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FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT FEDERAL RESERVE BANK OF NEW YORK Annual Report For the year ended December 31, 2014 SECOND FEDERAL RESERVE DISTRICT FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT April 2015 To the Depository Institutions in the Second Federal Reserve District: It is my pleasure to send you the one-hundredth annual report of the Federal Reserve Bank of New York, covering the year 2014. Following the “Letter from the President,” the 2014 Annual Report presents detailed tables, with extensive notes, on the Bank’s financial condition. I hope you will find the information we present interesting and useful. William C. Dudley President FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT CONTENTS Letter from the President������������������������������������������������������������������������������������������������������������������������������� 1 Management’s Report on Internal Control over Financial Reporting���������������������������������������������������������� 4 External Auditor Independence��������������������������������������������������������������������������������������������������������������������� 6 Consolidated Financial Statements���������������������������������������������������������������������������������������������������������������� 8 Directors of the Federal Reserve Bank of New York��������������������������������������������������������������������������������� 62 Advisory Groups������������������������������������������������������������������������������������������������������������������������������������������ 65 Officers of the Federal Reserve Bank of New York����������������������������������������������������������������������������������� 71 Map of the Second Federal Reserve District����������������������������������������������������������������������������������������������� 88 CONTENTS LETTER FROM THE PRESIDENT PRESIDENT’S LETTER 1 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT LETTER FROM THE PRESIDENT I Testing for Operational Readiness for Policy Normalization am pleased to present the Federal Reserve Bank of New York’s 2014 Annual Report. This report provides an overview of our accounting policies, detailed information on our balance sheet, and our audited financial statements. In this letter, I will share with you some of our 2014 financial highlights—including changes in the balance sheet, operational tests and preparations for a more normalized monetary policy environment, steps taken to ensure that we have the best financial control environment in place, and some key milestones in our crisis interventions. All of this work is in support of the Federal Reserve’s mission to promote a healthy economy and a strong financial system. In October 2014, the Federal Open Market Committee (FOMC) ended the monthly purchase of longer-term Treasury securities and agency MBS. To prepare for the time when monetary policy normalization becomes appropriate, the New York Fed, beginning in 2013 and continuing in 2014, implemented a series of preparations and tests to ensure operational readiness. Specifically, in 2014 the New York Fed conducted daily overnight reverse repurchase agreement (RRP) operations and a series of term RRP operations. These exercises were intended to ensure operational readiness and to test the ability of the FOMC’s tools to set a floor on rates. Changes in Our Balance Sheet In December 2008, as evidence of a dramatic slowdown in the U.S. economy mounted, the Federal Reserve reduced its target for the federal funds rate—the interest rate that depository institutions charge each other for borrowing funds overnight—to nearly zero, to provide stimulus to households and businesses and to support economic recovery. With the funds rate near its effective lower bound, leaving little scope for further reductions, the Federal Reserve made a series of large-scale asset purchases (LSAPs) between late 2008 and October 2014. Internal Control Framework—Improving Our Processes As part of our financial management practices, we continue to look for ways to enhance our internal controls and governance. The New York Fed has voluntarily complied with Section 404 of the Sarbanes-Oxley Act since 2004 and, this year, adopted the 2013 Committee of Sponsoring Organizations (COSO) Internal Control Framework, a leading model for designing, implementing, and evaluating the effectiveness of internal controls. We were gratified to receive a favorable opinion from our external auditor on the effectiveness of these controls, and we will continue to explore new controls to ensure that we have a strong financial framework to carry out our mission. In recent years, the New York Fed’s balance sheet has reflected the unconventional measures undertaken by the Federal Reserve to support economic recovery. In 2014, the New York Fed purchased, as part of the LSAP program, $250 billion par value of longer-term Treasury securities and $200 billion par value of agency mortgage-backed securities (MBS) for the System Open Market Account (SOMA). These purchases drove an overall $472.9 billion increase in domestic SOMA holdings to a total of $4.4 trillion as of year-end. The Bank’s participated holdings of the domestic SOMA portfolio increased the Bank’s balance sheet by $524.3 billion to a total of $2.7 trillion as of year-end. Milestones for Crisis Interventions In 2014, we also marked some milestones by winding down many of the interventions deployed to combat the financial crisis and restore financial stability. Intense strains in financial markets during the crisis severely disrupted the flow of credit to U.S. households and businesses and led to a deep downturn in economic activity PRESIDENT’S LETTER 2 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT Another crisis intervention program that achieved a milestone in 2014 was the New York Fed’s extension of credit to prevent the disorderly failure of American International Group, Inc. (AIG). In November, the remaining cash held in reserve by two special purpose vehicles, Maiden Lane II LLC and Maiden Lane III LLC, was paid to the New York Fed and AIG, after payment of final trailing expenses. While profit was not the impetus for these programs, we were able to return a profit to the taxpayers of more than $9.5 billion since the inception of these crisis interventions. and a sharp increase in unemployment. Consistent with its statutory mandate to foster maximum employment and stable prices, the Federal Reserve established lending programs during the crisis to address the strains in financial markets, support the flow of credit to households and firms, and foster economic recovery. One program that was administered by the New York Fed was the Term Asset-Backed Securities Loan Facility (better known as TALF). TALF lending ended in June 2010, after the program had arranged more than $71 billion in loans to fund consumer and small business credit. This facility alone supported more than a million auto loans, several hundred thousand student loans, and tens of thousands of small business loans. The final TALF loan was paid down in full in October 2014, and TALF LLC, a special purpose vehicle related to TALF, made its final distribution to the New York Fed and the U.S. Treasury in November 2014. Subsequent to the final distribution, TALF LLC was legally terminated. A Look Ahead These are some of the financial highlights from 2014—all of which reflect our commitment to the Federal Reserve’s mission of promoting a healthy economy and a sound financial system. I am proud of the New York Fed’s work over the last year, and I am confident in this institution’s readiness to tackle the challenges of the years ahead. William C. Dudley April 3, 2015 PRESIDENT’S LETTER 3 MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING MANAGEMENT’S REPORT 4 FEDERAL RESERVE BANK of NEW YORK 2014 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 11, 2015 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, 2014 and 2013, 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 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 (2013) 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 MANAGEMENT’S REPORT 5 Michael Strine Principal Financial Officer EXTERNAL AUDITOR INDEPENDENCE EXTERNAL AUDITOR INDEPENDENCE 6 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT EXTERNAL AUDITOR INDEPENDENCE The Board of Governors engaged Deloitte & Touche LLP (D&T) to audit the 2014 combined and individual financial statements of the Reserve Banks and Maiden Lane LLC. In 2014, 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 $0.4 million was for the audit of Maiden Lane LLC. 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 2014, the Bank did not engage D&T for any non-audit services. 1In 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, the OEB, and the Consumer Financial Protection Bureau. EXTERNAL AUDITOR INDEPENDENCE 7 CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL STATEMENTS 8 FEDERAL RESERVE BANK of NEW YORK 2014 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, 2014 and 2013, 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, 2014, based on criteria established in Internal Control — Integrated Framework (2013) 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. 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, the auditor considers CONSOLIDATED FINANCIAL STATEMENTS 9 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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. CONSOLIDATED FINANCIAL STATEMENTS 10 FEDERAL RESERVE BANK of NEW YORK 2014 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, 2014 and 2013, 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, 2014, based on the criteria established in Internal Control — Integrated Framework (2013) 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 11, 2015 New York, New York CONSOLIDATED FINANCIAL STATEMENTS 11 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT Abbreviations: ABS ACH AIG AIGFP ASC ASU BEP Bureau CDO CDS CFE CIP CMBS FAM FASB Fannie Mae Freddie Mac FOMC FRN GAAP GSE IMF IMI JPMC LLC MBS ML ML II ML III MSCI MTM RMBS SBA SDR SERP SOMA STRIPS TALF TBA TDF TRS VIE Asset-backed securities Automated clearinghouse American International Group, Inc. American International Group, Inc. Financial Products Corp. Accounting Standards Codification Accounting Standards Update Benefit Equalization Retirement Plan Bureau of Consumer Financial Protection Collateralized debt obligation Credit default swaps Collateralized financing entity Committee on Investment Performance (related to System Retirement Plan) Commercial mortgage-backed securities Financial Accounting Manual for Federal Reserve Banks Financial Accounting Standards Board Federal National Mortgage Association Federal Home Loan Mortgage Corporation Federal Open Market Committee Floating rate notes Accounting principles generally accepted in the United States of America Government-sponsored enterprise International Monetary Fund Investible Markets Index JPMorgan Chase & Co. Limited liability company Mortgage-backed securities Maiden Lane LLC Maiden Lane II LLC Maiden Lane III LLC Morgan Stanley Capital International Mark-to-market Residential mortgage-backed securities Small Business Administration Special drawing rights Supplemental Retirement Plan for Select Officers of the Federal Reserve Banks System Open Market Account Separate Trading of Registered Interest and Principal Securities Term Asset-Backed Securities Loan Facility To be announced Term Deposit Facility Total return swap Variable interest entity ABBREVIATIONS 12 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT CONSOLIDATED STATEMENTS OF CONDITION As of December 31, 2014 and December 31, 2013 (in millions) 2014 ASSETS Gold certificates Special drawing rights certificates Coin Loans: Depository institutions Term Asset-Backed Securities Loan Facility (measured at fair value) System Open Market Account: Treasury securities, net (of which $6,840 and $9,512 is lent as of December 31, 2014 and 2013, respectively) Government-sponsored enterprise debt securities, net (of which $388 and $609 is lent as of December 31, 2014 and 2013, respectively) Federal agency and government-sponsored enterprise mortgage-backed securities, net Foreign currency denominated investments, net Central bank liquidity swaps Accrued interest receivable Other assets Investments held by consolidated variable interest entities (of which $1,808 and $1,774 is measured at fair value as of December 31, 2014 and 2013, respectively) Prepaid pension benefit costs Bank premises and equipment, net Deferred asset - remittances to the Treasury Interdistrict settlement account Other assets Total assets LIABILITIES AND CAPITAL Federal Reserve notes outstanding, net System Open Market Account: Securities sold under agreements to repurchase Other liabilities Liabilities of consolidated variable interest entities (of which $41 and $189 is measured at fair value as of December 31, 2014 and 2013, respectively) Deposits: Depository institutions Treasury, general account Other deposits Interest payable to depository institutions Accrued benefit costs Deferred credit items Accrued remittances to the Treasury Interdistrict settlement account Other liabilities Total liabilities Capital paid-in Surplus (including accumulated other comprehensive loss of $3,938 and $2,452 at December 31, 2014 and 2013, respectively) Total capital Total liabilities and capital $ 2013 4,125 1,818 79 $ 3,925 1,818 82 4 - 10 98 1,593,478 1,308,403 24,544 1,098,074 6,720 491 15,715 18 32,786 850,588 7,583 87 13,007 1 $ 1,811 475 923 304 2,748,579 $ 1,926 332 466 166,886 212 2,388,210 $ 418,319 $ 475,077 $ 312,919 509 175,193 738 127 274 1,560,513 223,452 25,392 86 1,495 3 187,283 65 2,730,163 1,518,974 162,399 33,962 70 444 3,328 61 2,370,520 9,208 8,845 9,208 18,416 2,748,579 8,845 17,690 2,388,210 $ The accompanying notes are an integral part of these consolidated financial statements. CONSOLIDATED FINANCIAL STATEMENTS 13 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME For the years ended December 31, 2014 and December 31, 2013 (in millions) 2014 INTEREST INCOME Loans: Term Asset-Backed Securities Loan Facility System Open Market Account: Treasury securities, net Government-sponsored enterprise debt securities, net Federal agency and government-sponsored enterprise mortgage-backed securities, net Foreign currency denominated investments, net Central bank liquidity swaps Investments held by consolidated variable interest entities Total interest income $ INTEREST EXPENSE System Open Market Account: Securities sold under agreements to repurchase Other Deposits: Depository institutions Term Deposit Facility Total interest expense Net interest income NON-INTEREST (LOSS) INCOME System Open Market Account: Federal agency and government-sponsored enterprise mortgage-backed securities gains, net Foreign currency translation losses, net Other Consolidated variable interest entities: gains, net Income from services Compensation received for service costs provided Reimbursable services to government agencies Other Total non-interest (loss) income 2013 2 $ 6 37,733 941 30,664 25 77 69,442 28,691 1,206 20,368 31 7 6 50,315 68 1 34 - 4,797 117 4,983 64,459 3,713 7 3,754 46,561 48 (935) 8 37 95 2 120 7 (618) 28 (402) 12 183 90 3 120 6 40 630 64 18 39 352 189 607 70 18 37 619 202 343 183 1,818 324 180 2,057 Net income before providing for remittances to the Treasury Earnings remittances to the Treasury Net income (loss) 62,023 59,625 2,398 44,544 45,941 (1,397) Change in prior service costs related to benefit plans Change in actuarial (losses) gains related to benefit plans Total other comprehensive (loss) income Comprehensive income 100 (1,586) (1,486) 912 104 1,919 2,023 626 OPERATING EXPENSES Salaries and benefits Occupancy Equipment Compensation paid for service costs incurred Net periodic pension expense Other Assessments: Board of Governors operating expenses and currency costs Bureau of Consumer Financial Protection Total operating expenses $ The accompanying notes are an integral part of these consolidated financial statements. CONSOLIDATED FINANCIAL STATEMENTS 14 $ FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT CONSOLIDATED STATEMENTS OF CHANGES IN CAPITAL For the years ended December 31, 2014 and December 31, 2013 (in millions, except share data) Surplus Balance at December 31, 2012 (174,908,186 shares) Capital paid-in Net income retained Accumulated other comprehensive income (loss) $ $ $ 8,745 13,220 (4,475) Total surplus $ 8,745 Net change in capital stock issued (1,991,511 shares) 100 - - - Comprehensive income: Net loss Other comprehensive income Dividends on capital stock Net change in capital 100 (1,397) (526) (1,923) 2,023 2,023 (1,397) 2,023 (526) 100 Balance at December 31, 2013 (176,899,697 shares) $ Net change in capital stock issued (7,252,697 shares) Comprehensive income: Net income Other comprehensive loss Dividends on capital stock Net change in capital Balance at December 31, 2014 (184,152,394 shares) $ 8,845 $ 11,297 $ (2,452) $ 8,845 363 - - - 363 2,398 (549) 1,849 (1,486) (1,486) 2,398 (1,486) (549) 363 9,208 $ 13,146 $ (3,938) $ 9,208 The accompanying notes are an integral part of these consolidated financial statements. CONSOLIDATED FINANCIAL STATEMENTS 15 Total capital $ 17,490 100 (1,397) 2,023 (526) 200 $ 17,690 363 2,398 (1,486) (549) 726 $ 18,416 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 1. STRUCTURE The Federal Reserve Bank of New York (Bank) is part of the Federal Reserve System (System) and is one of the 12 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 12 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 nationally-chartered 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 12 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. 