Freddie Mac Reports First and Second Quarter 2005 Financial Results of $1.6 Billion Net Income

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     Company Reports Progress on Business Results, Fair Value and Capital

    MCLEAN, Va., Aug. 31 - Freddie Mac (NYSE: FRE) today reported financial results for the first six months of 2005.

    The company reported GAAP net income of $1,644 million for the first six months of 2005, down from $4,066 million for the first six months of 2004. Fair value of net assets attributable to common stockholders, before capital transactions, increased by $1.1 billion for the first six months of 2005, compared to growth of $2.5 billion for the first six months of 2004. Freddie Mac's regulatory core capital is estimated to have grown to $36.1 billion at June 30, 2005, with a regulatory minimum capital surplus estimated at $12.1 billion at June 30, 2005, and an estimated $4.8 billion in excess of the 30- percent target surplus set by the Office of Federal Housing Enterprise Oversight (OFHEO).

    "We are making excellent progress on improving the business in ways that will both advance our housing mission and reward our stockholders," said Richard F. Syron, Freddie Mac chairman and chief executive officer. "In the first six months of 2005, we launched a number of new initiatives and products and made progress towards meeting our affordable housing goals. We increased our market share, further strengthened our capital position and our management team and have taken actions to keep our administrative expenses relatively flat for 2005. With today's release of financials for the first half of 2005, we have taken another big step in our push to being fully current in our financial reporting by early 2006."

    "Good things are happening in our business and we're happy with our first half momentum," said Eugene M. McQuade, Freddie Mac president and chief operating officer. "For example, we grew our GSE market share while keeping our interest rate risk and credit risk at very low levels. Because our GAAP financial results reflect a mix of historical cost and fair value marks, they don't give as complete a picture as we get from looking at all of our metrics -- GAAP, fair value, business and risk management results. Taken as a whole, we've made solid progress."

    SUMMARY OF FINANCIAL RESULTS

    Changes in the level and volatility of interest rates continue to cause significant volatility in our reported financial results under generally accepted accounting principles, or GAAP. This volatility is primarily due to the fact that only a portion of our GAAP balance sheet is marked to fair value. Net income was $1,644 million for the first six months of 2005, down from $4,066 million for the first six months of 2004. Diluted earnings per common share were $2.22 for the first six months of 2005, down from $5.74 for the first six months of 2004. Net income for the first six months of 2005 includes net after-tax gains of $265 million, or $0.38 per diluted common share, related to the implementation of enhancements to models, primarily with respect to those we use to estimate the fair values of our guarantee-related assets and liabilities. The decline in net income for the first six months of 2005 compared to the first six months of 2004 was primarily due to lower net interest income, larger net fair value losses on the Guarantee Asset for Participation Certificates and losses related to our derivative instruments not in qualifying hedge accounting relationships. These derivatives continued to be an effective component of our risk management activities, as discussed below.

    Net interest income was $3,067 million for the first six months of 2005, down from $4,751 million for the first six months of 2004. Net interest yield on a fully taxable-equivalent basis decreased to 87 basis points for the first six months of 2005, compared to 129 basis points for the first six months of 2004. Net interest income, which we previously indicated was expected to be materially lower in 2005, declined primarily due to a change in the asset mix of the retained portfolio, specifically the shift from higher yielding, fixed- rate assets to lower yielding, floating-rate assets. In addition, we had a $414 million decrease in interest income in the cash and investments portfolio, largely associated with the elimination of our Securities Sales & Trading Group (SS&TG) trading portfolio. This was offset by a reduction in the carrying costs associated with this portfolio reflected in Non-interest income (loss). Net interest income also includes the effect of enhancements to certain models used to estimate prepayment speeds on mortgage-related securities. We implemented these enhancements as a change in estimate under GAAP, resulting in the recognition of $67 million (pre-tax) of additional amortization expense in the first quarter of 2005.

