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EXHIBIT 25
Registration No.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM T-1
STATEMENT OF ELIGIBILITY AND QUALIFICATION UNDER THE TRUST INDENTURE ACT OF
1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE
BANK ONE, COLUMBUS, N.A.
Not Applicable 31-4148768
(State of Incorporation (I.R.S. Employer
if not a national bank) Identification No.)
100 East Broad Street, Columbus, Ohio 43271-0181
(Address of trustee's principal (Zip Code) executive offices)
Ted Kravits
c/o Bank One Trust Company, NA
100 East Broad Street
Columbus, Ohio 43271-0181
(614) 248-2566
(Name, address and telephone number of agent for service)
WYNDHAM HOTEL CORPORATION
(Exact name of obligor as specified in its charter)
Delaware 75-2636072
(State or other jurisdiction of (I.R.S.Employer
incorporation or organization) Identification No.)
2001 Bryan Street, Suite 2300 75201
Dallas, Texas (Zip Code)
(Address of principal executive
offices)
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___% SENIOR SUBORDINATED NOTES DUE 2006
(Title of the Indenture securities)
GENERAL
1. GENERAL INFORMATION.
FURNISH THE FOLLOWING INFORMATION AS TO THE TRUSTEE:
(A) NAME AND ADDRESS OF EACH EXAMINING OR SUPERVISING AUTHORITY TO
WHICH IT IS SUBJECT.
Comptroller of the Currency, Washington, D.C.
Federal Reserve Bank of Cleveland, Cleveland, Ohio
Federal Deposit Insurance Corporation, Washington, D.C.
The Board of Governors of the Federal Reserve System,
Washington, D.C.
(B) WHETHER IT IS AUTHORIZED TO EXERCISE CORPORATE TRUST POWERS.
The trustee is authorized to exercise corporate trust powers.
2. AFFILIATIONS WITH OBLIGOR AND UNDERWRITERS.
IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE, DESCRIBE EACH SUCH
AFFILIATION.
The obligor is not an affiliate of the trustee.
16. LIST OF EXHIBITS
LIST BELOW ALL EXHIBITS FILED AS A PART OF THIS STATEMENT OF
ELIGIBILITY AND QUALIFICATION. (EXHIBITS IDENTIFIED IN PARENTHESES,
ON FILE WITH THE COMMISSION, ARE INCORPORATED HEREIN BY REFERENCE AS
EXHIBITS HERETO.)
Exhibit 1 - A copy of the Articles of Association of the trustee as now in
effect.
Exhibit 2 - A copy of the Certificate of Authority of the trustee to commence
business, see Exhibit 2 to Form T-1, filed in connection with Form S-3 relating
to Wheeling-Pittsburgh Corporation 9 3/8% Senior Notes due 2003,
Securities and Exchange Commission File No. 33-50709.
Exhibit 3 - A copy of the Authorization of the trustee to exercise corporate
trust powers, see Exhibit 3 to Form T-1, filed in connection with Form S-3
relating to Wheeling-Pittsburgh Corporation 9 3/8% Senior Notes due 2003,
Securities and Exchange Commission File No. 33-50709.
Exhibit 4 - A copy of the Bylaws of the trustee as now in effect.
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Exhibit 5 - Not applicable.
Exhibit 6 - The consent of the trustee required by Section 321(b) of the Trust
Indenture Act of 1939, as amended.
Exhibit 7 - Report of Condition of the trustee as of the close of business on
March 31, 1996, published pursuant to the requirements of the Comptroller of
the Company.
Exhibit 8 - Not applicable.
Exhibit 9 - Not applicable.
Items 3 through 15 are not answered pursuant to General Instruction B which
requires responses to Item 1, 2 and 16 only, if the obligor is not in default.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as
amended, the Trustee, Bank One, Columbus, NA, a national banking association
organized under the National Banking Act, has duly caused this statement of
eligibility and qualification to be signed on its behalf by the undersigned,
thereunto duly authorized, all in Columbus, Ohio, on May , 1996.
Bank One, Columbus, NA
By:
-------------------
Ted Kravits
Authorized Signer
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Exhibit 1
BANK ONE, COLUMBUS, NATIONAL ASSOCIATION
ARTICLES OF ASSOCIATION
For the purpose of organizing an association to carry on the
business of banking under the laws of the United States, the following Articles
of Association are entered into:
FIRST. The title of this Association shall be BANK ONE, COLUMBUS,
NATIONAL ASSOCIATION.
SECOND. The main office of the Association shall be in Columbus,
County of Franklin, State of Ohio. The general business of the Association
shall be conducted at its main office and its branches.
THIRD. The Board of Directors of this Association shall consist
of not less than five nor more than twenty-five Directors, the exact number of
Directors within such minimum and maximum limits to be fixed and determined
from time-to-time by resolution of the shareholders at any annual or special
meeting thereof, provided, however, that the Board of Directors, by resolution
of a majority thereof, shall be authorized to increase the number of its
members by not more than two between regular meetings of the shareholders.
Each Director, during the full term of his directorship, shall own, as
qualifying shares, the minimum number of shares of either this Association or
of its parent bank holding company in accordance with the provisions of
applicable law. Unless otherwise provided by the laws of the United States,
any vacancy in the Board of Directors for any reason, including an increase in
the number thereof, may be filled by action of the Board of Directors.
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FOURTH. The annual meeting of the shareholders for the election
of Directors and the transaction of whatever other business may be brought
before said meeting shall be held at the main office of this Association or
such other place as the Board of Directors may designate, on the day of each
year specified therefor in the By-Laws, but if no election is held on that day,
it may be held on any subsequent business day according to the provisions of
law; and all elections shall be held according to such lawful regulations as
may be prescribed by the Board of Directors.
FIFTH. The authorized amount of capital stock of this
Association shall be 2,073,750 shares of common stock of the par value of Ten
Dollars ($10) each; but said capital stock may be increased or decreased from
time-to-time, in accordance with the provisions of the laws of the United
States.
No holder of shares of the capital stock of any class of
the Association shall have the preemptive or preferential right of subscription
to any share of any class of stock of this Association, whether now or
hereafter authorized or to any obligations convertible into stock of this
Association, issued or sold, nor any right of subscription to any thereof other
than such, if any, as the Board of Directors, in its discretion, may from
time-to-time determine and at such price as the Board of Directors may from
time-to-time fix.
This Association, at any time and from time-to-time, may
authorize and issue debt obligations, whether or not subordinated, without the
approval of the shareholders.
SIXTH. The Board of Directors shall appoint one of its members
President of the Association, who shall be Chairman of the Board, unless the
Board appoints another director to be the Chairman. The Board of Directors
shall have the power to appoint one or more Vice Presidents and to appoint a
Secretary and such other officers and employees as may be required to transact
the business of this Association.
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The Board of Directors shall have the power to define the
duties of the officers and employees of this Association; to fix the salaries
to be paid to them; to dismiss them; to require bonds from them and to fix the
penalty thereof; to regulate the manner in which any increase of the capital of
this Association shall be made; to manage and administer the business and
affairs of this Association; to make all By-Laws that it may be lawful for them
to make; and generally to do and perform all acts that it may be legal for a
Board of Directors to do and perform.
SEVENTH. The Board of Directors shall have the power to change
the location of the main office to any other place within the limits of the
City of Columbus, Ohio, without the approval of the shareholders but subject to
the approval of the Comptroller of the Currency; and shall have the power to
establish or change the location of any branch or branches of this Association
to any other location, without the approval of the shareholders but subject to
the approval of the Comptroller of the Currency.
EIGHTH. The corporate existence of this Association shall
continue until terminated in accordance with the laws of the United States.
NINTH. The Board of Directors of this Association, or any three
or more shareholders owning, in the aggregate, not less than 10 percent of the
stock of this Association, may call a special meeting of shareholders at any
time. Unless otherwise provided by the laws of the United States, a notice of
the time, place and purpose of every annual and special meeting of the
shareholders shall be given by first-class mail, postage prepaid, mailed at
least ten days prior to the date of such meeting to each shareholder of record
at his address as shown upon the books of this Association.
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TENTH. Every person who is or was a Director, officer or
employee of the Association or of any other corporation which he served as a
Director, officer or employee at the request of the Association as part of his
regularly assigned duties may be indemnified by the Association in accordance
with the provisions of this paragraph against all liability (including, without
limitation, judgments, fines, penalties and settlements) and all reasonable
expenses (including, without limitation, attorneys' fees and investigative
expenses) that may be incurred or paid by him in connection with any claim,
action, suit or proceeding, whether civil, criminal or administrative (all
referred to hereafter in this paragraphs as "Claims") or in connection with any
appeal relating thereto in which he may become involved as a party or otherwise
or with which he may be threatened by reason of his being or having been a
Director, officer or employee of the Association or such other corporation, or
by reason of any action taken or omitted by him in his capacity as such
Director, officer or employee, whether or not he continues to be such at the
time such liability or expenses are incurred, provided that nothing contained
in this paragraph shall be construed to permit indemnification of any such
person who is adjudged guilty of, or liable for, willful misconduct, gross
neglect of duty or criminal acts, unless, at the time such indemnification is
sought, such indemnification in such instance is permissible under applicable
law and regulations, including published rulings of the Comptroller of the
Currency or other appropriate supervisory or regulatory authority, and provided
further that there shall be no indemnification of directors, officers, or
employees against expenses, penalties, or other payments incurred in an
administrative proceeding or action instituted by an appropriate regulatory
agency which proceeding or action results in a final order assessing civil
money penalties or requiring affirmative action by an individual or individuals
in the form of payments to the Association. Every person who may be
indemnified under the provisions of this paragraph and who has been wholly
successful on the merits with respect to any Claim shall be entitled to
indemnification as of right. Except as provided in the preceding sentence, any
indemnification under this paragraph shall be at the sole discretion of the
Board of Directors and shall be made only if the Board of Directors or the
Executive Committee acting by a quorum consisting of
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Directors who are not parties to such Claim shall find or if independent legal
counsel (who may be the regular counsel of the Association) selected by the
Board of Directors or Executive Committee whether or not a disinterested quorum
exists shall render their opinion that in view of all of the circumstances then
surrounding the Claim, such indemnification is equitable and in the best
interests of the Association. Among the circumstances to be taken into
consideration in arriving at such a finding or opinion is the existence or
non-existence of a contract of insurance or indemnity under which the
Association would be wholly or partially reimbursed for such indemnification,
but the existence or non-existence of such insurance is not the sole
circumstance to be considered nor shall it be wholly determinative of whether
such indemnification shall be made. In addition to such finding or opinion, no
indemnification under this paragraph shall be made unless the Board of
Directors or the Executive Committee acting by a quorum consisting of Directors
who are not parties to such Claim shall find or if independent legal counsel
(who may be the regular counsel of the Association) selected by the Board of
Directors or Executive Committee whether or not a disinterested quorum exists
shall render their opinion that the Director, officer or employee acted in good
faith in what he reasonably believed to be the best interests of the
Association or such other corporation and further in the case of any criminal
action or proceeding, that the Director, officer or employee reasonably
believed his conduct to be lawful. Determination of any Claim by judgment
adverse to a Director, officer or employee by settlement with or without Court
approval or conviction upon a plea of guilty or of nolocontendere or its
equivalent shall not create a presumption that a Director, officer or employee
failed to meet the standards of conduct set forth in this paragraph. Expenses
incurred with respect to any Claim may be advanced by the Association prior to
the final disposition thereof upon receipt of an undertaking satisfactory to
the Association by or on behalf of the recipient to repay such amount unless it
is ultimately determined that he is entitled to indemnification under this
paragraph. The rights of indemnification provided in this paragraph shall be
in addition to any rights to which any Director, officer or employee may
otherwise be entitled by contract or as a matter of law.
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Every person who shall act as a Director, officer or employee of this
Association shall be conclusively presumed to be doing so in reliance upon the
right of indemnification provided for in this paragraph.
ELEVENTH. These Articles of Association may be amended at any
regular or special meeting of the shareholders by the affirmative vote of the
holders of a majority of the stock of this Association, unless the vote of the
holders of a greater amount of stock is required by law, and in that case by
the vote of the holders of such greater amount.
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Exhibit 4
BY-LAWS
OF
BANK ONE, COLUMBUS, NATIONAL ASSOCIATION
ARTICLE I
MEETING OF SHAREHOLDERS
SECTION 1.01. ANNUAL MEETING. The regular annual meeting of the Shareholders
of the Bank for the election of Directors and for the transaction of such
business as may properly come before the meeting shall be held at its main
banking house, or other convenient place duly authorized by the Board of
Directors, on the third Monday of January of each year, or on the next
succeeding banking day, if the day fixed falls on a legal holiday. If from any
cause, an election of directors is not made on the day fixed for the regular
meeting of shareholders or, in the event of a legal holiday, on the next
succeeding banking day, the Board of Directors shall order the election to be
held on some subsequent day, as soon thereafter as practicable, according to
the provisions of law; and notice thereof shall be given in the manner herein
provided for the annual meeting. Notice of such annual meeting shall be given
by or under the direction of the Secretary or such other officer as may be
designated by the Chief Executive Officer by first-class mail, postage prepaid,
to all shareholders of record of the Bank at their respective addresses as
shown upon the books of the Bank mailed not less than ten days prior to the
date fixed for such meeting.
SECTION 1.02. SPECIAL MEETINGS. A special meeting of the shareholders of this
Bank may be called at any time by the Board of Directors or by any three or
more shareholders owning, in the aggregate, not less than ten percent of the
stock of this Bank. The notice of any special meeting of the shareholders
called by the Board of Directors, stating the time, place and purpose of the
meeting, shall be given by or under the direction of the Secretary, or such
other officer as is designated by the Chief Executive Officer, by first-class
mail, postage prepaid, to all shareholders of
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record of the Bank at their respective addresses as shown upon the books of the
Bank, mailed not less than ten days prior to the date fixed for such meeting.
Any special meeting of shareholders shall be conducted and its
proceedings recorded in the manner prescribed in these By-Laws for annual
meetings of shareholders.
SECTION 1.03. SECRETARY OF SHAREHOLDERS' MEETING. The Board of Directors may
designate a person to be the Secretary of the meetings of shareholders. In the
absence of a presiding officer, as designated in these By-Laws, the Board of
Directors may designate a person to act as the presiding officer. In the event
the Board of Directors fails to designate a person to preside at a meeting of
shareholders and a Secretary of such meeting, the shareholders present or
represented shall elect a person to preside and a person to serve as Secretary
of the meeting.
The Secretary of the meetings of shareholders shall cause the
returns made by the judges and election and other proceedings to be recorded in
the minute book of the Bank. The presiding officer shall notify the
directors-elect of their election and to meet forthwith for the organization of
the new board.
The minutes of the meeting shall be signed by the presiding
officer and the Secretary designated for the meeting.
SECTION 1.04. JUDGES OF ELECTION. The Board of Directors may appoint as many
as three shareholders to be judges of the election, who shall hold and conduct
the same, and who shall, after the election has been held, notify, in writing
over their signatures, the secretary of the shareholders' meeting of the result
thereof and the names of the Directors elected; provided, however, that upon
failure for any reason of any judge or judges of election, so appointed by the
directors, to serve, the presiding officer of the meeting shall appoint other
shareholders or their proxies to fill the vacancies. The judges of election at
the request of the chairman of the
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meeting, shall act as tellers of any other vote by ballot taken at such
meeting, and shall notify, in writing over their signatures, the secretary of
the Board of Directors of the result thereof.
SECTION 1.05. PROXIES. In all elections of Directors, each shareholder of
record, who is qualified to vote under the provisions of Federal Law, shall
have the right to vote the number of shares of record in his name for as many
persons as there are Directors to be elected, or to cumulate such shares as
provided by Federal Law. In deciding all other questions at meetings of
shareholders, each shareholder shall be entitled to one vote on each share of
stock of record in his name. Shareholders may vote by proxy duly authorized in
writing. All proxies used at the annual meeting shall be secured for that
meeting only, or any adjournment thereof, and shall be dated, and if not dated
by the shareholder, shall be dated as of the date of receipt thereof. No
officer or employee of this Bank may act as proxy.
SECTION 1.06. QUORUM. Holders of record of a majority of the shares of the
capital stock of the Bank, eligible to be voted, present either in person or by
proxy, shall constitute a quorum for the transaction of business at any meeting
of shareholders, but shareholders present at any meeting and consti- tuting
less than a quorum may, without further notice, adjourn the meeting from time
to time until a quorum is obtained. A majority of the votes cast shall decide
every question or matter submitted to the shareholders at any meeting, unless
otherwise provided by law or by the Articles of Association.
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ARTICLE II
DIRECTORS
SECTION 2.01. MANAGEMENT OF THE BANK. The business of the Bank shall be
managed by the Board of Directors. Each director of the Bank shall be the
beneficial owner of a substantial number of shares of BANC ONE CORPORATION and
shall be employed either in the position of Chief Executive Officer or active
leadership within his or her business, professional or community interest which
shall be located within the geographic area in which the Bank operates, or as
an executive officer of the Bank. A director shall not be eligible for
nomination and re-election as a director of the Bank if such person's executive
or leadership position within his or her business, professional or community
interests which qualifies such person as a director of Bank terminates. The
age of 70 is the mandatory retirement age as a director of the Bank. When a
person's eligibility as director of the Bank terminates, whether because of
change in share ownership, position, residency or age, within 30 days after
such termination, such person shall submit his resignation as a director to be
effective at the pleasure of the Board provided, however, that in no event
shall such person be nominated or elected as a director. Provided, however,
following a person's retirement or resignation as a director because of the age
limitations herein set forth with respect to election or re-election as a
director, such person may, in special or unusual circumstances, and at the
discretion of the Board, be elected by the directors as a Director Emeritus of
the Bank for a limited period of time. A Director Emeritus shall have the
right to participate in board meetings but shall be without the power to vote
and shall be subject to re-election by the Board at its organizational meeting
following the Bank's annual meeting of shareholders.
SECTION 2.02. QUALIFICATIONS. Each director shall have the qualification
prescribed by law. No person elected a director may exercise any of the powers
of his office until he has taken the oath of such office.
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SECTION 2.03. TERM OF OFFICE/VACANCIES. A director shall hold office until
the annual meeting for the year in which his term expires and until his
successor shall be elected and shall qualify, subject, however, to his prior
death, resignation, or removal from office. Whenever any vacancy shall occur
among the directors, the remaining directors shall constitute the directors of
the Bank until such vacancy is filled by the remaining directors, and any
director so appointed shall hold office for the unexpired term of his or her
successor. Notwithstanding the foregoing, each director shall hold office and
serve at the pleasure of the Board.
SECTION 2.04. ORGANIZATION MEETING. The directors elected by the share-
holders shall meet for organization of the new board at the time fixed by the
presiding officer of the annual meeting. If at the time fixed for such meeting
there is no quorum present, the Directors in attendance may adjourn from time
to time until a quorum is obtained. A majority of the number of Directors
elected by the shareholders shall constitute a quorum for the transaction of
business.
SECTION 2.05. REGULAR MEETINGS. The regular meetings of the Board of
Directors shall be held on the third Monday of each calendar month excluding
March and July, which meeting will be held at 4:00 p.m. When any regular
meeting of the Board falls on a holiday, the meeting shall be held on such
other day as the Board may previously designate or should the Board fail to so
designate, on such day as the Chairman of the Board of President may fix.
Whenever a quorum is not present, the directors in attendance shall adjourn the
meeting to a time not later than the date fixed by the Bylaws for the next
succeeding regular meeting of the Board.
SECTION 2.06. SPECIAL MEETINGS. Special meetings of the Board of Directors
shall be held at the call of the Chairman of the Board or President, or at the
request of two or more Directors. Any special meeting may be held at such
place in Franklin County, Ohio, and at such time as may be fixed in the call.
Written or oral notice shall be given to each Director not later than the day
next preceding the day on which special meeting is to be held, which notice may
be waived in writing.
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The presence of a Director at any meeting of the Board shall be deemed a waiver
of notice thereof by him. Whenever a quorum is not present the Directors in
attendance shall adjourn the special meeting from day to day until a quorum is
obtained.