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 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 be prepared 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 14 foreign currencies, to hold balances in those NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 16 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT currencies, and to invest such foreign currency holdings, while maintaining adequate liquidity. The Bank holds these securities and obligations in the SOMA. 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. 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 U.S. dollar liquidity and reciprocal foreign currency 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. The Bank holds amounts outstanding under these swap lines in the SOMA. These swap lines, which were originally established as temporary arrangements, were converted to standing arrangements on October 31, 2013, and will remain in place 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 responses, 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. 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, the recording of all SOMA securities on a settlement-date basis, and the use of straight-line amortization for Treasury securities, GSE debt securities, and foreign currency denominated investments. Amortized cost, rather than the fair value presentation, more appropriately reflects the financial position associated with 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 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 17 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 Bank’s 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. In 2014, the description of certain line items presented in the Consolidated Statements of Condition and the Consolidated Statements of Income and Comprehensive Income 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: The line item “System Open Market Account: Other investments” has been revised in the Consolidated Statements of Condition to “System Open Market Account: Other assets.” The line item “System Open Market Account: Foreign currency denominated assets, net” has been revised in the Consolidated Statements of Income and Comprehensive Income to “System Open Market Account: Foreign currency denominated investments, net.” Certain amounts relating to the prior year have been reclassified in the Consolidated Statements of Condition to conform to the current year presentation. $116 million and $158 million previously reported as of December 31, 2013 as “Consolidated variable interest entities: Beneficial interest in consolidated variable interest entities” and “Consolidated variable interest entities: Other liabilities,” respectively, have been combined and reported in a new line titled “Liabilities of consolidated variable interest entities.” Certain 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. $12 million previously reported for the year ended December 31, 2013 as “Non-interest (loss) income: Other” has been reclassified into a new line titled “Non-interest (loss) income: System Open Market Account: Other.” $183 million and $0 previously reported for the year ended December 31, 2013 as “Non-interest (loss) income: Consolidated variable interest entities: Investments held by consolidated variable interest entities gains, net” and “Non-interest (loss) income: Consolidated variable interest entities: Beneficial interest in consolidated variable interest entities losses, net,” respectively, have been combined and reported in a new line titled “Non-interest (loss) income: Consolidated variable interest entities gains, net.” Significant accounts and accounting policies are explained below. 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 been eliminated in consolidation. See Note 6 for additional information on the VIEs. The consolidated financial statements of the Bank also include NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 18 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 Bank-owned 33 Maiden Lane building. 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. The Reserve Banks reviewed the law and evaluated the design of and their relationship to the Bureau and determined that it should not be consolidated in the Bank’s consolidated financial statements. 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. 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, 2014 and 2013. 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. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 19 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 gains (losses) on TALF loans that are recorded at fair value are reported as a component of “Non-interest (loss) 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 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 typically settled through a tri-party arrangement. In a triparty 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 InflationProtected Securities, Separate Trading of Registered Interest and Principal of Securities (STRIPS) Treasury securities, and Treasury Floating Rate Notes (FRN)); 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 federal 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. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 20 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT The Bank may engage in sales of securities under agreements to repurchase with primary dealers and with a set of expanded counterparties which includes banks, savings associations, GSEs, and domestic money market funds (Overnight and term reverse repurchase agreements). These reverse repurchase transactions, 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, or 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 “System Open Market Account: 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 “System Open Market Account: Treasury securities, net” and “System Open Market Account: Government-sponsored enterprise debt securities, net,” as appropriate, in the Consolidated Statements of Condition. Securities lending transactions are fully collateralized by Treasury securities based on the fair values of the securities lent increased by a margin determined by the Bank. The Bank charges the primary dealer a fee for borrowing securities, and these fees are reported as a component of “Non-interest (loss) income: System Open Market Account: 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 GovernmentSponsored Enterprise Mortgage-Backed Securities, Foreign Currency Denominated Investments, and Warehousing Agreements Interest income on Treasury securities, GSE debt securities, and foreign currency denominated investments included in the SOMA is accrued using the straight-line method. 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 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, 2014 and 2013, the Bank executed dollar rolls 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 (losses) resulting from these MBS transactions are reported as “Non-interest (loss) 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. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 21 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT Foreign currency denominated investments, 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 investments are reported as “Non-interest (loss) 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 investments, 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. 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 (loss) 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 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 22 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 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 amounts that the Bank receives are recorded as a liability. h. Investments Held by Consolidated Variable Interest Entities The investments held by consolidated VIEs consist primarily of short-term investments with maturities of greater than three months and less than one year, cash and cash equivalents, commercial mortgage loans, and swap contracts. Swap contracts consist of credit default swaps (CDS). 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: 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 2 to 50 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 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 and minor replacements related to software are charged to operating expense in the year incurred. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 23 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 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. 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 $56,971 million and $38,515 million at December 31, 2014 and 2013, respectively. At December 31, 2014 and 2013, all Federal Reserve notes outstanding, reduced by the Reserve Bank’s currency holdings, were fully collateralized. At December 31, 2014, all gold certificates, all special drawing rights certificates, and $1,282 billion of domestic securities held in the SOMA were pledged as collateral. At December 31, 2014, no investments denominated in foreign currencies were pledged as collateral. l. Liabilities of Consolidated Variable Interest Entities The liabilities of consolidated VIEs consist primarily of swap contracts, cash collateral on swap contracts, and beneficial interests. Swap contracts are recorded at fair value in accordance with ASC 815. The VIEs elected to measure all beneficial interests at fair value in accordance with ASC 825. Liabilities are reported as “Liabilities of consolidated variable interest entities” in the Consolidated Statements of Condition. Changes in fair value of the liabilities are recorded in “Non-interest (loss) income: Consolidated variable interest entities gains, net” in the Consolidated Statements of Income and Comprehensive Income. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 24 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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. 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, 2014 and 2013. 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. Deferred Credit Items 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 balance in this account can fluctuate significantly. 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 six 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 six percent on the paidin capital stock. This cumulative dividend is paid semiannually. p. Surplus The Board of Governors requires the Reserve Banks to maintain a surplus equal to the amount of capital paidin. 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. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 25 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT q. Remittances to the 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 the Treasury are made on a weekly basis. This amount is reported as “Earnings remittances to the Treasury” in the Consolidated Statements of Income and Comprehensive Income. The amount due to the Treasury is reported as “Accrued remittances to the Treasury” in the Consolidated Statements of Condition. See Note 13 for additional information on earnings remittances to the Treasury. 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. Accounting adjustments, including those recorded as of or near the financial statement date, can also result in suspending remittances to the Treasury and recording a deferred asset. As of December 31, 2014, such adjustments resulted in recording a deferred asset in the amount of $923 million, which is reported as “Deferred asset – remittances to the Treasury” in the Consolidated Statements of Condition. The deferred asset is reviewed for impairment and as of December 31, 2014, no impairment existed. 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, 2014 and 2013, 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. 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 “Non-interest (loss) 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 and the operations of the Bureau. 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. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 26 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT The Dodd-Frank Act requires that, after the transfer of its responsibilities to the Bureau on 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. After 2013, the amount will be adjusted annually in accordance with the provisions of the DoddFrank Act. The percentage of total operating expenses of the System for the years ended December 31, 2014 and 2013 was 12.22 percent ($608.4 million) and 12 percent ($597.6 million), respectively. 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. 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 between market participants at the measurement date. ASC 820 establishes a three-level 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 $15 million and $14 million for the years ended December 31, 2014 and 2013, 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. In 2014, the Treasury announced plans to consolidate the provision of substantially all fiscal agent services for the U.S. Treasury at the Federal Reserve Bank of Cleveland, the Federal Reserve Bank of Kansas City, the NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 27 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT Bank, and the Federal Reserve Bank of St. Louis. The implementation plan associated with this consolidation is expected to be completed in 2018. Note 12 describes the Bank’s restructuring initiatives and provides information about the costs and liabilities associated with employee separations and contract terminations. The costs associated with the impairment of certain Bank assets are discussed in Note 7. Costs and liabilities associated with enhanced pension benefits in connection with the restructuring activities for all of the Reserve Banks are recorded on the books of the Bank and discussed in Note 9. Costs and liabilities associated with enhanced postretirement benefits are discussed in Note 10. x. Recently Issued Accounting Standards In June 2013, the FASB issued Accounting Standards Update (ASU) 2013-08, Financial Services – Investment Companies (Topic 946): Amendments to the Scope, Measurement, and Disclosure Requirements. This update changed the assessment of whether an entity is an investment company by developing a new twotiered 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, was effective for the Bank for the year ended December 31, 2014 and did not have a material effect on the Bank’s consolidated financial statements. In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This update changes the requirements for reporting discontinued operations, which may include a component of an entity or a group of components of an entity, or a business or nonprofit activity. This update is effective for the Bank for the year ending December 31, 2015, and is not expected to have a material effect on the Bank’s consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This update was issued to create common revenue recognition guidance for U.S. GAAP and International Financial Reporting Standards. The guidance is applicable to all contracts for the transfer of goods or services regardless of industry or type of transaction. This update requires recognition of revenue in a manner that reflects the consideration that the entity expects to receive in return for the transfer of goods or services to customers. This update is effective for the Bank for the year ending December 31, 2018, and is not expected to have a material effect on the Bank’s consolidated financial statements. In June 2014, the FASB issued ASU 2014-11, Transfer and Servicing (Topic 860): Repurchase-to-Maturity Transactions, Repurchase Financings, and Disclosures. This update requires changes in the accounting for repurchase to maturity transactions and repurchase financing transactions. Additionally, this update provides guidance for the disclosures for certain transfers of financial assets accounted for as sales, where the transferor retains substantially all of the exposure to economic return on the transferred financial asset; and repurchase agreements, securities lending transactions, and repurchase to maturity transactions that are accounted for as secured borrowings. This update is effective for the Bank for the year ending December 31, 2015, and is not expected to have a material effect on the Bank’s consolidated financial statements. In August 2014, the FASB issued ASU 2014-13, Consolidation (Topic 810): Measuring the Financial Assets and the Financial Liabilities of a Consolidated Collateralized Financing Entity. This update provides guidance for the measurement of the financial assets and financial liabilities of a collateralized financing entity (CFE). A reporting entity that consolidates a CFE may elect to measure the financial assets and financial liabilities of that CFE using either the fair value or a measurement alternative as prescribed in the accounting pronouncement. This update is effective for the Bank for the year ending December 31, 2016, and is not expected to have a material effect on the Bank’s consolidated financial statements. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 28 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 14 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 $4 million and $10 million as of December 31, 2014 and 2013, respectively, with a remaining maturity within 15 days. At December 31, 2014 and 2013, the Bank did not have any loans that were impaired, restructured, past due, or on non-accrual status, and no allowance for loan losses was required. There were no impaired loans during the years ended December 31, 2014 and 2013. 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 were 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 did not repay the loan, the Bank would have enforced its rights in the collateral and might have sold the collateral to TALF LLC, a Delaware LLC, established for the purpose of purchasing such assets. Pursuant to a put agreement with the Bank, TALF LLC had 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. On October 29, 2014, the final outstanding TALF loan was repaid in full. Over the life of the program, all TALF loans were repaid in full at or before their respective maturity dates, and as such, the Bank did not incur a loss on any TALF loan. Subsequent to the repayment of the final outstanding TALF loan, the Bank terminated the put agreement with TALF LLC. Refer to Note 6 for additional information related to TALF LLC. At December 31, 2013, the aggregate remaining principal amount outstanding on TALF loans was $97 million. No TALF loans were over 90 days past due or on nonaccrual status and all TALF loans were classified within Level 2 of the valuation hierarchy. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 29 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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, 2014 and 2013, 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 this reinvestment policy. 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 also 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 in 2012. In December 2013, the FOMC announced that it would slow the pace of its additional asset purchases. In October 2014, the FOMC concluded its asset purchase program while maintaining its existing policy of reinvesting principal payments from its holdings of agency debt and agency mortgage-backed securities in agency mortgage-backed securities and of rolling over maturing Treasury securities at auction. The Bank’s allocated share of activity related to domestic open market operations was 61.376 percent and 55.454 percent at December 31, 2014 and 2013, respectively. 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): No tes Bo n d s T o tal T reas u ry s ecu rities $ $ Par 1,003,472 507,223 1,510,695 2014 Un amo rtize d Un accreted p remiu ms d is co u n ts $ 16,983 $ (4,738) 76,488 (5,950) $ 93,471 $ (10,688) T o tal amo rtized co s t $ 1,015,717 577,761 $ 1,593,478 $ 24,544 $ 1,098,074 GSE d eb t s ecu rities $ 23,739 $ 805 $ Fed eral a g en cy an d GSE M BS $ 1,066,005 $ 32,671 $ 2013 Un amo rtize d Un accreted p remiu ms d is co u n ts $ 18,513 $ (3,160) 71,281 (3,089) $ 89,794 $ (6,249) T o tal amo rtized co s t $ 829,103 479,300 $ 1,308,403 $ $ $ $ No tes Bo n d s T o tal T reas u ry s ecu rities $ $ Par 813,750 411,108 1,224,858 GSE d eb t s ecu rities Fed eral a g en cy an d GSE M BS $ $ 31,732 826,355 1,055 24,833 $ $ (602) (1) (600) 32,786 850,588 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. These operations are for the purpose of further assessing the appropriate structure of such operations in supporting the implementation of monetary policy during normalization. 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. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 30 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT There were no material transactions related to securities purchased under agreements to resell during the years ended December 31, 2014 and 2013. 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 2014 2013 Overnight and term reverse repurchase agreements: Contract amount outstanding, end of year $ 243,483 Average daily amount outstanding, during the year $ Total SOMA 2014 2013 109,664 $ 396,705 $ 197,755 78,586 2,308 130,281 4,161 Maximum balance outstanding, during the year 243,483 109,664 396,705 197,755 Securities pledged (par value), end of year 224,168 104,269 365,235 188,028 Securities pledged (market value), end of year 244,609 109,093 398,540 196,726 113,132 $ 118,169 Foreign official and international accounts: Contract amount outstanding, end of year Average daily amount outstanding, during the year $ 69,436 $ 65,529 $ 61,599 53,133 102,968 95,520 Maximum balance outstanding, during the year 75,022 65,529 122,232 118,169 Securities pledged (par value), end of year 66,504 67,889 108,355 122,424 Securities pledged (market value), end of year 69,436 65,533 113,132 118,175 509,837 $ 315,924 Total contract amount outstanding, end of year $ 312,919 $ 175,193 $ Securities pledged as collateral, at December 31, 2014 and 2013, consisted solely of Treasury securities. 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, 2014 and 2013 was as follows (in millions): December 31, 2014: Treasury securities (par value) GSE debt securities (par value) Federal agency and GSE Within 15 days 16 days to 90 days 91 days to 1 year Over 1 year to 5 years Over 5 years to 10 years $ $ $ $ $ 1 MBS (par value) Securities sold under agreements to repurchase (contract amount) December 31, 2013: Treasury securities (par value) GSE debt securities (par value) Federal agency and GSE 1 MBS (par value) Securities sold under agreements to repurchase (contract amount) 1 $ - 3 2,158 683,073 421,427 Over 10 years $ Total 404,034 $ 1,510,695 668 436 2,414 18,780 - 1,441 23,739 - - - 8 3,960 1,062,037 1,066,005 312,919 - - - - - 312,919 321,785 $ 1,224,858 - $ 165 $ 98 $ 423,297 $ 479,513 $ 1,281 4,197 4,806 20,112 34 1,302 31,732 - - - 3 1,413 824,939 826,355 175,193 - - - - - 175,193 The par amount shown for federal agency and GSE MBS is the remaining principal balance of the securities. 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 5.7 and 6.5 years as of December 31, 2014 and 2013, respectively. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 31 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT The amortized cost and par value of Treasury securities and GSE debt securities that were loaned from the SOMA under securities lending agreements, at December 31 were as follows (in millions): Allocated to the Bank 2014 Treasury securities (amortized cost) $ 2013 6,840 Treasury securities (par value) Total SOMA $ 2014 9,512 $ 2013 11,144 $ 17,153 6,202 8,566 10,105 15,447 GSE debt securities (amortized cost) 388 609 633 1,099 GSE debt securities (par value) 378 585 616 1,055 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, 2014, 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, 2014, the total purchase price of the federal agency and GSE MBS under outstanding purchase commitments was $28,692 million, none of which was related to dollar rolls. The total purchase price of outstanding purchase commitments allocated to the Bank was $17,610 million, none of which was related to dollar rolls. As of December 31, 2014, there were no outstanding sales commitments for federal agency and GSE MBS. These commitments, which had contractual settlement dates extending through January 2015, are principally 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 MBS commitments as part of its risk management practices used to mitigate the counterparty credit risk. Other assets consist primarily of cash and short-term investments related to the federal agency and GSE MBS portfolio. Other liabilities, which are primarily 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 MBS 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 assets and other liabilities allocated to the Bank and held in the SOMA at December 31 was as follows (in millions): A llo cated to th e Ban k 2014 Oth er as s ets : M BS p o rtfo lio related cas h an d s h o rt term in v es tmen ts $ Oth er T o tal o th er as s ets To tal SOM A 2013 18 2014 $ - - $ 1 2013 28 $ 1 1 1 $ 18 $ 1 $ 29 $ 2 $ 486 $ 732 $ 793 $ 1,320 Oth er liab ilities : Cas h marg in Ob lig atio n s fro m M BS tran s actio n fails 19 Oth er T o tal o th er liab ilities 6 4 $ 30 - 509 $ 738 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 32 11 7 $ 830 $ 1,331 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT Accrued interest receivable on domestic securities holdings was $25,561 million and $23,405 million as of December 31, 2014 and 2013, respectively, of which $15,688 million and $12,979 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. Information about transactions related to Treasury securities, GSE debt securities, and federal agency and GSE MBS during the years ended December 31, 2014 and 2013, is summarized as follows (in millions): Notes Balance at December 31, 2012 $ 1 Purchases 1 Sales 2 Realized gains, net Principal payments and maturities Amortization of premiums and accretion of discounts, net Inflation adjustment on inflation-indexed securities 3 Annual reallocation adjustment Balance at December 31, 2013 1 Purchases 1 Sales 2 Realized gains, net Principal payments and maturities Amortization of premiums and accretion of discounts, net Inflation adjustment on inflation-indexed securities 3 Annual reallocation adjustment Balance at December 31, 2014 Year-ended December 31, 2013 Supplemental information - par value of transactions: 4 Purchases Sales Year-ended December 31, 2014 Supplemental information - par value of transactions: 4 Purchases Sales 1 2 3 4 640,390 Allocated to the Bank Total GSE debt Treasury Bonds securities securities Federal agency and GSE MBS $ 373,939 $ 1,014,329 $ 44,560 $ 199,534 (12) (3,351) 158 (7,616) $ 829,103 97,002 (274) (3,315) 302 92,899 $ 1,015,717 114,741 (5,285) 357 (4,452) $ 479,300 50,487 (6,060) 803 53,231 $ 577,761 314,275 (12) (8,636) 515 (12,068) $ 1,308,403 147,489 (274) (9,375) 1,105 146,130 $ 1,593,478 (10,877) (442) (455) $ 32,786 (10,797) (352) 2,907 $ 24,544 481,230 (152,484) (3,898) (7,061) $ 850,588 277,101 (16) (122,984) (4,340) 97,725 $ 1,098,074 $ 198,450 - $ 102,885 - $ 301,335 - $ - $ 466,157 - $ 98,235 - $ 49,133 - $ 147,368 - $ - $ 267,709 (16) 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. Realized gains, net offset the amount of realized gains and losses included in the reported sales amount. 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. Includes inflation compensation. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 33 532,801 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT Total SOMA Balance at December 31, 2012 1 Purchases 1 Sales 2 Realized gains, net Principal payments and maturities Amortization of premiums and accretion of discounts, net Inflation adjustment on inflation-indexed securities Balance at December 31, 2013 1 Purchases 1 Sales 2 Realized gains, net Principal payments and maturities Amortization of premiums and accretion of discounts, net Inflation adjustment on inflation-indexed securities Balance at December 31, 2014 Year-ended December 31, 2013 Supplemental information - par value of transactions: 3 Purchases Sales Year-ended December 31, 2014 Supplemental information - par value of transactions: 3 Purchases Sales Notes Bonds Total Treasury securities GSE debt securities Federal agency and GSE MBS $ 1,142,219 $ 666,969 $ 1,809,188 $ 79,479 $ 358,656 (21) (6,024) 285 $ 1,495,115 165,306 (475) (5,545) 500 $ 1,654,901 206,208 (9,503) 645 $ 864,319 85,826 (10,132) 1,327 $ 941,340 564,864 (21) (15,527) 930 $ 2,359,434 251,132 (475) (15,677) 1,827 $ 2,596,241 (19,562) (795) $ 59,122 (18,544) (588) $ 39,990 864,537 (273,990) (7,008) $ 1,533,860 466,384 (29) (203,933) (7,199) $ 1,789,083 $ 356,766 - $ 184,956 - $ 541,722 - $ - $ 837,490 - $ 167,497 - $ 83,739 - $ 251,236 - $ - $ 450,633 (29) 950,321 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. b. Foreign Currency Denominated Investments The Bank conducts foreign currency operations and, on behalf of the Reserve Banks, holds the resulting foreign currency denominated investments 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 backed by the full faith and credit of 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, which are backed by the full faith and credit of those issuing governments. The Bank’s allocated share of activity related to foreign currency operations was 32.156 percent and 31.964 percent at December 31, 2014 and 2013, respectively. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 34 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 Bank 2014 2013 Euro: Foreign currency deposits Securities purchased under agreements to resell German government debt instruments French government debt instruments $ Japanese yen: Foreign currency deposits Japanese government debt instruments Total $ 2,231 802 1,185 828 1,674 6,720 $ $ Total SOMA 2014 2013 2,407 815 766 766 $ 6,936 2,494 3,687 935 1,894 7,583 2,576 5,207 $ 20,900 $ 7,530 2,549 2,397 2,397 2,926 5,925 $ 23,724 Accrued interest receivable on foreign currency denominated investments was $83 million and $88 million as of December 31, 2014 and 2013, respectively, of which $27 million and $28 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. The remaining maturity distribution of foreign currency denominated investments that were allocated to the Bank at December 31, 2014 and 2013, was as follows (in millions): December 31, 2014: Euro Japanese yen Total 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 $ $ $ $ $ $ $ 1,169 886 2,055 2,249 996 3,245 $ $ $ 903 126 1,029 576 121 697 $ $ $ 529 495 1,024 691 598 1,289 $ $ $ 1,617 995 2,612 1,238 1,114 2,352 Total $ $ $ $ 4,218 2,502 6,720 4,754 2,829 7,583 There were no foreign exchange contracts related to open market operations outstanding as of December 31, 2014. 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, 2014, there were $137 million of outstanding commitments to purchase foreign government debt instruments, of which $44 million was allocated to the Bank. These securities settled on January 5, 2015, and replaced Euro-denominated government debt instruments held in the SOMA that matured on that date. During 2014, there were purchases and maturities of foreign government debt instruments of $5,494 million and $3,337 million, respectively, of which $1,766 million and $1,072 million, respectively, were allocated to the Bank. There were no sales of foreign government debt instruments in 2014. 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 monitoring procedures. At December 31, 2014 and 2013, there was no balance outstanding under the authorized warehousing facility. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 35 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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, 2014 and 2013. 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, 2014 and 2013. c. Central Bank Liquidity Swaps U.S. Dollar Liquidity Swaps The Bank’s allocated share of U.S. dollar liquidity swaps was approximately 32.156 percent and 31.964 percent at December 31, 2014 and 2013, respectively. The total foreign currency held under U.S. dollar liquidity swaps in the SOMA at December 31, 2014 and 2013, was $1,528 million and $272 million, respectively, of which $491 million and $87 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): Euro Within 15 days 2014 16 days to 90 days $ $ Japanese yen Total 491 $ - Total $ - 491 $ - - Within 15 days 2013 16 days to 90 days $ $ 491 $ 491 36 - $ 36 51 Total $ $ 51 87 - $ 87 Foreign Currency Liquidity Swaps At December 31, 2014 and 2013, there was no balance outstanding related to foreign currency liquidity swaps. d. Fair Value of SOMA Assets and Liabilities 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. Because SOMA securities are recorded at amortized cost, cumulative unrealized gains (losses) are not recognized in the Consolidated Statements of Condition and the changes in cumulative unrealized gains (losses) are not recognized in the Consolidated Statements of Income and Comprehensive Income. 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, 2014, there are no credit impairments of SOMA securities holdings. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 36 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT The following table presents the amortized cost, fair value, and cumulative unrealized gains (losses) on the Treasury securities, GSE debt securities, and federal agency and GSE MBS held in the SOMA at December 31 (in millions): Allocated to the Bank 2014 Amortized cost 2013 Fair value Cumulative unrealized gains (losses) Amortized cost $ $ Cumulative unrealized gains (losses) Fair value Treasury securities: Notes $ Bonds 1,015,717 $ 1,033,196 577,761 Total Treasury securities $ GSE debt securities Federal agency and GSE MBS Total domestic SOMA portfolio securities holdings $ 1,593,478 646,241 $ 1,679,437 17,479 68,480 $ 85,959 829,103 $ 479,300 $ 1,308,403 831,257 $ 467,110 $ 1,298,367 2,154 (12,190) $ (10,036) 24,544 26,084 1,540 32,786 34,513 1,727 1,098,074 1,117,384 19,310 850,588 829,356 (21,232) 2,716,096 $ - $ 2,822,905 $ - $ 106,809 $ - $ 2,191,777 $ - $ 2,162,236 $ - $ (29,541) Memorandum - Commitments for: Purchases of Treasury securities $ Purchases of Federal agency and GSE MBS Sales of Federal agency and GSE MBS - 17,610 17,678 68 32,912 32,789 (123) - - - - - - Total SOMA 2014 Amortized cost 2013 Fair value Cumulative unrealized gains (losses) Amortized cost $ $ Cumulative unrealized gains (losses) Fair value Treasury securities: Notes $ Bonds 1,654,901 $ 941,340 Total Treasury securities $ GSE debt securities Federal agency and GSE MBS Total domestic SOMA portfolio securities holdings $ 2,596,241 1,683,377 1,052,916 $ 2,736,293 28,476 111,576 $ 140,052 1,495,115 $ 864,319 $ 2,359,434 1,499,000 $ 842,336 $ 2,341,336 3,885 (21,983) $ (18,098) 39,990 42,499 2,509 59,122 62,236 3,114 1,789,083 1,820,544 31,461 1,533,860 1,495,572 (38,288) 4,425,314 $ - $ 4,599,336 $ - $ 174,022 $ - $ 3,952,416 $ - $ 3,899,144 $ - $ (53,272) Memorandum - Commitments for: Purchases of Treasury securities Purchases of Federal agency and GSE MBS Sales of Federal agency and GSE MBS $ - 28,692 28,803 111 59,350 59,129 (221) - - - - - - 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. The cost basis of securities purchased under agreements to resell, securities sold under agreements to repurchase, and other investments held in the SOMA domestic portfolio approximate fair value. At December 31, 2014 and 2013, the fair value of foreign currency denominated investments was $20,996 million and $23,802 million, respectively, of which $6,751 million and $7,608 million, respectively, was allocated to the Bank. The fair value of foreign 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. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 37 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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): 2014 Distribution of MBS holdings by coupon rate Allocated to the Bank: 2.0% 2.5% 3.0% 3.5% 4.0% 4.5% 5.0% 5.5% 6.0% 6.5% Total Total SOMA: 2.0% 2.5% 3.0% 3.5% 4.0% 4.5% 5.0% 5.5% 6.0% 6.5% Total 2013 Amortized cost $ 7,849 70,343 315,039 295,407 262,719 95,665 40,229 9,349 1,295 179 1,098,074 $ $ 12,788 114,609 513,289 481,305 428,047 155,867 65,544 15,232 2,110 292 1,789,083 $ Fair value $ $ $ $ 7,744 69,642 310,738 300,370 270,795 103,017 43,404 10,074 1,403 197 1,117,384 12,618 113,468 506,280 489,390 441,204 167,844 70,719 16,414 2,287 320 1,820,544 Amortized cost $ 7,869 68,670 289,364 193,917 127,686 103,048 46,188 11,921 1,692 233 850,588 $ 14,191 123,832 521,809 349,689 230,256 185,825 83,290 21,496 3,051 421 1,533,860 $ $ $ $ Fair value 7,502 65,690 268,551 187,633 128,162 108,402 48,782 12,598 1,788 248 829,356 $ $ 13,529 118,458 484,275 338,357 231,113 195,481 87,968 22,718 3,225 448 1,495,572 The following tables present the realized gains and the change in the cumulative unrealized gains (losses) related to SOMA domestic securities holdings during the years ended December 31, 2014 and 2013 (in millions): Allocated to Bank 2014 Realized gains1 Treasury securities GSE debt securities Federal agency and GSE MBS Total $ 48 48 $ 2013 Change in cumulative unrealized gains (losses)2 $ 93,917 (366) 41,329 $ 134,880 Realized gains1 $ 28 28 $ Change in cumulative unrealized gains (losses)2 $ (101,571) (1,339) (45,481) $ (148,391) Total SOMA 2014 1 Realized gains Treasury securities GSE debt securities Federal agency and GSE MBS Total $ $ 81 81 Change in cumulative unrealized gains (losses)2 $ 158,150 (605) 69,749 $ 227,294 2013 1 Realized gains $ $ 1 51 51 Change in cumulative unrealized gains (losses)2 $ (183,225) (2,411) (81,957) $ (267,593) Realized gains are reported in “Non-interest (loss) income: System Open Market Account” in the Consolidated Statements of Income and Comprehensive Income. 2 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. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 38 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT The amount of change in cumulative unrealized gains (losses) position, net, related to foreign currency denominated investments was a gain of $18 million and a loss of $90 million for the years ended December 31, 2014 and 2013, respectively, of which $6 million and $29 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 classification of significant assets and liabilities of the consolidated VIEs at December 31, 2014 and 2013 was as follows (in millions): 2014 ML Assets: Short-term investments Commercial mortgage loans Swap contracts $ Other investments1 Subtotal ML 1,399 124 $ 11 1,534 Cash, cash equivalents, accrued interest receivable, and other receivables Total investments held by consolidated VIEs Liabilities: Beneficial interest in consolidated VIEs Swap contracts2 $ $ 2 Cash collateral on swap contracts Other liabilities2 Total laibilities of consolidated VIEs $ 530 507 158 $ 10 1,205 277 1,811 $ - $ 2013 ML III ML II - - $ - - Total $ - 530 507 158 10 1,205 527 1,732 $ 63 63 $ 22 22 $ 109 109 $ 721 1,926 - $ 11 $ 7 $ 98 $ 116 41 73 85 82 - 1 127 3 158 11 $ $ TALF LLC - $ - $ - 73 - - 82 7 98 $ $ 3 274 1 Investments with a value of $8 million as of December 31, 2013 were recategorized from “Non-agency RMBS” to “Other investments” to conform to the current year presentation. 2 Liabilities with a value of $155 million as of December 31, 2013 were recategorized from “Other liabilities” to two new line items labeled “Swap contracts ” and “Cash collateral on swap contracts,” to conform to the current year presentation. The Bank’s approximate maximum exposure to loss at December 31, 2014 and 2013 was $1,534 million and $1,089 million, respectively. These estimates incorporate potential losses associated with the investments recorded on the Bank’s balance sheet, net of the fair value of subordinated interests (beneficial interest in consolidated VIEs). Additionally, information concerning the notional exposure on swap contracts is contained in the ML credit risk section of this Note. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 39 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT The net income attributable to ML, ML II, ML III, and TALF LLC for the year ended December 31, 2014, was as follows (in millions): ML Interest income: Investments held by consolidated VIEs $ ML II 77 Non-interest income: Realized portfolio holdings gains, net Unrealized portfolio holdings gains, net Realized losses on beneficial interest in consolidated VIEs Unrealized gains on beneficial interest in consolidated VIEs Non-interest income: Consolidated VIEs gains, net Total net interest income and non-interest income Less: Professional fees Net income attributable to consolidated VIEs $ - $ TALF LLC - $ - Total $ 77 1 - - - 1 36 - - - 36 - $ ML III (11) (7) (98) (116) 37 11 - 7 - 98 - 116 37 114 4 - - - 114 4 110 $ - $ - $ - $ 110 The net income attributable to ML, ML II, ML III, and TALF LLC for the year ended December 31, 2013 was as follows (in millions): ML Interest income: Investments held by consolidated VIEs $ ML II 2 $ ML III 4 $ TALF LLC - $ - Total $ 6 Non-interest income: Realized portfolio holdings gains, net1 Unrealized portfolio holdings gains, net1 Realized losses on beneficial interest in consolidated VIEs Unrealized gains (losses) on beneficial interest in consolidated VIEs Non-interest income (losses): Consolidated VIEs gains (losses), net Total net interest income and non-interest income Less: Professional fees Net income attributable to consolidated VIEs 1 $ 130 - - - 130 53 - - - 53 - - - (573) (573) - (1) - 574 573 183 (1) - 1 183 185 6 3 1 - 1 1 189 8 179 $ 2 $ - $ - $ 181 Portfolio holdings gains for ML with a value of $183 million for the year ended December 31, 2013 were recategorized from “Portfolio holdings gains, net” to two new line items labeled “Realized portfolio holding gains, net” and “Unrealized portfolio holding gains, net” to conform to the current year presentation. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 40 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT Following is a summary of the consolidated VIEs’ subordinated financial interest for the years ended December 31, 2014 and 2013 (in millions): Fair value, at December 31, 2012 ML II deferred purchase price ML III equity contribution $ $ 10 7 TALF financial interest $ Total 786 $ 803 Realized losses - - 573 573 Unrealized (gains) / losses 1 - (574) (573) 1 Payments Fair value, at December 31, 2013 $ Realized losses Unrealized gains 2 Payments Fair value, at December 31, 2014 1 2 11 $ 7 (687) $ 98 (687) $ 116 11 7 98 116 (11) (7) (98) (116) (11) $ - (7) $ - (98) $ - (116) $ - TALF LLC includes payments of $100 million of principal, $13 million of interest, and $574 million of contingent interest. ML II includes payments of $11 million of variable deferred purchase price. ML III includes payments of $7 million of excess amounts. TALF LLC includes payments of $98 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 LLC 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, non-agency residential mortgage-back securities (RMBS), commercial and residential mortgage loans, and derivatives and associated hedges. 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, both of which were repaid in full plus interest in 2012. The Bank has continued and 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, 2014, 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, 2014 and 2013, ML’s short-term instruments consisted of U.S. Treasury bills. Other investments are primarily comprised of non-agency RMBS and commercial mortgage-backed securities (CMBS). ii. 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 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 41 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT financial instruments included in a total return swap (TRS) agreement with JPMC. ML and JPMC entered into the TRS with reference obligations representing CDS primarily on 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 and cash equivalents include cash collateral associated with the TRS of $128 million and $149 million, as of December 31, 2014 and 2013, respectively. In addition, ML has pledged $87 million and $124 million U.S. Treasury bills to JPMC as of December 31, 2014 and 2013, respectively. The following risks are associated with the derivative instruments held by ML as part of the TRS agreement with JPMC: 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 fair value of the relevant 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, 2014 and 2013, there were no amounts subject to an enforceable master netting agreement that were not offset in the Consolidated Statements of Condition. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 42 FEDERAL RESERVE BANK of NEW YORK 2014 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, 2014 and 2013, 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): 2014 2013 Gross derivative assets Gross derivative liabilities $ $ Notional amounts 3 Notional Gross derivative assets Gross derivative liabilities amounts $ $ $ 3 Credit derivatives: 1,2 CDS Amounts offset in the Consolidated Statements of Condition Counterparty netting Cash collateral Net amounts in the Consolidated Statements of Condition 1 2 3 240 (115) (74) (42) $ $ 632 345 74 - 124 $ (193) (120) (67) (41) $ 899 120 - 158 $ (73) CDS fair values as of December 31, 2014 for assets and liabilities include interest receivables of $1 million and payables of $4 million. CDS fair values as of December 31, 2013 for assets and liabilities includes interest receivables of $15 million and payables of $2 million. There were 210 and 269 CDS contracts outstanding as of December 31, 2014 and 2013, respectively. 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, 2014. The table below summarizes certain information regarding protection bought and protection sold through CDS as of December 31 (in millions): Maximum potential recovery (payout) / notional 2014 Years to maturity Credit ratings of the reference obligation Credit protection bought: Investment grade (AAA to BBB-) Non-investment grade (BB+ or lower) Total credit protection bought Credit protection sold: Investment grade (AAA to BBB-) Non-investment grade (BB+ or lower) Total credit protection sold 1 year or less After 1 year through 3 years After 3 years through 5 years After 5 years $ - $ 8 8 $ 5 5 $ - $ - $ - $ $ $ $ $ $ $ $ $ $ Fair value Total 22 378 400 $ (4) (215) (219) $ $ $ 27 386 413 (4) (215) (219) $ $ $ $ 2013 2014 2013 Total Asset / (Liability) Asset / (Liability) 56 537 593 $ (13) (293) (306) $ $ $ 239 239 (111) (111) $ $ $ $ 2 327 329 (3) (188) (191) Currency Risk Currency risk is the risk of financial loss resulting from exposure to changes in exchange rates between two currencies. Previously, under the terms of the TRS, JPMC was allowed to 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. When JPMC posted collateral in Euro currency, this risk was mitigated by daily variation margin updates that capture the movement in the value of the swap portfolio in addition to any movement in exchange rates on the swap collateral. In November 2014, the terms of the TRS were amended such that JPMC is no longer allowed to post cash collateral in Euro currency. 