    Non-interest income (loss) totaled $157 million for the first six months of 2005, down from $1,506 million for the first six months of 2004. Management and guarantee income was $720 million for the first six months of 2005, up from $635 million for the first six months of 2004. The total management and guarantee income rate recognized for the first six months of 2005 was 16.4 basis points, the same rate recognized for the first six months of 2004.

    Gains (losses) on "Guarantee asset for Participation Certificates, at fair value" were ($685) million for the first six months of 2005, down from net fair value losses of ($72) million for the first six months of 2004. The larger net fair value loss for the first six months of 2005 was primarily attributable to the decline in mortgage rates during the second quarter of 2005, which decreased the fair value of our guarantee-related assets. Gains (losses) on "Guarantee Asset for Participation Certificates, at fair value" also includes the effect of implementing certain model enhancements, primarily used to estimate the fair values of our guarantee-related assets and liabilities. We made these changes as part of our periodic model enhancement process. These enhancements include changes to key components of the model that projects future interest rates, house prices, borrower defaults and loan prepayments, and also reflect the use of more extensive loan-level data. We recorded the effect of these enhancements as a change in estimate under GAAP, affecting our second quarter and first six months of 2005 results by reducing the net loss on our Guarantee asset for Participation Certificates, at fair value by $487 million (pre-tax). Excluding the effect of these enhancements, Gains (losses) on "Guarantee asset for Participation Certificates, at fair value" would have been ($1,172) million. In addition, as a result of these enhancements, on our consolidated statements of income we recognized a pre-tax loss included in Derivative gains (losses) of ($10) million and a pre-tax loss included in Gains (losses) on investment activity of ($3) million.

    Non-interest income (loss) also reflects net losses on derivative instruments not in qualifying hedge accounting relationships of ($747) million for the first six months of 2005, down from net gains of $521 million for the first six months of 2004. These losses were partially offset by gains (losses) on investment activity of $287 million for the first six months of 2005, up from ($377) million for the first six months of 2004, driven in large part by reduced losses on trading securities and higher gains from the sale of available-for-sale securities. In addition, we recognized net gains on debt retirements of $96 million for the first six months of 2005, up from net losses of ($264) million for the first six months of 2004. The gains from the sale of available-for-sale securities and the net gains on debt retirements both resulted from ongoing mortgage portfolio and debt funding program management activities.

    Non-interest expense totaled $1,109 million for the first six months of 2005, up from $1,051 million for the first six months of 2004. Administrative expenses, which are a component of non-interest expense, totaled $717 million for the first six months of 2005, up from $673 million for the first six months of 2004. However, we believe we are on track to meet our objective in 2005 of keeping administrative expenses relatively flat compared to 2004.

    For full-year 2005, we continue to expect to report net interest income materially lower than that reported for full-year 2004, primarily due to compression in net interest margins on our existing portfolio and lower nominal margins on floating-rate mortgage-related security purchases. However, on a full-year basis, we also continue to expect this decrease to be significantly offset by decreased losses in non-interest income (loss), assuming current forward rates are realized.

    For additional details on our earnings and performance for the first six months of 2005, see our Consolidated Financial Statements accompanying this release and our Core Tables, available on the Investor Relations page of our Web site at http://www.FreddieMac.com/investors.

    FAIR VALUE BALANCE SHEETS

    At June 30, 2005, the fair value of net assets attributable to common stockholders was $27.4 billion, a $0.6 billion increase from December 31, 2004. For the same period, the fair value of net assets attributable to common stockholders, before capital transactions, increased by $1.1 billion, as compared to an increase of $2.5 billion for the first six months of 2004. The increase for the first six months of 2005 represents an annualized return on average fair value of net assets attributable to common stockholders of approximately 8 percent, a figure that is below our long-term expectations. Looking beyond 2005, our long-term expectation is to generate returns on the average fair value of net assets attributable to common stockholders, before capital transactions, in the low- to mid-teens, although period-to-period returns may fluctuate substantially due to market conditions. Management's expectations are based upon assumptions regarding rates of growth in our business, spreads we expect to earn on our business, and required capital levels, among other factors. We have made no assumptions regarding any potential impact of pending legislation, discussed below and in our prior disclosures. Our actual results may differ materially from our expectations.