SECTION 2.07. QUORUM. A majority of the Directors shall constitute a quorum
at any meeting, except when otherwise provided by law; but a lesser number may
adjourn any meeting, from time-to-time, and the meeting may be held, as
adjourned, without further notice. When, however, less than a quorum as herein
defined, but at least one-third and not less than two of the authorized number
of Directors are present at a meeting of the Directors, business of the Bank
may be transacted and matters before the Board approved or disapproved by the
unanimous vote of the Directors present.
SECTION 2.08. COMPENSATION. Each member of the Board of Directors shall
receive such fees for, and transportation expenses incident to, attendance at
Board and Board Committee Meetings and such fees for service as a Director
irrespective of meeting attendance as from time to time are fixed by resolution
of the Board; provided, however, that payment hereunder shall not be made to a
Director for meetings attended and/or Board service which are not for the
Bank's sole benefit and which are concurrent and duplicative with meetings
attended or board service for an affiliate of the Bank for which the Director
receives payment; and provided further, that payment hereunder shall not be
made in the case of any Director in the regular employment of the Bank or of
one of its affiliates.
SECTION 2.09. EXECUTIVE COMMITTEE. There shall be a standing committee of the
Board of Directors known as the Executive Committee which shall possess and
exercise, when the Board is not in session, all powers of the Board that may
lawfully be delegated. The Executive Committee shall also exercise the powers
of the Board of Directors in accordance with the Provisions of the "Employees
Retirement Plan" and the "Agreement and Declaration of Trust" as the same now
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exist or may be amended hereafter. The Executive Committee shall consist of
not fewer than four board members, including the Chairman of the Board and
President of the Bank, one of whom, as hereinafter required by these By-laws,
shall be the Chief Executive Officer. The other members of the Committee shall
be appointed by the Chairman of the Board or by the President, with the
approval of the Board and shall continue as members of the Executive Committee
until their successors are appointed, provided, however, that any member of the
Executive Committee may be removed by the Board upon a majority vote thereof at
any regular or special meeting of the Board. The Chairman or President shall
fill any vacancy in the Committee by the appointment of another Director,
subject to the approval of the Board of Directors. The regular meetings of the
Executive Committee shall be held on a regular basis as scheduled by the Board
of Directors. Special meetings of the Executive Committee shall be held at the
call of the Chairman or President or any two members thereof at such time or
times as may be designated. In the event of the absence of any member or
members of the Committee, the presiding member may appoint a member or members
of the Board to fill the place or places of such absent member or members to
serve during such absence. Not fewer than three members of the Committee must
be present at any meeting of the Executive Committee to constitute a quorum,
provided, however that with regard to any matters on which the Executive
Committee shall vote, a majority of the Committee members present at the
meeting at which a vote is to be taken shall not be officers of the Bank and,
provided further, that if, at any meeting at which the Chairman of the Board
and President are both present, Committee members who are not officers are not
in the majority, then the Chairman of the Board or President, which ever of
such officers is not also the Chief Executive Officer, shall not be eligible to
vote at such meeting and shall not be recognized for purposes of determining if
a quorum is present at such meeting. When neither the Chairman of the Board
nor President are present, the Committee shall appoint a presiding officer.
The Executive Committee shall keep a record of its proceedings and report its
proceedings and the action taken by it to the Board of Directors.
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SECTION 2.10 COMMUNITY REINVESTMENT ACT AND COMPLIANCE POLICY COMMITTEE.
There shall be a standing committee of the Board of Directors known as the
Community Reinvestment Act and Compliance Policy Committee the duties of which
shall be, at least once in each calendar year, to review, develop and recommend
policies and programs related to the Bank's Community Reinvestment Act
Compliance and regulatory compliance with all existing statutes, rules and
regulations affecting the Bank under state and federal law. Such Committee
shall provide and promptly make a full report of such review of current Bank
policies with regard to Community Reinvestment Act and regulatory compliance in
writing to the Board, with recommendations, if any, which may be necessary to
correct any unsatisfactory conditions. Such Committee may, in its discretion,
in fulfilling its duties, utilize the Community Reinvestment Act officers of
the Bank, Banc One Ohio Corporation and Banc One Corporation and may engage
outside Community Reinvestment Act experts, as approved by the Board, to
review, develop and recommend policies and programs as herein required. The
Community Reinvestment Act and regulatory compliance policies and procedures
established and the recommendations made shall be consistent with, and shall
supplement, the Community Reinvestment Act and regulatory compliance programs,
policies and procedures of Banc One Corporation and Banc One Ohio Corporation.
The Community Reinvestment Act and Compliance Policy Committee shall consist of
not fewer than four board members, one of whom shall be the Chief Executive
Officer and a majority of whom are not officers of the Bank. Not fewer than
three members of the Committee, a majority of whom are not officers of the
Bank, must be present to constitute a quorum. The Chairman of the Board or
President of the Bank, whichever is not the Chief Executive Officer, shall be
an ex officio member of the Community Reinvestment Act and Compliance Policy
Committee. The Community Reinvestment Act and Compliance Policy Committee,
whose chairman shall be appointed by the Board, shall keep a record of its
proceedings and report its proceedings and the action taken by it to the Board
of Directors.
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SECTION 2.11. TRUST COMMITTEES. There shall be two standing Committees known
as the Trust Management Committee and the Trust Examination Committee appointed
as hereinafter provided.
SECTION 2.12. OTHER COMMITTEES. The Board of Directors may appoint such
special committees from time to time as are in its judgment necessary in the
interest of the Bank.
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ARTICLE III
OFFICERS, MANAGEMENT STAFF AND EMPLOYEES
SECTION 3.01. OFFICERS AND MANAGEMENT STAFF.
(a) The officers of the Bank shall include a President,
Secretary and Security Officer and may include a Chairman
of the Board, one or more Vice Chairmen, one or more Vice
Presidents (which may include one or more Executive Vice
Presidents and/or Senior Vice Presidents) and one or more
Assistant Secretaries, all of whom shall be elected by the
Board. All other officers may be elected by the Board or
appointed in writing by the Chief Executive Officer. The
salaries of all officers elected by the Board shall be
fixed by the Board. The Board from time-to-time shall
designate the President or Chairman of the Board to serve
as the Bank's Chief Executive Officer.
(b) The Chairman of the Board, if any, and the President shall
be elected by the Board from their own number. The
President and Chairman of the Board shall be re-elected by
the Board annually at the organizational meeting of the
Board of Directors following the Annual Meeting of
Shareholders. Such officers as the Board shall elect from
their own number shall hold office from the date of their
election as officers until the organization meeting of the
Board of Directors following the next Annual Meeting of
Shareholders, provided, however, that such officers may be
relieved of their duties at any time by action of the
Board in which event all the powers incident to their
office shall immediately terminate.
(c) Except as provided in the case of the elected officers who
are members of the Board, all officers, whether elected or
appointed, shall hold office at the pleasure of the Board.
Except as otherwise limited by law or these By-laws, the
Board assigns to Chief Executive Officer and/or his
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designees the authority to appoint and dismiss any elected
or appointed officer or other member of the Bank's
management staff and other employees of the Bank, as the
person in charge of and responsible for any branch office,
department, section, operation, function, assignment or
duty in the Bank.
(d) The management staff of the Bank shall include officers
elected by the Board, officers appointed by the Chief
Executive Officer, and such other persons in the
employment of the Bank who, pursuant to written
appointment and authorization by a duly authorized officer
of the Bank, perform management functions and have
management responsi- bilities. Any two or more offices
may be held by the same person except that no person shall
hold the office of Chairman of the Board and/or President
and at the same time also hold the office of Secretary.
(e) The Chief Executive Officer of the Bank and any other
officer of the Bank, to the extent that such officer is
authorized in writing by the Chief Executive Officer, may
appoint persons other than officers who are in the
employment of the Bank to serve in management positions
and in connection therewith, the appointing officer may
assign such title, salary, responsibilities and functions
as are deemed appropriate by him, provided, however, that
nothing contained herein shall be construed as placing any
limitation on the authority of the Chief Executive Officer
as provided in this and other sections of these By-Laws.
SECTION 3.02. CHIEF EXECUTIVE OFFICER. The Chief Executive Officer of the
Bank shall have general and active management of the business of the Bank and
shall see that all orders and resolutions of the Board of Directors are carried
into effect. Except as otherwise prescribed or limited by these By-Laws, the
Chief Executive Officer shall have full right, authority and power to control
all personnel, including elected and appointed officers, of the Bank, to employ
or direct the
- 20 -
21
employment of such personnel and officers as he may deem necessary, including
the fixing of salaries and the dismissal of them at pleasure, and to define and
prescribe the duties and responsibility of all Officers of the Bank, subject to
such further limitations and directions as he may from time-to-time deem
proper. The Chief Executive Officer shall perform all duties incident to his
office and such other and further duties, as may, from time-to-time, be
required of him by the Board of Directors or the shareholders. The
specification of authority in these By-Laws wherever and to whomever granted
shall not be construed to limit in any manner the general powers of delegation
granted to the Chief Executive Officer in conducting the business of the Bank.
The Chief Executive Officer or, in his absence, the Chairman of the Board or
President of the Bank, as designated by the Chief Executive Officer, shall
preside at all meetings of shareholders and meetings of the Board. In the
absence of the Chief Executive Officer, such officer as is designated by the
Chief Executive Officer shall be vested with all the powers and perform all the
duties of the Chief Executive Officer as defined by these By-Laws. When
designating an officer to serve in his absence, the Chief Executive Officer
shall select an officer who is a member of the Board of Directors whenever such
officer is available.
SECTION 3.03. POWERS OF OFFICERS AND MANAGEMENT STAFF. The Chief Executive
Officer, the Chairman of the Board, the President, and those officers so
designated and authorized by the Chief Executive Officer are authorized for an
on behalf of the Bank, and to the extent permitted by law, to make loans and
discounts; to purchase or acquire drafts, notes, stock, bonds, and other
securities for investment of funds held by the Bank; to execute and purchase
acceptances; to appoint, empower and direct all necessary agents and attor-
neys; to sign and give any notice required to be given; to demand payment
and/or to declare due for any default any debt or obligation due or payable to
the Bank upon demand or authorized to be declared due; to foreclose any mort-
gages, to exercise any option, privilege or election to forfeit, terminate,
extend or renew any lease; to authorize and direct any proceedings for the
collection of any money or for the enforcement
- 21 -
22
of any right or obligation; to adjust, settle and compromise all claims of
every kind and description in favor of or against the Bank, and to give
receipts, releases and discharges therefor; to borrow money and in connection
therewith to make, execute and deliver notes, bonds or other evidences of
indebtedness; to pledge or hypothe- cate any securities or any stocks, bonds,
notes or any property real or personal held or owned by the Bank, or to
rediscount any notes or other obli- gations held or owned by the Bank, to
employ or direct the employment of all personnel, including elected and
appointed officers, and the dismissal of them at pleasure, and in furtherance
of and in addition to the powers hereinabove set forth to do all such acts and
to take all such proceedings as in his judgment are necessary and incidental to
the operation of the Bank.
Other persons in the employment of the Bank, including but not
limited to officers and other members of the management staff, may be
authorized by the Chief Executive Officer, or by an officer so designated and
authorized by the chief Executive Officer, to perform the powers set forth
above, subject, how- ever, to such limitations and conditions as are set forth
in the authorization given to such persons.
SECTION 3.04. SECRETARY. The Secretary or such other officers as may be
designated by the Chief Executive Officer shall have supervision and control of
the records of the Bank and, subject to the direction of the Chief Executive
Officer, shall undertake other duties and functions usually performed by a
corporate secretary. Other officers may be designated by the Chief Executive
Officer or the Board of Directors as Assistant Secretary to perform the duties
of the Secretary.
SECTION 3.05. EXECUTION OF DOCUMENTS. The Chief Executive Officer, Chairman
of the Board, President, any officer being a member of the Bank's management
staff who is also a person in charge of and responsible for any department
within the Bank and any other officer to the extent such officer is so
designated and authorized by the Chief Executive Officer, the Chairman of the
- 22 -
23
Board, the President, or any other officer who is a member of the Bank's
management staff who is in charge of and responsible for any department within
the Bank, are hereby authorized on behalf of the Bank to sell, assign, lease,
mortgage, transfer, deliver and convey any real or personal property now or
hereafter owned by or standing in the name of the Bank or its nominee, or held
by this Bank as collateral security, and to execute and deliver such deeds,
contracts, leases, assignments, bills of sale, transfers or other papers or
documents as may be appropriate in the circumstances; to execute any loan
agreement, security agreement, commitment letters and financing statements and
other documents on behalf of the Bank as a lender; to execute purchase orders,
documents and agreements entered into by the Bank in the ordinary course of
business, relating to purchase, sale, exchange or lease of services, tangible
personal property, materials and equipment for the use of the Bank; to execute
powers of attorney to perform specific or general functions in the name of or
on behalf of the Bank; to execute promissory notes or other instruments
evidencing debt of the Bank; to execute instruments pledging or releasing
securities for public funds, documents submitting public fund bids on behalf of
the Bank and public fund contracts; to purchase and acquire any real or
personal property including loan portfolios and to execute and deliver such
agreements, contracts or other papers or documents as may be appropriate
in the circumstances; to execute any indemnity and fidelity bonds, proxies or
other papers or documents of like or different character necessary, desirable
or incidental to the conduct of its banking business; to execute and deliver
settlement agreements or other papers or documents as may be appropriate in
connection with a dismissal authorized by Section 3.01(c) of these By-laws; to
execute agreements, instruments, documents, contracts or other papers of like
or difference character necessary, desirable or incidental to the conduct of
its banking business; and to execute and deliver partial releases from and
discharges or assignments of mortgages, financing statements and assignments or
surrender of insurance policies, now or hereafter held by this Bank.
- 23 -
24
The Chief Executive Officer, Chairman of the Board, President,
any officer being a member of the Bank's management staff who is also a person
in charge of and responsible for any department within the Bank, and any other
officer of the Bank so designated and authorized by the Chief Executive
Officer, Chairman of the Board, President or any officer who is a member of the
Bank's management staff who is in charge of and responsible for any department
within the Bank are authorized for and on behalf of the Bank to sign and issue
checks, drafts, and certificates of deposit; to sign and endorse bills of
exchange, to sign and countersign foreign and domestic letters of credit, to
receive and receipt for payments of principal, interest, dividends, rents, fees
and payments of every kind and description paid to the Bank, to sign receipts
for property acquired by or entrusted to the Bank, to guarantee the genuineness
of signatures on assignments of stocks, bonds or other securities, to sign
certifications of checks, to endorse and deliver checks, drafts, warrants,
bills, notes, certificates of deposit and acceptances in all business
transactions of the Bank.
Other persons in the employment of the Bank and of its
subsidiaries, including but not limited to officers and other members of the
management staff, may be authorized by the Chief Executive Officer, Chairman of
the Board, President or by an officer so designated by the Chief Executive
Officer, Chairman of the Board, or President to perform the acts and to execute
the documents set forth above, subject, however, to such limitations and
conditions as are contained in the authorization given to such person.
SECTION 3.06. PERFORMANCE BOND. All officers and employees of the Bank shall
be bonded for the honest and faithful performance of their duties for such
amount as may be prescribed by the Board of Directors.
- 24 -
25
ARTICLE IV
TRUST DEPARTMENT
SECTION 4.01. TRUST DEPARTMENT. Pursuant to the fiduciary powers granted to
this Bank under the provisions of Federal Law and Regulations of the Comp-
troller of the Currency, there shall be maintained a separate Trust Department
of the Bank, which shall be operated in the manner specified herein.
SECTION 4.02. TRUST MANAGEMENT COMMITTEE. There shall be a standing Committee
known as the Trust Management Committee, consisting of at least five members, a
majority of whom shall not be officers of the Bank. The Committee shall
consist of the Chairman of the Board who shall be Chairman of the Com- mittee,
the President, and at least three other Directors appointed by the Board of
Directors and who shall continue as members of the Committee until their
successors are appointed. Any vacancy in the Trust Management Committee may be
filled by the Board at any regular or special meeting. In the event of the
absence of any member or members, such Committee may, in its discretion,
appoint members of the Board to fill the place of such absent members to serve
during such absence. Three members of the Committee shall constitute a quorum.
Any member of the Committee may be removed by the Board by a majority vote at
any regular or special meeting of the Board. The Committee shall meet at such
times as it may determine or at the call of the Chairman, or President or any
two members thereof.
The Trust Management Committee, under the general direction of
the Board of Directors, shall supervise the policy of the Trust Department
which shall be formulated and executed in accordance with Law, Regulations of
the Comp- troller of the Currency, and sound fiduciary principles.
- 25 -
26
SECTION 4.03. TRUST EXAMINATION COMMITTEE. There shall be a standing Commit-
tee known as the Trust Examination Committee, consisting of three directors
appointed by the Board of Directors and who shall continue as members of the
committee until their successors are appointed. Such members shall not be
active officers of the Bank. Two members of the Committee shall constitute a
quorum. Any member of the Committee may be removed by the Board by a majority
vote at any regular or special meeting of the Board. The Committee shall meet
at such times as it may determine or at the call of two members thereof.
This Committee shall, at least once during each calendar year and
within fifteen months of the last such audit, or at such other time(s) as may
be required by Regulations of the Comptroller of the Currency, make suitable
audits of the Trust Department or cause suitable audits to be made by auditors
responsible only to the Board of Directors, and at such time shall ascertain
whether the Department has been administered in accordance with Law, Regula-
tions of the Comptroller of the Currency and sound fiduciary principles.
The Committee shall promptly make a full report of such audits in
writing to the Board of Directors of the Bank, together with a recommendation
as to what action, if any, may be necessary to correct any unsatisfactory
condition. A report of the audits together with the action taken thereon shall
be noted in the Minutes of the Board of Directors and such report shall be a
part of the records of this Bank.
SECTION 4.04. MANAGEMENT. The Trust Department shall be under the management
and supervision of an officer of the Bank or of the trust affiliate of the Bank
designated by and subject to the advice and direction of the Chief Executive
Officer. Such officer having supervisory responsibility over the Trust
Department shall do or cause to be done all things necessary or proper in
carrying on the business of the Trust Department in accordance with provi-
sions of law and applicable regulations.
- 26 -
27
SECTION 4.05. HOLDING OF PROPERTY. Property held by the Trust Department may
be carried in the name of the Bank in its fiduciary capacity, in the name of
Bank, or in the name of a nominee or nominees.
SECTION 4.06. TRUST INVESTMENTS. Funds held by the Bank in a fiduciary
capacity awaiting investment or distribution shall not be held uninvested or
undistributed any longer than is reasonable for the proper management of the
account and shall be invested in accordance with the instrument establishing a
fiduciary relationship and local law. Where such instrument does not specify
the character or class of investments to be made and does not vest in the Bank
any discretion in the matter, funds held pursuant to such instrument shall be
invested in any investment which corporate fiduciaries may invest under local
law.
The investments of each account in the Trust Department shall be
kept separate from the assets of the Bank, and shall be placed in the joint
custody or control of not less than two of the officers or employees of the
Bank or of the trust affiliate of the Bank designated for the purpose by the
Trust Management Committee.
SECTION 4.07. EXECUTION OF DOCUMENTS. The Chief Executive Officer, Chairman
of the Board, President, any officer of the Trust Department, and such other
officers of the trust affiliate of the Bank as are specifically designated and
authorized by the Chief Executive Officer, the President, or the officer in
charge of the Trust Department, are hereby authorized, on behalf of this Bank,
to sell, assign, lease, mortgage, transfer, deliver and convey any real
property or personal property and to purchase and acquire any real or personal
property and to execute and deliver such agreements, contracts, or other papers
and documents as may be appropriate in the circumstances for property now or
hereafter owned by or standing in the name of this Bank, or its nominee, in any
fiduciary capacity, or in the name of any principal for whom this Bank may now
or hereafter be acting under a power of attorney, or as agent and to execute
and deliver partial releases from
- 27 -
28
any discharges or assignments or mortgages and assignments or surrender of
insurance policies, to execute and deliver deeds, contracts, leases,
assignments, bills of sale, transfers or such other papers or documents as may
be appropriate in the circumstances for property now or hereafter held by this
Bank in any fiduciary capacity or owned by any principal for whom this Bank may
now or hereafter be acting under a power of attorney or as agent; to execute
and deliver settlement agreements or other papers or documents as may be
appropriate in connection with a dismissal authorized by Section 3.01(c) of
these By-laws; provided that the signature of any such person shall be attested
in each case by any officer of the Trust Department or by any other person who
is specifically authorized by the Chief Executive Officer, the President or the
officer in charge of the Trust Department.