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 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 43 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT associated with this foreign denominated collateral as the asset and liability positions associated with it are offsetting. c. Maiden Lane II LLC The Bank extended credit to ML II, a Delaware LLC formed to purchase non-agency 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 purchased from the AIG subsidiaries non-agency RMBS with an approximate fair value of $20.8 billion as of October 31, 2008. ML II financed this purchase by borrowing $19.5 billion from the Bank and through the deferral of $1.0 billion of the purchase price payable to the AIG subsidiaries. Both the loan and the fixed deferred purchase price were paid in full plus interest in 2012. On March 19, 2012, ML II was dissolved and the Bank began the process of winding up in accordance with and as required by Delaware law and the agreements governing ML II. As part of that process, during the year ended December 31, 2014, after paying expenses, ML II distributed its remaining assets to the Bank and to AIG and its subsidiaries in accordance with the agreement. Distributions were made to the Bank in the form of contingent interest totaling $53 million and to AIG and its subsidiaries in the form of variable deferred purchase price totaling $11 million during the year ended December 31, 2014. On November 12, 2014, a certificate of cancellation was filed in the office of the Delaware Secretary of State thereby terminating the legal existence of ML II. d. Maiden Lane III LLC The Bank extended credit to ML III, a Delaware LLC formed to purchase ABS collateralized debt obligations (CDOs) from certain third-party counterparties of AIG Financial Products Corp (AIGFP). 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 as of October 31, 2008. The counterparties received $26.8 billion net of principal and interest received and finance charges paid on the ABS CDOs. The LLC also made a payment to AIGFP of $2.5 billion representing the over collateralization previously posted by AIGFP and retained by counterparties in respect of terminated CDS as compared to the LLC’s fair value acquisition prices calculated as of October 31, 2008. The aggregate amount of principal and interest proceeds from CDOs received after the announcement date, but prior to the settlement dates, net of financing costs, amounted to approximately $0.3 billion and therefore reduced the amount of funding required at settlement by $0.3 billion, from $29.6 billion to $29.3 billion. Both the loan and the equity contribution were repaid in full plus interest in 2012. On September 10, 2012, ML III was dissolved, and the Bank began the process of winding up in accordance with and as required by Delaware law and the agreements governing ML III. As part of that process, during the year ended December 31, 2014, after paying expenses, ML III distributed its remaining assets to the Bank and to AIG in accordance with the agreement. Distributions were made to the Bank in the form of contingent interest totaling $14 million and to AIG in the form of excess amounts totaling $7 million during the year ended December 31, 2014. On November 12, 2014, a certificate of cancellation was filed in the office of the Delaware Secretary of State, thereby terminating the legal existence of ML III. e. TALF LLC As discussed in Note 4, TALF LLC was formed in connection with the implementation of the TALF. TALF LLC was established for the limited purpose of purchasing any ABS that might be surrendered to the Bank by borrowers under the TALF or, in certain limited circumstances, TALF loans. Funding for TALF LLC’s purchases of these securities was derived first through the fees received by TALF LLC from the Bank for this commitment and any interest earned on its investments. If that funding had proved insufficient for the purchases TALF LLC had committed to make under the put agreement, the Treasury and the Bank had committed to lend to TALF LLC. On March 25, 2009, the Treasury provided initial funding to TALF LLC of $100 million. On January 15, 2013, the Treasury and the Bank agreed to eliminate their funding NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 44 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT commitments to 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. On October 31, 2014, TALF LLC was dissolved and the Bank began the process of winding up in accordance with and as required by Delaware law and the agreements governing TALF LLC. As part of that process, during the year ended December 31, 2014, after paying expenses, TALF LLC distributed its remaining assets to the Treasury and to the Bank in accordance with the agreement. Distributions were made in the form of contingent interest to the Treasury totaling $98 million and $573 million and to the Bank totaling $11 million and $64 million during the years ended December 31, 2014 and 2013, respectively. On November 26, 2014, a certificate of cancellation was filed in the office of the Delaware Secretary of State thereby terminating the legal existence of TALF LLC. 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. 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 and cash equivalents on the basis of last available bid prices or current market quotations provided by dealers or pricing services selected under the supervision of the Bank’s designated investment manager. To determine the value of a particular investment, pricing services may use certain information with respect to market transactions in such investments or comparable investments, various relationships observed in the market between investments, quotations from dealers, and pricing metrics and calculated yield measures based on valuation methodologies commonly employed in the market for such investments. The fair value of swap contracts is provided by JPMC as calculation agent and is reviewed by the investment manager. Market quotations may not represent fair value in certain instances in which the investment manager and the VIEs believe that facts and circumstances applicable to an issuer, a seller, a purchaser, or the market for a particular investment cause such market quotations to not reflect the fair value of an investment. In such cases or when market quotations are unavailable, the investment manager applies proprietary valuation models that use collateral performance scenarios and pricing metrics derived from the reported performance of investments with similar characteristics as well as available market data to determine fair value. Due to 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 from the values that may ultimately be realized and paid. 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 trading activity for particular investments or current market quotations are not available or reflective of the fair value of an instrument, the valuation is based on models that use NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 45 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT inputs, estimates, and assumptions that market participants would use in pricing the investments. To the extent that such inputs, estimates, and assumptions are not observable, the investments are classified within Level 3 of the valuation hierarchy. For instance, in valuing certain debt securities and whole mortgage loans, the determination of fair value is based on proprietary valuation models when external price information is not available. Key inputs to the model may include market spreads or yield estimates for comparable instruments, performance data (i.e. prepayment rates, default rates, and loss severity), valuation estimates for underlying property collateral, projected cash flows, and other relevant contractual features. For the swap contracts, 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). iii. 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 Level 3 assets and liabilities as of December 31, 2014 (in millions, except for input values): Investment Swap contracts, net 1 2 Fair value $ 125 Principal valuation technique Unobservable inputs 1 Discounted cash flows Credit spreads Discount rate Constant prepayment rate Constant default rate Loss severity Weighted Range of input values 2,893 bps 5% 0% 0% 40% average - 12,683 bps 25% 8% 99% 95% 2 9,023 bps 17% 1% 6% 52% Implied spread on closing market prices for index positions. Weighted averages are calculated based on the fair value of the respective instruments. The following table presents the valuation techniques and ranges of significant unobservable inputs generally used to determine the fair values of Level 3 assets and liabilities as of December 31, 2013 (in millions, except for input values): Investment Commercial mortgage loans Swap contracts, net 1 2 Fair value $ $ 507 152 Principal valuation technique Discounted cash flows Discounted cash flows Unobservable inputs Discount rate Property capitalization rate Net operating income growth rate 1 Credit spreads Discount rate Constant prepayment rate Constant default rate Loss severity Implied spread on closing market prices for index positions. Weighted averages are calculated based on the fair value of the respective instruments. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 46 Weighted Range of input values average 4% 7% 13% 12% 7% 3% - 5% 4% 2,259 bps 5% 0% 0% 40% 2 - 8,870 bps 6,299 bps 25% 15% 17% 3% 30% 6% 95% 54% FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT iv. Sensitivity of 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. Commercial 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. II. Swap contracts 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 have a different impact on the fair value measurement of an individual CDS based on the structure, payment status, and other relevant contractual details of its underlying reference obligation. 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, 2014 by ASC 820 hierarchy (in millions): Level 11 Assets: Short-term investments Cash equivalents3 Swap contracts Other investments Total assets Liabilities: Swap contracts $ Level 21 $ 1,399 274 1,673 $ - $ Netting2 Level 3 $ 6 6 $ - $ $ 240 5 245 $ 115 1 $ Total fair value $ (116) (116) $ $ 1,399 274 124 11 1,808 $ (74) $ 41 There were no transfers between Level 1 and Level 2 during the year ended December 31, 2014. 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. 2 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 47 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT The following tables present the financial instruments recorded in VIEs at fair value as of December 31, 2013 by ASC 820 hierarchy (in millions): Level 11 Assets: Short-term investments Cash equivalents3 Commercial mortgage loans Swap contracts $ Other investments4 Total assets 530 569 1,099 $ Liabilities: Beneficial interest in consolidated VIEs Swap contracts Total liabilities Level 21 $ - $ $ 2 2 $ $ 116 116 $ Netting2 Level 3 $ 507 345 8 860 $ $ 193 193 $ $ Total fair value (187) $ (187) $ $ 10 1,774 $ (120) (120) $ 530 569 507 158 $ 116 73 189 $ 1 There were no transfers between Level 1 and Level 2 during the year ended December 31, 2013. 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. 4 Investments with a fair value of $2 million and $6 million that were classified as Level 2 and Level 3 instruments respectively, as of December 31, 2013 were recategorized from “Non-agency RMBS” to “Other investments” to conform to the current year presentation. 2 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, 2014 (in millions). Unrealized gains and losses related to those assets still held at December 31, 2014 are reported as a component of “Investments held by consolidated variable interest entities, net” in the Consolidated Statements of Condition. Fair value December 31, 2013 Assets: Commercial mortgage loans Other investments Total assets Swap contracts, net 1 2 Purchases, sales, issuances and settlements, net Net realized/unrealized gains (losses) Gross transfers in1 Gross transfers out1,2 $ $ - $ $ 16 (4) 12 $ $ (523) 4 (519) $ $ 507 8 515 $ 152 $ (48) $ 21 $ - $ Change in unrealized gains (losses) related to financial instruments held at December 31, 2014 Fair value December 31, 2014 $ $ (3) (3) $ $ 5 5 $ (4) (4) $ - $ 125 $ 13 The amount of transfers is based on the fair values of the transferred assets at the beginning of the reporting period. Other investments, with a December 31, 2013 fair value of $3 million, were transferred from Level 3 to Level 2 because they are valued at December 31, 2014 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 are observable (Level 2). NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 48 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT The following table presents the gross components of purchases, sales, issuances, and settlements, net, shown for the year ended December 31, 2014 (in millions): Purchases Assets: Commercial mortgage loans Other investments 1 Sales Issuances Settlements Purchases, sales, issuances, and settlements, net 1 $ 1 $ - $ - $ (523) 3 $ (523) 4 Total assets $ 1 $ - $ - $ (520) $ (519) Swap contracts, net $ - $ (24) $ - $ (24) $ (48) Includes paydowns 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. Assets: Commercial mortgage loans Fair value December 31, 2012 Purchases, sales, issuances, and settlements, net Net realized/unrealized gains (losses) Gross transfers in1,2 Gross transfers out1 Fair value December 31, 2013 Change in unrealized gains (losses) related to financial instruments held at December 31, 2013 $ 466 $ (163) $ 204 $ - $ - $ 507 $ 183 Other investments3 Total assets $ 55 521 $ (69) (232) $ 18 222 $ 4 4 $ - $ 8 515 $ (4) 179 Swap contracts, net $ 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. Other investments, with a December 31, 2012 fair value of $4 million, 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 are observable (Level 2). 3 Investments with a fair value of $6 million and $0 million as of December 31, 2013 were recategorized from “Non-agency RMBS” and “CDOs,” respectively, to “Other investments” to conform to the current year presentation. All other associated activity for those same asset classes was also recategorized to the “Other investments” line. 2 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 49 FEDERAL RESERVE BANK of NEW YORK 2014 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): Purchases Assets: Commercial mortgage loans Other investments Total assets 1 2 Issuances Settlements 1 $ - $ (88) $ - $ (75) $ (163) $ 7 7 $ (79) (167) $ - $ 3 (72) $ (69) (232) $ - $ (153) $ - $ (115) $ (268) 2 Swap contracts Sales Purchases, sales, issuances, and settlements, net Includes paydowns. Investments with net activity of $4 million and $0 million for the year ended December 31, 2013 were recategorized from “ Nonagency RMBS” and “ CDOs,” respectively, to “ Other investments” to conform to the current year presentation. All other activity for those same asset classes was also recategorized to the “ Other investments” line. 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): 2014 Bank premises and equipment: Land and land improvements Buildings Building machinery and equipment Construction in progress Furniture and equipment Subtotal $ Accumulated depreciation 2013 68 526 104 4 95 797 $ (322) 68 502 109 6 87 772 (306) Bank premises and equipment, net $ 475 $ 466 Depreciation expense, for the years ended December 31 $ 32 $ 33 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 50 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT The Bank leases space to outside tenants with remaining lease terms ranging from one to nine years. Rental income from such leases was $6.4 million and $4.8 million for the years ended December 31, 2014 and 2013, respectively, and is reported as a component of “Non-interest (loss) 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, 2014, are as follows (in millions): 2015 2016 2017 2018 2019 Thereafter Total $ $ 5 4 3 3 3 10 28 The Bank had capitalized software assets, net of amortization, of $119 million and $108 million at December 31, 2014 and 2013, respectively. Amortization expense was $20 million and $22 million for the years ended December 31, 2014 and 2013, 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, 2014, the Bank was obligated under noncancelable leases for premises and equipment with remaining terms ranging from one to approximately nine 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 $4 million and $9 million for the years ended December 31, 2014 and 2013, respectively. Future minimum lease payments under noncancelable operating leases, net of sublease rentals, with remaining terms of one year or more, at December 31, 2014, are as follows (in millions): 2015 2016 2017 2018 2019 Thereafter Future minimum lease payments Operating leases $ 3 2 2 1 1 4 $ 13 Under the Insurance Agreement of the Reserve Banks, each of the Reserve Banks has agreed to bear, on a perincident 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, 2014 and 2013. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 51 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 may enter into commitments to provide financial assistance to financial institutions. There were no remaining unfunded contractual commitments related to commercial mortgage loans in ML at December 31, 2014. The Bank had remaining unfunded contractual commitments related to commercial mortgage loans in ML of $40 million at December 31, 2013. 