    The primary contributors to the increase in fair value of net assets in the first six months of 2005 were income from the retained portfolio (defined as the net revenue resulting from the option-adjusted spread between mortgage- related investments and debt) and fee-based income (including guarantee fees and credit fees related to our PCs and Structured Securities) substantially offset by decreases resulting from wider mortgage-to-debt option-adjusted spreads. Because we generally hold a substantial portion of our mortgage- related assets for the long term, we do not believe that periodic fluctuations in mortgage-to-debt option-adjusted spreads will significantly affect the long-term return of the retained portfolio. During the first six months of 2005, we made improvements to our fair value estimation methodologies, including the implementation of the model enhancements, discussed above, concerning our guarantee-related assets and liabilities and refinements that better capture available market data relevant to determining the fair value of multifamily mortgage loans and other securities we hold in our retained portfolio. The implementation of these improvements resulted in net after-tax increases in the fair value of total net assets of approximately $0.2 billion in the first quarter of 2005 but had no significant net impact in the second quarter of 2005.

    RISK MANAGEMENT

    Our interest-rate risk remains low. For the first six months of 2005, Portfolio Market Value Sensitivity and duration gap averaged one percent and zero months, respectively. Our total credit losses continue to be low, totaling $68 million, or approximately 1.1 basis points on an annualized basis, in the first six months of 2005, compared to $59 million, or approximately 1.0 basis point on an annualized basis, for the first six months of 2004. We continue to expect credit losses in 2005 to remain low relative to historic levels, although there may be some slight increase.

    CAPITAL

    We have submitted to OFHEO amended minimum capital reports for March and June of 2005, including estimates of our capital surpluses. Based on these estimates, we believe that we were in compliance with our regulatory capital requirements throughout the first half of the year. Our estimated regulatory core capital at June 30, 2005 was $36.1 billion, with an estimated minimum capital surplus of approximately $12.1 billion and an estimated surplus in excess of the 30-percent target surplus at June 30, 2005 of approximately $4.8 billion. We currently expect to be able to maintain a surplus over both our minimum regulatory capital requirement and the 30-percent target surplus across a wide range of market conditions.

    OTHER MATTERS

    Update on Litigation Arising from Restatement

    As previously disclosed, we are subject to various legal proceedings, including regulatory investigations and administrative and civil litigation, arising from the restatement of our previously issued consolidated financial statements. In the second quarter of 2003, we established a reserve of $75 million based on our estimate that the range of minimum loss in these proceedings was $75 million to $100 million. The plaintiffs in the pending civil securities litigation arising from the restatement have not submitted a specific claim for damages and it is not possible for us to reasonably estimate the upper end of the range of any additional losses that might result from an adverse resolution of the civil securities litigation. We anticipate that the plaintiffs in that litigation are likely to seek damages that are substantially greater than the estimated range of minimum loss.

    GSE Regulatory Oversight Legislation Update

    As previously disclosed, we face an uncertain regulatory environment in light of legislative reforms currently being considered. Committees in both the Senate and the House of Representatives have now passed separate bills concerning GSE regulatory oversight and amendments to these bills or other bills may be introduced. The bills that have been passed by the Senate and House Committees differ in various respects, although each in its current form would result in significant changes in the existing GSE regulatory oversight structure.

    We continue to believe that the enactment of certain of these legislative provisions, depending on their final terms and how they are applied by our regulator, could have a material adverse effect on our ability to fulfill our mission, our future earnings, stock price and stockholder returns, the rate of growth in our fair value and our ability to recruit and retain qualified officers and directors.

