL Vice President Chief of Staff ’s Office Development Studies and Foreign Research JOSEPH S. TRACY Senior Advisor to the President and Executive Vice President JOHN J. CLARK, JR. Senior Vice President ZAHRA EL-MEKKAWY Senior Vice President IDANNA APPIO Vice President JAMES P. BERGIN Chief of Staff and Vice President MATTHEW D. HIGGINS Vice President NATASHA M. ZABKA Deputy Chief of Staff for Operations and Assistant Vice President HUNTER L. CLARK Assistant Vice President SETH E. SEARLS Officer Financial Markets and Institutions Equal Employment Opportunity Office TAMRA J. WHEELER Vice President B. GERARD DAGES Senior Vice President DONALD V. DAVIS Assistant Vice President JENNIFER S. CRYSTAL Vice President Financial Stability and Regulatory Policy TRICIA E. KISSINGER Assistant Vice President MARGARET M. McCONNELL Director and Senior Vice President International Affairs SARAH BELL Assistant Vice President HOWARD J. HOWE Assistant Vice President 118 EXECUTIVE OFFICE SANDRA LEE Assistant Vice President Office of Diversity and Inclusion DIANE T. ASHLEY Chief Diversity Officer, Director of the Office of Minority and Women Inclusion, and Vice President ANIKA D. PRATT Diversity Officer Wholesale Product Office RICHARD P. DZINA Senior Vice President and Wholesale Product Manager JAMES D. NARRON Senior Vice President SARINA PANG Senior Vice President ROBYN A. BRANDOW Vice President CARLOS FUENTES Vice President ANDREW B. GERSON Vice President KENNETH S. ISAACSON Vice President PEGGY AU Wholesale Product Officer LISA R. PACHECO Wholesale Product Officer GINA S. RUSSO Wholesale Product Officer FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT FINANCIAL INSTITUTION SUPERVISION GROUP SARAH J. DAHLGREN Executive Vice President STEPHANIE J. CHALY Assistant Vice President MARK E. GLEASON Examining Officer Complex Financial Institutions KEVIN COFFEY Assistant Vice President JUDITH J. GRUTTMAN Examining Officer LaVERNE CORNWELL Assistant Vice President JOHN A. HEINZE Examining Officer DANIEL E. ELDER Assistant Vice President CHRISTOPHER R. HUNTER Examining Officer HAMPTON FINER Assistant Vice President ANNA IACUCCI Examining Officer MAYRA GONZALEZ Assistant Vice President WILLIAM E. KELLY Examining Officer STEVEN A. MIRSKY Assistant Vice President JOHNATHON J. B. KIM Examining Officer WENDY NG Assistant Vice President THEONILLA LEE-CHAN Examining Officer R. SUSAN STIEHM Assistant Vice President JOHN J. LITTLE Examining Officer DANIEL SULLIVAN Assistant Vice President TAMARA MARCOPULOS Examining Officer KATHERINE L. TILGHMAN HILL Assistant Vice President GLEN J. REPPY Examining Officer LUCINDA M. BRICKLER Senior Vice President WILLIAM J. BRODOWS Senior Vice President MARTHA CUMMINGS Senior Vice President CAROLINE FRAWLEY Senior Vice President LAUREN A. HARGRAVES Senior Vice President STEVEN J. MANZARI Senior Vice President DANIEL A. MUCCIA Senior Vice President BRUCE T. RICHARDS Senior Vice President ANDREW M. DANZIG Vice President DANA R. GREEN Vice President ALEJANDRO A. LATORRE Vice President JOHN RICKETTI Vice President VANDANA SHARMA Vice President JAMES B. WALL Vice President PAUL D. WHYNOTT Vice President ETHAN S. BUYON Assistant Vice President TODD M. WASZKELEWICZ Assistant Vice President BARBARA J. YELCICH Assistant Vice President SUKHPAL BHATTI Examining Officer PETER R. DRAKE Examining Officer AMY E. FLYNN Examining Officer H. CLAY SAYLOR III Examining Officer GLEN J. SNAJDER