The Chief Executive Officer, Chairman of the Board, President,
any officer of the Trust Department and such other officers of the trust
affiliate of the Bank as are specifically designated and authorized by the
Chief Executive Officer, the President, or the officer in charge of the Trust
Department, or any other person or corporation as is specifically authorized by
the Chief Executive Officer, the President or the officer in charge of the
Trust Department, are hereby authorized on behalf of this Bank, to sign any and
all pleadings and papers in probate and other court proceedings, to execute any
indemnity and fidelity bonds, trust agreements, proxies or other papers or
documents of like or different character necessary, desirable or incidental to
the appointment of the Bank in any fiduciary capacity and the conduct of its
business in any fiduciary capacity; also to foreclose any mortgage, to execute
and deliver receipts for payments of principal, interest, dividends, rents,
fees and payments of every kind and description paid to the Bank; to sign
receipts for property acquired or entrusted to the Bank; also to sign stock or
bond certificates on behalf of this Bank in any fiduciary capacity and on
behalf of this Bank as transfer agent or registrar; to guarantee the
genuineness of signatures on assignments of stocks, bonds or other securities,
and to authenticate bonds, debentures, land or lease trust certificates or
other forms of security issued pursuant to any indenture under which this Bank
now or hereafter is acting as
- 28 -
29
Trustee. Any such person, as well as such other persons as are specifically
authorized by the Chief Executive Officer or the officer in charge of the Trust
Department, may sign checks, drafts and orders for the payment of money
executed by the Trust Department in the course of its business.
SECTION 4.08. VOTING OF STOCK. The Chairman of the Board, President, any
officer of the Trust Department, any officer of the trust affiliate of the Bank
and such other persons as may be specifically authorized by Resolution of the
Trust Management Committee or the Board of Directors, may vote shares of stock
of a corporation of record on the books of the issuing company in the name of
the Bank or in the name of the Bank as fiduciary, or may grant proxies for the
voting of such stock of the granting if same is permitted by the instrument
under which the Bank is acting in a fiduciary capacity, or by the law
applicable to such fiduciary account. In the case of shares of stock which are
held by a nominee of the Bank, such shares may be voted by such person(s)
authorized by such nominee.
- 29 -
30
ARTICLE V
STOCKS AND STOCK CERTIFICATES
SECTION 5.01. STOCK CERTIFICATES. The shares of stock of the Bank shall be
evidenced by certificates which shall bear the signature of the Chairman of the
Board, the President, or a Vice President (which signature may be engraved,
printed or impressed), and shall be signed manually by the Secretary, or any
other officer appointed by the Chief Executive Officer for that purpose.
In case any such officer who has signed or whose facsimile
signature has been placed upon such certificate shall have ceased to be such
before such certificate is issued, it may be issued by the Bank with the same
effect as if such officer had not ceased to be such at the time of its issue.
Each such certificate shall bear the corporate seal of the Bank, shall recite
on its fact that the stock represented thereby is transferable only upon the
books of the Bank properly endorsed and shall recite such other information as
is required by law and deemed appropriate by the Board. The corporate seal may
be facsimile engraved or printed.
SECTION 5.02. STOCK ISSUE AND TRANSFER. The shares of stock of the Bank shall
be transferable only upon the stock transfer books of the Bank and except as
hereinafter provided, no transfer shall be made or new certificates issued
except upon the surrender for cancellation of the certificate or certificates
previously issued therefor. In the case of the loss, theft, or destruction of
any certificate, a new certificate may be issued in place of such certificate
upon the furnishing of any affidavit setting forth the circumstances of such
loss, theft, or destruction and indemnity satisfactory to the Chairman of the
Board, the President, or a Vice President. The Board of Directors, or the
Chief Executive Officer, may authorize the issuance of a new certificate
therefor without the furnishing of indemnity. Stock Transfer Books, in which
all transfers of stock shall be recorded, shall be provided.
- 30 -
31
The stock transfer books may be closed for a reasonable
period and under such conditions as the Board of Directors may at any time
determine for any meeting of shareholders, the payment of dividends or any
other lawful purpose. In lieu of closing the transfer books, the Board may, in
its discretion, fix a record date and hour constituting a reasonable period
prior to the day designated for the holding of any meeting of the shareholders
or the day appointed for the payment of any dividend or for any other purpose
at the time as of which shareholders entitled to notice of and to vote at any
such meeting or to receive such dividend or to be treated as shareholders for
such other purpose shall be determined, and only shareholders of record at such
time shall be entitled to notice of or to vote at such meeting or to receive
such dividends or to be treated as shareholders for such other purpose.
- 31 -
32
ARTICLE VI
MISCELLANEOUS PROVISIONS
SECTION 6.01. SEAL. The impression made below is an impression of the seal
adopted by the Board of Directors of BANK ONE, COLUMBUS, NATIONAL ASSOCIATION.
The Seal may be affixed by any officer of the Bank to any document executed by
an authorized officer on behalf of the Bank, and any officer may certify any
act, proceedings, record, instrument or authority of the Bank.
SECTION 6.02. BANKING HOURS. Subject to ratification by the Executive
Committee, the Bank and each of its Branches shall be open for business on such
days and during such hours as the Chief Executive Officer of the Bank shall,
from time to time, prescribe.
SECTION 6.03. MINUTE BOOK. The organization papers of this Bank, the Articles
of Association, the returns of the judges of elections, the By-Laws and any
amendments thereto, the proceedings of all regular and special meetings of the
shareholders and of the Board of Directors, and reports of the committees of
the Board of Directors shall be recorded in the minute book of the Bank. The
minutes of each such meeting shall be signed by the presiding Officer and
attested by the secretary of the meetings.
SECTION 6.04. AMENDMENT OF BY-LAWS. These By-Laws may be amended by vote of a
majority of the Directors.
- 32 -
33
EXHIBIT 6
Securities and Exchange Commission
Washington, D.C. 20549
CONSENT
The undersigned, designated to act as Trustee under the Indenture for Wyndham
Hotel Corporation described in the attached Statement of Eligibility and
Qualification, does hereby consent that reports of examinations by Federal,
State, Territorial, or District Authorities may be furnished by such
authorities to the Commission upon the request of the Commission.
This Consent is given pursuant to the provision of Section 321(b) of the Trust
Indenture Act of 1939, as amended.
Bank One, Columbus, NA
Dated: May , 1996 By:
-----------------------
Ted Kravits
Authorized Signer
- 33 -
34
Board of Governors of the Federal Reserve System
OMB Number: 7100-0036
Federal Deposit Insurance Corporation
OMB Number: 3064-0052
Office of the Comptroller of the Currency
OMB Number: 1557-0081
Federal Financial Institutions Examination Council Expires March 31, 1999
- -------------------------------------------------------------------------------------------------------------------------
[ 1 ]
[LOGO] Please Refer to Page i,
Table of Contents, for
the required disclosure
of estimated burden
- -------------------------------------------------------------------------------------------------------------------------
CONSOLIDATED REPORTS OF CONDITION AND INCOME FOR
A BANK WITH DOMESTIC AND FOREIGN OFFICES - FFIEC 031
REPORT AT THE CLOSE OF BUSINESS MARCH 31, 1996 (960331)
-----------
(RCRI 9999)
This report is required by law: 12 U.S.C. Section 324 (State This report form is to be filed by banks with
member banks); 12 U.S.C. Section 1817 (State nonmember branches and consolidated subsidiaries in
banks); and 12 U.S.C. Section 161 (National banks). U.S. territories and possessions, Edge or Agreement
subsidiaries, foreign branches, consolidated foreign
subsidiaries, or International Banking Facilities.
- -------------------------------------------------------------------------------------------------------------------------
NOTE: The Reports of Condition and Income must be signed by The Reports of Condition and Income are to be
an authorized officer and the Report of Condition must be prepared in accordance with Federal Regulatory
attested to by not less than two directors (trustees) for authority instructions. NOTE: These instructions may
State nonmember banks and three directors for State member in some cases differ from generally accepted
and National banks. accounting principles.
I, Richard D. Nadler, Controller We, the undersigned directors (trustees), attest to
-------------------------------------------------------- the correctness of this Report of Condition
Name and Title of Officer Authorized to Sign Report (including the supporting schedules) and declare that
it has been examined by us and to the best of our
of the named bank do hereby declare that these Reports of knowledge and belief has been prepared in conformance
Condition and Income (including the supporting schedules) with the instructions issued by the appropriate
have been prepared in conformance with the instructions Federal regulatory authority and is true and correct.
issued by the appropriate Federal regulatory authority and
are true to the best of my knowledge and belief. /s/ FREDERICK L. CULLEN
-----------------------------------------------------
Director (Trustee)
/s/ (Illegible)
- ------------------------------------------------------------- /s/ WILLIAM M. BENNETT
Signature of Officer Authorized to Sign Report -----------------------------------------------------
Director (Trustee)
April 29, 1996 /s/ ALEX SHUMATE
- ------------------------------------------------------------- -----------------------------------------------------
Date of Signature Director (Trustee)
- -------------------------------------------------------------------------------------------------------------------------
FOR BANKS SUBMITTING HARD COPY REPORT FORMS:
STATE MEMBER BANKS: Return the original and one copy to the NATIONAL BANKS: Return the original only in the
appropriate Federal Reserve District Bank. special return address envelope provided. If express
mail is used in lieu of the special return address
STATE NONMEMBER BANKS: Return the original only in the envelope, return the original only to the FDIC, c/o
special return address envelope provided. If express mail is Quality Data Systems, 2127 Espey Court, Suite 204,
used in lieu of the special return address envelope, return Crofton, MD 21114.
the original only to the FDIC, c/o Quality Data Systems,
2127 Espey Court, Suite 204, Crofton, MD 21114.
- -------------------------------------------------------------------------------------------------------------------------
FDIC Certificate Number
----------- Banks should affix the address label in this space.
(RCRI 9050)
CALL NO. 195 31 03-31-96
STBK: 39-1580 00088 STCERT: 39-06659
BANK ONE, COLUMBUS, NATIONAL ASSOCIATION
101 EAST BROAD STREET
COLUMBUS, OH 43271
Board of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation, Office of the Comptroller of the Currency
35
FFIEC 031
Page i
[ 2 ]
Consolidated Reports of Condition and Income for
A Bank With Domestic and Foreign Offices
- ---------------------------------------------------------------------------------------------------------------------
TABLE OF CONTENTS
SIGNATURE PAGE COVER REPORT OF CONDITION
REPORT OF INCOME
Schedule RI-Income Statement . . . . . . . . . . RI-1, 2, 3 Schedule RC-Balance Sheet . . . . . . . . . . RC-1, 2
Schedule RI-A-Changes in Equity Capital . . . . . . . . RI-4 Schedule RC-A-Cash and Balances Due
Schedule RI-B-Charge-offs and Recoveries and From Depository Institutions . . . . . . . . RC-3
Changes in Allowance for Loan and Lease Schedule RC-B-Securities . . . . . . . . RC-3, 4, 5
Losses . . . . . . . . . . . . . . . . . . . . . RI-4, 5 Schedule RC-C-Loans and Lease Financing
Schedule RI-C--Applicable Income Taxes by Receivables:
Taxing Authority . . . . . . . . . . . . . . . . . . RI-5 Part I. Loans and Leases . . . . . . . . . RC-6, 7
Schedule RI-D--Income from International Part II. Loans to Small Businesse and
Operations . . . . . . . . . . . . . . . . . . . . . RI-6 Small Farms (including in the forms for
Schedule RI-E--Explanations . . . . . . . . . . . . RI-7, 8 June 30 only) . . . . . . . . . . . . . RC-7a, 7b
Schedule RC-D-Trading Assets and Liabilities
(to be completed only by selected banks) . . RC-8
Schedule RC-E-Deposit Liabilities . . . RC-9, 10, 11
Schedule RC-F-Other Assets . . . . . . . . . . RC-11
Schedule RC-G-Other Liabilities . . . . . . . . RC-11
Schedule RC-H-Selected Balance Sheet Items
for Domestic Offices . . . . . . . . . . . . RC-12
DISCLOSURE OF ESTIMATED BURDEN Schedule RC-I-Selected Assets and Liabilities
of IBFs . . . . . . . . . . . . . . . . . . . RC-13
The estimated average burden associated with this Schedule RC-K-Quarterly Averages . . . . . . . RC-13
information collection is 32.2 hours per respondent and is Schedule RC-L-Off-Balance Sheet
estimated to vary from 15 to 230 hours per response, Items . . . . . . . . . . . . . . . . RC-14, 15, 16
depending on individual circumstances. Burden estimates Schedule RC-M-Memoranda . . . . . . . . . . RC-17, 18
include the time for reviewing instructions, gathering and Schedule RC-N-Past Due and Nonaccrual
maintaining data in the required form, and completing the Loans, Leases, and Other Assets . . . . . RC-19, 20
information collection, but exclude the time for compiling Schedule RC-O-Other Data for Deposit
and maintaining business records in the normal course of a Insurance Assessments . . . . . . . . . . RC-21, 22
respondent's activities. Comments concerning the accuracy of Schedule RC-R-Regulatory Capital. . . . . . RC-23, 24
this burden estimate and suggestions for reducing this Optional Narrative Statement Concerning the
burden should be directed to the Office of Information and Amounts Reported in the Reports
Regulatory Affairs, Office of Management and Budget, of Condition and Income . . . . . . . . . . . RC-25
Washington, D.C. 20503, and to one of the following:
SPECIAL REPORT (TO BE COMPLETED BY ALL BANKS)
Secretary Schedule RC-J-Repricing Opportunities (sent only to
Board of Governors of the Federal Reserve System and to be completed only by savings banks)
Washington, D.C. 20551
Legislative and Regulatory Analysis Division
Office of the Comptroller of the Currency
Washington, D.C. 20219
Assistant Executive Secretary
Federal Deposit Insurance Corporation
Washington, D.C. 20429
For information or assistance, National and State nonmember banks should contact the FDIC's Call Reports Analysis
Unit, 550 17th Street, NW, Washington, D.C. 20429, toll free on (800) 688-FDIC (3342), Monday through Friday between
8:00 a.m. and 5:00 p.m., Eastern time. State member banks should contact their Federal Reserve District Bank.
36
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RI-1
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Consolidated Report of Income
For the period of January 1, 1996 - March 31, 1996
All report of Income schedules are to be reported on a calendar year-to-date
basis in thousands of dollars.
Schedule RI -- Income Statement
I480
-----------------------
Dollar Amounts in Thousands RIAD Bil Mil Thou
-----------------------------------------------------------------------------------------------------------------------
1. Interest income:
a. Interest and fee income on loans:
(1) In domestic offices:
(a) Loans secured by real estate...................................................... 4011 28,227 1.a.(1)(a)
(b) Loans to depository institutions.................................................. 4019 1 1.a.(1)(b)
(c) Loans to finance agricultural production and other loans to farmers............... 4024 149 1.a.(1)(c)
(d) Commercial and industrial loans................................................... 4012 16,454 1.a.(1)(d)
(e) Acceptances of other banks........................................................ 4026 0 1.a.(1)(e)
(f) Loans to individuals for household, family, and other personal expenditures:
(1) Credit cards and related plans................................................ 4054 104,465 1.a.(1)(f)(1)
(2) Other......................................................................... 4055 37,834 1.a.(1)(f)(2)
(g) Loans to foreign governments and official institutions............................ 4056 0 1.a.(1)(g)
(h) Obligations (other than securities and leases) of states and political
subdivisions in the U.S.:
(1) Taxable obligations........................................................... 4503 39 1.a.(1)(h)(1)
(2) Tax-exempt obligations........................................................ 4504 296 1.a.(1)(h)(2)
(i) All other loans in domestic offices............................................... 4058 1,529 1.a.(1)(i)
(2) In foreign offices, Edge and Agreement subsidiaries, and IBFs......................... 4059 0 1.a.(2)
b. Income from lease financing receivables:
(1) Taxable leases........................................................................ 4505 14,923 1.b.(1)
(2) Tax-exempt leases..................................................................... 4307 26 1.b.(2)
c. Interest income on balances due from depository institutions:(1)
(1) In domestic offices................................................................... 4105 0 1.c.(1)
(2) In foreign offices, Edge and Agreement subsidiaries, and IBFs......................... 4106 0 1.c.(2)
d. Interest and dividend income on securities:
(1) U.S. Treasury securities and U.S. Government agency and corporation obligations....... 4027 6,522 1.d.(1)
(2) Securities issued by states and political subdivisions in the U.S.:
(a) Taxable securities................................................................ 4506 0 1.d.(2)(a)
(b) Tax-exempt securities............................................................. 4507 757 1.d.(2)(b)
(3) Other domestic debt securities........................................................ 3657 228 1.d.(3)
(4) Foreign debt securities............................................................... 3658 55 1.d.(4)
(5) Equity securities (including investments in mutual funds)............................. 3659 58 1.d.(5)
e. Interest income from trading accounts..................................................... 4069 0 1.e
- ---------------
(1) Includes interest income on time certificates of deposit not held for
trading.
3
37
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RI-2
City, State, Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 06559
Schedule RI--Continued
Year-to-date
-----------------
Dollar Amounts in Thousands RIAD Bil Mil Thou
- ----------------------------------------------------------------------------------------------------------------------------------
1. Interest Income (continued)
f. Interest income on federal funds sold and securities purchased
under agreements to resell in domestic offices of the bank and
of its Edge and Agreement subsidiaries,
and in IBFs........................................................... 4020 2,590 1.f.
g. Total interest income (sum of items 1.a through 1.f).................. 4107 214,153 1.g.
2. Interest expense:
a. Interest on deposits:
(1) Interest on deposits in domestic offices:
(a) Transaction accounts (NOW accounts, ATS accounts, and
telephone and preauthorized transfer accounts)............. 4508 203 2.a.(1)(a)
(b) Nontransaction accounts:
(1) Money market deposit accounts (MMDAs).................. 4509 13,777 2.a.(1)(b)(1)
(2) Other savings deposits................................. 4511 4,559 2.a.(1)(b)(2)
(3) Time certificates of deposit of $100,000 or more....... 4174 1,144 2.a.(1)(b)(3)
(4) All other time deposits................................ 4512 15,967 2.a.(1)(b)(4)
(2) Interest on deposits in foreign offices, Edge and Agreement
subsidiaries, and IBFs......................................... 4172 5,091 2.a.(2)
b. Expense of federal funds purchased and securities sold under
agreements to repurchase in domestic offices of the bank and
its Edge and Agreement subsidiaries, and in IBFs................... 4180 18,534 2.b.
c. Interest on demand notes issued to the U.S. Treasury, trading
liabilites and other borrowed money................................ 4185 12,554 2.c.
d. Interest on mortgage indebtedness and obligations under
capitalized leases................................................. 4172 93 2.d.
e. Interest on subordinated notes and debentures...................... 4200 2,946 2.e.
f. Total interest expense (sum of Items 2.a through 2.e).............. 4073 74,868 2.f.
3. Net interest income (item 1.g minus 2.f)................................ RIAD 4074 139,285 3.
4. Provisions:
a. Provision for loan and lease losses................................ RIAD 4230 39,684 4.a.
b. Provision for allocated transfer risk.............................. RIAD 4243 0 4.b.
5. Noninterest income:
a. Income from fiduciary activities................................... 4070 4,542 5.a.
b. Service charges on deposit accounts in domestic offices............ 4080 9,967 5.b.
c. Trading revenue (must equal Schedule RI, sum of Memorandum
items 8.a through 8.d)............................................. A220 0 5.c.
d. Other foreign transaction gains (losses)........................... 4076 86 5.d.
e. Not applicable.....................................................
f. Other noninterest income:
(1) Other fee income............................................... 5407 37,661 5.f(1)
(2) All other noninterest income*.................................. 5408 25,121 5.f(2)
g. Total noninterest income (sum of items 5.a through 5.f)............ RIAD 4079 77,377 5.g.