    While we continue to work toward enactment of appropriate GSE regulatory oversight legislation, we cannot predict the prospects for the enactment, timing or content of any final legislation or its impact on our financial prospects.

    Financial Reporting Update

    As we return to regular quarterly financial reporting, our objective is to continue to improve the timeliness of our releases and to file a timely minimum capital report with OFHEO, that complies with GAAP, at the end of January 2006. We also continue to anticipate beginning our registration process with the Securities and Exchange Commission, for the purpose of registering our common stock under the Securities Exchange Act of 1934, in the second quarter of 2006, and becoming a 1934 Act registrant as soon as possible thereafter.

    We also intend to present additional disclosures, relating both to our results reported under GAAP as well as our reported fair value numbers. We believe these disclosures, particularly those relating to our fair value, will provide a picture of our results that is more reflective of how we manage the business than presented through our reported GAAP financial results alone. We expect to begin presenting these disclosures in early 2006, subject to our primary objective of returning to timely financial reporting.

    Additional Information

    For more information, see our Consolidated Financial Statements accompanying this release and our Core Tables, available on the Investor Relations page of our Web site at http://www.FreddieMac.com/investors.

    Additional information about Freddie Mac and its business is also set forth in our Information Statement dated June 14, 2005 and related Information Statement Supplements, available on the Investor Relations page of our Web site at http://www.FreddieMac.com/investors. Freddie Mac encourages all investors and interested members of the public to review these materials for a more complete understanding of our financial results and related company disclosures.

    Announcement of Conference Call and Webcast

    We will host a conference call discussing today's announcement at 5:00 p.m. Eastern Time today. Domestic investors should call 1-877-209-9919 and international investors can access the call at 612-332-0107. The conference call will be webcast live on our Web site. During the call, our Chief Financial Officer, Martin F. Baumann, will be referring to a slide presentation that we have posted on our Web site. You can find a link to these slides at the end of our press release on our Web site. We encourage you to have this presentation available so that you can better follow Mr. Baumann's remarks during the call. A telephone recording of this conference call will be available continuously beginning at approximately 9:00 p.m. Eastern Time on August 31, 2005 until midnight on September 14, 2005. To access this recording in the United States, call 1-800-475-6701 and use access code 794413. Outside of the United States, call 320-365-3844 and use access code 794413.

    The information in this press release and accompanying Consolidated Financial Statements and Core Tables will be included in our Information Statement Supplement dated August 31, 2005, which will be posted on the Investor Relations page of our Web site.

    Freddie Mac's press releases sometimes contain forward-looking statements pertaining to management's current expectations as to our future business plans, results of operations and/or financial condition. Management's expectations for the company's future necessarily involve a number of assumptions and estimates, and various factors could cause actual results to differ materially from these expectations. These assumptions and factors are discussed in our Information Statement dated June 14, 2005, which is available on the Investor Relations page of our Web site at http://www.FreddieMac.com/investors.

    Freddie Mac is a stockholder-owned company established by Congress in 1970 to support homeownership and rental housing. Freddie Mac fulfills its mission by purchasing residential mortgages and mortgage-related securities, which it finances primarily by issuing mortgage-related securities and debt instruments in the capital markets. Over the years, Freddie Mac has made home possible for one in six homebuyers and nearly four million renters in America.

     FREDDIE MAC

     CONSOLIDATED STATEMENTS OF INCOME

     (UNAUDITED)

     Six Months Ended June 30,

    Line: 2005 2004

     (dollars in millions, except

     share-related amounts)

     Interest income

     1 Mortgage loans $ 2,020 $ 1,986

     2 Mortgage-related securities in the

     Retained portfolio 14,422 14,241

     3 Cash and investments 1,159 1,573

     4 Total interest income 17,601 17,800

     Interest expense

     5 Short-term debt (2,626) (1,111)

     6 Long-term debt (11,267) (11,507)

     7 Total interest expense on debt

     securities (13,893) (12,618)