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). 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, 2014 and 2013, 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): 2014 Estimated actuarial present value of projected benefit obligation at January 1 Service cost-benefits earned during the period Interest cost on projected benefit obligation Actuarial loss (gain) Contributions by plan participants Special termination benefits Benefits paid Estimated actuarial present value of projected benefit obligation at December 31 2013 $ 10,476 355 530 2,630 5 15 (370) $ 11,468 407 472 (1,527) 5 6 (355) $ 13,641 $ 10,476 In October 2014, the Society of Actuaries released new mortality tables (RP-2014) and mortality projection scales (MP-2014) for use in valuations of benefits liabilities. The adoption of these new mortality tables and new mortality projection scales, adjusted for the System’s recent mortality experience and the retirement rates of System retirees, resulted in a net increase of the System Plan projected benefit obligation of approximately $935 million. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 52 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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): 2014 Estimated plan assets at January 1 (of which $10,687 and $9,440 is measured at fair value as of January 1, 2014 and 2013, respectively) Actual return on plan assets Contributions by the employers Contributions by plan participants Benefits paid Estimated plan assets at December 31 (of which $12,608 and $10,687 is measured at fair value as of December 31, 2014 and 2013, respectively) Funded status and accrued pension benefit costs Amounts included in accumulated other comprehensive loss are shown below: Prior service cost Net actuarial loss Total accumulated other comprehensive loss 2013 $ 10,808 1,734 492 5 (370) $ $ 12,669 $ 10,808 $ (972) $ (356) (3,484) $ (3,840) $ $ 9,566 683 909 5 (355) 332 (456) (1,928) $ (2,384) The Bank, on behalf of the System, funded $480 million and $900 million during the years ended December 31, 2014 and 2013, 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 2014 and 2013, the Bureau funded contributions of $12.4 million and $8.9 million, respectively. Accrued pension benefit costs are reported as a component of “Prepaid pension benefit costs” if the funded status is a net asset or “Accrued benefit costs” if the funded status is a net liability 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 $11,985 million and $9,308 million at December 31, 2014 and 2013, 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 2014 4.05% 4.00% 2013 4.92% 4.50% Net periodic benefit expenses for the years ended December 31, 2014 and 2013, 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: Discount rate Expected asset return Rate of compensation increase 2014 4.92% 7.00% 4.50% NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 53 2013 4.00% 6.50% 4.50% FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 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 (credit) for the System Plan for the years ended December 31 are shown below (in millions): 2014 Service cost - benefits earned during the period Interest cost on projected benefit obligation Amortization of prior service cost Amortization of net loss Expected return on plan assets Net periodic pension benefit expense Special termination benefits Bureau of Consumer Financial Protection contributions Total periodic pension benefit expense $ $ 2013 355 530 100 101 (759) 327 15 (12) 330 $ $ 407 472 103 284 (638) 628 6 (9) 625 Estimated amounts that will be amortized from accumulated other comprehensive loss into net periodic pension benefit expense in 2015 are shown below (in millions): Prior service cost Net actuarial loss Total $ 93 205 298 $ Following is a summary of expected benefit payments, excluding enhanced retirement benefits (in millions): 2015 2016 2017 2018 2019 2020 - 2024 Total $ $ 418 442 469 499 530 3,126 5,484 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, 2014, the System Plan’s assets were held in ten investment vehicles: three actively-managed long-duration fixed income portfolios, a passively-managed long-duration fixed income portfolio, an indexed NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 54 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT U.S. equity fund, an indexed non-U.S. developed-markets equity fund, an indexed emerging-markets equity fund, a private equity limited partnership, a private equity separate account, and a money market fund. The diversification of the System 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 exUS Investible Markets Index (IMI), which includes stocks from 23 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 21 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 and the private equity separate account invests in other private equity limited partnerships globally across various strategies. The private equity separate account invests in various private equity funds and coinvestment opportunities globally in private companies and targets returns in excess of public markets over a complete market cycle. 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. The System Plan’s policy weight and actual asset allocations at December 31, by asset category, were as follows: U.S. equities International equities Emerging markets equities Fixed income Cash Total Policy weight 26.3% 18.5% 5.2% 50.0% 0.0% 100.0% Actual asset allocations 2014 2013 25.8% 29.7% 17.6% 18.3% 4.9% 1.9% 51.2% 49.4% 0.5% 0.7% 100.0% 100.0% In June 2013, the CIP approved a change in the allocation and benchmarks for the System Plan’s public equity portfolio. The new benchmark is the MSCI All Country World Investible Markets Index. This benchmark change has reduced the System Plan’s holdings in U.S. equities, increased the System Plan’s holdings of developed markets international equities, and added an investment in emerging market equities. 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. 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 2015 is $480 million. In 2015, the Bank plans to make monthly contributions of $40 million and will reevaluate the monthly contributions upon completion of the 2015 actuarial valuation. The Bank’s projected benefit obligation, funded status, and net NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 55 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT pension expenses for the BEP and the SERP at December 31, 2014 and 2013, 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. 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): 2014 Description Level 1 2 Short-term investments Treasury and Federal agency securities Corporate bonds Other fixed income securities Commingled funds Private Equity Total 1 2 1 Level 2 $ 27 $ 111 138 1 Level 3 $ 94 $ 2,179 2,109 443 7,598 12,423 Total $ - $ 121 47 47 $ 2,290 2,109 443 7,598 47 12,608 $ $ - $ 140 $ 14 14 $ 1,603 1,773 362 6,795 14 10,687 There were no transfers between Level 1 and Level 2 during the year. Short-term investments includes cash equivalents of $63 million. 2013 Description Level 1 2 Short-term investments Treasury and Federal agency securities Corporate bonds Other fixed income securities Commingled funds Private Equity Total 1 2 1 Level 2 $ 14 $ 38 52 1 $ 126 $ 1,565 1,773 362 6,795 10,621 There were no transfers between Level 1 and Level 2 during the year. Short-term investments includes cash equivalents of $78 million. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 56 Level 3 Total FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 limiting the net futures positions, for most fund managers, to 15 percent of the market value of the advisor’s portfolio. At December 31, 2014 and 2013, a portion of short-term investments was available for futures trading. There were $1 million and $8 million of Treasury securities pledged as collateral for the years ended December 31, 2014 and 2013, 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 6 percent of employee contributions from the date of hire and provides an automatic employer contribution of 1 percent of eligible pay. The Bank’s Thrift Plan contributions totaled $27 million and $26 million for the years ended December 31, 2014 and 2013, 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): 2014 Accumulated postretirement benefit obligation at January 1 Service cost benefits earned during the period Interest cost on accumulated benefit obligation Net actuarial loss (gain) Special termination benefits loss Contributions by plan participants Benefits paid Medicare Part D subsidies Plan amendments Accumulated postretirement benefit obligation at December 31 $ $ 2013 343 15 17 35 3 (20) 1 394 $ $ 382 16 14 (53) 1 3 (20) 1 (1) 343 At December 31, 2014 and 2013, the weighted-average discount rate assumptions used in developing the postretirement benefit obligation were 3.96 percent and 4.79 percent, respectively. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 57 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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. The System Plan discount rate assumption setting convention uses an unrounded rate. Following is a reconciliation of the beginning and ending balance of the plan assets, and the unfunded postretirement benefit obligation and accrued postretirement benefit costs (in millions): 2014 Fair value of plan assets at January 1 Contributions by the employer Contributions by plan participants Benefits paid Medicare Part D subsidies Fair value of plan assets at December 31 Unfunded obligation and accrued postretirement benefit cost $ 2013 $ 16 3 (20) 1 - $ $ 16 3 (20) 1 - $ 394 $ 343 $ 1 (99) (98) $ 1 (69) (68) Amounts included in accumulated other comprehensive loss are shown below: Prior service cost Net actuarial loss Total accumulated other comprehensive loss $ $ 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 2014 6.60% 2013 7.00% 4.75% 2019 5.00% 2019 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, 2014 (in millions): Effect on aggregate of service and interest cost components of net periodic postretirement benefit costs Effect on accumulated postretirement benefit obligation One percentage point increase One percentage point decrease $ $ NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 58 7 61 (5) (49) FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT The following is a summary of the components of net periodic postretirement benefit expense for the years ended December 31 (in millions): 2014 Service cost-benefits earned during the period Interest cost on accumulated benefit obligation Amortization of net actuarial loss Total periodic expense Special termination benefits loss Net periodic postretirement benefit expense 2013 $ 15 17 5 37 37 $ $ $ 16 14 12 42 1 43 Estimated amounts that will be amortized from accumulated other comprehensive loss into net periodic postretirement benefit expense in 2015 are shown below: Prior service cost Net actuarial loss Total $ $ 7 7 Net postretirement benefit costs are actuarially determined using a January 1 measurement date. At January 1, 2014 and 2013, the weighted-average discount rate assumptions used to determine net periodic postretirement benefit costs were 4.79 percent and 3.75 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. 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 $1.0 million and $0.8 million in the years ended December 31, 2014 and 2013, respectively. Expected receipts in 2015, related to benefits paid in the years ended December 31, 2014 and 2013, are $0.6 million and $0.8 million, respectively. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 59 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT Following is a summary of expected postretirement benefit payments (in millions): Without subsidy $ 18 18 19 19 20 116 2015 2016 2017 2018 2019 2020 - 2024 $ Total $ 210 With subsidy 17 17 18 18 19 108 $ 197 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, 2014 and 2013, were $41 million and $37 million, respectively. This cost is included as a component of “Accrued benefit costs” in the Consolidated Statements of Condition. Net periodic postemployment benefit expense included in 2014 and 2013 operating expenses were $10 million and $2 million, respectively, and are recorded as a component of “Operating expenses: Salaries and benefits” in the Consolidated Statements of Income and Comprehensive Income. 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): Balance at January 1 Amount related to defined benefit retirement plan 2014 Amount related to postretirement benefits other than retirement plans $ $ Change in funded status of benefit plans: Prior service costs arising during the year (68) - Amortization of prior service cost Change in prior service costs related to benefit plans Net actuarial gain (loss) arising during the year 100 101 - 1 5 $ $ $ $ 2 (2,452) 2 (98) - 103 284 (1,586) (3,938) - (2,384) 1 2 103 1 53 1 10 104 1,625 2 294 63 1,959 $ (4,475) 1 1 1,856 (1,486) $ (132) 103 1,572 106 (30) $ (4,343) 100 100 (1,692) (30) (1,456) (3,840) Total accumulated other comprehensive loss (35) (1,556) $ 2013 Amount related to postretirement benefits other than retirement plans 1 100 (1,657) Amortization of net actuarial loss Change in actuarial gain (losses) related to benefit plans Change in funded status of benefit plans - other comprehensive income (loss) Balance at December 31 (2,384) Total accumulated other comprehensive income loss Amount related to defined benefit retirement plan 1,919 64 $ (68) 2,023 $ 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. (2,452) Additional detail regarding the classification of accumulated other comprehensive loss is included in Notes 9 and 10. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 60 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 12. BUSINESS RESTRUCTURING CHARGES In 2014, the Treasury announced a plan to consolidate the number of Reserve Banks providing fiscal agent services to the Treasury from ten to four. As a result of this initiative, the International Treasury Services operations performed by the Bank will be transitioned to the Federal Reserve Bank of Kansas City. The Bank had no material business restructuring charges in 2014 or 2013. 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 the 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): 2014 Dividends on capital stock Transfer to (from) surplus - amount required to equate surplus with capital paid-in Earnings remittances to the Treasury Total distribution $ 549 $ 363 59,625 60,537 2013 $ 526 $ 100 45,941 46,567 14. SUBSEQUENT EVENTS There were no subsequent events that require adjustments to or disclosures in the consolidated financial statements as of December 31, 2014. Subsequent events were evaluated through March 11, 2015, which is the date that the consolidated financial statements were available to be issued. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 61 DIRECTORS OF THE FEDERAL RESERVE BANK OF NEW YORK DIRECTORS 62 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT CHANGES IN DIRECTORS 2015 Member banks in this District have reelected PAUL P. MELLO a class A director for a three-year term beginning January 2015. Mr. Mello, who is President and Chief Executive Officer of Solvay Bank, Solvay, N.Y., has been serving as a class A director since March 2012. The Board of Governors has reappointed EMILY K. RAFFERTY, President, The Metropolitan Museum of Art, New York, N.Y., a class C director for a three-year term beginning January 2015 and redesignated her Chair of the Board and Federal Reserve Agent for the year 2015. Ms. Rafferty has been serving as a class C director since January 2011. Member banks in this District have reelected TERRY J. LUNDGREN a class B director for a threeyear term beginning January 2015. Mr. Lundgren, who is Chairman and Chief Executive Officer of Macy’s Inc., New York, N.Y., has been serving as a class B director since August 2011. The Board of Governors has also redesignated SARA HOROWITZ, Executive Director, Freelancers Union, Brooklyn, N.Y., as Deputy Chair for the year 2015. Ms. Horowitz has been serving as a class C director since January 2013. DIRECTORS 63 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT DIRECTORS OF THE FEDERAL RESERVE BANK OF NEW YORK DIRECTORS TERM EXPIRES DEC. 31 CLASS PAUL P. MELLO President and Chief Executive Officer Solvay Bank, Solvay, N.Y. 2014 A RICHARD L. CARRIÓN Chairman 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. 