6. a. Realized gains (losses) on held-to-maturity securities............. RIAD 3521 (46) 6.a.
b. Realized gains (losses) on available-for-sale securities........... RIAD 3196 0 6.b.
7. Noninterest expense:
a. Salaries and employee benefits..................................... 4135 37,441 7.a.
b. Expenses of premises and fixed assets (net of rental income)
(excluding salaries and employee benefits and mortgage
interest).......................................................... 4217 6,879 7.b.
c. Other noninterest expense*......................................... 4092 114,261 7.c.
d. Total noninterest expense (sum of items 7.a through 7.c)........... RIAD 4093 158,581 7.d.
8. Income (loss) before income taxes and extraordinary items and
other adjustments (item 3 plus or minus items 4.a, 4.b, 5.g,
6.a, 6.b, and 7.d)...................................................... RIAD 4301 18,351 8.
9. Applicable income taxes (on item 8)..................................... RIAD 4302 5,715 9.
10. Income (loss) before extraordinary items and other adjustments
(item 8 minus 9)........................................................ RIAD 4300 12,636 10.
- ---------------
*Describe on Schedule RI-E--Explanations.
4
38
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RI-3
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 06559
Schedule RI--Continued
Year-to-date
-------------------
Dollar Amounts in Thousands RIAD Bil Mil Thou
- --------------------------------------------------------------------------------------------
11. Extraordinary items and other adjustments:
a. Extraordinary items and other adjustments,
gross of income taxes*........................................ 4310 0 11.a
b. Applicable income taxes (on item 11.a)*....................... 4315 0 11.b
c. Extraordinary items and other adjustments, net of income
taxes (item 11.a minus 11.b)................................. RIAD 4320 0 11.c.
12. Net income (loss) (sum of items 10 and 11.c)....................... RIAD 4340 12,636 12.
---------------------------------------------
Memoranda
I481
-------------
Year-to-date
-------------
Dollar Amounts in Thousands RIAD Bil Mil Thou
- ---------------------------------------------------------------------------------------------------------------------
1. Interest expense incurred to carry tax-exempt securities, loans, and leases acquired
after August 7, 1986, that is not deductible for federal income tax purposes............... 4513 104 M.1.
2. Income from the sale and servicing of mutual funds and annuities in domestic offices
(included in Schedule RI, item 8).......................................................... 8431 312 M.2.
3.-4. Not applicable
5. Number of full-time equivalent employees on payroll at end of current period (round Number
to nearest whole number).................................................................... 4150 3,431 M.5.
6. Not applicable
7. If the reporting bank has restated its balance sheet as a result of applying push MM DD YY
down accounting this calendar year, report the date of the bank's acquisition............... 9106 00/00/00 M.7.
8. Trading revenue (from cash instruments and off-balance sheet derivative instruments)
(sum of Memorandum items 8.a though 8.d must equal Schedule RI, item 5.c):
a. Interest rate exposures.................................................................. 8757 0 M.8.a.
b. Foreign exchange exposures............................................................... 8758 0 M.8.b.
c. Equity security and index exposures...................................................... 8759 0 M.8.c.
d. Commodity and other exposures............................................................ 8760 0 M.8.d.
9. Impact on income of off-balance sheet derivatives held for purposes other than trading:
a. Net increase (decrease) to interest income............................................... 8761 (1,031) M.9.a.
b. Net (increase) decrease to interest expense.............................................. 8762 (4,780) M.9.b.
c. Other (noninterest) allocations.......................................................... 8763 (4,127) M.9.c.
10. Credit losses on off-balance sheet derivatives (see instructions)........................... A251 0 M.10.
------------------
Describe on Schedule RI-E--Explanations.
5
39
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RI-4
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RI-A--Changes in Equity Capital
Indicate decreases and losses in parentheses.
I483
----------------------------
Dollar Amounts in Thousands RIAD Bil Mil Thou
- ---------------------------------------------------------------------------------------------------------------------
1. Total equity capital originally reported in the December 31, 1995, Reports of
Condition and Income.............................................................. 3215 501,192 1.
2. Equity capital adjustments from amended Reports of Income, net*................... 3216 (10,104) 2.
3. Amended balance end of previous calendar year (sum of items 1 and 2).............. 3217 491,088 3.
4. Net income (loss) (must equal Schedule RI, item 12)............................... 4340 12,636 4.
5. Sale, conversion, acquisition, or retirement of capital stock, net................ 4346 0 5.
6. Changes incident to business combinations, net.................................... 4356 0 6.
7. LESS: Cash dividends declared on preferred stock.................................. 4470 0 7.
8. LESS: Cash dividends declared on common stock..................................... 4460 16,000 8.
9. Cumulative effect of changes in accounting principles from prior years* (see
instructions for this schedule)................................................... 4411 0 9.
10. Corrections of material accounting errors from prior years* (see instructions
for this schedule)................................................................ 4412 0 10.
11. Change in net unrealized holding gains (losses) on available-for-sale
securities........................................................................ 8433 (2,611) 11.
12. Foreign currency translation adjustments.......................................... 4414 0 12.
13. Other transactions with parent holding company* (not included in items 5, 7,
or 8 above)....................................................................... 4415 0 13.
14. Total equity capital end of current period (sum of items 3 through 13) (must
equal Schedule RC, item 28)....................................................... 3210 485,113 14.
- ---------------
* Describe on Schedule RI-E--Explanations.
Schedule RI-B--Charge-offs and Recoveries and Changes in Allowance for Loan
and Lease Losses
Part I. Charge-offs and Recoveries on Loans and Leases
Part I excludes charge-offs and recoveries through the allocated transfer risk
reserve.
I486
----------------------------------------------
(Column A) (Column B)
Charge-offs Recoveries
----------------------------------------------
Calendar year-to-date
----------------------------------------------
Dollar Amounts in Thousands RIAD Bil Mil Thou RIAD Bil Mil Thou
- ----------------------------------------------------------------------------------------------------------------------
1. Loans secured by real estate:
a. To U.S. addresses (domicile).................................. 4651 662 4661 396 1.a.
b. To non-U.S. addresses (domicile).............................. 4652 0 4662 0 1.b.
2. Loans to depository institutions and acceptances of other banks:
a. To U.S. banks and other U.S. depository institutions.......... 4653 0 4663 0 2.a.
b. To foreign banks.............................................. 4654 0 4664 0 2.b.
3. Loans to finance agricultural production and other loans to
farmers.......................................................... 4655 0 4665 0 3.
4. Commercial and industrial loans:
a. To U.S. addresses (domicile).................................. 4645 1,911 4617 250 4.a.
b. To non-U.S. addresses (domicile).............................. 4646 0 4618 0 4.b.
5. Loans to individuals for household, family, and other personal
expenditures:
a. Credit cards and related plans................................ 4656 40,205 4666 3,839 5.a.
b. Other (includes single payment, installment, and all student
loans)........................................................ 4657 8,470 4667 7,514 5.b.
6. Loans to foreign governments and official institutions........... 4643 0 4627 0 6.
7. All other loans.................................................. 4644 211 4628 303 7.
8. Lease financing receivables:
a. Of U.S. addresses (domicile).................................. 4658 283 4668 173 8.a.
b. Of non-U.S. addresses (domicile).............................. 4659 0 4669 0 8.b.
9. Total (sum of items 1 through 8)................................. 4635 51,742 4605 12,475 9.
6
40
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RI-5
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RI-B--Continued
Part I. Continued
(Column A) (Column B)
Charge-offs Recoveries
------------------------------------
Memoranda Calendar year-to-date
------------------------------------
Dollar Amount in Thousands RIAD Bil Mil Thou RIAD Bil Mil Thou
- -------------------------------------------------------------------------------------------------------------
1-3. Not applicable
4. Loans to finance commercial real estate, construction, and land
development activities (not secured by real estate) included in
Schedule RI-B, part I, items 4 and 7, above......................... 5409 0 5410 42 M.4.
5. Loans secured by real estate in domestic offices (included in
Schedule RI-B, part I, item 1, above):
a. Construction and land development................................ 3582 288 3583 29 M.5.a.
b. Secured by farmland.............................................. 3584 0 3585 0 M.5.b.
c. Secured by 1-4 family residential properties:
(1) Revolving, open-end loans secured by 1-4 family residential
properties and extended under lines of credit................ 5411 229 5412 1 M.5.c.(1)
(2) All other loans secured by 1-4 family residential
properties................................................... 5413 145 5414 128 M.5.c.(2)
d. Secured by multifamily (5 or more) residential properties........ 3588 0 3589 118 M.5.d.
e. Secured by nonfarm nonresidential properties..................... 3590 0 3591 120 M.5.e.
Part II. Changes in Allowance for Loan and Lease Losses
-------------------
Dollar Amount in Thousands RIAD Bil Mil Thou
- -------------------------------------------------------------------------------------------------------------
1. Balance originally reported in the December 31, 1995, Reports of Condition and
Income............................................................................... 3124 152,121 1.
2. Recoveries (must equal part I, item 9, column B above)............................... 4605 12,475 2.
3. LESS: Charge-offs (must equal part I, item 9, column A above)........................ 4635 51,742 3.
4. Provision for loan and lease losses (must equal Schedule RI, item 4.a)............... 4230 39,684 4.
5. Adjustments* (see instructions for this schedule).................................... 4815 0 5.
6. Balance end of current period (sum of items 1 through 5) (must equal Schedule RC,
item 4.b)............................................................................ 3123 152,538 6.
- ----------
*Describe on Schedule RI-E--Explanations.
Schedule RI-C--Applicable Income Taxes by Taxing Authority
I489
-------------------
Dollar Amount in Thousands RIAD Bil Mil Thou
- -------------------------------------------------------------------------------------------------------------
1. Federal.............................................................................. 4780 N/A 1.
2. State and local...................................................................... 4790 N/A 2.
3. Foreign.............................................................................. 4795 N/A 3.
4. Total (sum of items 1 through 3) (must equal sum of Schedule RI, items 9 and 11.b)... 4770 N/A 4.
-----------------------
5. Deferred portion of item 4.................................... RIAD 4772 N/A 5.
--------------------------------------------
7
41
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RI-6
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RI-D--Income from International Operations
For all banks with foreign offices, Edge or Agreement subsidiaries, or IBFs
where international operations account for more than 10 percent of total
revenues, total assets, or net income.
Part I. Estimated Income from International Operations
I492
------------------------------
Year-to-date
------------------------------
Dollar Amounts in Thousands RIAD Bil Mil Thou
- -----------------------------------------------------------------------------------------------------------------------
1. Interest income and expense booked at foreign offices, Edge and Agreement
subsidiaries, and IBFs:
a. Interest income booked ........................................................ 4837 55 1.a.
b. Interest expense booked ....................................................... 4838 5,091 1.b.
c. Net interest income booked at foreign offices, Edge and Agreement subsidiaries,
and IBFs (item 1.a minus 1.b) ................................................. 4839 (5,036) 1.c.
2. Adjustments for booking location of international operations:
a. Net interest income attributable to international operations booked at domestic
offices ....................................................................... 4840 0 2.a.
b. Net interest income attributable to domestic business booked at foreign
offices ....................................................................... 4841 0 2.b.
c. Net booking location adjustment (item 2.a minus 2.b) .......................... 4842 0 2.c.
3. Noninterest income and expense attributable to international operations:
a. Noninterest income attributable to international operations ................... 4097 0 3.a.
b. provision for loan and lease losses attributable to international operations .. 4235 0 3.b.
c. Other noninterest expense attributable to international operations ............ 4239 0 3.c.
d. Net noninterest income (expense) attributable to international operations
(item 3.a minus 3.b and 3.c) .................................................. 4843 0 3.d
4. Estimated pretax income attributable to international operations before capital
allocation adjustment (sum of items 1.c, 2.c, and 3.d) ........................... 4844 (5,036) 4.
5. Adjustment to pretax income for internal allocations to international operations
to reflect the effects of equity capital on overall bank funding costs ........... 4845 0 5.
6. Estimated pretax income attributable to international operations after capital
allocation adjustment (sum of items 4 and 5) ..................................... 4846 (5,036) 6.
7. Income taxes attributable to income from international operations as estimated
in item 6 ....................................................................... 4797 (1,763) 7.
8. Estimated net income attributable to international operations (item 6 minus 7) .. 4341 (3,273) 8.
---------------------------------
Memoranda
--------------------------------
Dollar Amounts in Thousands RIAD Bil Mil Thou
- -----------------------------------------------------------------------------------------------------------------------
1. Intracompany interest income included in item 1.a above ......................... 4847 0 M.1.
2. Intracompany interest expense included in item 1.b above ........................ 4848 0 M.2.
--------------------------------
Part II. Supplementary Details on Income from International Operations Required
by the Departments of Commerce and Treasury for Purposes of the U.S.
International Accounts and the U.S. National Income and Product Accounts
Year-to-date
--------------------------------
Dollar Amounts in Thousands RIAD Bil Mil Thou
- -----------------------------------------------------------------------------------------------------------------------
1. Interest income booked at IBFs .................................................. 4849 0 1.
2. Interest expense booked at IBFs ................................................. 4850 0 2.
3. Noninterest income attributable to international operations booked at domestic
offices (excluding IBFs):
a. Gains (losses) and extraordinary items ....................................... 5491 0 3.a.
b. Fees and other noninterest income ............................................ 5492 0 3.b.
4. Provision for loan and lease losses attributable to international operations
booked at domestic offices (excluding IBFs) ..................................... 4852 0 4.
5. Other noninterest expense attributable to international operations booked
at domestic offices (excluding IBFs) ............................................ 4853 0 5.
--------------------------------
8
42
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RI-7
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RI-E--Explanations
Schedule RI-E is to be completed each quarter on a calendar year-to-date basis.
Detail all adjustments in Schedule RI-A and RI-B, all extraordinary items and
other adjustments in Schedule RI, and all significant items of other noninterest
income and other noninterest expense in Schedule RI. (See instructions for
details.)
I495
----
Year-to-date
------------
Dollar Amount in Thousands RIAD Bil Mil Thou
- -------------------------------------------------------------------------------------------------------------
1. All other noninterest income (from Schedule RI, item 5.f.(2))
Report amounts that exceed 10% of Schedule RI, item 5.f.(2):
a. Net gains on other real estate owned............................................... 5415 0 1.a.
b. Net gains on sales of loans........................................................ 5416 0 1.b.
c. Net gains on sales of premises and fixed assets.................................... 5417 0 1.c.
Itemize and describe the three largest other amounts that exceed 10% of Schedule RI,
item 5.f.(2):
d. TEXT 4461 Card Processing Income................................................... 4461 19,917 1.d.
e. TEXT 4462.......................................................................... 4462 1.e.
f. TEXT 4463.......................................................................... 4463 1.f.
2. Other noninterest expense (from Schedule RI, item 7.c):
a. Amortization expense of intangible assets.......................................... 4531 2,011 2.a.
Report amounts that exceed 10% of Schedule RI, item 7.c:
b. Net losses on other real estate owned.............................................. 5418 0 2.b.
c. Net losses on sales of loans....................................................... 5419 0 2.c.
d. Net losses on sales of premises and fixed assets................................... 5420 0 2.d.
Itemize and describe the three largest other amounts that exceed 10% of Schedule RI,
item 7.c:
e. TEXT 4464 Card Processing Expense.................................................. 4464 29,392 2.e.
f. TEXT 4467 Interco Data Processing Expense.......................................... 4467 12,230 2.f.
g. TEXT 4468.......................................................................... 4468 2.g.
3. Extraordinary items and other adjustments (from Schedule RI, item 11.a) and applicable
income tax effect (from Schedule RI, item 11.b) (itemize and describe all extraordinary
items and other adjustments):
a. (1) TEXT 4469...................................................................... 4469 3.a.(1)
(2) Applicable income tax effect RIAD 4486 3.a.(2)
b. (1) TEXT 4487...................................................................... 4487 3.b.(1)
(2) Applicable income tax effect RIAD 4488 3.b.(2)
c. (1) TEXT 4489...................................................................... 4489 3.c.(1)
(2) Applicable income tax effect RIAD 4491 3.c.(2)
4. Equity capital adjustments from amended Reports of Income (from Schedule RI-A, item 2)
(itemize and describe all adjustments):
a. TEXT 4492 Amended 1995 Call Reports (Securitization Adjstmt)....................... 4492 (10,104) 4.a.
b. TEXT 4493.......................................................................... 4493 4.b.
5. Cumulative effect of changes in accounting principles from prior years (from
Schedule RI-A, item 9) (itemize and describe all changes in accounting principles):
a. TEXT 4494.......................................................................... 4494 5.a.
b. TEXT 4495.......................................................................... 4495 5.b.
6. Corrections of material accounting errors from prior years (from Schedule RI-A,
item 10) (itemize and describe all corrections):
a. TEXT 4496.......................................................................... 4496 6.a.
b. TEXT 4497.......................................................................... 4497 6.b.
9
43
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RI-8
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RI-E--Continued
Year-to-date
Dollar Amounts in Thousands RIAD Bil Mil Thou
- -----------------------------------------------------------------------------------------------------------------------
7. Other transactions with parent holding company (from Schedule RI-A, item 13)
(itemize and describe all such transactions):
a. TEXT 4498 ...................................................................... 4498 7.a.
b. TEXT 4499 ...................................................................... 4499 7.b.
8. Adjustments to allowance for loan and lease losses (from Schedule RI-B,
part II, item 5) (itemize and describe all adjustments):
a. TEXT 4521 ...................................................................... 4521 8.a.
b. TEXT 4522 ...................................................................... 4522 8.b.
9. Other explanations (the space below is provided for the bank to briefly describe, 1498 1499
at its option, any other significant items affecting the Report of Income):
No comment / / (RIAD 4769)
Other explanations (please type or print clearly):
(TEXT 4769)
10
44
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-1
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Consolidated Report of Condition for Insured Commercial
and State-Chartered Savings Banks for March 31, 1996
All schedules are to be reported in thousands of dollars. Unless otherwise
indicated, report the amount outstanding as of the last business day of the
quarter.
Schedule RC--Balance Sheet
C400
-----------------
Dollar Amounts in Thousands RCFD Bil Mil Thou
- -------------------------------------------------------------------------------------------------------------
ASSETS
1. Cash and balances due from depository institutions (from Schedule RC-A):
a. Noninterest-bearing balances and currency and coin(1).............................. 0081 962,560 1.a.
b. Interest-bearing balances(2)....................................................... 0071 0 1.b.
2. Securities:
a. Held-to-maturity securities (from Schedule RC-B, column A)......................... 1754 41,367 2.a.
b. Available-for-sale securities (from Schedule RC-B, column D)....................... 1773 486,342 2.b.
3. Federal funds sold and securities purchased under agreements to resell in domestic
offices of the bank and of its Edge and Agreement subsidiaries, and in IBFs:
a. Federal funds sold................................................................. 0276 65,726 3.a.
b. Securities purchased under agreements to resell.................................... 0277 0 3.b.
4. Loans and lease financing receivables:
a. Loans and leases, net of unearned income (from Schedule RC-C) RCFD 2122 5,922,522 4.a.
b. LESS: Allowance for loan and lease losses.................... RCFD 3123 152,538 4.b.
c. LESS: Allocated transfer risk reserve........................ RCFD 3128 0 4.c.
d. Loans and leases, net of unearned income, allowance, and reserve
(item 4.a minus 4.b and 4.c)...................................................... 2125 5,769,984 4.d.
5. Trading assets (from Schedule RC-D).................................................. 3545 0 5.
6. Premises and fixed assets (including capitalized leases)............................. 2145 63,247 6.
7. Other real estate owned (from Schedule RC-M)......................................... 2150 5,004 7.
8. Investments in unconsolidated subsidiaries and associated companies (from
Schedule RC-M)....................................................................... 2130 647 8.
9. Customers' liability to this bank on acceptances outstanding......................... 2155 6,156 9.
10. Intangible assets (from Schedule RC-M)............................................... 2143 38,735 10.
11. Other assets (from Schedule RC-F).................................................... 2160 343,802 11.
12. Total assets (sum of items 1 through 11)............................................. 2170 7,783,570 12.
- ----------
(1) Includes cash items in process of collection and unposted debits.
(2) Includes time certificates of deposit not held for trading.