     8 Due to Participation Certificate investors (271) (413)

     9 Total interest expense (14,164) (13,031)

    10 Income (expense) related to derivatives (370) (18)

    11 Net interest income 3,067 4,751

     Non-interest income (loss)

    12 Management and guarantee income

     (includes interest on Guarantee

     asset for Participation Certificates

     of $117 and $127, respectively) 720 635

    13 Gains (losses) on "Guarantee asset for

     Participation Certificates,

     at fair value" (685) (72)

    14 Income on "Guarantee obligation for

     Participation Certificates" 422 382

    15 Derivative gains (losses) (747) 521

    16 Hedge accounting gains (losses) (71) 446

    17 Gains (losses) on investment activity 287 (377)

    18 Gains (losses) on debt retirement 96 (264)

    19 Resecuritization fees 72 84

    20 Other income 63 151

    21 Non-interest income (loss) 157 1,506

     Non-interest expense

    22 Salaries and employee benefits (394) (345)

    23 Professional services (192) (257)

    24 Occupancy expense (27) (27)

    25 Other administrative expenses (104) (44)

    26 Total administrative expenses (717) (673)

    27 (Provision) benefit for credit losses (47) (29)

    28 REO operations income (expense) (13) 3

    29 Housing tax credit partnerships (163) (123)

    30 Minority interests in earnings of

     consolidated subsidiaries (53) (69)

    31 Other expenses (116) (160)

    32 Non-interest expense (1,109) (1,051)

    33 Income before income tax expense 2,115 5,206

    34 Income tax expense (471) (1,140)

    35 Net income $ 1,644 $ 4,066

    36 Preferred stock dividends (108) (104)

    37 Net income available to common stockholders $ 1,536 $ 3,962

    38 Basic earnings per common share $ 2.22 $ 5.75

    39 Diluted earnings per common share $ 2.22 $ 5.74

     Weighted average common shares outstanding

     (thousands)

    40 Basic 690,964 688,651

    41 Diluted 692,877 690,798

    42 Dividends per common share $ 0.70 $ 0.60

     FREDDIE MAC

     CONSOLIDATED STATEMENTS OF INCOME

     (UNAUDITED)

     Quarter Ended

    Line: June 30, June 30, March 31, March 31,

     2005 2004 2005 2004

     (dollars in millions, except share-

     related amounts)

     Interest income

     1 Mortgage loans $ 1,021 $ 1,008 $ 999 $ 978

     2 Mortgage-related securities

     in the Retained portfolio 7,243 7,285 7,179 6,956

     3 Cash and investments 625 748 534 825

     4 Total interest income 8,889 9,041 8,712 8,759

     Interest expense

     5 Short-term debt (1,483) (523) (1,143) (588)

     6 Long-term debt (5,626) (5,770) (5,641) (5,737)

     7 Total interest expense

     on debt securities (7,109) (6,293) (6,784) (6,325)

     8 Due to Participation

     Certificate investors (140) (235) (131) (178)

     9 Total interest expense (7,249) (6,528) (6,915) (6,503)

    10 Income (expense) related

     to derivatives (234) 112 (136) (130)

    11 Net interest income 1,406 2,625 1,661 2,126

     Non-interest income (loss)

    12 Management and guarantee

     income (includes interest

     on Guarantee asset for

     Participation Certificates

     of $56, $68, $61 and $59,

     respectively) 386 251 334 384

    13 Gains (losses) on "Guarantee

     asset for Participation

     Certificates, at fair

     value" (562) 571 (123) (643)

    14 Income on "Guarantee

     obligation for

     Participation Certificates" 224 231 198 151

    15 Derivative gains (losses) (169) 420 (578) 101

    16 Hedge accounting gains

     (losses) (38) 119 (33) 327

    17 Gains (losses) on investment

     activity 181 (110) 106 (267)

