November 7, 2011
Christian Windsor
Special Counsel, Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E., Mail Stop 4561
Washington, D.C. 20549
Via Email and EDGAR
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| RE: | Response to SEC Comment Letter dated October 24, 2011 |
File No. 000-51398
Dear Mr. Windsor:
Thank you for your follow-up and comment on our Form 10-K for the Fiscal Year Ended December 31, 2010, filed on March 23, 2011 (2010 Form 10-K). We will incorporate our response in our Form 10-K for the Fiscal Year Ended December 31, 2011, as applicable. Below is our response to your comment.
Form 10-K for the Fiscal Year Ended December 31, 2010
Compensation Discussion and Analysis, page 211
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| 1. | Comment: We refer to prior comment 2. We note that you used the term “comparison group” to mean the companies included in the third-party published surveys. Please disclose the third-party published surveys used by the company in future filings. |
Response: We will identify the third-party published surveys used by the Bank in future filings.
Closing comments:
We acknowledge that:
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| • | The Bank is responsible for the adequacy and accuracy of the disclosures in the filing; |
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| • | SEC staff comments or changes to disclosures in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and |
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| • | The Bank may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
If you have any questions regarding our response, please contact me at (415) 616-2764.
Sincerely,
/s/ Kevin A. Gong
Kevin A. Gong
Senior Vice President and
Chief Corporate Securities Counsel
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| cc: | Dean Schultz, President and Chief Executive Officer |
Keith Benson, Latham & Watkins LLP