Examining Officer F. BARD STERMASI Examining Officer LILY THAM Examining Officer JANE WAKEFIELD Examining Officer 119 Cross-Firm Perspective and Analytics Financial Market Infrastructure MICHAEL J. ALIX Senior Vice President JEANMARIE DAVIS Senior Vice President JOHN E. KAMBHU Vice President LISA M. JONIAUX Vice President RENATO J. SCINTO Vice President DENISE B. SCHMEDES Vice President MICHAEL E. HOLSCHER Assistant Vice President RONALD P. STROZ Vice President DINA M. MAHER Assistant Vice President WILLIAM J. CARLUCCI Assistant Vice President STACY L. MANUEL Assistant Vice President VIKEN CHAKRIAN Assistant Vice President AFSHIN TABER Examining Officer THOMAS FERLAZZO Assistant Vice President EMILY G. YANG Examining Officer KEITH PULSIFER Assistant Vice President Financial Institution Supervision Executive Office JAMES R. HENNESSY Chief of Staff and Senior Vice President JOHANNA M. SCHWAB Examining Officer HOMER C. HILL Chief Operating Officer and Senior Vice President CHRISTOPHER T. TSUBOI Examining Officer CLAUDIA A. FRANCO Financial Institution Supervision Officer JACQUELINE M. McCORMACK Financial Institution Supervision Officer BARBARA L. TOMSEY Financial Institution Supervision Officer 120 ROGER R. GRAHAM Examining Officer Group Operations GRACE Y. SONE Assistant Vice President PAMELA W. YIP Assistant Vice President MARGARET E. BRUSH Financial Institution Supervision Officer ERNEST NIZHNER Financial Institution Supervision Officer MARK C. SCAPP Examining Officer Large International Financial Institutions PATRICIA T. MEADOW Vice President S. MICHAEL KOH Assistant Vice President JACQUELINE M. LOVISA Assistant Vice President PAUL A. GUIDER Examining Officer ANNE M. MacEWEN Examining Officer RALPH T. SANTASIERO Examining Officer JEFFREY C. BLYE Vice President SHIVAJI C. VOHRA Examining Officer JOONHO LEE Vice President Regional, Community, and Foreign Institutions DANNY BRANDO Assistant Vice President F. CHRISTOPHER CALABIA Senior Vice President PAUL R. COPPOLA Assistant Vice President JAN H. VOIGTS Vice President PETER MORREALE Assistant Vice President LAURENCE C. BONNEMERE Assistant Vice President FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT ERIC A. CABAN Assistant Vice President SARAH P. ADELSON Assistant Vice President IRENE C. KRAULAND Examining Officer BETTYANN L. GRIFFITH Assistant Vice President KAREN R. KAHRS Assistant Vice President JOHN J. O’SULLIVAN Examining Officer ROBERT G. GUTIERREZ Assistant Vice President MARTIN LORD Assistant Vice President LUCETTE PECORARO Examining Officer MARYANN CAMPBELL Examining Officer ANN E. MINER Assistant Vice President JOHN F. REYNOLDS Examining Officer WARREN HRUNG Examining Officer BRIAN O’HALLORAN Assistant Vice President DENNIS J. RYAN Examining Officer WILMA SABADO Examining Officer KAREN Y. SCHNECK Assistant Vice President DAVID A. SMITH Examining Officer MICHAEL WALSH Assistant Vice President KATHERYN A. N. VAN DER CELEN Examining Officer Risk STEVEN R. BLOCK Examining Officer ARTHUR G. ANGULO Senior Vice President RONALD CATHCART Senior Vice President DAVID A. DUTTENHOFER, JR. Senior Vice President JEFFREY INGBER Senior Vice President JAMES M. MAHONEY Senior Vice President JAINARYAN SOOKLAL Senior Vice President L. DARAU JOHNSON Vice President WING Y. OON Vice President IAN PRIOR Vice President YANHUI WANG Examining Officer Supervisory Policy LOUIS E. BRAUNSTEIN Examining Officer DIANNE K. DOBBECK Senior Vice