    18 Gains (losses) on debt

     retirement 22 (37) 74 (227)

    19 Resecuritization fees 34 45 38 39

    20 Other income 40 42 23 109

    21 Non-interest income (loss) 118 1,532 39 (26)

     Non-interest expense

    22 Salaries and employee

     benefits (198) (176) (196) (169)

    23 Professional services (78) (158) (114) (99)

    24 Occupancy expense (13) (15) (14) (12)

    25 Other administrative

     expenses (54) (19) (50) (25)

    26 Total administrative

     expenses (343) (368) (374) (305)

    27 (Provision) benefit for

     credit losses (23) (27) (24) (2)

    28 REO operations income

     (expense) (5) - (8) 3

    29 Housing tax credit

     partnerships (80) (61) (83) (62)

    30 Minority interests in

     earnings of consolidated

     subsidiaries (26) (34) (27) (35)

    31 Other expenses (58) (58) (58) (102)

    32 Non-interest expense (535) (548) (574) (503)

    33 Income before income tax

     expense 989 3,609 1,126 1,597

    34 Income tax expense (220) (855) (251) (285)

    35 Net income $ 769 $ 2,754 $ 875 $ 1,312

    36 Preferred stock dividends (56) (52) (52) (52)

    37 Net income available to common

     stockholders $ 713 $ 2,702 $ 823 $ 1,260

    38 Basic earnings per

     common share $ 1.03 $ 3.92 $ 1.19 $ 1.83

    39 Diluted earnings per common

     share $ 1.03 $ 3.91 $ 1.19 $ 1.82

     Weighted average common shares

     outstanding (thousands)

    40 Basic 691,321 688,819 690,602 688,482

    41 Diluted 692,968 690,757 693,008 690,868

    42 Dividends per common share $ 0.35 $ 0.30 $ 0.35 $ 0.30

     FREDDIE MAC

     CONSOLIDATED BALANCE SHEETS

     (UNAUDITED)

     June 30, March 31, December 31,

     2005 2005 2004

    Line:

     (dollars in millions)

     Assets

     Retained portfolio

     Mortgage loans:

     1 Held-for-investment, at amortized

     cost $ 59,010 $ 59,652 $ 58,852

     2 Reserve for losses on mortgage

     loans held-for-investment (107) (113) (114)

     3 Held-for-sale, at lower of cost or

     market value 2,043 2,116 2,582

     4 Mortgage loans, net of reserve 60,946 61,655 61,320

     Mortgage-related securities:

     5 Available-for-sale, at fair value

     (includes $209, $1,223 and $194,

     respectively, pledged as

     collateral that may be repledged) 602,157 587,912 590,461

     6 Trading, at fair value 10,149 10,941 11,842

     7 Participation Certificate

     residuals, at fair value 680 939 845

     8 Total mortgage-related

     securities 612,986 599,792 603,148

     9 Retained portfolio 673,932 661,447 664,468

     Cash and investments

    10 Cash and cash equivalents 9,236 19,745 35,253

     Investments:

     Non-mortgage-related securities:

    11 Available-for-sale, at fair value 40,893 37,870 29,830

    12 Securities purchased under

     agreements to resell and Federal

     funds sold 29,095 25,413 32,197

    13 Cash and investments 79,224 83,028 97,280

    14 Accounts and other receivables,

     net 6,978 6,820 7,286

    15 Derivative assets, at fair value 8,656 12,450 15,257

    16 Guarantee asset for Participation

     Certificates, at fair value 4,668 4,766 4,516

    17 Real estate owned, net 686 743 741

    18 Other assets 5,851 6,407 5,736

    19 Total assets $779,995 $775,661 $795,284

     Liabilities and stockholders'

     equity

     Debt securities, net

     Senior debt:

    20 Due within one year $286,789 $289,518 $282,303

    21 Due after one year 423,584 422,548 443,772

    22 Subordinated debt, due after one

     year 5,629 5,626 5,622

    23 Total debt securities, net 716,002 717,692 731,697

    24 Due to Participation Certificate

     investors 14,635 14,414 13,654

    25 Accrued interest payable 6,321 4,943 7,329

    26 Guarantee obligation for

     Participation Certificates 4,632 4,306 4,065

    27 Derivative liabilities, at fair

     value 186 397 226

    28 Reserve for guarantee losses on

     Participation Certificates 154 151 150

    29 Other liabilities 4,811 4,268 5,238

    30 Total liabilities 746,741 746,171 762,359

    31 Commitments and contingencies

    32 Minority interests in consolidated

     subsidiaries 1,291 1,399 1,509

     Stockholders' equity

    33 Preferred stock, at redemption

     value 4,609 4,609 4,609

    34 Common stock, $0.21 par value,

     726,000,000 shares authorized,

     725,882,280 shares issued and

     691,980,054 shares, 690,899,466

     shares and 690,606,185 shares

     outstanding, respectively 152 152 152

    35 Additional paid-in capital 910 891 873

    36 Retained earnings 31,773 31,309 30,728

     Accumulated other comprehensive

     income (loss) (AOCI) net of

     taxes, related to:

    37 Available-for-sale securities 2,937 (15) 4,339

    38 Cash flow hedge relationships (7,107) (7,504) (7,924)

    39 Minimum pension liability (8) (8) (8)

    40 Total accumulated other

     comprehensive income

     (loss), net of taxes (4,178) (7,527) (3,593)

    41 Treasury stock, at cost,

     33,902,226 shares, 34,982,814

     shares and 35,276,095 shares,

     respectively (1,303) (1,343) (1,353)

    42 Total stockholders' equity 31,963 28,091 31,416

    43 Total liabilities and

     stockholders' equity $779,995 $775,661 $795,284

     FREDDIE MAC

     CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

     (UNAUDITED)

     Six Months Ended June 30,

     2005 2004

     Shares Amount Shares Amount

    Line: (dollars and shares in millions)

     Preferred stock, at redemption

     value

     1 Balance, beginning of period 92 $ 4,609 92 $ 4,609

     2 Preferred stock, end of period 92 4,609 92 4,609

     Common stock, par value

     3 Balance, beginning of period 726 152 726 152

     4 Common stock, end of period 726 152 726 152

     Additional paid-in capital

     5 Balance, beginning of period 873 814

     6 Stock-based compensation, before

     tax effect of $11 and $9,

     respectively 30 25

     7 Income tax benefit from employee

     stock option exercises 3 7

     8 Common stock issuances 4 (7)

     9 Additional paid-in capital, end

     of period 910 839

     Retained earnings

    10 Balance, beginning of period 30,728 28,837

    11 Net income 1,644 4,066

    12 Preferred stock dividends

     declared (108) (104)

    13 Common stock dividends declared (491) (415)

    14 Retained earnings, end of period 31,773 32,384

     AOCI, net of taxes

    15 Balance, beginning of period (3,593) (1,498)

    16 Changes in unrealized gains

     (losses) related to available-

     for-sale securities, net of

     reclassification adjustments (1,402) (5,478)

    17 Changes in unrealized gains

     (losses) related to cash flow

     hedge relationships, net of

     reclassification adjustments 817 (948)

    18 AOCI, net of taxes, end of period (4,178) (7,924)

     Treasury stock, at cost

    19 Balance, beginning of period 35 (1,353) 37 (1,427)

    20 Common stock issuances (1) 50 - 20

    21 Treasury stock, end of period 34 (1,303) 37 (1,407)

    22 Total stockholders' equity $31,963 $28,653

     Comprehensive income (loss)

    23 Net income $ 1,644 $4,066

    24 Changes in AOCI, net of taxes,

     net of reclassification

     adjustments (585) (6,426)

    25 Total comprehensive income (loss) $ 1,059 $(2,360)
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