2016 A TERRY J. LUNDGREN Chairman and Chief Executive Officer Macy’s Inc., New York, N.Y. 2014 B GLENN H. HUTCHINS Co-Founder Silver Lake, New York, N.Y. 2015 B DAVID M. COTE Chairman and Chief Executive Officer Honeywell International Inc., Morristown, N.J. 2016 B EMILY K. RAFFERTY, Chair and Federal Reserve Agent President The Metropolitan Museum of Art, New York, N.Y. 2014 C SARA HOROWITZ Executive Director Freelancers Union, Brooklyn, N.Y. 2015 C MARC TESSIER-LAVIGNE President The Rockefeller University, New York, N.Y. 2016 C DIRECTORS 64 ADVISORY GROUPS ADVISORY GROUPS 65 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT ADVISORY GROUPS ADVISORY COUNCIL ON SMALL BUSINESS AND AGRICULTURE MICHAEL ARNOFF President Arnoff Moving and Storage Albany, N.Y. ALEJANDRO BALLESTER President Ballester Hermanos, Inc. Cataño, Puerto Rico STEWART BRUNHOUSE President A&A Company, Inc. South Plainfield, N.J. WILLIAM M. BYRNE, JR. Chairman of the Board Byrne Dairy, Inc. Weedsport, N.Y. DAVID CAMPBELL President and Chief Executive Officer Ring’s End, Inc. Darien, Conn. ERIC CASLOW President Acme Smoked Fish Corporation Brooklyn, N.Y. MARGARET KRUMHOLZ President Disc Graphics Inc. Hauppauge, N.Y. DEBORAH LEO President Retail Solutions Center Freeport, N.Y. COMMUNITY DEPOSITORY INSTITUTIONS ADVISORY COUNCIL Chair MICHAEL J. CASTELLANA President and Chief Executive Officer SEFCU Albany, N.Y. JAMES W. FULMER Chairman, President, and Chief Executive Officer Tompkins Bank of Castile Batavia, N.Y. ROBERT G. ALLEN President and Chief Executive Officer Teachers Federal Credit Union Hauppauge, N.Y. SALEEM IQBAL President and Chief Executive Officer HAB Bank New York, N.Y. JOHN R. BURAN President and Chief Executive Officer Flushing Bank and Flushing Financial Corp. Lake Success, N.Y. KATHERINE J. LISENO President and Chief Executive Officer Metuchen Savings Bank Metuchen, N.J. LISA M. CATHIE President and Chief Executive Officer Ulster Savings Bank Kingston, N.Y. MARTIN A. DIETRICH President and Chief Executive Officer NBT Bank, N.A., and NBT Bancorp, Inc. Norwich, N.Y. JOSÉ RAFAEL FERNÁNDEZ President, Chief Executive Officer, and Vice Chairman Oriental Bank and OFG Bancorp San Juan, P.R. PETER MAGLATHLIN Chief Executive Officer MBI, Inc. Norwalk, Conn. PATRICK MAROTTA President/Chief Executive Officer Marotta Controls Montville, N.J. ADVISORY GROUPS 66 MARY D. MADDEN President and Chief Executive Officer Hudson Valley Federal Credit Union Poughkeepsie, N.Y. THOMAS J. SHARA President and Chief Executive Officer Lakeland Bank and Lakeland Bancorp, Inc. Oak Ridge, N.J. JOHN F. TRENTACOSTA President and Chief Executive Officer Newtown Savings Bank Newtown, Conn. FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT ECONOMIC ADVISORY PANEL ALAN S. BLINDER Princeton University JULIA L. CORONADO Graham Capital Management, L.P. MICHAEL E. FEROLI JPMorgan Chase JEFFREY FRANKEL Harvard University MARK GERTLER New York University MARVIN GOODFRIEND Carnegie Mellon University AUSTAN GOOLSBEE University of Chicago JAN HATZIUS Goldman Sachs & Company PETER HOOPER Deutsche Bank Securities, Inc. GLENN HUBBARD Columbia University ANIL KASHYAP University of Chicago N. GREGORY MANKIW Harvard University WHOLESALE SECURITIES CUSTOMER ADVISORY GROUP MICHAEL ALBANESE Executive Director JPMorgan Chase Bank, N.A. JANICE HAMILTON Senior Vice President The Northern Trust Company BRENT BLAKE Vice President State Street Bank and Trust Company CHRIS HARPER Director, Operations Federal Home Loan Banks – Office of Finance TERRY BOUTHILET Vice President Wells Fargo Bank, N.A. MICHAEL J. BROWN Vice President, Capital Markets Operations Fannie Mae KEVIN CAFFREY Managing Director The Bank of New York Mellon, N.A. DANIEL CROZIER Vice President, Director of Capital Markets Operations U.S. Bank CARL D’ANGELO Director, Investments and Capital Markets Freddie Mac JOHN T. DAUGHERTY Vice President and Deputy Director, Office of Securities Operations Ginnie Mae FREDERIC MISHKIN Columbia University CARMEN M. REINHART Harvard Kennedy School KENNETH ROGOFF Harvard University MICHAEL WOODFORD Columbia University ADVISORY GROUPS 67 ELKE JAKUBOWSKI Vice President The Depository Trust and Clearing Corporation DEBORAH MERCER-MILLER Senior Vice President Citibank, N.A. ROB RAYMOND Vice President Bank of America/Merrill Lynch DARA N. SEAMAN Assistant Commissioner, Treasury Security Services U.S. Department of the Treasury FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT FEDERAL ADVISORY COUNCIL INVESTOR ADVISORY COMMITTEE ON FINANCIAL MARKETS Second District Member JAMES P. GORMAN Chairman and Chief Executive Officer Morgan Stanley New York, N.Y. NICOLE ARNABOLDI Vice Chairman, Asset Management Credit Suisse Group LOUIS BACON* Chairman, Chief Executive Officer, and Founder Moore Capital Management, LP TIM BUCKLEY Chief Investment Officer Vanguard JAMES CHANOS Founder and President Kynikos Associates MARY CALLAHAN ERDOES Chief Executive Officer J.P. Morgan Asset Management BRITT HARRIS Chief Investment Officer Teachers Retirement System of Texas JOSHUA HARRIS Founder and Chief Investment Officer Apollo Management 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. JES STALEY Managing Partner BlueMountain Capital Management, LLC MORGAN STARK Managing Member Ramius LLC DAVID TEPPER Founder and President Appaloosa Management L.P. ALAN HOWARD Founder Brevan Howard DEREK KAUFMAN Head of Global Fixed Income Citadel LLC *At the time of publication, no longer a member of the IACFM. ADVISORY GROUPS 68 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT MONETARY POLICY ADVISORY PANEL MARKUS BRUNNERMEIER Princeton University MARK GERTLER New York University NOBUHIRO KIYOTAKI Princeton University FREDERIC MISHKIN Columbia University RICARDO REIS Columbia University CHRISTOPHER SIMS Princeton University MICHAEL WOODFORD Columbia University UPSTATE NEW YORK REGIONAL ADVISORY BOARD AMINY I. AUDI President and Chief Executive Officer L. & J. G. Stickley Manlius, N.Y. SCOTT BIELER President West Herr Automotive Group, Inc. Orchard Park, N.Y. TIM BUSCH Executive Vice President and Co-Chief Operating Officer Nexstar Broadcasting Group, Inc. Irving, Tex. GARY CROSBY President and CEO First Niagara Financial Group Buffalo, N.Y. WILLIAM GISEL President and Chief Executive Officer Rich Products Corporation Buffalo, N.Y. LAWRENCE KESSLER Co-Owner and Founder Kessler Family LLC Rochester, N.Y. DR. ANNE KRESS President Monroe Community College Rochester, N.Y. ADVISORY GROUPS 69 JAMES P. LAURITO President Central Hudson Gas and Electric Corporation Poughkeepsie, N.Y. JORDAN LEVY New York Partner SoftBank Capital Buffalo, N.Y. MELANIE LITTLEJOHN Regional Director of Community and Customer Management National Grid (Central New York Division) North Syracuse, N.Y. LINDA MCFARLANE President and Chief Executive Officer Community Loan Fund of the Capital Region Albany, N.Y. MARTIN MUCCI President and Chief Executive Officer Paychex, Inc. Rochester, N.Y. ROBERT L. STEVENSON President and Chief Executive Officer Eastman Machine Company Buffalo, N.Y. CARLOS UNANUE President Goya de Puerto Rico, Inc. Bayamón, P. R. FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT WHOLESALE PAYMENTS ADVISORY GROUP MICHAEL BELLACOSA Director The Bank of New York Mellon STEVE FULLENKAMP Vice President JPMorgan Chase ROSEANNE ROSENBERGER Senior Product Manager KeyBank KEFEI CHANG Director Deutsche Bank MIGUEL GUERRERO Vice President PNC Bank MARY KATE SAVINI Assistant Vice President State Street Bank and Trust Corporation JITENDRA CHAUHAN Director Citigroup JAMES KENNY Director Bank of America JOHN ZAZZERA Senior Vice President TD Bank MITCHELL CHRISTENSEN Executive Vice President Wells Fargo Bank VANESSA LIN Senior Vice President HSBC Bank, USA JEFFREY DUNN Vice President US Bank Corporation MARIE-JUDE MAIGNAN Director UBS ADVISORY GROUPS 70 OFF ICERS OF THE FEDERAL RESERVE BANK OF NEW YORK OFFICERS 71 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT OFFICERS OF THE FEDERAL RESERVE BANK OF NEW YORK As of December 31, 2014 WILLIAM C. DUDLEY President CHRISTINE M. CUMMING First Vice President THOMAS C. BAXTER, JR. General Counsel and Executive Vice President Legal 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 JAMES J. MCANDREWS Director of Research and Executive Vice President Research and Statistics SUSAN W. MINK Executive Vice President Human Resources MICHAEL STRINE Executive Vice President Corporate ALBERTO G. MUSALEM Executive Vice President Emerging Markets and International Affairs 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 OFFICERS 72 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT 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 First-Level Officer DONNA M. GALLO First-Level Officer COMMUNICATIONS AND OUTREACH GROUP JACK GUTT Group Head and Senior Vice President Digital Strategy DONA M. WONG Vice President ANDREW GIANNELLI Assistant Vice President CHRISTINE M. SOMMO First-Level Officer CORPORATE GROUP MICHAEL STRINE Executive Vice President MARIA GRACE C. AMBROSIO Senior Vice President SCOTT R. GURBA Senior Vice President LOLA S. JUDGE Senior Vice President LINDA WOLFF AVERY Senior Vice President Internal Communications ROBERT M. BEYER Vice President RALPH W. HESSLER First-Level Officer NICHOLAS BALAMACI Vice President MARIA FRANGELAKI Vice President PADMA KUMAR First-Level Officer ED CHENEY First-Level Officer ROBERT GALLETTA Vice President NINA M. LEISER First-Level Officer Media Relations ANDREA R. PRIEST Assistant Vice President JONATHAN A. FREED First-Level Officer Outreach and Education KAUSAR HAMDANI Senior Vice President ANAND R. MARRI Vice President NORA FITZPATRICK Assistant Vice President CLAIRE KRAMER MILLS Assistant Vice President ANIKA D. PRATT First-Level Officer OFFICERS 73 ANN M. HERON Vice President JEFFREY W. MEANEY Vice President CHRISTINA X. MILLER Vice President THOMAS P. REILLY Vice President TAMRA J. WHEELER Vice President KENT BAIN Assistant Vice President ZACHERY R. BRICE Assistant Vice President TAMARA S. DAUGHDRILL Assistant Vice President FEDERAL FEDERAL RESERVE RESERVE BANK BANK of of NEW NEW YORK YORK 2014 2014 ANNUAL ANNUAL REPORT REPORT CORPORATE GROUP (CONTINUED) EMERGING MARKETS AND INTERNATIONAL AFFAIRS GROUP JOSEPH D. J. DEMARTINI Assistant Vice President CHRISTIAN A. FACQ First-Level Officer AILEEN R. GRIFFITH Assistant Vice President BURTON FLEMING First-Level Officer ALBERTO G. MUSALEM Executive Vice President GARY J. KAPLAN Assistant Vice President CHRISTOPHER GRANDICH First-Level Officer MICHAEL SCHETZEL Vice President JOSEPH J. MARRACCINO Assistant Vice President PAUL R. HAMATY First-Level Officer MARIA C. MASSEI-ROSATO Assistant Vice President MARC S. LEMBERG First-Level Officer JOHN J. CLARK, JR. Senior Vice President MARIA E. MELENDEZ-WADA Assistant Vice President RONALD J. LICARE First-Level Officer IDANNA APPIO Vice President JOSEPH MEMMOLO Assistant Vice President JOHN D. MILUSICH First-Level Officer MATTHEW D. HIGGINS Vice President GEORGE P. PEREIRA Assistant Vice President ELLEN ORMAN First-Level Officer HUNTER L. CLARK Assistant Vice President ROBERT M. POFSKY Assistant Vice President JOANNE R. RUBERTO First-Level Officer SETH E. SEARLS First-Level Officer RICHARD L. PRISCO Assistant Vice President JOHN F. SEARS First-Level Officer Financial Markets and Institutions MARK A. SLAGUS Assistant Vice President BRIAN A. WATSON First-Level Officer Development Studies and Foreign Research B. GERARD DAGES Senior Vice President JENNIFER S. CRYSTAL Vice President JOSEPH R. COVELLO First-Level Officer TRICIA E. KISSINGER Assistant Vice President International Affairs HOWARD J. HOWE Assistant Vice President OFFICERS 74 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT EXECUTIVE OFFICE WILLIAM C. DUDLEY President CHRISTINE M. CUMMING First Vice President Chief of Staff’s Office JOSEPH S. TRACY Senior Advisor to the President and Executive Vice President FINANCIAL INSTITUTION SUPERVISION GROUP Wholesale Product Office RICHARD P. DZINA Senior Vice President and Wholesale Product Manager KENNETH S. ISAACSON Senior Vice President SARINA PANG Senior Vice President JAMES P. BERGIN Chief of Staff and Vice President ROBYN A. BRANDOW Vice President NATASHA M. ZABKA Deputy Chief of Staff for Operations and Assistant Vice President CHRISTOPHER BURKE Vice President Financial Stability and Regulatory Policy MARGARET M. MCCONNELL Director and Senior Vice President SARAH BELL Assistant Vice President 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 CARLOS FUENTES Vice President ANDREW B. GERSON Vice President PEGGY AU First-Level Officer LISA R. PACHECO First-Level Officer GINA S. RUSSO First-Level Officer JOANNA WISNIECKA First-Level Officer SARAH J. DAHLGREN Executive Vice President Complex Financial Institutions 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 LANCE W. AUER Vice President STEIN E. BERRE Vice President ANDREW M. DANZIG Vice President PATRICIA DAVEY First-Level Officer DANA R. GREEN Vice President ALEJANDRO A. LATORRE Vice President WENDY NG Vice President OFFICERS 75 FEDERAL FEDERAL RESERVE RESERVE BANK BANK of of NEW NEW YORK YORK 2014 2014 ANNUAL ANNUAL REPORT REPORT FINANCIAL INSTITUTION SUPERVISION GROUP (CONTINUED) JOHN RICKETTI Vice President BARBARA J. YELCICH Assistant Vice President F. BARD STERMASI First-Level Officer VANDANA SHARMA Vice President ABBE SOHNE BENSIMON First-Level Officer LILY THAM First-Level Officer DANIEL SULLIVAN Vice President SUKHPAL BHATTI First-Level Officer CHRISTOPHER T. TSUBOI First-Level Officer JAMES B. WALL Vice President PETER R. DRAKE First-Level Officer Cross-Firm Perspective and Analytics ETHAN S. BUYON Assistant Vice President AMY E. FLYNN First-Level Officer STEPHANIE J. CHALY Assistant Vice President MARK E. GLEASON First-Level Officer KEVIN COFFEY Assistant Vice President JOHN A. HEINZE First-Level Officer LAVERNE CORNWELL Assistant Vice President ANNA IACUCCI First-Level Officer DANIEL E. ELDER Assistant Vice President WILLIAM E. KELLY First-Level Officer HAMPTON FINER Assistant Vice President YULIYA SPIVAK KEYLIN First-Level Officer JUDITH J. GRUTTMAN Assistant Vice President JOHNATHON J. B. KIM First-Level Officer CHRISTOPHER R. HUNTER Assistant Vice President THEONILLA LEE-CHAN First-Level Officer JACQUELINE M. LOVISA Assistant Vice President JOHN J. LITTLE First-Level Officer STEVEN A. MIRSKY Assistant Vice President TAMARA MARCOPULOS First-Level Officer GLEN J. REPPY Assistant Vice President TIMOTHY P. SHERIDAN First-Level Officer TODD M. WASZKELEWICZ Assistant Vice President GLEN J. SNAJDER First-Level Officer OFFICERS 76 JOHN E. KAMBHU Vice President RENATO J. SCINTO Vice President MICHAEL E. HOLSCHER Assistant Vice President DINA M. MAHER Assistant Vice President STACY L. MANUEL Assistant Vice President AFSHIN TABER Assistant Vice President SHANNON BOZELLI First-Level Officer SCOTT W. NAGEL First-Level Officer Enterprise Risk Supervision RONALD CATHCART Senior Vice President DAVID A. DUTTENHOFER, JR. Senior Vice President JEFFREY INGBER Senior Vice President JAMES M. MAHONEY Senior Vice President FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT FINANCIAL INSTITUTION SUPERVISION GROUP (CONTINUED) JAINARYAN SOOKLAL Senior Vice President LUCETTE PECORARO Assistant Vice President DANIELLE VACARR First-Level Officer THOMAS FERLAZZO Vice President MICHAEL WALSH Assistant Vice President L. DARAU JOHNSON Vice President ALBERT ALVARADO First-Level Officer KATHERYN A. N. VAN DER CELEN First-Level Officer WING Y. OON Vice President RANDOLPH BROWN First-Level Officer ERIC L. PARSONS Vice President BRIAN E. EARLY First-Level Officer IAN PRIOR Vice President BEVERLY J. JULES First-Level Officer KAREN Y. SCHNECK Vice President IRENE C. KRAULAND First-Level Officer JEANMARIE DAVIS Senior Vice President STEVEN R. BLOCK Assistant Vice President EUN KYOUNG LEE First-Level Officer VIKEN CHAKRIAN Vice President LOUIS E. BRAUNSTEIN Assistant Vice President HARRY A. MIZRAHI First-Level Officer LISA M. JONIAUX Vice President COLLEEN A. BURKE Assistant Vice President JOHN J. O’SULLIVAN First-Level Officer ARI R. COHEN Assistant Vice President MINESH PAREKH First-Level Officer MARY ELLEN CRAIG Assistant Vice President JOHN F. REYNOLDS First-Level Officer BRIAN E. HEFFERLE Assistant Vice President DENNIS J. RYAN First-Level Officer KAREN R. KAHRS Assistant Vice President DEBASHISH SARKAR First-Level Officer MARTIN LORD Assistant Vice President H. CLAY SAYLOR III First-Level Officer ANN E. MINER Assistant Vice President LOUIS SCOTT First-Level Officer BRIAN O’HALLORAN Assistant Vice President PATRICK J. STEINER First-Level Officer OFFICERS 77 YANHUI