President COLLEEN A. BURKE Examining Officer LANCE W. AUER Vice President ARI R. COHEN Examining Officer STEIN E. BERRE Vice President MARY ELLEN CRAIG Examining Officer CHARLES C. GRAY Vice President JAMES DeFALCO Examining Officer KRISTIN H. MALCARNEY Examining Officer BRIAN E. EARLY Examining Officer BRIAN E. HEFFERLE Examining Officer BEVERLY J. JULES Examining Officer 121 FINANCIAL SERVICES GROUP ROSEANN STICHNOTH Executive Vice President ROBERT S. IMPALLI Electronic Payments Officer KEVIN D. KRUEGER Assistant Vice President SARAH L. WEAN Electronic Payments Officer Cash and Custody BELINDA S. WILLIAMS Electronic Payments Officer HELEN E. MUCCIOLO Senior Vice President SUSAN W. MINK Executive Vice President GERALD L. STAGG, M.D. Medical Director and Senior Vice President Government-Wide Accounting LOUIS J. SCENTI, JR. Vice President MARGARET SAXENIAN Vice President DONNA J. CROUCH Vice President MATTHEW S. WAGNER Vice President CHRISTOPHER D. ARMSTRONG Assistant Vice President Group Support Services JOHN ESPOSITO Assistant Vice President EILEEN M. GOODMAN Assistant Vice President LISA M. BASILE Cash Officer RONALD G. HENRY Cash Officer JOHN M. HILL Cash Officer Electronic Payments GAIL R. ARMENDINGER Vice President CARL P. LUNDGREN Vice President ROBERT C. GALLO Assistant Vice President TRUPTI AMIN Electronic Payments Officer 122 HUMAN RESOURCES GROUP KEVIN D. KRUEGER Assistant Vice President International Treasury Services PATRICIA HILT Vice President BRIAN JACK Assistant Vice President SUSAN F. FALBE Assistant Vice President DANIELLE N. LEVITT Assistant Vice President KAREN P. LYNCH Assistant Vice President NICHOLAS C. MARLIN Assistant Vice President MARGARET M. MULLINS Assistant Vice President JENNIFER C. ROTH Assistant Vice President STEVEN E. WALKER Assistant Vice President DAN DIAZ Human Resources Officer TIMOTHY O’KEEFE Human Resources Officer FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT LEGAL GROUP THOMAS C. BAXTER, JR. General Counsel and Executive Vice President Bank Applications KENNETH H. JONES Compliance Officer TERRENCE I. SMITH Compliance Officer IVAN J. HURWITZ Vice President TINA M. STINSON-DaCRUZ Compliance Officer ROSALIE YEE Assistant Vice President Corporate Secretary’s Office BRIAN S. STEFFEY Bank Applications Officer Compliance MARTIN C. GRANT Chief Compliance and Ethics Officer and Senior Vice President BARRY M. SCHINDLER Compliance and Ethics Officer and Vice President MARINA I. ADAMS Assistant Vice President ROBERT P. ALLER Assistant Vice President DAVID K. CLUNE Compliance and Ethics Officer and Assistant Vice President AZISH E. FILABI Ethics Officer and Assistant Vice President EDWARD E. SILVA Assistant Vice President AJAY BADYAL Compliance Officer MICHAEL A. HELD Corporate Secretary, Deputy General Counsel, and Senior Vice President RONA B. STEIN Assistant Corporate Secretary and Vice President ROSEMARY A. LAZENBY Curating Officer Federal Reserve Law Enforcement Unit (LEU) NICHOLAS L. PROTO Chief Investigator and Senior Vice President STEPHANIE A. HELLER Deputy General Counsel and Senior Vice President HAERAN KIM Assistant General Counsel and Senior Vice President SHARI D. LEVENTHAL Deputy General Counsel and Senior Vice President MICHAEL S. NELSON Assistant General Counsel and Senior Vice President NICHOLAS L. PROTO Chief Investigator and Senior Vice President GREGORY CAVANAGH Counsel and Vice President RICHARD E. CHARLTON Counsel