11
45
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-2
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC -- Continued
Dollar Amounts in Thousands
- -----------------------------------------------------------------------------------------------------------------------
Bil Mil Thou
------------
LIABILITIES
13. Deposits:
a. In domestic offices (sum of totals of columns A and C from Schedule RC-E,
part I)...................................................................... RCON 2200 4,417,830 13.a.
(1) Noninterest-bearing(1)...................... RCON 6631 1,441,341 13.a.(1)
(2) Interest-bearing............................ RCON 6636 2,976,489 13.a.(2)
b. In foreign offices, Edge and Agreement subsidiaries, and IBFs (from
Schedule RC-E, part II)...................................................... RCFN 2200 323,045 13.b.
(1) Noninterest-bearing......................... RCFN 6631 0 13.b.(1)
(2) Interest-bearing............................ RCDN 6636 323,045 13.b.(2)
14. Federal funds purchased and securities sold under agreements to repurchase
in domestic offices of the bank and of its Edge and Agreement subsidiaries,
and in IBFs:
a. Federl funds purchased....................................................... RCFD 0278 1,388,805 14.a.
b. Securities sold under agreements to repurchase............................... RCFD 0279 0 14.b.
15. a. Demand notes issued to the U.S. Treasury..................................... RCON 2840 37,864 15.a.
b. Trading liabilities (from Schedule RC-D)..................................... RCFD 3548 0 15.b.
16. Other borrowed money:
a. With a remaining maturity of one year or less................................ RCFD 2332 580,146 16.b.
b. With a remaining maturity of more than one year.............................. RCFD 2333 152,051 16.b.
17. Mortgage indebtedness and obligations under capitalized leases.................. RCFD 2910 4,061 17.
18. Bank's liability on acceptances executed and outstanding........................ RCFD 2920 6,156 18.
19. Subordinated notes and debentures............................................... RCFD 3200 189,262 19.
20. Other liabilities (from Schedule RC-G).......................................... RCFD 2930 199,237 20.
21. Total liabilities (sum of items 13 through 20).................................. RCFD 2948 7,298,457 21.
22. Limited-life preferred stock and related surplus................................ RCFD 3282 0 22.
EQUITY CAPITAL
23. Perpetual preferred stock and related surplus................................... RCFD 3838 0 23.
24. Common stock.................................................................... RCFD 3230 20,738 24.
25. Surplus (exclude all surplus related to preferred stock)........................ RCFD 3839 107,356 25.
26. a. Undivided profits and capital reserves....................................... RCFD 3632 357,899 26.b.
b. Net unrealized holding gains (losses) on available-for-sale securities....... RCFD 8434 (880) 26.b.
27. Cumulative foreign currency translation adjustments............................. RCFS 3284 0 27.
28. Total equity capital (sum of items 23 through 27)............................... RCFD 3210 485,113 28.
29. Total liabilities, limited-life preferred stock, and equity capital (sum of
items 21, 22, and 28)........................................................... RCFD 3300 7,783,570 29.
-----------------------
Memorandum
To be reported only with the March Report of Condition.
1. Indicate in the box at the right the number of the
statement below that best describes the most
comprehensive level of auditing work performed
for the bank by independent external auditors as of Number
any date during 1995......................................RCFD 6724 2 M.1.
1 = Independent audit of the bank conducted in accordance with generally
accepted auditing standards by a certified public accounting firm which
submits a report on the bank
2 = Independent audit of the bank's parent holding company conducted in
accordance with generally accepted auditing standards by a certified
public accounting firm which submits a report on the consolidated holding
company (but not on the bank separately)
3 = Directors' examination of the bank conducted in accordance with generally
accepted auditing standards by a certified public accounting firm (may be
required by state chartering authority)
4 = Directors' examination of the bank performed by other external auditors
(may be required by state chartering authority)
5 = Review of the bank's financial statements by external auditors
6 = Compilation of the bank's financial statements by external auditors
7 = Other audit procedures (excluding tax preparation work)
8 = No external audit work
- ------------
(1) Includes total demand deposits and noninterest-bearing time and savings
deposits.
12
46
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-3
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-A -- Cash and Balances Due From Depository Institutions
Exclude assets held for trading
C405
------------------------------------
(Column A) (Column B)
Consolidated Domestic
Bank Offices
------------------------------------
Dollar Amounts in Thousands RCFD Bil Mil Thou RCON Bil Mil Thou
- ---------------------------------------------------------------------------------------------------------------------
1. Cash items in process of collection, unposted debits, and currency and
coin...................................................................... 0022 562,581 1.
a. Cash items in process of collection and unposted debits................ 0020 519,427 1.a.
b. Currency and coin...................................................... 0080 43,154 1.b.
2. Balances due from depository institutions in the U.S...................... 0082 25,887 2.
a. U.S. branches and agencies of foreign banks (including their IBFs)..... 0083 0 2.a.
b. Other commercial banks in the U.S. and other depository institutions
in the U.S. (including their IBFs)..................................... 0085 25,887 2.b.
3. Balances due from banks in foreign countries and foreign central banks.... 0070 2,423 3.
a. Foreign branches of other U.S. banks................................... 0073 0 3.a.
b. Other banks in foreign countries and foreign central banks............. 0074 2,423 3.b.
4. Balances due from Federal Reserve Banks................................... 0090 371,669 0090 371,669 4.
5. Total (sum of items 1 through 4) (total of column A must equal
Schedule RC, sum of items 1.a and 1.b).................................... 0010 962,560 0010 962,560 5.
Dollar Amounts in Thousands RCON Bil Mil Thou
- ---------------------------------------------------------------------------------------------------------------------
1. Noninterest-bearing balances due from commercial banks in the U.S. (included it item 2,
column B above)................................................................................ 0050 25,887 M.1.
Schedule RC-B -- Securities
Include assets held for trading.
C410
--------------------------------------------------------------------------
Held-to-Maturity Available-for-sale
--------------------------------------------------------------------------
(Column A) (Column B) (Column C) (Column D)
Amortized Fair Amortized Fair
Cost Value Cost Value(1)
--------------------------------------------------------------------------
Dollar Amounts in Thousands RCFD Bil Mil Thou RCFD Bil Mil Thou RCFD Bil Mil Thou RCFD Bil Mil Thou
- ---------------------------------------------------------------------------------------------------------------------
1. U.S. Treasury securities............ 0211 0 0213 0 1286 125,705 1287 123,748 1.
2. U.S. Government agency and corporate
obligations (exclude mortgage-backed
securities):........................
a. Issued by U.S. Government
agencies(2)...................... 1289 0 1290 0 1291 0 1293 0 2.a.
b. Issued by U.S. Government-
sponsored agencies(3)............ 1294 0 1295 0 1297 313,023 1298 313,147 2.b.
- ---------------
(1) Includes equity securities without readily determinable fair
values at historical cost in item 6.c, column D.
(2) Includes Small Business Administration "Guaranteed Loan Pool Certificates,"
U.S. Maritime Administration obligations, and Export-Import Bank
participation certificates.
(3) Includes obligations (other than mortgage-backed securities) issued by the
Farm Credit System, the Federal Home Loan Bank System, the Federal Home Loan
Mortgage Corporation, the Federal National Mortgage Association, the
Financing Corporation, Resolution Funding Corporation, the Student Loan
Marketing Association, and the Tennessee Valley Authority.
13
47
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-4
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-B--Continued
Held-to-maturity Available-for-sale
---------------------------------------------------------------------------------------------
(Column A) (Column B) (Column C) (Column D)
Amortized Cost Fair Value Amortized cost Fair Value(1)
---------------------------------------------------------------------------------------------
Dollar Amounts in Thousands RCFD Bil Mil Thou RCFD Bil Mil Thou RCFD Bil Mil Thou RCFD Bil Mil Thou
- --------------------------------------------------------------------------------------------------------------------------------
3. Securities issued by states
and political subdivisions
in the U.S.:
a. General obligations......... 1676 11,406 1677 15,315 1678 0 1679 0 3.a.
b. Revenue obligations......... 1681 14,013 1686 11,805 1690 645 1691 665 3.b.
c. Industrial development
and similar obligations..... 1694 9,463 1695 9,513 1696 0 1697 0 3.c.
4. Mortgage-backed
securities (MBS):
a. Pass-through securities:
(1) Guaranteed by GNMA...... 1698 0 1699 0 1701 0 1702 0 4.a.(1)
(2) Issued by FNMA and
FHLMC................... 1703 0 1705 0 1706 15,534 1707 15,817 4.a.(2)
(3) Other pass-through
securities.............. 1709 3,735 1710 3,581 1711 6,351 1713 6,487 4.a.(3)
b. Other mortgage-backed
securities (include CMOs,
REMICs, and stripped MBS):
(1) Issued or guaranteed
by FNMA, FHLMC, or
GNMA.................... 1714 0 1715 0 1716 21,750 1717 21,773 4.b.(1)
(2) Collateralized by MBS
issued or guaranteed
by FNMA, FHLMC, or
GNMA.................... 1718 0 1719 0 1731 0 1732 0 4.b.(2)
(3) All other mortgage-
backed securities....... 1733 0 1734 0 1735 241 1736 242 4.b.(3)
5. Other debt securities:
a. Other domestic debt
securities.................. 1737 0 1738 0 1739 603 1741 619 5.a.
b. Foreign debt securities..... 1742 2,750 1743 2,750 1744 0 1746 0 5.b.
6. Equity securities:
a. Investments in mutual
funds....................... 1747 0 1748 0 6.a.
b. Other equity securities
with readily determinable
fair values................. 1749 0 1751 0 6.b.
c. All other equity
securities(1)............... 1752 3,844 1753 3,844 6.c.
7. Total (sum of items 1 through
6) (total of column A must
equal Schedule RC, item 2.a)
(total of column D must equal
Schedule RC, item 2.b)......... 1754 41,367 1771 42,964 1772 487,696 1773 486,342 7.
- -----------------------
(1) Includes equity securities without readily determinable fair values at
historical cost in item 6.3, column D.
14
48
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-5
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-B--Continued
C412
Memoranda Dollar Amounts in Thousands RCFD Bil Mil Thou
- ----------------------------------------------------------------------------------------------------------------------------------
1. Pledged securities(2)...................................................................... 0416 513,450 M.1.
2. Maturity and repricing data for debt securities(2),(3),(4) (excluding those in
nonaccrual status):
a. Fixed rate debt securities with a remaining maturity of:
(1) Three months or less.............................................................. 0343 44 M.2.a.(1)
(2) Over three months through 12 months............................................... 0344 2,795 M.2.a.(2)
(3) Over one year through five years.................................................. 0345 192,980 M.2.a.(3)
(4) Over five years................................................................... 0346 31,958 M.2.a.(4)
(5) Total fixed rate debt securities (sum of Memorandum items 2.a.(1)
through 2.a.(4)................................................................... 0347 227,777 M.2.a.(5)
b. Floating rate debt securities with a repricing frequency of:
(1) Quarterly or more frequently...................................................... 4544 293,077 M.2.b.(1)
(2) Annually or more frequently, but less frequently than quarterly................... 4545 2,250 M.2.b.(2)
(3) Every five years or more frequently, but less frequently than annually............ 4551 0 M.2.b.(3)
(4) Less frequently than every five years............................................. 4552 761 M.2.b.(4)
(5) Total floating rate debt securities (sum of Memorandum items 2.b.(1)
through 2.b.(4)).................................................................. 4553 296,088 M.2.b.(5)
c. Total debt securities (sum of Memorandum items 2.a.(5) and 2.b.(5)) (must equal
total debt securities from Schedule RC-B, sum of items 1 through 5, columns A and D,
minus nonaccrual debt securities included in Schedule RC-N, item 9, column C).......... 0393 523,865 M.2.c.
3. Not applicable
4. Held-to-maturity debt securities restructured and in compliance with modified terms
(included in Schedule RC-B, items 3 through 5, column A, above)............................ 5365 0 M.4.
5. Not applicable
6. Floating rate debt securities with a remaining maturity of one year or less(2),(4)
(included in Memorandum items 2.b.(1) through 2.b.(4) above)............................... 5519 190,099 M.6.
7. Amortized cost of held-to-maturity securities sold or transferred to available-for-sale
or trading securities during the calendar year-to-date (report the amortized cost at date
of sale or transfer)....................................................................... 1778 0 M.7.
8. High-risk mortgage securities (included in the held-to-maturity and available-for-sale
accounts in Schedule RC-B, item 4.b):
a. Amortized cost......................................................................... 8780 0 M.8.a.
b. Fair value............................................................................. 8781 0 M.8.b.
9. Structured notes (included in the held-to-maturity and available-for-sale accounts in
Schedule RC-B, items 2, 3, and 5):
a. Amortized cost......................................................................... 8782 15,469 M.9.a.
b. Fair value............................................................................. 8783 15,372 M.9.b.
- ---------------
(2) Includes held-to-maturity securities at amortized cost and available-for-
sale securities at fair value.
(3) Exclude equity securities, e.g., investments in mutual funds, Federal
Reserve stock, common stock, and preferred stock.
(4) Memorandum items 2 and 6 are not applicable to savings banks that must
complete supplemental Schedule RC-J.
15
49
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-6
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-C--Loans and Lease Financing Receivables
Part I. Loans and Leases
Do not deduct the allowance for loan and lease losses from amounts
reported in this schedule. Report total loans and leases, net of unearned
income. Excludes assets held for trading.
C415
-----------------------------------------------------
(Column A) (Column B)
Consolidated Domestic
Bank Bank
------------------------ -------------------------
Dollar Amounts in Thousands RCFD Bil Mil Thou RCON Bil Mil Thou
- ----------------------------------------------------------------------------------------------------------------------
1. Loans secured by real estate .............................. 1410 1,251,689 1.
a. Construction and land development....................... 1415 151,666 1.a.
b. Secured by farmland (including farm residential and
other improvements)..................................... 1420 7,482 1.b.
c. Secured by 1-4 family residential properties:
(1) Revolving, open-end loans secured by 1-4 family
residential properties and extended under lines of
credit.............................................. 1797 405,462 1.c.(1)
(2) All other loans secured by 1-4 family residential
properties:
(a) Secured by first liens 5367 195,197 1.c.(2)(a)
(b) Secured by junior liens......................... 5368 110,861 1.c.(2)(b)
d. Secured by multifamily (5 or more) residential
properties.............................................. 1460 39,969 1.d.
e. Secured by nonfarm nonresidential properties............ 1480 341,052 1.e.
2. Loans to depository institutions:
a. To commercial banks in the U.S. ........................ 1505 55 2.a.
(1) To U.S. Branches and agencies of foreign banks...... 1506 0 2.a.(1)
(2) To other commercial banks in the U.S. .............. 1507 55 2.a.(2)
b. To other depository institutions in the U.S. ........... 1517 134 1517 134 2.b.
c. To banks in foreign countries........................... 1510 0 2.c.
(1) To foreign branches of other U.S. banks............. 1513 0 2.c.(1)
(2) To other banks in foreign countries................. 1516 0 2.c.(2)
3. Loans to finance agricultural production and other loans
to farmers................................................. 1590 7,020 1590 7,020 3.
4. Commercial and industrial loans:
a. To U.S. addressees (domicile)........................... 1763 897,749 1763 897,749 4.a.
b. To non-U.S. addressees (domicile)....................... 1764 5,759 1764 5,759 4.b.
5. Acceptances of other banks:
a. Of U.S. banks........................................... 1756 0 1756 0 5.a.
b. Of foreign banks........................................ 1757 0 1757 0 5.b.
6. Loans to individuals for household, family, and other
personal expenditures (i.e., consumer loans) (includes
purchased paper)........................................... 1975 2,773,585 6.
a. Credit cards and related plans (includes check credit
and other revolving credit plans)....................... 2008 2,094,884 6.a.
b. Other (includes single payment, installment, and all
student loans).......................................... 2011 678,701 6.b.
7. Loans to foreign governments and official institutions
(including foreign central banks).......................... 2081 0 2081 0 7.
8. Obligations (other than securities and leases) of states
and political subdivisions in the U.S. (includes nonrated
industrial development obligations)........................ 2107 17,125 2107 17,125 8.
9. Other loans................................................ 1563 130,315 9.
a. Loans for purchasing or carrying securities (secured
and unsecured)......................................... 1545 10,116 9.a.
b. All other loans (exclude consumer loans)................ 1564 120,199 9.b.
10. Lease financing receivables (net of unearned income)....... 2165 841,362 10.
a. Of U.S. addressees (domicile)........................... 2182 841,362 10.a.
b. Of non-U.S. addressees (domicile)....................... 2183 2120 10.b.
11. LESS: Any unearned income on loans reflected in items
1-9 above.................................................. 2123 2,271 2123 2,271 11.
12. Total loans and leases, net of unearned income (sum of
items 1 through 10 minus item 11) (total of column A must
equal Schedule RC, item 4.a)................................ 2122 5,922,522 2122 5,922,552 12.
------------------------------------------------------
16
50
Legal Title of Bank: BANK ONE, COLUMBUS, Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-7
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-C--Continued
Part I. Continued
Memoranda
(Column A) (Column B)
Consolidated Consolidated
Bank Offices
--------------------------------------
Dollar Amounts in Thousands RCFD Bil Mil Thou RCON Bil Mil Thou
- -----------------------------------------------------------------------------------------------------------------------------------
1. Commercial paper included in Schedule RC-C, part I, above..................... 1496 0 1496 0 M.1
2. Loans and leases restructured and in compliance with modified terms
(included in Schedule RC-C, part I, above and not reported as past due
or nonaccrual in Schedule RC-N, Memorandum item 1):
a. Loans secured by real estate:
(1) To U.S. addressees (domicile)......................................... 1687 0 M.2.a(1)
(2) To non-U.S. addressees (domicile)..................................... 1689 0 M.2.a(2)
b. All other loans and all lease financing receivables (exclude loans to
individuals for household, family, and other personal expenditures)........ 8691 0 M.2.b.
c. Commercial and industrial loans to and lease financing receivables of
non-U.S. addressees (domicile) included in Memorandum item 2.b above....... 8692 0 M.2.c.
3. Maturity and repricing data for loans and leases(1)(excluding those
in nonaccrual status):
a. Fixed rate loans and leases with a remaining maturity of:
(1) Three months or less.................................................. 0348 162,414 M.3.a(1)
(2) Over three months through 12 months................................... 0349 285,916 M.3.a(2)
(3) Over one year through five years...................................... 0356 1,507,068 M.3.a(3)
(4) Over five years....................................................... 0357 173,705 M.3.a(4)
(5) Total fixed rate loans and leases (sum of Memorandum items 3.a.(1)
through 3.a.(4))...................................................... 0358 2,128,705 M.3.a(5)
b. Floating rate loans with a repricing frequency of:
(1) Quarterly or more frequently.......................................... 4554 3,116,405 M.3.b(1)
(2) Annually or more frequently, but less frequently than quarterly....... 4555 652,784 M.3.b(2)
(3) Every five years or more frequently, but less frequently than
annually.............................................................. 4561 6,378 M.3.b(3)
(4) Less frequently than every five years................................. 4564 0 M.3.b(4)
(5) Total floating rate loans (sum of Memorandum items 3.b.1 through
3.b.(4)).............................................................. 4567 3,775,567 M.3.b(5)
c. Total loans and leases (sum of Memorandum items 3.a.(5) and 3.b.(5)) (must
equal the sum of total loans and leases, net, from Schedule RC-C, part I,
item 12, plus unearned income from Schedule RC-C, part I, item 11, minus
total nonaccrual loans and leases from Schedule RC-N, sum of items
1 through 8, column C)..................................................... 1479 5,904,272 M.3.c.
d. Floating rate loans with a remaining maturity of one year or less
(included in Memorandum items 3.b.(1) through 3.b.(4) above ............... A246 443,203 M.3.d.
4. Loans to finance commercial real estate, construction, and land development
activities (not secured by real estate) included in Schedule RC-C, part I,
items 4 and column A, page RC-6(2)............................................ 2746 17,306 M.4.
5. Loans and leases held for sale (included in Schedule RC-C, part I, above)..... 5369 0 M.5.
6. Adjustable rate closed-end loans secured by first liens on 1-4 family RCON Bil Mil Thou
residential properties (included in Schedule RC-C, part I, item 1.c.(2)(a), ------------------
column B, page RC-6).......................................................... 5370 88,817 M.6.