WANG First-Level Officer WAI KIU WONG First-Level Officer GEORGE WYVILLE First-Level Officer Financial Market Infrastructure DENISE B. SCHMEDES Vice President RONALD P. STROZ Vice President MAYRA GONZALEZ Assistant Vice President KEITH PULSIFER Assistant Vice President MARI E. BACA First-Level Officer JAMES DEFALCO First-Level Officer ROGER R. GRAHAM First-Level Officer FEDERAL FEDERAL RESERVE RESERVE BANK BANK of of NEW NEW YORK YORK 2014 2014 ANNUAL ANNUAL REPORT REPORT FINANCIAL INSTITUTION SUPERVISION GROUP (CONTINUED) JOHANNA M. SCHWAB First-Level Officer PETER MORREALE Assistant Vice President Regional, Community, and Foreign Institutions SEAN M. SULLIVAN First-Level Officer GRACE Y. SONE CASSEL Assistant Vice President F. CHRISTOPHER CALABIA Senior Vice President PAMELA W. YIP Assistant Vice President JAN H. VOIGTS Vice President MARGARET E. BRUSH First-Level Officer LAURENCE C. BONNEMERE Assistant Vice President DENISE F. GOODSTEIN First-Level Officer ERIC A. CABAN Assistant Vice President ERNEST NIZHNER First-Level Officer BETTYANN L. GRIFFITH Assistant Vice President MARK C. SCAPP First-Level Officer WARREN HRUNG First-Level Officer Financial Institution Supervision Executive Office JAMES R. HENNESSY Chief of Staff and Senior Vice President HOMER C. HILL Chief Operating Officer and Senior Vice President WILLIAM J. CARLUCCI Assistant Vice President JACQUELINE M. MCCORMACK Assistant Vice President CLAUDIA A. FRANCO First-Level Officer BARBARA L. TOMSEY First-Level Officer JANE WAKEFIELD First-Level Officer Group Operations JOONHO LEE Senior Vice President JEFFREY C. BLYE Vice President DANNY BRANDO Assistant Vice President PAUL R. COPPOLA Assistant Vice President Large International Financial Institutions PATRICIA T. MEADOW Senior Vice President MARILYN ARBUTHNOTT Assistant Vice President S. MICHAEL KOH Assistant Vice President REGINA A. STONE Assistant Vice President ANNE M. MACEWEN First-Level Officer RALPH T. SANTASIERO First-Level Officer SHIVAJI C. VOHRA First-Level Officer OFFICERS 78 HUGH J. MORGAN First-Level Officer WILMA SABADO First-Level Officer DAVID A. SMITH First-Level Officer Supervisory Policy DIANNE K. DOBBECK Senior Vice President CHARLES C. GRAY Vice President KRISTIN H. MALCARNEY Assistant Vice President KATHERINE L. TILGHMAN HILL Assistant Vice President EMILY G. YANG Assistant Vice President FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT FINANCIAL SERVICES GROUP ROSEANN STICHNOTH Executive Vice President WILLIAM N. SCHAEFER First-Level Officer Cash and Custody HELEN E. MUCCIOLO Senior Vice President CHRISTOPHER D. ARMSTRONG Vice President MARGARET SAXENIAN Vice President EILEEN M. GOODMAN Assistant Vice President LISA M. BASILE First-Level Officer JOHN M. HILL First-Level Officer ANTHONY J. MCGUIRK First-Level Officer HUMAN RESOURCES GROUP Electronic Payments GAIL R. ARMENDINGER Vice President SUSAN W. MINK Executive Vice President DONNA J. CROUCH Vice President Human Resources Business Partners CARL P. LUNDGREN Vice President ROBERT C. GALLO Assistant Vice President TRUPTI AMIN First-Level Officer ROBERT S. IMPALLI First-Level Officer SARAH L. WEAN First-Level Officer BELINDA S. WILLIAMS First-Level Officer JOHN ESPOSITO Assistant Vice President SUSAN F. FALBE Assistant Vice President DANIELLE N. LEVITT Assistant Vice President KAREN P. LYNCH Assistant Vice President MARGARET M. MULLINS Assistant Vice President JENNIFER C. ROTH Assistant Vice President International Treasury Services Human Resources Operations and Support Service PATRICIA HILT Vice President MATTHEW S. WAGNER Vice President BRIAN JACK Assistant Vice President CHARLES M. BLUM First-Level Officer WILLIAM M. DISENSO First-Level Officer OFFICERS 79 FEDERAL FEDERAL RESERVE RESERVE BANK BANK of of NEW NEW YORK YORK 2014 2014 ANNUAL ANNUAL REPORT REPORT HUMAN RESOURCES GROUP (CONTINUED) Talent Management LOUIS J. SCENTI, JR. Vice President NICHOLAS C. MARLIN Assistant Vice President STEVEN E. WALKER Assistant Vice President TIMOTHY O’KEEFE First-Level Officer Total Rewards Health and Wellness GERALD L. STAGG, M.D. Medical Director and Senior Vice President DAN DIAZ First-Level Officer LEGAL GROUP THOMAS C. BAXTER, JR. General Counsel and Executive Vice President Bank Applications NEIL BERSON First-Level Officer DAVID L. CARANGELO First-Level Officer IVAN J. HURWITZ Vice President TINA M. STINSON-DACRUZ First-Level Officer ROSALIE YEE Assistant Vice President KEVIN L. WHITE First-Level Officer BRIAN S. STEFFEY First-Level Officer Corporate Secretary’s Office Compliance MICHAEL A. HELD Corporate Secretary, Deputy General Counsel, and Senior Vice President MARTIN C. GRANT Chief Compliance and Ethics Officer and Senior Vice President RONA B. STEIN Assistant Corporate Secretary and Vice President BARRY M. SCHINDLER Compliance and Ethics Officer and Vice President ROSEMARY A. LAZENBY First-Level Officer MARINA I. ADAMS Assistant Vice President Federal Reserve Law Enforcement ROBERT P. ALLER Assistant Vice President DAVID K. CLUNE Compliance and Ethics Officer and Vice President AZISH E. FILABI Assistant Vice President EDWARD E. SILVA Assistant Vice President AJAY BADYAL First-Level Officer PINCHAS J. BECKER First-Level Officer OFFICERS 80 NICHOLAS L. PROTO Chief Investigator and Senior Vice President ROBERT N. SAMA Vice President KATHLEEN ELLIS First-Level Officer Legal YOONHI GREENE Assistant General Counsel and Senior Vice President JOYCE M. HANSEN Deputy General Counsel and Senior Vice President FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT LEGAL GROUP (CONTINUED) MICHAEL A. HELD Corporate Secretary, Deputy General Counsel, 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 DAVID L. GROSS Counsel and Vice President CANDACE M. JONES Counsel and Vice President MICHELE H. KALSTEIN Counsel and Vice President SEAN O’MALLEY Deputy Chief Investigator– Enforcement and Vice President MICHAEL SCHUSSLER Counsel and Vice President DAVID G. SEWELL Counsel and Assistant Vice President DEBRA F. STONE Counsel and Vice President SHAWEI WANG SO Counsel and Assistant Vice President JANINE M. TRAMONTANA Counsel and Vice President JOSEPH H. SOMMER Counsel and Assistant Vice President VALERIE K. WILDE Counsel and Vice President SOPHIA R. VICKSMAN Counsel and Assistant Vice President JENNIFER A. WOLGEMUTH Counsel and Vice President JESSIE CHENG Counsel and First-Level Officer ROBERTO G. AMENTA Investigator and Assistant Vice President MEGHANN E. DONAHUE Counsel and First-Level Officer JORDAN AVNI Legal Automation Assistant Vice President MARY L. COLON Legal Administrative Officer and Assistant Vice President SHAWN E. DELMHORST Counsel and Assistant Vice President MARK GOLD Investigator and First-Level Officer SARAH STERKEN JACKSON Counsel and First-Level Officer KENNETH H. JONES Finance and Risk Analysis and First-Level Officer ERIN P. KELLY Counsel and First-Level Officer TODD R. GREENBERG Contracts Manager and Assistant Vice President NANCY LIAO Counsel and First-Level Officer CATHERINE KUNG Counsel and Assistant Vice President SHRILAXMI S. SATYANARAYANA Counsel and First-Level Officer KATHERINE S. LANDY Counsel and Assistant Vice President MEGHAN MCCURDY Counsel and Assistant Vice President ROSANNE NOTARO Counsel and Assistant Vice President JOSEPH R. TORREGROSSA Counsel and First-Level Officer ERIK C. WALSH Counsel and First-Level Officer Records Management ROSE PATRUNO Assistant Vice President BRETT S. PHILLIPS Counsel and Vice President OFFICERS 81 FEDERAL FEDERAL RESERVE RESERVE BANK BANK of of NEW NEW YORK YORK 2014 2014 ANNUAL ANNUAL REPORT REPORT MARKETS GROUP SIMON M. POTTER Executive Vice President DEBRA M. YOUNG Assistant Vice President RAYMOND T. TESTA Chief Operating Officer and Senior Vice President DIANNE BUONINCONTRI First-Level Officer SUZANNE BENVENUTO Chief of Staff and Vice President Business Technology ANTHONY J. LIGUORI First-Level Officer SHA LIU First-Level Officer Discount Window and Collateral ZACHARY S. TAYLOR Vice President MICHELE R. WALSH Vice President PATRICK O. DWYER Assistant Vice President JOHN R. FAULKNER First-Level Officer MICHAEL J. BURK Senior Vice President KEN R. RUFF First-Level Officer MICHAEL J. RECUPERO Senior Vice President Central Bank and International Account Services PAUL R. KOWALENKO Vice President TIMOTHY J. FOGARTY Senior Vice President THOMAS I. PIDERIT Vice President AMELIA R. MONCAYO Vice President ANNE F. BAUM Senior Vice President AMANDA WEINBERG Vice President ANNMARIE S. ROWE-STRAKER Vice President LEON W. TAUB Senior Vice President LARISSA EZRA Assistant Vice President MATTHEW NEMETH Assistant Vice President HOWARD B. FIELDS Vice President RYAN L. HIRSCHEY Assistant Vice President PETER ROETHEL Assistant Vice President ANNA CHANG Assistant Vice President MAX HRABROV Assistant Vice President ROSE M. UGARTE-GEE Assistant Vice President DENLEY Y. S. CHEW Assistant Vice President OLEG KOZHUKHOV Assistant Vice President ANGELA C. DESOUZA First-Level Officer KEVIN D. KRUEGER Assistant Vice President SCOTT NEWMAN Assistant Vice President ORSON F. KEEYS First-Level Officer GERALD M. MCCRINK Assistant Vice President PETER J. SEIGEL Assistant Vice President CATHERINE LOMAX First-Level Officer THOMAS R. BREEN First-Level Officer OFFICERS 82 KRISTINA A. RYAN First-Level Officer WENDY WONG First-Level Officer Group Shared Services FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT MARKETS GROUP (CONTINUED) First-Level Officer ANNA NORDSTROM Vice President MATTHEW D. RASKIN Assistant Vice President DAVID A. JONES First-Level Officer ANGELA L. O’CONNOR Vice President JOHN B. ROSE Assistant Vice President JOHN C. PARR First-Level Officer JULIE A. REMACHE Vice President SCOTT SHERMAN Assistant Vice President ROBERT P. VOGEL First-Level Officer JANET S. RESELE-TIDEN Vice President DINA M. T. MARCHIONI Assistant Vice President PATRICIA A. ZOBEL Vice President MARK O. CABANA First-Level Officer KATHRYN B. CHEN Assistant Vice President ELIZABETH CAVINESS First-Level Officer J. BENSON DURHAM Assistant Vice President SAMUEL B. CHEUN First-Level Officer MICHELLE L. EZER Assistant Vice President MICHAEL B. MCMORROW First-Level Officer OLIVER A. GIANNOTTI Assistant Vice President RANIA C. PERRY First-Level Officer FRANK M. KEANE Assistant Vice President JAMIE M. PFEIFER First-Level Officer ROBERT H. LERMAN Assistant Vice President DEANNA SONG First-Level Officer JOSEPH M. BURKE Market Operations Monitoring and Analysis JOSHUA L. FROST Senior Vice President LORIE K. LOGAN Senior Vice President SUSAN E. MCLAUGHLIN Senior Policy Advisor and Senior Vice President KEVIN J. STIROH Senior Vice President NATHANIEL J. N. WUERFFEL Senior Vice President CHERYL A. GLEASON Vice President DEBORAH L. LEONARD Vice President MATTHEW S. LIEBER Assistant Vice President JOHN MCGOWAN Assistant Vice President OFFICERS 83 FEDERAL FEDERAL RESERVE RESERVE BANK BANK of of NEW NEW YORK YORK 2014 2014 ANNUAL ANNUAL REPORT REPORT RESEARCH AND STATISTICS GROUP JAMES J. MCANDREWS Director of Research and Executive Vice President International Research Capital Markets MYNYRE AMITI Assistant Vice President TOBIAS ADRIAN Senior Vice President MICHAEL J. FLEMING Vice President RICHARD K. CRUMP First-Level Officer EMANUEL MOENCH First-Level Officer ERNST SCHAUMBURG First-Level Officer Financial Intermediation BEVERLY J. HIRTLE Senior Vice President LINDA S. GOLDBERG Vice President JOÃO A. C. 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 First-Level Officer JAMES I. VICKERY First-Level Officer THOMAS KLITGAARD Vice President JOHANNES J. J. GROEN First-Level Officer STEFANO EUSEPI First-Level Officer Money and Payments Studies KENNETH D. GARBADE Senior Vice President RODNEY J. GARRATT Vice President Macroeconomic and Monetary Studies ANTOINE MARTIN Vice President RICHARD W. PEACH Senior Vice President ASANI SARKAR Assistant Vice President ARGIA M. SBORDONE Vice President MARCO CIPRIANI First-Level Officer MARCO DEL NEGRO Assistant Vice President ADAM M. COPELAND First-Level Officer MARC P. GIANNONI Assistant Vice President Office of the Director ROBERT W. RICH Assistant Vice President AYŞEGÜL ŞAHIN Assistant Vice President STEFANIA ALBANESI First-Level Officer ANDREA TAMBALOTTI First-Level Officer ANDREW F. HAUGHWOUT Vice President JONATHAN P. MCCARTHY Vice President PAOLO A. PESENTI Vice President STEPHEN PANEK First-Level Officer Microeconomic Studies Regional Analysis HENDRIKUS W. VAN DER KLAAUW Senior Vice President JAMES A. ORR Vice President GIORGIO TOPA Vice President OLIVIER ARMANTIER Assistant Vice President OFFICERS 84 RICHARD M. DEITZ Assistant Vice President JAISON R. ABEL First-Level Officer FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT RESEARCH AND STATISTICS GROUP (CONTINUED) RISK GROUP SANDRA C. KRIEGER Executive Vice President JASON BRAM First-Level Officer Collateral Credit Risk Management Research Services ADAM B. ASHCRAFT Senior Vice President WILLIAM G. SELICK Assistant Vice President STEVEN SCHOEN Vice President VALERIE D. 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BOWER First-Level Officer Risk Analytics JOSHUA ROSENBERG Senior Vice President RACHEL LU Assistant Vice President NISSO BUCAY First-Level Officer FEDERAL FEDERAL RESERVE RESERVE BANK BANK of of NEW NEW YORK YORK 2014 2014 ANNUAL ANNUAL REPORT REPORT TECHNOLOGY SERVICES GROUP WILLIAM T. CHRISTIE Chief Information Officer and Executive Vice President MUKUND M. KULKARNI First-Level Officer Information Security JOHN T. LINES First-Level Officer ROY D. THETFORD, JR. Information Security Officer and Senior Vice President LEE ALEXANDER Senior Vice President SHARONA NOE First-Level Officer JEFFREY KLEIN Vice President MICHAEL KANE Senior Vice President BERNADETTE M. RUSSELL First-Level Officer DAVID B. DROSSMAN Assistant Vice President YUET-MING CHAN Vice President HUALONG WANG First-Level Officer JAMIE BERNSTEIN First-Level Officer PANKAJ LUTHRA Vice President Governance AMY MAN First-Level Officer ANAT GOURJI Vice President Program Management Office IRA KAHNER Vice President JOSE L. RODRIGUEZ Senior Vice President STEPHEN SILVERMAN Vice President RICHARD I. BARRETT Vice President DAVID CAPPS Assistant Vice President JEAN M. STOLOFF Vice President JOHN J. MOSQUERA Assistant Vice President RONALD J. ZOLDY Vice President JOHN G. BARRA First-Level Officer NELL M. COTE Assistant Vice President CHERISA L. BURK First-Level Officer AMY C. LIU Assistant Vice President MARY F. KENNY-FURINO First-Level Officer SREEDEVI MANDALAPU Assistant Vice President MICHAEL S. RUBIN First-Level Officer DIANE PILINKO Assistant Vice President Application Development RICHARD A. WHITE Vice President COLIN W. WYND Vice President NAHLA S. ALY Assistant Vice President DAVID ARZT Assistant Vice President LEON FISCHER Assistant Vice President TAMARA GOLDBURT Assistant Vice President ROBERT GOODMAN Assistant Vice President IRVING MYONES Assistant Vice President DANIEL ZIEGLER Assistant Vice President PERRY SANTACECILIA Assistant Vice President ADRIAN I. HODOR First-Level Officer OFFICERS 86 FEDERAL RESERVE BANK of NEW YORK 2014 ANNUAL REPORT TECHNOLOGY SERVICES GROUP (CONTINUED) SALVATORE TIDONA Assistant Vice President JOSEPH D. LEONARD Assistant Vice President SUSIE Y. LEE First-Level Officer LEIGH CHAN First-Level Officer KENNETH T. NORCROSS First-Level Officer ANGELA JORDAN First-Level Officer ROMAN REVZIN First-Level Officer RITA MILMEYSTER First-Level Officer Technology Engineering and Computing Services HOWARD MORGASEN First-Level Officer SEAN G. MAHON Senior Vice President SHLOMO ORBACH First-Level Officer LINA GLADSTEIN Vice President PETER SCHWAB First-Level Officer PAUL R. SANS Vice President REN SHEN First-Level Officer NICOLAE STANESCU Vice President AMBROSE M. STAFYLERAS First-Level Officer RAFAEL KOSCIALKOWSKI Assistant Vice President JIA Y. YE First-Level Officer OFFICERS 87 Technology Strategy JEFFREY P. WEINSTEIN Senior Vice President ANDREW E. CHANG Vice President THOMAS KLEIN Vice President BENNY E. NISSAN Vice President JORGE L. VIDAL Vice President SUSAN R. CHASE Assistant Vice President JILL SASSO Assistant Vice President TRACEY A. TERRY Assistant Vice President MAP OF THE SECOND FEDERAL RESERVE DISTRICT MAP 88 FEDERAL FEDERAL RESERVE RESERVE BANK BANK of of NEW NEW YORK YORK 2014 2014 ANNUAL ANNUAL REPORT REPORT THE SECOND FEDERAL RESERVE DISTRICT CLINTON FRANKLIN ST. LAWRENCE NEW YORK N 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 RENSSELAER ALBANY SCHOHARIE CORTLAND STEUBEN WASHINGTON MONTGOMERY SC'NECT'Y MADISON CAYUGA TOMPKINS SCHUYLER CHAUTAUQUA HERKIMER FULTON CHENANGO DELAWARE GREENE COLUMBIA BROOME ULSTER PUTNAM ORANGE SUSSEX CONN. 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