and Vice President RAYMOND B. CHECK Counsel and Vice President ROBERT N. SAMA Vice President YOON HI GREENE Counsel and Vice President WILLIAM N. SCHAEFER LEU Officer DAVID L. GROSS Counsel and Vice President Legal CANDACE M. JONES Counsel and Vice President JOYCE M. HANSEN Deputy General Counsel and Senior Vice President MICHAEL A. HELD Corporate Secretary, Deputy General Counsel, and Senior Vice President MICHELE H. KALSTEIN Counsel and Vice President SEAN O’MALLEY Deputy Chief Investigator–Enforcement and Vice President NEIL BERSON Compliance Officer BRETT S. PHILLIPS Counsel and Vice President DAVID L. CARANGELO Compliance Officer MICHAEL SCHUSSLER Counsel and Vice President 123 MARKETS GROUP DEBRA F. STONE Counsel and Vice President MEGHANN E. DONAHUE Counsel SIMON M. POTTER Executive Vice President JANINE M. TRAMONTANA Counsel and Vice President MARK GOLD Investigative Officer MICHELE R. WALSH Chief of Staff and Vice President VALERIE S. WILDE Counsel and Vice President TODD R. GREENBERG Contracts Officer Business Technology JENNIFER WOLGEMUTH Counsel and Vice President ERIN P. KELLY Counsel MICHAEL J. RECUPERO Senior Vice President ROBERTO G. AMENTA Investigator and Assistant Vice President KATHERINE S. LANDY Counsel MICHAEL J. BURK Vice President JORDAN AVNI Legal Automation Assistant Vice President MEGHAN McCURDY Counsel PAUL R. KOWALENKO Vice President SHRILAXMI S. SATYANARAYANA Counsel THOMAS I. PIDERIT Vice President MICHAEL V. CAMPBELL Counsel and Assistant Vice President MARY L. COLON Legal Administrative Officer and Assistant Vice President CATHERINE KUNG Counsel and Assistant Vice President ROSEANN NOTARO Counsel and Assistant Vice President SHAWN E. PHILLIPS Counsel and Assistant Vice President SHAWEI WANG SO Counsel and Assistant Vice President JOSEPH H. SOMMER Counsel and Assistant Vice President SOPHIA R. VICKSMAN Counsel and Assistant Vice President 124 NANCY L. SCHNABEL Counsel DAVID G. SEWELL Counsel JOSEPH R. TORREGROSSA Counsel Records Management MARTIN C. GRANT Chief Compliance and Ethics Officer and Senior Vice President ROSE PATRUNO Assistant Vice President OLEG KOZHUKHOV Assistant Vice President PETER J. SEIGEL Assistant Vice President DEBRA M. YOUNG Assistant Vice President LARISSA EZRA Markets Officer RYAN L. HIRSCHEY Markets Officer MAX HRABROV Markets Officer ANTHONY J. LIGUORI Markets Officer KEN R. RUFF Markets Officer FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT Central Bank and International Account Services SCOTT NEWMAN Assistant Vice President JANET S. RESELE-TIDEN Vice President TIMOTHY J. FOGARTY Senior Vice President THOMAS R. BREEN Markets Officer ZACHARY S. TAYLOR Vice President AMELIA R. MONCAYO Assistant Vice President JOSEPH M. BURKE Markets Officer NATHANIEL J. WUERFFEL Vice President ANNMARIE S. ROWE-STRAKER Assistant Vice President GERALD M. McCRINK Markets Officer PATRICIA A. ZOBEL Vice President ROSE M. UGARTE-GEE Assistant Vice President JOHN C. PARR Markets Officer KATHRYN B. CHEN Assistant Vice President ORSON F. KEEYS Markets Officer Market Operations Monitoring and Analysis CATHERINE LOMAX Markets Officer LORIE K. LOGAN Senior Vice President MICHELLE L. EZER Assistant Vice President MATTHEW NEMETH Markets Officer SUSAN E. McLAUGHLIN Senior Policy Advisor and Senior Vice President OLIVER A. GIANNOTTI Assistant Vice President PETER ROETHEL Markets Officer Group Shared Services ANNE F. BAUM Senior Vice President