- ---------------
(1) Memorandum item 3 is not applicable to savings banks that must complete
Schedule RC-J.
(2) Exclude loans secured by real estate that are included in Schedule RC-C,
part I, item 1, column A.
17
51
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-8
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-D--Trading Assets and Liabilities
Schedule RC-D is to be completed only by banks with $1 billion or more in total
assets or with $2 billion or more in par/notional amount of off-balance sheet
derivative contracts (as reported in Schedule RC-L, items 14.a through 14.e,
columns A through D).
C420
Dollar Amounts in Thousands Bil Mil Thou
- -----------------------------------------------------------------------------------------------------------------------------
ASSETS
1. U.S. Treasury securities in domestic offices............................................ RCON 3531 0 1.
2. U.S. Government agency and corporation obligations in domestic offices
(exclude mortgage-backed securities).................................................... RCON 3532 0 2.
3. Securities issued by states and political subdivisions in the U.S. in
domestic offices........................................................................ RCON 3533 0 3.
4. Mortgage-backed securities (MBS) in domestic offices:
a. Pass-through securities issued or guaranteed by FNMA, FHLMC, or GNMA................. RCON 3534 0 4.a
b. Other mortgage-backed securities issued or guaranteed by FNMA, FHLMC, or GNMA
(include CMOs, REMICs, and stripped MBS)............................................. RCON 3535 0 4.b
c. All other mortgage-backed securities................................................. RCON 3536 0 4.c
5. Other debt securities in domestic offices............................................... RCON 3537 0 5.
6. Certificates of deposit in domestic offices............................................. RCON 3538 0 6.
7. Commercial paper in domestic offices.................................................... RCON 3539 0 7.
8. Bankers acceptances in domestic offices................................................. RCON 3540 0 8.
9. Other trading assets in domestic offices................................................ RCON 3541 0 9.
10. Trading assets in foreign offices....................................................... RCFN 3542 0 10.
11. Revaluation gains on interest rate, foreign exchange rate, and other commodity and
equity contracts:
a. In domestic offices.................................................................. RCON 3543 0 11.a
b. In foreign offices................................................................... RCFN 3544 0 11.b
12. Total trading assets (sum of items 1 through 11) (must equal Schedule RC, item 5)....... RCFD 3545 0 12.
LIABILITIES
13. Liability for short positions........................................................... RCFD 3546 0 13.
14. Revaluation losses on interest rate, foreign exchange rate, and other commodity and
equity contracts........................................................................ RCFD 3547 0 14.
15. Total trading liabilities (sum of items 13 and 14) (must equal Schedule RC, item
15.b)................................................................................... RCFD 3548 0 15.
18
52
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-9
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-E--Deposit Liabilities
Part I. Deposits in Domestic Offices
C425
-----------------------------------------------------------------
Nontransaction
Transaction Accounts Accounts
-----------------------------------------------------------------
(Column A) (Column B) (Column C)
Total Memo: Total Total
transaction demand nontransaction
accounts deposits accounts
(including total (included in (including
demand deposits) column A) MMDAs)
------------------------------------------------------------------
Dollar Amounts in Thousands RCON Bil Mil Thou RCON Bil Mil Thou RCON Bil Mil Thou
------------------------------------------------------------------------------------------------------------------
Deposits of:
1. Individuals, partnerships, and corporations.. 2201 1,160,646 2240 1,095,315 2346 2,828,444 1.
2. U.S. Government.............................. 2202 7,989 2280 7,989 2520 0 2.
3. States and political subdivisions in the
U.S.......................................... 2203 69,212 2290 63,197 2530 25,311 3.
4. Commercial banks in the U.S.................. 2206 168,802 2310 168,802 2550 51,388 4.
5. Other depository institutions in the U.S..... 2207 11,063 2312 11,063 2349 0 5.
6. Banks in foreign countries................... 2213 2,092 2320 2,092 2236 0 6.
7. Foreign governments and official institutions
(including foreign central banks)............ 2216 0 2300 0 2377 0 7.
8. Certified and official checks................ 2330 92,883 2330 92,883 8.
9. Total (sum of items 1 through 8) (sum of
columns A and C must equal Schedule RC, item
13.a)........................................ 2215 1,512,687 2210 1,441,341 2385 2,905,143 9.
Memoranda
-------------------
Dollar Amounts in Thousands RCON Bil Mil Thou
- -----------------------------------------------------------------------------------------------------------
1. Selected components of total deposits (i.e., sum of item 9, columns A and C):
a. Total Individual Retirement Accounts (IRAs) and Keogh Plan accounts............. 6835 242,204 M.1.a.
b. Total brokered deposits......................................................... 2365 3,529 M.1.b.
c. Fully insured brokered deposits (included in Memorandum item 1.b above):
(1) Issued in denominations of less than $100,000............................... 2343 85 M.1.c.(1)
(2) Issued either in denominations of $100,000 or in denominations greater than
$100,000 and participated out by the broker in shares of $100,000 or less... 2344 3,077 M.1.c.(2)
d. Maturity data for brokered deposits:
(1) Brokered deposits issued in denominations of less than $100,000 with
a remaining maturity of one year or less (included in Memorandum
item 1.c.(1) above)......................................................... A243 28 M.1.d.(1)
(2) Brokered deposits issued in denominations of $100,000 or more with a
remaining maturity of one year or less (included in Memorandum item 1.b
above)...................................................................... A244 900 M.1.d.(2)
e. Preferred deposits (uninsured deposits of states and political subdivisions in
the U.S. reported in item 3 above which are secured or collateralized as
required under state law)....................................................... 5590 93,885 M.1.e.
2. Components of total nontransaction accounts (sum of Memorandum items 2.a through
2.d must equal item 9, column C, above):
a. Savings deposits:
(1) Money market deposit accounts (MMDAs)....................................... 6810 1,340,536 M.2.a.(1)
(2) Other savings deposits (excludes MMDAs)..................................... 0352 507,335 M.2.a.(2)
b. Total time deposits of less than $100,000....................................... 6648 949,669 M.2.b.
c. Time certificates of deposit of $100,000 or more................................ 6645 107,603 M.2.c.
d. Open-account time deposits of $100,000 or more.................................. 6646 0 M.2.d.
3. All NOW accounts (included in column A above)...................................... 2398 71,346 M.3.
4. Not applicable
19
53
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-10
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
SCHEDULE RC-E--Continued
Part I. Continued
Memoranda (continued)
Dollar Amounts in Thousands RCON Bil Mil Thou
- --------------------------------------------------------------------------------------------------------------------
5. Maturity and repricing data for time deposits of less than $100,000
(sum of Memorandum items 5.a.(1) through 5.b.(3) must equal Memorandum
item 2.b above):(1)
a. Fixed rate time deposits of less than $100,000 with a remaining maturity of:
(1) Three months or less....................................................... A225 178,410 M.5.a.(1)
(2) Over three months through 12 months........................................ A226 347,462 M.5.a.(2)
(3) Over one year.............................................................. A227 423,797 M.5.a.(3)
b. Floating rate time deposits of less than $100,000 with a repricing
frequency of:
(1) Quarterly or more frequently............................................... A228 0 M.5.b.(1)
(2) Annually or more frequently, but less frequently than quarterly............ A229 0 M.5.b.(2)
(3) Less frequently than annually.............................................. A230 0 M.5.b.(3)
c. Floating rate time deposits of less than $100,000 with a remaining maturity
of one year or less (included in Memorandum items 5.b.(1) through 5.b.(3)
above)......................................................................... A231 0 M.5.c.
6. Maturity and repricing data for time deposits of $100,000 or more (i.e., time
certificates of deposit of $100,000 or more and open-account time deposits of
$100,000 or more) (sum of Memorandum items 6.a.(1) through 6.b.(4) must equal
the sum of Memorandum items 2.c and 2.d above):(1)
a. Fixed rate time deposits of $100,000 or more with a remaining
maturity of:
(1) Three months or less....................................................... A232 57,323 M.6.a.(1)
(2) Over three months through 12 months........................................ A233 33,611 M.6.a.(2)
(3) Over one year through five years........................................... A234 14,520 M.6.a.(3)
(4) Over five years............................................................ A235 2,149 M.6.a.(4)
b. Floating rate time deposits of $100,000 or more with a repricing
frequency of:
(1) Quarterly or more frequently............................................... A236 0 M.6.b.(1)
(2) Annually or more frequently, but less frequently than quarterly............ A237 0 M.6.b.(2)
(3) Every five years or more frequently, but less frequently than annually..... A238 0 M.6.b.(3)
(4) Less frequently than every five years...................................... A239 0 M.6.b.(4)
c. Floating rate time deposits of $100,000 or more with a remaining maturity
of one year or less (included in Memorandum items 6.b.(1) through
6.b.(4) above)................................................................. A240 0 M.6.c.
- ---------------
(1) Memorandum items 5 and 6 are not applicable to savings banks that must
complete supplemental Schedule RC-J.
20
54
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-11
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-E--Continued
Part II. Deposits in Foreign Offices (including Edge and Agreement
subsidiaries and IBFs)
Dollar Amounts in Thousands RCFN Bil Mil Thou
- ---------------------------------------------------------------------------------------------------------------
Deposits of:
1. Individuals, partnerships, and corporations............................................. 2621 323,045 1.
2. U.S. banks (including IBFs and foreign branches of U.S. banks).......................... 2623 0 2.
3. Foreign banks (including U.S. branches and agencies of foreign banks,
including their IBFs)................................................................... 2625 0 3.
4. Foreign governments and official institutions (including foreign central banks)......... 2650 0 4.
5. Certified and official checks........................................................... 2330 0 5.
6. All other deposits...................................................................... 2668 0 6.
7. Total (sum of items 1 through 6) (must equal Schedule RC, item 13.b).................... 2200 323,045 7.
Memorandum
Dollar Amounts in Thousands RCFN Bil Mil Thou
- -------------------------------------------------------------------------------------------------------------------
1. Time deposits with a remaining maturity of one year or less (included in Part II,
item 7 above)........................................................................... A245 319,000 M.1.
Schedule RC-F--Other Assets
C430
Dollar Amounts in Thousands RCFD Bil Mil Thou
- -------------------------------------------------------------------------------------------------------------
1. Income earned, not collected on loans................................................... 2164 51,685 1.
2. Net deferred tax assets(1).............................................................. 2148 0 2.
3. Excess residential mortgage servicing fees receivable................................... 5371 0 3.
4. Other (itemize and describe amounts that exceed 25% of this item)....................... 2168 292,117 4.
TEXT RCFD
---- ----
a. 3549: Cash Surrender Value of Life Insurance.........................3549 132,008 4.a.
b. 3550:................................................................3550 4.b.
c. 3551:................................................................3551 4.c.
5. Total (sum of items 1 through 4) (must equal Schedule RC, item 11)...................... 2160 343,802 5.
Memorandum
Dollar Amounts in Thousands RCFD Bil Mil Thou
- ---------------------------------------------------------------------------------------------------------------
1. Deferred tax assets disallowed for regulatory capital purposes.......................... 5610 0 M.1.
Schedule RC-G--Other Liabilities
C435
Dollar Amounts in Thousands RCFD Bil Mil Thou
- -------------------------------------------------------------------------------------------------------------
1. a. Interest accrued and unpaid on deposits in domestic offices(2)................... RCON 3645 25,877 1.a.
b. Other expenses accrued and unpaid (includes accrued income taxes payable)............ 3646 86,850 1.b.
2. Net deferred tax liabilities(1)......................................................... 3049 42,707 2.
3. Minority interest in consolidated subsidiaries.......................................... 3000 0 3.
4. Other (itemize and describe amounts that exceed 25% of this item)....................... 2938 43,803 4.
TEXT RCFD
---- ----
a. 3552: Deferred Fees Received on Swaps................................. 3552 37,497 4.a.
b. 3553:................................................................. 3553 4.b.
c. 3554:................................................................. 3554 4.c.
5. Total (sum of items 1 through 4) (must equal Schedule RC, item 20)...................... 2930 199,237 5.
- ---------------
(1) See discussion of deferred income taxes in Glossary entry on "income taxes."
(2) For savings banks, include "dividends" accrued and unpaid on deposits.
21
55
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-12
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-H--Selected Balance Sheet Items for Domestic Offices
C440
Domestic Offices
--------------------
Dollar Amounts in Thousands RCON Bil Mil Thou
- ------------------------------------------------------------------------------------------------------------------------
1. Customer's liability to this bank on acceptances outstanding..................................... 2155 6,156 1.
2. Bank's liability on acceptances executed and outstanding......................................... 2920 6,156 2.
3. Federal funds sold and securities purchased under agreements to resell........................... 1350 65,726 3.
4. Federal funds purchased and securities sold under agreements to repurchase....................... 2800 1,388,805 4.
5. Other borrowed money............................................................................. 3190 732,197 5.
EITHER
6. Net due from own foreign offices, Edge and Agreement subsidiaries, and IBFs...................... 2163 N/A 6.
OR
7. Net due to own foreign offices, Edge and Agreement subsidiaries, and IBFs........................ 2941 323,720 7.
8. Total assets (excludes net due from foreign offices, Edge and Agreement subsidiaries,
and IBFs)........................................................................................ 2192 7,780,759 8.
9. Total liabilities (excludes net due to foreign offices, Edge and Agreement subsidiaries,
and IBFs)........................................................................................ 3129 6,971,926 9.
Items 10-17 include held-to-maturity and available-for-sale securities in
domestic offices:
RCON Bil Mil Thou
--------------------
10. U.S. Treasury securities......................................................................... 1779 123,748 10.
11. U.S. Government agency and corporation obligations (exclude mortgage-backed securities).......... 1785 313,147 11.
12. Securities issued by states and political subdivisions in the U.S. .............................. 1786 35,547 12.
13. Mortgage-backed securities (MBS):
a. Pass-through securities:
(1) Issued or guaranteed by FNMA, FHLMC, or GNMA.............................................. 1787 15,817 13.a.(1)
(2) Other pass-through securities............................................................. 1869 10,222 13.a.(2)
b. Other mortgage-backed securities (include CMOs REMICs, and stripped MBS):
(1) Issued or guaranteed by FNMA, FHLMC, or GNMA.............................................. 1877 21,773 13.b.(1)
(2) All other mortgage-backed securities...................................................... 2253 242 13.b.(2)
14. Other domestic debt securities................................................................... 3159 619 14.
15. Foreign debt securities.......................................................................... 3160 0 15.
16. Equity services:
a. Investments in mutual funds................................................................... 3161 0 16.a.
b. Other equity securities with readily determinable fair values................................. 3162 0 16.b.
c. All other equity securities................................................................... 3169 3,844 16.c.
17. Total held-to-maturity and available-for-sale securities (sum of items 10 through 16)............ 3170 524,959 17.
Memorandum (to be completed only by banks with IBFs and other "foreign" offices)
Dollar Amounts in Thousands RCON Bil Mil Thou
- -----------------------------------------------------------------------------------------------------------------------
EITHER
1. Net due from the IBF of the domestic offices of the reporting bank.............................. 3051 N/A M.1.
OR
2. Net due to the IBF of the domestic offices of the reporting bank................................ 3059 N/A M.2.
22
56
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-13
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-I--Selected Assets and Liabilities of IBFs
To be completed only by banks with IBFs and other "foreign" offices.
C445
-----------------------
Dollar Amounts in Thousands RCFN Bil Mil Thou
- ------------------------------------------------------------------------------------------------------------------
1. Total IBF assets of the consolidated bank (component of Schedule RC, item 12)......... 2133 N/A 1.
2. Total IBF loans and lease financing receivables (component of Schedule RC-C, part I,
item 12, column A).................................................................... 2076 N/A 2.
3. IBF commercial and industrial loans (component of Schedule RC-C, part I, item 4,
column A)............................................................................. 2077 N/A 3.
4. Total IBF liabilities (component of Schedule RC, item 21)............................. 2898 N/A 4.
5. IBF deposit liabilities due to banks, including other IBFs (component of
Schedule RC-E, part II, items 2 and 3)................................................ 2379 N/A 5.
6. Other IBF deposit liabilities (component of Schedule RC-E, part II, items 1, 4,
5, and 6).............................................................................. 2381 N/A 6.
Schedule RC-K--Quarterly Averages(1)
C455
----------------------------
Dollar Amounts in Thousands Bil Mil Thou
- ------------------------------------------------------------------------------------------------------------------
ASSETS
1. Interest-bearing balances due from depository institutions...................... RCFD 3381 0 1.
2. U.S. Treasury securities and U.S. Government agency and corporation
obligations(2).................................................................. RCFD 3382 451,253 2.
3. Securities issued by states and political subdivisions in the U.S.(2)........... RCFD 3383 37,937 3.
4. a. Other debt securities(2)................................................... RCFD 3647 14,563 4.a.
b. Equity securities(3) (includes investments in mutual funds and Federal
Reserve stock)............................................................. RCFD 3648 3,844 4.b.
5. Federal funds sold and securities purchased under agreements to resell in
domestic offices of the bank and of its Edge and Agreement subsidiaries, and
in IBFs......................................................................... RCFD 3365 191,275 5.
6. Loans:
a. Loans in domestic offices:
(1) Total loans............................................................ RCON 3360 5,568,129 6.a.(1)
(2) Loans secured by real estate........................................... RCON 3385 1,243,081 6.a.(2)
(3) Loans to finance agricultural production and other loans to
farmers................................................................ RCON 3386 7,140 6.a.(3)
(4) Commercial and industrial loans........................................ RCON 3387 838,553 6.a.(4)
(5) Loans to individuals for household, family, and other personal
expenditures........................................................... RCON 3388 3,430,610 6.a.(5)
b. Total loans in foreign offices, Edge and Agreement subsidiaries, and
IBFs........................................................................ RCFN 3360 0 6.b.
7. Trading assets.................................................................. RCFD 3401 0 7.
8. Lease financing receivables (net of unearned income)............................ RCFD 3484 774,654 8.
9. Total assets(4)................................................................. RCFD 3368 8,224,095 9.
LIABILITIES
10. Interest-bearing transaction accounts in domestic offices (NOW accounts, ATS
accounts, and telephone and preauthorized transfer accounts) (exclude
demand deposits)................................................................ RCON 3485 56,096 10.
11. Nontransaction accounts in domestic offices:
a. Money market deposit accounts (MMDAs)....................................... RCON 3486 1,354,440 11.a.
b. Other savings deposits...................................................... RCON 3487 520,864 11.b.
c. Time certificates of deposit of $100,000 or more............................ RCON 3345 112,405 11.c.
d. All other time deposits..................................................... RCON 3469 974,532 11.d.
12. Interest-bearing deposits in foreign offices, Edge and Agreement subsidiaries,
and IBFs........................................................................ RCFN 3404 335,961 12.
13. Federal funds purchased and securities sold under agreements to repurchase
in domestic offices of the bank and of its Edge and Agreement subsidiaries, and
in IBFs......................................................................... RCFD 3353 1,487,303 13.
14. Other borrowed money............................................................ RCFD 3355 738,061 14.
- ---------------
(1) For all items, banks have the option of reporting either (1) an average of
daily figures for the quarter, or (2) an average of weekly figures (i.e.,
the Wednesday of each week of the quarter).
(2) Quarterly averages for all debt securities should be based on amortized
cost.
(3) Quarterly averages for all equity securities should be based on historical
cost.
(4) The quarterly average for total assets should reflect all debt securities
(not held for trading) at amortized cost, equity securities with readily
determinable fair values at the lower of cost or fair value, and equity
securities without readily determinable fair values at historical cost.
23
57
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-1
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-L--Off-Balance Sheet Items
Please read carefully the instructions for the preparation of Schedule RC-L.
Some of the amounts reported in Schedule RC-L are regarded as volume indicators
and not necessarily as measures of risk.
C460
Dollar Amounts in Thousands RCFD Bil Mil Thou
- ---------------------------------------------------------------------------------------------------------------------
1. Unused commitments:
a. Revolving, open-end lines secured by 1-4 family residential properties, e.g.,
home equity lines................................................................ 3814 385,334 1.a.
b. Credit card lines................................................................ 3815 25,137,296 1.b.
c. Commercial real estate, construction, and land development:
(1) Commitments to fund loans secured by real estate............................. 3816 105,690 1.c.(1)
(2) Commitments to fund loans not secured by real estate......................... 6550 9,865 1.c.(2)
d. Securities underwriting.......................................................... 3817 0 1.d.
e. Other unused commitments......................................................... 3818 1,990,151 1.e.
2. Financial standby letters of credit and foreign office guarantees................... 3819 450,077 2.
a. Amount of financial standby letters of credit conveyed to
others..................................................... RCFD 3820 158,530 2.a.
3. Performance standby letters of credit and foreign office guarantees................. 3821 83,312 3.
a. Amount of performance standby letters of credit conveyed to
others..................................................... RCFD 3822 21,629 3.a.
4. Commercial and similar letters of credit............................................ 3411 43,635 4.
5. Participations in acceptances (as described in the instructions) conveyed to others
by the reporting bank............................................................... 3428 0 5.
6. Participations in acceptances (as described in the instructions) acquired by the
reporting (nonaccepting) bank....................................................... 3429 0 6.
7. Securities borrowed................................................................. 3432 0 7.
8. Securities lent (including customers' securities lent where the customer is
indemnified against loss by the reporting bank)..................................... 3433 0 8.
9. Loans transferred (i.e., sold or swapped) with recourse that have been treated
as sold for Call Report purposes:
a. FNMA and FHLMC residential mortgage loan pools:
(1) Outstanding principal balance of mortgages transferred as of the report
date......................................................................... 3650 0 9.a.(1)
(2) Amount of recourse exposure on these mortgages as of the report date......... 3651 0 9.a.(2)
b. Private (nongovernment-issued or -guaranteed) residential mortgage loan pools:
(1) Outstanding principal balance of mortgages tarnsferred as of the report
date......................................................................... 3652 0 9.b.(1)
(2) Amount of recourse exposure on these mortgages as of the report date......... 3653 0 9.b.(2)
c. Farmer Mac agricultural mortgage loan pools:
(1) Outstanding principal balance of mortgages transferred as of the report
date......................................................................... 3654 0 9.c.(1)
(2) Amount of recourse exposure on these mortgages as of the report date......... 3655 0 9.c.(2)
d. Small business obligations transferred with recourse under Section 208 of the
Riegle Community Development and Regulatory Improvement Act of 1994:
(1) Outstanding principal balance of small business obligations transferred
as of the report date........................................................ A249 0 9.d.(1)
(2) Amount of retained recourse on these obligations as of the report date....... A250 0 9.d.(2)
10. When-issued securities:
a. Gross commitments to purchase..................................................... 3434 0 10.a.
b. Gross commitments to sell......................................................... 3435 0 10.b.
11. Spot foreign exchange contracts...................................................... 8765 11,896 11.
12. All other off-balance sheet liabilities (exclude off-balance sheet derivatives)
(itemize and describe each component of this item over 25% of Schedule RC,
item 28, "Total equity capital")..................................................... 3430 0 12.
a. TEXT 3555: ................................................ RCFD 3555 12.a.
b. TEXT 3556: ................................................ RCFD 3556 12.b.
c. TEXT 3557: ................................................ RCFD 3557 12.c.
d. TEXT 3558: ................................................ RCFD 3558 12.d.
24
58
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-15
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-l--Continued
Dollar Amounts in Thousands RCFD Bil Mil Thou
- ----------------------------------------------------------------------------------------------------------------
13. All other off-balance sheet assets (exclude off-balance sheet derivatives)
(itemize and describe each component of this item over 25% of Schedule RC,
item 28, "Total equity capital")................................................ 5591 114,387 13.
a. TEXT 5592................................................... RCFD 5592 13.a.
b. TEXT 5593................................................... RCFD 5593 13.b.
c. TEXT 5594................................................... RCFD 5594 13.c.
d. TEXT 5595................................................... RCFD 5595 13.d.
C461
- -------------------------------------------------------------------------------------------------------------------------
Dollar Amounts in Thousands (Column A) (Column B) (Column C) (Column D)
Interest Foreign Equity Commodity
Off-Balance Sheet Derivatives Rate Exchange Derivative And Other
Position Indicators Contracts Contracts Contracts Contracts
- ---------------------------------------- ----------------- ----------------- ----------------- -----------------
Tril Bil Mil Thou Tril Bil Mil Thou Tril Bil Mil Thou Tril Bil Mil Thou
14. Gross amounts (e.g., notional amounts)
(for each column, sum of items 14.a
through 14.e must equal sum of items
15, 16.a, and 16.b):
a. Futures contracts................. 0 0 0 0 14.a.
RCFD 8693 RCFD 8694 RCFD 8695 RCFD 8696
b. Forward contracts................. 0 69,988 0 0 14.b.
RCFD 8697 RCFD 8698 RCFD 8699 RCFD 8700
c. Exchange-traded option contracts:
(1) Written options............... 0 0 0 0 14.c.(1)
RCFD 8701 RCFD 8702 RCFD 8703 RCFD 8704
(2) Purchased options............. 0 0 0 0 14.c.(2)
RCFD 8705 RCFD 8706 RCFD 8707 RCFD 8708
d. Over-the-counter option contracts:
(1) Written options............... 1,647,715 0 0 0 14.d.(1)
RCFD 8709 RCFD 8710 RCFD 8711 RCFD 8712
(2) Purchased options............. 3,298,715 0 0 0 14.d.(2)
RCFD 8713 RCFD 8714 RCFD 8715 RCFD 8716
e. Swaps............................. 16,463,478 0 0 0 14.e.
RCFD 3450 RCFD 3826 RCFD 8719 RCFD 8720
15. Total gross notional amount of
derivative contracts held for
trading.............................. 0 0 0 0 15.
RCFD A126 RCFD A127 RCFD 8723 RCFD 8724
16. Total gross notional amount of
derivative contracts held for
purposes other than trading:
a. Contracts marked to market........ 305,252 69,988 0 0 16.a.
RCFD 8725 RCFD 8726 RCFD 8727 RCFD 8728
b. Contracts not marked to market.... 21,104,656 0 0 0 16.b.
RCFD 8729 RCFD 8730 RCFD 8731 RCFD 8732
25
59
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-1
City, State, Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 06559
SCHEDULE RC-L--Continued
Dollar Amounts in Thousands
- ----------------------------------------------------------------------------------------------------------------------------------
(Column A) (Column B) (Column C) (Column D)
Off-balance Sheet Interest Foreign Equity Commodity
Derivatives Position Rate Exchange Derivatives And Other
Indicators Contracts Contracts Contracts Contracts
- ---------------------------------------------------------------------------------------------------------------------------------
Dollar Amounts in Thousands RCFD Bil Mil Thou RCFD Bil Mil Thou RCFD Bil Mil Thou RCFD Bil Mil Thou
- ---------------------------------------------------------------------------------------------------------------------------------
17. Gross fair values of derivative
contracts:
a. Contracts held for trading:
(1) Gross positive fair
value..................... 8733 0 8734 0 8735 0 8736 0 17.a.(1)
(2) Gross negative fair
value..................... 8737 0 8738 0 8739 0 8740 0 17.a.(2)
b. Contracts held for purposes
other than trading that are
marked to market:
(1) Gross positive fair
value...................... 8741 929 8742 680 8743 0 8744 0 17.b.(1)
(2) Gross negative fair
value...................... 8745 1,072 8746 623 8747 0 8748 0 17.b.(2)
c. Contracts held for purposes
other than trading that are
not marked to market:
(1) Gross positive fair
value...................... 8749 66,987 8750 0 8751 0 8752 0 17.c.(1)
(2) Gross negative fair
value...................... 8753 72,603 8754 0 8755 0 8756 0 17.c.(2)
Dollar Amounts in Thousands RCFD Bil Mil Thou
- ----------------------------------------------------------------------------------------------------------------------------
Memoranda
1-2. Not applicable
3. Unused commitments with an original maturity exceeding one year that are
reported in Schedule RC-L, items 1.a through 1.e, above (report only the unused
portions of commitments that are fee paid or otherwise legally binding)........................... 3833 1,120,205 M.3.
a. Participations in commitments with an original............ RCFD 3834 159,922 M.3.a.
4. To be completed only by banks with $1 billion or more in total assets:
Standby letters of credit and foreign office guarantees (both financial and performance)
issued to non-U.S. addressees (domicile) included in Schedule RC-L, items 2 and 3, above......... 3377 1,103 M.4.
5. Installment loans to individuals for household, family and other personal
expenditures that have been securitized and sold without recourse (with
servicing retained), amounts outstanding by type of loan:
a. Loans to purchase private passenger automobiles (to be completed for the
September report only)......................................................................... 2741 N/A M.5.a.
b. Credit cards and related plans (TO BE COMPLETED QUARTERLY)..................................... 2742 4,400,000 M.5.b.
c. All other consumer installment credit (including mobile home loans) (to be
completed for the September report only)....................................................... 274 N/A M.5.c.
26
60
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-17
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-M--Memoranda
C465
-----------------------------
Dollar Amounts in Thousands RCFD Bil Mil Thou
- -------------------------------------------------------------------------------------------------------------------------
1. Extensions of credit by the reporting bank to its executive officers, directors,
principal shareholders, and their related interests as of the report date:
a. Aggregate amount of all extensions of credit to all executive officers, directors,
principal shareholders, and their related interests.................................. 6164 186,978 1.a.
b. Number of executive officers, directors, and principal shareholders
to whom the amount of all extensions of credit by the reporting
bank (including extensions of credit to related interests) equals RCFD Number
or exceeds the lesser of $500,000 or 5 percent of total capital ---- ------
as defined for this purpose in agency regulations.................. 6165 13 1.b.
2. Federal funds sold and securities purchased under agreements to resell with U.S.
branches and agencies of foreign banks(1) (included in Schedule RC, items 3.a
and 3.b)................................................................................ 3405 0 2.
3. Not applicable.
4. Outstanding principal balance of 1-4 family residential mortgage loans serviced for
others (include both retained servicing and purchased servicing):
a. Mortgages serviced under a GNMA contract............................................. 5500 0 4.a.
b. Mortgages serviced under a FHLMC contract:
(1) Serviced with recourse to servicer............................................... 5501 0 4.b.(1)
(2) Serviced without recourse to servicer............................................ 5502 0 4.b.(2)
c. Mortgages serviced under a FNMA contract:
(1) Serviced under a regular option contract......................................... 5503 0 4.c.(1)
(2) Serviced under a special option contract......................................... 5504 0 4.c.(20
d. Mortgages serviced under other servicing contracts................................... 5505 0 4.d.
5. To be completed only by banks with $1 billion or more in total assets:
Customers' liability to this bank on acceptances outstanding (sum of items 5.a and 5.b
must equal Schedule RC, item 9):
a. U.S. addressees (domicile)........................................................... 2103 6,156 5.a.
b. Non-U.S. addressees (domicile)....................................................... 2104 0 5.b.
6. Intangible assets:
a. Mortgage servicing rights............................................................ 3164 0 6.a.
b. Other identifiable intangible assets:
(1) Purchased credit card relationships.............................................. 5506 23,559 6.b.(1)
(2) All other identifiable intangible assets......................................... 5507 2,658 6.b.(2)
c. Goodwill............................................................................. 3163 12,518 6.c.
d. Total (sum of items 6.a through 6.c) (must equal Schedule RC, item 10)............... 2143 38,735 6.d.
e. Amount of intangible assets (included in item 6.b.(2) above) that have been
grandfathered or are otherwise qualifying for regulatory capital purposes............ 6442 0 6.e.
7. Mandatory convertible debt, net of common or perpetual preferred stock dedicated to
redeem the debt......................................................................... 3295 0 7.
- ---------------
(1) Do not report federal funds sold and securities purchased under agreements
to resell with other commercial banks in the U.S. in this item.
27
61
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-18
City, State, Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 06559
Schedule RC-M--Continued
Dollar Amounts in Thousands Bil Mil Thou
- --------------------------------------------------------------------------------------------------------------
8. a. Other real estate owned:
(1) Direct and indirect investments in real estate ventures................... RCFD 5372 0 8.a.(1)
(2) All other real estate owned:
(a) Construction and land development in domestic offices................ RCON 5508 0 8.a.(2)(a)
(b) Farmland in domestic offices......................................... RCON 5509 0 8.a.(2)(b)
(c) 1-4 family residential properties in domestic offices................ RCON 5510 78 8.a.(2)(c)
(d) Multifamily (5 or more) residential properties in domestic offices... RCON 5511 0 8.a.(2)(d)
(e) Nonfarm nonresidential properties in domestic offices................ RCON 5512 4,296 8.a.(2)(e)
(f) In foreign offices................................................... RCFN 5513 0 8.a.(2)(f)
(3) Total (sum of items 8.a.(1) and 8.a.(2)) (must equal Schedule RC, item 7). RCFD 2150 5,004 8.a.(3)
b. Investments in unconsolidated subsidiaries and associated companies:
(1) Direct and indirect investments in real estate ventures................... RCFD 5374 0 8.b.(1)
(2) All other investments in unconsolidated subsidiaries and associated
companies................................................................. RCFD 5375 647 8.b.(2)
(3) Total (sum of items 8.b.(1) and 8.b.(2)) (must equal Schedule RC,
item 8) .................................................................. RCFD 2130 647 8.b.(3)
c. Total assets of unconsolidated subsidiaries and associated companies........... RCFD 5376 19,606 8.c.
9. Noncumulative perpetual preferred stock and related surplus included in Schedule RC,
item 23, "Perpetual preferred stock and related surplus"............................ RCFD 3778 0 9.
10. Mutual fund and annuity sales in domestic offices during the quarter (include
proprietary, private label, and third party products):
a. Money market funds............................................................. RCON 6441 0 10.a.
b. Equity securities funds........................................................ RCON 8427 9,339 10.b.
c. Debt securities funds.......................................................... RCON 8428 4,220 10.c.
d. Other mutual funds............................................................. RCON 8429 1 10.d.
e. Annuities...................................................................... RCON 8430 8,305 10.e.
f. Sales of proprietary mutual funds and annuities (included in items 10.a through
10.e above).................................................................... RCON 8784 8,452 10.f.
Memorandum
Dollar Amounts in Thousands RCFD Bil Mil Thous
- -----------------------------------------------------------------------------------------------------------------
1. Interbank holdings of capital instruments (to be completed for the December report
only):
a. Reciprocal holdings of banking organizations' capital instruments.................. 3836 N/A M.1.a
b. Nonreciprocal holdings of banking organizations' capital instruments............... 3837 N/A M.1.b
28
62
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 101 East Broad Street Page RC-19
City, State, Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 06559
Schedule RC-N--Past Due and Nonaccrual Loans, Leases, and Other Assets
The FFIEC regards the information reported in all of Memorandum item 1, in items
1 through 10, column A, and in Memorandum items 2 through 4, column A, as
confidential.
C470
--------------------------------------------------------------------
(Column A) (Column B) (Column C)
Past due 30 Past due 90
through 89 days days or more
and still and still
Dollars Amounts in Thousands accruing accruing Nonaccrual
- --------------------------------------------------------------------------------------------------------------------------
RCFD Bil Mil Thou RCFD Bil Mil Thou RCFD Bil Mil Thou
---- ------------ ---- ------------ ---- ------------
1. Loans secured by real estate:
a. To U.S. addressees (domicile)................ 1245 1246 3,062 1247 10,762 1.a.
b. To non-U.S. addressees (domicile)............ 1248 1249 0 1250 0 1.b.
2. Loans to depository institutions and acceptances
of other banks:
a. To U.S. banks and other U.S. depository
institutions................................. 5377 5378 0 5379 0 2.a.
b. To foreign banks............................. 5380 5381 0 5382 0 2.b.
3. Loans to finance agricultural production and
other loans to farmers............................ 1594 1597 0 1583 66 3.
4. Commercial and industrial loans:
a. To U.S. addressees (domicile)................ 1251 1252 2,861 1253 5,702 4.a.
b. To non-U.S. addressees (domicile)............ 1254 1255 0 1256 0 4.b.
5. Loans to individuals for household, family, and
other personal expenditures:
a. Credit cards and related plans............... 5383 5384 36,833 5385 0 5.a.
b. Other (includes single payment, installment,
and all student loans)....................... 5386 5387 9,614 5388 2,966 5.b.
6. Loans to foreign governments and official
institutions...................................... 5389 5390 0 5391 0 6.
7. All other loans................................... 5459 5460 2 5461 81 7.
8. Lease financing receivables:
a. Of U.S. addressees (domicile)................ 1257 1258 456 1259 914 8.a.
b. Of non-U.S. addressees (domicile)............ 1271 1272 0 1791 0 8.b.
9. Debt securities and other assets (exclude other
real estate owned and other repossessed assets)... 3505 3506 0 3507 15,345 9.
==========================================================================================================================
Amounts reported in items 1 through 8 above include guaranteed and unguaranteed
portions of past due and nonaccrual loans and leases. Report in item 10 below
certain guaranteed loans and leases that have already been included in the
amounts reported in items 1 through 8.
RFCD Bil Mil Thou RCFD Bil Mil Thou RCFD Bil Mil Thou
---- ------------ ---- ------------ ---- ------------
10. Loans and leases reported in items 1 through 8 above
which are wholly or partially guaranteed by the U.S.
Government........................................... 5612 5613 5,596 5614 67 10.
a. Guaranteed portion of loans and leases included
in item 10 above................................ 5615 5616 5,596 5617 55 10.a.
29
63
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-2C
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 06559
Schedule RC-N -- Continued
C473
----------------------------------------------------------
(Column A) (Column B) (Column C)
Past due Past due 90
30 through 89 days or more
days and still and still
Memoranda accruing accruing Nonaccrual
----------------- ----------------- -----------------
Dollar Amounts in Thousands RCFD Bil Mil Thou RCFD Bil Mil Thou RCFD Bil Mil Thou
- ---------------------------------------------------------- ----------------------------------------------------------
1. Restructured loans and leases included in Schedule
RC-N, items 1 through 8, above (and not reported in
Schedule RC-C, part I, Memorandum item 2)............ 1658 1659 1661 M.1.
2. Loans to finance commercial real estate,
construction, and land development activities
(not secured by real estate) included in
Schedule RC-N, items 4 and 7, above.................. 6558 6559 0 6560 M.2
----------------- ----------------- -----------------
RCON Bil Mil Thou RCON Bil Mil Thou RCON Bil Mil Thou
----------------------------------------------------------
3. Loans secured by real estate in domestic offices
(included in Schedule RC-N, item 1, above):
a. Construction and land development................ 2759 2769 152 3492 2,215 M.3.a
b. Secured by farmland.............................. 3493 3494 0 3495 0 M.3.b.
c. Secured by 1-4 family residential properties:
(1) Revolving, open-end loans secured by
1-4 family residential properties and
extended under lines of credit.............. 5398 5399 683 5400 907 M.3.c.(1)
(2) All other loans secured by 1-4 family
residential properties...................... 5401 5402 1,458 5403 4,968 M.3.c.(2)
d. Secured by multifamily (5 or more) residential
properties....................................... 3499 3500 0 3501 0 M.3.d.
e. Secured by nonfarm nonresidential properties..... 3502 3503 768 3504 2,672 M.3.e.
----------------------------------------------------------
-------------------------------------
(Column A) (Column B)
Past due 30 Past due 90
through 89 days days or more
--------------------------------------
RCFD Bil Mil Thou RCFD Bil Mil Thou
--------------------------------------
4. Interest rate, foreign exchange rate, and other
commodity and equity contracts:
a. Book value of amounts carried as assets.......... 3522 3528 0 M.4.a.
b. Replacement cost of contracts with a positive
replacement cost................................. 3529 3530 0 M.4.b.
--------------------------------------
30
64
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-21
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-O--Other Data for Deposit Insurance Assessments
C475
--------------------------------------------------------
Dollar Amounts in Thousands RCON Bil Mil Thou
- --------------------------------------------------------------------------------------------------------------------
1. Unposted debits (see instructions):
a. Actual amount of all unposted debits............................................... 0030 N/A 1.a.