LEON W. TAUB Senior Vice President RANDALL B. BALDUCCI Vice President HOWARD B. FIELDS Vice President SUZANNE BENVENUTO Assistant Vice President ANNA CHANG Assistant Vice President DENLEY Y. S. CHEW Assistant Vice President KEVIN J. STIROH Senior Vice President CHRISTOPHER R. BURKE Vice President JOSHUA L. FROST Vice President CHERYL A. GLEASON Vice President KARIN J. KIMBROUGH Vice President ALLAN M. MALZ Vice President ANNA NORDSTROM Vice President ANGELA L. O’CONNOR Vice President JULIE A. REMACHE Vice President J. BENSON DURHAM Assistant Vice President FRANK M. KEANE Assistant Vice President DEBORAH L. LEONARD Assistant Vice President ROBERT H. LERMAN Assistant Vice President MATTHEW S. LIEBER Assistant Vice President DINA M. T. MARCHIONI Assistant Vice President JEFFREY M. MOORE Assistant Vice President MATTHEW D. RASKIN Assistant Vice President ROMAN SHIMONOV Assistant Vice President ELIZABETH CAVINESS Markets Officer 125 RESEARCH AND STATISTICS GROUP SAMUEL B. CHEUN Markets Officer JAMES J. McANDREWS Director of Research and Executive Vice President Capital Markets PATRICK O. DWYER Markets Officer TOBIAS ADRIAN Vice President JOHN R. FAULKNER Markets Officer MICHAEL J. FLEMING Vice President DAVID A. JONES Markets Officer ERNST SCHAUMBURG Research Officer AMANDA S. KIRBY Markets Officer Financial Intermediation JOHN McGOWAN Markets Officer MICHAEL B. McMORROW Markets Officer ROBERT D. PATALANO Markets Officer RANIA C. PERRY Markets Officer SCOTT SHERMAN Markets Officer DEANNA SONG Markets Officer WENDY WONG Markets Officer BEVERLY J. HIRTLE Senior Vice President LINDA S. GOLDBERG Vice President JOÃO A. SANTOS Vice President NICOLA CETORELLI Assistant Vice President HAMID MEHRAN Assistant Vice President DONALD P. MORGAN Assistant Vice President STAVROS C. PERISTIANI Assistant Vice President ANNA R. KOVNER Research Officer TANJU YORULMAZER Research Officer International Research THOMAS KLITGAARD Vice President MYNYRE AMITI Assistant Vice President 126 JOHANNES J. J. GROEN Research Officer Macroeconomic and Monetary Studies RICHARD W. PEACH Senior Vice President MARCO DEL NEGRO Assistant Vice President ROBERT W. RICH Assistant Vice President AYSEGUL SAHIN Assistant Vice President ARGIA M. SBORDONE Assistant Vice President STEFANIA ALBANESI Research Officer MARC P. GIANNONI Research Officer ANDREA TAMBALOTTI Research Officer Microeconomic Studies HENDRIKUS W. VAN DER KLAAUW Senior Vice President GIORGIO TOPA Vice President OLIVIER ARMANTIER Assistant Vice President STEFANO EUSEPI Research Officer Money and Payments Studies KENNETH D. GARBADE Senior Vice President RODNEY J. GARRATT Vice President ANTOINE MARTIN Vice President ASANI SARKAR Assistant Vice President FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT RISK GROUP Office of the Director Statistics ANDREW F. HAUGHWOUT Vice President KENNETH P. LAMAR Senior Vice President JONATHAN P. McCARTHY Vice President ANTHONY O. CIRILLO Assistant Vice President PAOLO A. PESENTI Vice President PATRICIA SELVAGGI Assistant Vice President Regional Analysis SANDRA Y. GALVAN Statistics Officer JAMES A. ORR Vice President RICHARD M. DEITZ Assistant Vice President JASON BRAM Research Officer Research Services WILLIAM G. SELICK Assistant Vice President MICHAEL A. De MOTT Research Officer JOSEPH P. HEANEY Research Officer WILLIAM D. HUNTER Statistics Officer RICHARD ROBERTS Statistics Officer SANDRA C. KRIEGER Executive Vice President