OR
b. Separate amount of unposted debits:
(1) Actual amount of unposted debits to demand deposits............................ 0031 0 1.b.(1)
(2) Actual amount of unposted debits to time and savings deposits(1)............... 0032 0 1.b.(2)
2. Unposted credits (see instructions):
a. Actual amount of all unposted credits.............................................. 3510 N/A 2.a.
OR
b. Separate amount of unposted credits:
(1) Actual amount of unposted credits to demand deposits........................... 3512 0 2.b.(1)
(2) Actual amount of unposted credits to time and savings deposits(1).............. 3514 0 2.b.(2)
3. Uninvested trust funds (cash) held in bank's own trust department (not included
in total deposits in domestic offices)................................................ 3520 0 3.
4. Deposits of consolidated subsidiaries in domestic offices and in insured branches in
Puerto Rico and U.S. territories and possessions (not included in total deposits):
a. Demand deposits of consolidated subsidiaries....................................... 2211 11,351 4.a.
b. Time and savings deposits(1) of consolidated subsidiaries.......................... 2351 12,536 4.b.
c. Interest accrued and unpaid on deposits of consolidated subsidiaries............... 5514 0 4.c.
5. Deposits in insured branches in Puerto Rico and U.S. territories and possessions:
a. Demand deposits in insured branches (included in Schedule RC-E, Part II)........... 2229 0 5.a.
b. Time and savings deposits(1) in insured branches (included in Schedule RC-E,
Part II)........................................................................... 2383 0 5.b.
c. Interest accrued and unpaid on deposits in insured branches (included in
Schedule RC-G, item 1.b)........................................................... 5515 0 5.c.
Item 6 is not applicable to state nonmember banks that have not been authorized by the
Federal Reserve to act as pass-through correspondents.
6. Reserve balances actually passed through to the Federal Reserve by the reporting bank
on behalf of its respondent depository institutions that are also reflected as deposit
liabilities of the reporting bank:
a. Amount reflected in demand deposits (included in Schedule RC-E, item 4 or 5,
column B).......................................................................... 2314 0 6.a.
b. Amount reflected in time and savings deposits(1) (included in Schedule RC-E,
item 4 or 5, column A or C, but not column B)...................................... 2315 0 6.b.
7. Unamortized premiums and discounts on time and savings deposits:(1)
a. Unamortized premiums............................................................... 5516 0 7.a
b. Unamortized discounts.............................................................. 5517 0 7.b
8. To be completed by banks with "Oakar deposits."
Total "Adjusted Attributable Deposits" of all institutions acquired under Section
5(d)(3) of the Federal Deposit Insurance Act (from most recent FDIC Oakar Transaction
Worksheet(s))......................................................................... 5518 N/A 8.
9. Deposits in lifeline accounts......................................................... 5596 9.
10. Benefit-responsive "Depository Institution Investment Contracts" (included in total
deposits in domestic offices.......................................................... 8432 0 10.
- ---------------
(1) For FDIC insurance assessment purposes, "time and savings deposits" consists
of nontransaction accounts and all transaction accounts other than demand
deposits.
31
65
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-22
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-O--Continued
-------------------------
Dollar Amounts in Thousands RCON Bil Mil Thou
- -------------------------------------------------------------------------------------------------------------------------------
11. Adjustments to demand deposits in domestic offices reported in Schedule RC-E for certain
reciprocal demand balances:
a. Amount by which demand deposits would be reduced if reciprocal demand balances between the
reporting bank and savings associations were reported on a net basis rather than a gross basis
in Schedule RC-E.............................................................................. 8785 0 11.a.
b. Amount by which demand deposits would be increased if reciprocal demand balances between the
reporting bank and U.S. branches and agencies of foreign banks were reported on a gross basis
rather than a net basis in Schedule RC-E...................................................... A181 0 11.b.
c. Amount by which demand deposits would be reduced if cash items in process of collection were
included in the calculation of net reciprocal demand balances between the reporting bank and
the domestic offices of U.S. banks and savings associations in Schedule RC-E.................. A182 0 11.c.
Memoranda (to be completed each quarter except as noted)
-------------------------
Dollar Amounts in Thousands RCON Bil Mil Thou
- ------------------------------------------------------------------------------------------------------------------
1. Total deposits in domestic offices of the bank (sum of Memorandum items
1.a.(1) and 1.b.(1) must equal Schedule RC, item 13.a):
a. Deposit accounts of $100,000 or less:
(1) Amount of deposit accounts of $100,000 or less.............................. 2702 2,470,382 M.1.a.(1)
RCON NUMBER
---- ------
(2) Number of deposit accounts of $100,000 or less (to
be completed for the June report only)................ 3779 N/A M.1.a.(2)
b. Deposit accounts of more than $100,000:
(1) Amount of deposit accounts of more than $100,000............................ 2710 1,947,448 M.1.b.(1)
RCON NUMBER
---- ------
(2) Number of deposit accounts of more than $100,000...... 2722 3,929 M.1.b.(2)
2. Estimated amount of uninsured deposits in domestic offices of the bank:
a. An estimate of your bank's uninsured deposits can be determined by multiplying
the number of deposit accounts of more than $100,000 reported in Memorandum item
1.b.(2) above by $100,000 and subtracting the result from the amount of deposit
accounts of more than $100,000 reported in Memorandum item 1.b.(1) above.
YES NO
--- ---
Indicate in the appropriate box at the right whether your bank has a method
or procedure for determining a better estimate of uninsured deposits than the
estimate described above........................................................ 6861 X M.2.a.
-------------------------
RCON Bil Mil Thou
-------------------------
b. If the box marked YES has been checked, report the estimate of uninsured deposits
determined by using your bank's method or procedure............................. 5597 N/A M.2.b.
- -------------------------------------------------------------------------------------------------------------------------
Person to whom questions about the Reports of Condition and Income should be directed: C477
Elizabeth G. Gilliland, Assistant Vice-President (614) 248-8563
- ------------------------------------------------ --------------------------------------------
Name and Title (TEXT 8901) Area code/phone number/extension (TEXT 8902)
32
66
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-23
City, State, Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-R -- Risk-Based Capital
This schedule must be completed by all banks as follows: Banks that reported
total assets of $1 billion or more in Schedule RC, item 12, for June 30, 1995,
must complete items 2 through 9 and Memoranda items 1 and 2. Banks with assets
of less than $1 billion must complete items 1 through 3 below or Schedule RC-R
in its entirety, depending on their response to item 1 below.
C480
RCFD YES NO
---- --- ---
1. Test for determining the extent to which Schedule RC-R must be completed. To be completed
only by banks with total assets of less than $1 billion. Indicate in the appropriate box
at the right whether the bank has total capital greater than or equal to eight percent of
adjusted total assets.................................................................... 6056 1.
For purposes of this test, adjusted total assets equals total assets
less cash, U.S. Treasuries, U.S. Government agency obligations, and 80
percent of U.S. Government-sponsored agency obligations plus the allowance
for loan and lease losses and selected off-balance sheet items as reported
on Schedule RC-L (see instructions).
If the box marked YES has been checked, then the bank only has to
complete item 2 AND 3 below. If the box marked NO has been checked, the
bank must complete the remainder of this schedule.
A NO response to item 1 does not necessarily mean that the bank's
actual risk-based capital ratio is less than eight percent or that the bank
is not in compliance with the risk-based capital guidelines.
Items 2 and 3 are to be completed by all banks.
(Column A) (Column B)
Subordinated
Debt(1) and
Intermediate Other Limited-
Term Preferred Life Capital
Stock Instruments
--------------------- -------------------
Dollar Amounts in Thousands RCFD Bil Mil Thou RCFD Bil Mil Thou
---- --- --- ---- ---- --- --- ----
2. Subordinated debt(1) and other limited-life capital
instruments (original weighted average maturity of
at least five years) with a remaining maturity of:
a. One year or less......................................... 3780 0 3786 0 2.a.
b. Over one year through two years.......................... 3781 0 3787 0 2.b.
c. Over two years through three years....................... 3782 0 3788 0 2.c.
d. Over three years through four years...................... 3783 0 3789 0 2.d.
e. Over four years through five years....................... 3784 0 3790 0 2.e.
f. Over five years.......................................... 3785 189,262 3791 0 2.f.
3. Amounts used in calculating regulatory capital ratios (report
amounts determined by the bank for its own internal regulatory
capital analyses): RCFD Bil Mil Thou
---- --- --- ----
a. Tier 1 capital.......................................... 8274 470,817 3.a.
b. Tier 2 capital.......................................... 8275 278,798 3.b.
c. Total risk-based capital................................ 3792 749,615 3.c.
d. Excess allowance for loan and lease losses.............. A222 63,002 3.d.
e. Risk-weighted assets.................................... A223 7,099,871 3.e.
f. "Average total assets".................................. A224 8,208,919 3.f.
Items 4-9 and Memoranda items 1 and 2 are to be completed by banks that answered
NO to item 1 above and by banks with total assets of $1 billion or more.
(Column A) (Column B)
Credit
Equivalent
Assets Recorded Amount of Off-
on the Balance Balance Sheet
Sheet Items(2)
-------------------- --------------------
RCFD Bil Mil Thou RCFD Bil Mil Thou
---- --- --- ---- ---- --- --- ----
4. Assets and credit equivalent amounts of off-balance
sheet items assigned to the Zero percent risk category:
a. Assets recorded on the balance sheet:
(1) Securities issued by, other claims on, and
claims unconditionally guaranteed by, the
U.S. Government and its agencies and other
OECD central governments........................... 3794 126,720 4.a.(1)
(2) All other.......................................... 3795 418,724 4.a.(2)
b. Credit equivalent amount of off-balance sheet items..... 3796 47,504 4.b.
- ---------------
(1) Exclude mandatory convertible debt reported in Schedule RC-M, item 7.
(2) Do not report in column B the risk-weighted amount of assets reported in
column A.
33
67
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-24
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Schedule RC-R--Continued
----------------------------------------
(Column A) (Column B)
Assets Credit Equivalent
Recorded on Amount
the of Off-Balance
Dollar Amounts in Thousands Balance Sheet Sheet Items(1)
- --------------------------------------------------------------------------------------------------------------
RCFD Bil Mil Thou RCFD Bil Mil Thou
5. Assets and credit equivalent amounts of off-balance sheet items
assigned to the 20 percent risk category:
a. Assets recorded on the balance sheet:
(1) Claims conditionally guaranteed by the U.S. Government
and its agencies and other OECD central governments...... 3798 155,243 5.a.(1)
(2) Claims collateralized by securities issued by the U.S.
Government and its agencies and other OECD central
governments; by securities issued by U.S.
Government-sponsored agencies; and by cash on deposit.... 3799 0 5.a.(2)
(3) All other................................................ 3800 1,027,629 5.a.(3)
b. Credit equivalent amount of off-balance sheet items.......... 3801 369,915 5.b.
6. Assets and credit equivalent amounts of off-balance sheet items
assigned to the 50 percent risk category:
a. Assets recorded on the balance sheet......................... 3802 211,539 6.a.
b. Credit equivalent amount of off-balance sheet items.......... 3803 725 6.b.
7. Assets and credit equivalent amounts of off-balance sheet items
assigned to the 100 percent risk category:
a. Assets recorded on the balance sheet......................... 3804 5,997,607 7.a.
b. Credit equivalent amount of off-balance sheet items.......... 3805 763,753 7.b.
8. On-balance sheet asset values excluded from the calculation of
the risk-based capital ratio(2)................................. 3806 (1,354) 8.
9. Total assets recorded on the balance sheet (sum of items 4.a,
5.a, 6.a, 7.a, and 8, column A) (must equal Schedule RC, item 12
plus items 4.b and 4.c)......................................... 3807 7,936,108 9.
Memoranda
------------------
Dollar Amounts in Thousands RCFD Bil Mil Thou
- -----------------------------------------------------------------------------------------------------
1. Current credit exposure across all off-balance sheet derivatives contracts
by the risk-based capital standards........................................... 8764 68,596 M.1.
With a remaining maturity of
-----------------------------------------------------------------------
(Column A) (Column B) (Column C)
One year Over one year Over five
or less through five years years
-----------------------------------------------------------------------
Dollar Amounts in Thousands RCFD Tril Bil Mil Thou RCFD Tril Bil Mil Thou RCFD Tril Bil Mil Thou
- ---------------------------------------------------------------------------------------------------------------------------
2. Notional principal amounts of off-balance
sheet derivative contracts(3):
a. Interest rate contracts.................... 3809 5,422,560 8766 8,826,817 8767 527,564 M.2.a.
b. Foreign exchange contracts................. 3812 69,042 8769 0 8770 0 M.2.b.
c. Gold contracts............................. 8771 0 8772 0 8773 0 M.2.c.
d. Other precious metals contracts............ 8774 0 8775 0 8776 0 M.2.d.
e. Other commodity contracts.................. 8777 0 8778 0 8779 0 M.2.e.
f. Equity derivative contracts................ A000 0 A001 0 A002 0 M.2.f.
- ---------------
(1) Do not report in column B the risk-weighted amount of assets reported in
column A.
(2) Include the difference between the fair value and the amortized cost of
available-for-sale securities in item 8 and report the amortized cost of
these securities in items 4 through 7 above. Item 8 also includes on-balance
sheet asset values (or portions thereof) of off-balance sheet interest rate,
foreign exchange rate, and commodity contracts and those contracts (e.g.,
futures contracts) not subject to risk-based capital. Exclude from item 8
margin accounts and accrued receivables as well as any portion of the
allowance for loan and lease losses in excess of the amount that may be
included in Tier 2 capital.
(3) Exclude foreign exchange contracts with an original maturity of 14 days or
less and all futures contracts.
34
68
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580 FFIEC 031
Address: 100 East Broad Street Page RC-25
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 0 6 5 5 9
Optional Narrative Statement Concerning the Amounts
Reported in the Reports of Condition and Income
at close of business on March 31, 1996
BANK ONE, COLUMBUS, NA Columbus , Ohio
- --------------------------------------------------------- ------------------------------------------ ----------
Legal Title of Bank City State
The management of the reporting bank may, if it wishes, statement both on agency computerized records and in
submit a brief narrative statement on the amounts computer-file releases to the public.
reported in the Reports of Condition and Income. This
optional statement will be made available to the public, All information furnished by the bank in the narrative
along with the publicly available data in the Reports of statement must be accurate and not misleading.
Condition and Income, in response to any request for Appropriate efforts shall be taken by the submitting
individual bank report data. However, the information bank to ensure the statement's accuracy. The statement
reported in column A and in all of Memorandum item 1 of must be signed, in the space provided below, by a senior
Schedule RC-N is regarded as confidential and will not officer of the bank who thereby attests to its accuracy.
be released to the public. BANKS CHOOSING TO SUBMIT THE
NARRATIVE STATEMENT SHOULD ENSURE THAT THE STATEMENT If, subsequent to the original submission, material
DOES NOT CONTAIN THE NAMES OR OTHER IDENTIFICATIONS OF changes are submitted for the data reported in the
INDIVIDUAL BANK CUSTOMERS, REFERENCES TO THE AMOUNTS Reports of Condition and Income, the existing narrative
REPORTED IN THE CONFIDENTIAL ITEMS IN SCHEDULE RC-N, OR statement will be deleted from the files, and from
ANY OTHER INFORMATION THAT THEY ARE NOT WILLING TO HAVE disclosure; the bank, at its option, may replace it with
MADE PUBLIC OR THAT WOULD COMPROMISE THE PRIVACY OF a statement, under signature, appropriate to the amended
THEIR CUSTOMERS. Banks choosing not to make a statement data.
may check the "No comment" box below and should make no
entries of any kind in the space provided for the The optional narrative statement will appear in agency
narrative statement; i.e., DO NOT enter in this space records and in release to the public exactly as
such phrases as "No statement," "Not applicable," "N/A," submitted (or amended as described in the preceding
"No comment," and "None." paragraph) by the management of the bank (except for the
truncation of statements exceeding the 750-character
The optional statement must be entered on this sheet. limit described above). THE STATEMENT WILL NOT BE
The statement should not exceed 100 words. Further, EDITED OR SCREENED IN ANY WAY BY THE SUPERVISORY AGENCIES
regardless of the number of words, the statement must FOR ACCURACY OR RELEVANCE. DISCLOSURE OF THE STATEMENT
not exceed 750 characters, including punctuation, SHALL NOT SIGNIFY THAT ANY FEDERAL SUPERVISORY AGENCY
indentation, and standard spacing between words and HAS VERIFIED OR CONFIRMED THE ACCURACY OF THE
sentences. If any submission should exceed 750 INFORMATION CONTAINED THEREIN. A STATEMENT TO THIS
characters, as defined, it will be truncated at 750 EFFECT WILL APPEAR ON ANY PUBLIC RELEASE OF THE
characters with no notice to the submitting bank and OPTIONAL STATEMENT SUBMITTED BY THE MANAGEMENT OF THE
the truncated statement will appear as the bank's REPORTING BANK.
- ---------------------------------------------------------------------------------------------------------------------------
No comment (RCON 6979) C471 C472
BANK MANAGEMENT STATEMENT (please type or print clearly):
(TEXT 6980):
For regulatory purposes, the Bank defers the recognition of certain excess
income relating to securitized loan sales until cash is received. The
effect of this accounting method has decreased net income for the current
year $35,534,000 and decreased retained earnings on a cumulative basis
$144,432,000.
[ILLEGIBLE]
---------------------------------------- -----------------
Signature of Executive Officer of Bank Date of Signature
35
69
Legal Title of Bank: BANK ONE, COLUMBUS, NA Call Date: 03/31/96 ST-BK: 39-1580
Address: 100 East Broad Street
City, State Zip: Columbus, OH 43271-1066
FDIC Certificate No.: 06559
THIS PAGE IS TO BE COMPLETED BY ALL BANKS
- ---------------------------------------------------------------------------------------------------------------------------
NAME AND ADDRESS OF BANK
OMB No. For OCC: 1557-0081
CALL NO. 195 31 03-31-96 OMB No. For FDIC: 3064-0052
OMB No. For Federal Reserve: 7100-0036
STBK: 39-1560 00083 STCERT: 39-06559 Expiration Date: 03/31/96
BANK ONE, COLUMBUS, NATIONAL ASSOCIA SPECIAL REPORT
100 EAST BROAD STREET (Dollar Amounts in Thousands)
COLUMBUS, OH 43271
CLOSE OF BUSINESS DATE: FDIC Certificate Number:
March 31, 1996 06559 C-700
- ---------------------------------------------------------------------------------------------------------------------------
LOANS TO EXECUTIVE OFFICERS (Complete as of each Call Report Date)
- ---------------------------------------------------------------------------------------------------------------------------
The following information is required by Public Laws 90-44 and 102-242, but does not constitute a part of the Report of
Condition. With each Report of Condition, these Laws require all banks to furnish a report of all loans or other
extensions of credit to their executive officers made since the date of the previous Report of Condition. Data regarding
individual loans or other extensions of credit are not required. If no such loans or other extensions of credit were
made during the period, insert "none" against subitem (a). (Exclude the first $15,000 of indebtedness of each executive
officer under bank credit card plan.) See Sections 215.2 and 215.3 of Title 12 of the Code of Federal Regulations
(Federal Reserve Board Regulation O) for the definitions of "executive officer" and "extension of credit," respectively.
Exclude loans and other extensions of credit to directors and principal shareholders who are not executive officers.
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RCFD
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a. Number of loans made to executive officers since the previous
Call Report date. . . . . . . . . . . . . . . . . . . . . . . . . . 3561 1 a.
b. Total dollar amount of above loans (in thousands of dollars) . . . . 3562 12 b.
c. Range of interest charged on above loans (example:
9 3/4% = 9.75) . . . . . . . . . . . . . . . . . . . . . . . . . . 7701/7702 18.00% to 18.00% c.
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SIGNATURE AND TITLE OF OFFICER AUTHORIZED TO SIGN REPORT DATE (Month, Day, Year)
/s/ ELIZABETH G. GILLILAND
_______________________________________________________________________ ______________________________________________
NAME AND TITLE OF PERSON TO WHOM INQUIRIES MAY BE DIRECTED (TEXT 8903) AREA CODE/PHONE NUMBER/EXTENSION (TEXT 8904)
Elizabeth G. Gilliland, Assistant Vice-President (614) 248-8563
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FDIC 8040/53 (6-95)
36