Collateral Credit Risk Management ADAM B. ASHCRAFT Senior Vice President ERIC L. PARSONS Vice President DONALD V. DAVIS Assistant Vice President STEVEN SCHOEN Assistant Vice President PATRICK J. COYNE Risk Officer RITA J. CSEJTEY Risk Officer Credit Risk Management Technology Support MELANIE L. HEINTZ Vice President JHANKHNA N. VARMA Assistant Vice President VALERIE D. LaPORTE Research Officer Operational Risk MARC J. RABIN Research Officer DEBRA L. GRUBER Vice President 127 TECHNOLOGY SERVICES GROUP Payments Policy LAWRENCE M. SWEET Senior Vice President MARSHA K. TAKAGI Vice President MARILYN ARBUTHNOTT Assistant Vice President BRIAN J. 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BEYER Vice President ANAT GOURJI Vice President IRA KAHNER Vice President JOHN J. MOSQUERA Assistant Vice President CHERISA L. BURKE Technology Services Officer DAVID CAPPS Technology Services Officer Information Security ROY D. THETFORD, JR. Information Security Officer and Senior Vice President JEFFREY KLEIN Vice President DAVID B. DROSSMAN Assistant Vice President JAMIE BERNSTEIN Technology Services Officer Program Management Office RICHARD I. BARRETT Vice President JEAN M. STOLOFF Vice President FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT RONALD J. ZOLDY Vice President Technology Engineering and Computing Services NELL M. COTE Assistant Vice President SEAN G. MAHON Senior Vice President JAMES J. LEARY Assistant Vice President NICOLAE STANESCU Vice President SREEDEVI MANDALAPU Assistant Vice President JOSEPH D. LEONARD Assistant Vice President DIANE PILINKO Assistant Vice President PAUL R. SANS Assistant Vice President PERRY SANTACECILIA Assistant Vice President ANGELA JORDAN Technology Services Officer SALVATORE TIDONA Assistant Vice President RAFAEL KOSCIALKOWSKI Technology Services Officer JOHN G. BARRA Technology Services Officer RITA MILMEYSTER Technology Services Officer SUSIE Y. LEE Technology Services Officer SHLOMO ORBACH Technology Services Officer AMY C. LIU Technology Services Officer PETER SCHWAB Technology Services Officer KENNETH T. NORCROSS Technology Services Officer AMBROSE M. STAFYLERAS Technology Services Officer MICHAEL S. RUBIN Technology Services Officer JIA Y. YE Technology Services Officer Technology Strategy JEFFREY P. WEINSTEIN Senior Vice President THOMAS KLEIN Vice President BENNY E. NISSAN Vice President ISAAC B. OBSTFELD Vice President JORGE L. VIDAL Vice President HARRY M. ZIMBALIST Vice President SUSAN R. CHASE Assistant Vice President JILL SASSO Assistant Vice President TRACEY A. TERRY Assistant Vice President 129 Map of the Second Federal Reserve District 131 FEDERAL RESERVE BANK OF NEW YORK 2013 ANNUAL REPORT THE SECOND FEDERAL RESERVE DISTRICT CLINTON ST. LAWRENCE NEW YORK N FRANKLIN E W ESSEX JEFFERSON LEWIS S HAMILTON WARREN OSWEGO NIAGARA ONEIDA ORLEANS MONROE WAYNE ONONDAGA GENESEE ONTARIO ERIE WYOMING LIVINGSTON YATES SENECA CATTARAUGUS ALLEGANY OTSEGO CHEMUNG TIOGA SARATOGA ALBANY SCHOHARIE CORTLAND STEUBEN WASHINGTON FULTON MONTGOMERY SC'NECT'Y MADISON CAYUGA TOMPKINS SCHUYLER CHAUTAUQUA HERKIMER RENSSELAER CHENANGO GREENE DELAWARE COLUMBIA BROOME ULSTER PUTNAM ORANGE SUSSEX HUNTERDON NEW JERSEY FAIRFIELD WESTCHESTER ROCKLAND PASSAIC SUFFOLK BERGEN WARREN CONN. DUTCHESS SULLIVAN EROC MORRIS BRONX ESSEX HUDSON QUEENS UNION SOMERSET NASSAU KINGS RICHMOND MIDDLESEX MONMOUTH HEAD OFFICE (NEW YORK) PUERTO RICO U.S. VIRGIN ISLANDS 133