+--------+---+-----------------------------+--------+-----------------+---+
| # O    | # |                             |        |                 | # |
|        | # |                             |        |                 |   |
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|        | C |                             |        |                 | # |
|        | C |                             |        |                 | # |
|        |   |                             |        |                 |   |
|        | 2 |                             |        |                 |   |
|        | 0 |                             |        |                 |   |
|        | 0 |                             |        |                 |   |
|        | 4 |                             |        |                 |   |
|        | - |                             |        |                 |   |
|        | 5 |                             |        |                 |   |
|        | 5 |                             |        |                 |   |
+--------+---+-----------------------------+--------+-----------------+---+
|        | * |                             |        |                 |   |
|        | * |                             |        |                 |   |
|        | O |                             |        |                 |   |
|        | C |                             |        |                 |   |
|        | C |                             |        |                 |   |
|        | B |                             |        |                 |   |
|        | U |                             |        |                 |   |
|        | L |                             |        |                 |   |
|        | L |                             |        |                 |   |
|        | E |                             |        |                 |   |
|        | T |                             |        |                 |   |
|        | I |                             |        |                 |   |
|        | N |                             |        |                 |   |
|        | * |                             |        |                 |   |
|        | * |                             |        |                 |   |
+--------+---+-----------------------------+--------+-----------------+---+
| ## Com |   |                             |        |                 |   |
| ptroll |   |                             |        |                 |   |
| er of  |   |                             |        |                 |   |
| the Cu |   |                             |        |                 |   |
| rrency |   |                             |        |                 |   |
|        |   |                             |        |                 |   |
| > A    |   |                             |        |                 |   |
| dminis |   |                             |        |                 |   |
| trator |   |                             |        |                 |   |
| > of   |   |                             |        |                 |   |
| > Na   |   |                             |        |                 |   |
| tional |   |                             |        |                 |   |
| >      |   |                             |        |                 |   |
|  Banks |   |                             |        |                 |   |
+--------+---+-----------------------------+--------+-----------------+---+
| ## Su  |   | ## Annual Repor             | ##     | Final Rule      |   |
| bject: |   | t on Operating Subsidiaries | Descri |                 |   |
|        |   |                             | ption: |                 |   |
+--------+---+-----------------------------+--------+-----------------+---+

**TO:** Chief Executive Officers of All National Banks, Federal Branches
and Agencies, Department and Division Heads, and All Examining Personnel

The attached final rule, which amends 12 CFR 5.34, the OCC's rule
governing activities, application, or notice requirements for national
banks engaging in activities through an operating subsidiary, was
published in the *Federal Register* on November 5, 2004 (69 FR 64478).

The final rule requires a national bank to file an annual report with
the OCC that identifies its operating subsidiaries that do business
directly with consumers and are not functionally regulated as defined in
section 5(c)(5) of the Bank Holding Company Act of 1956, as amended (12
USC 1844(c)(5)). The final rule requires a national bank to provide
certain information for each of these operating subsidiaries, including
the name of the operating subsidiary, location and contact information,
and the operating subsidiary's lines of business. The OCC will make this
information available to the public on its Internet Web site, which will
assist consumers in identifying national bank operating subsidiaries
that are subject to OCC supervisory authority.

In addition, attached is guidance for national banks to use that
contains suggested formats and methods for filing the annual report.

For questions concerning this final rule, contact Michael Opiela,
program analyst, Licensing Activities at (202) 874-5060; Cheryl Martin,
senior licensing analyst, Licensing Activities at (202) 874-5060; Stuart
E. Feldstein, assistant director, Legislative and Regulatory Activities
at (202) 874-5090; or Patrick T. Tierney, attorney, Legislative and
Regulatory Activities at (202) 874-5090.

\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

Daniel P. Stipano

Acting Chief Counsel

Attachments:

-   [69 FR 64478](../../../fr/fedregister/69fr64478.pdf)

\[http://www.occ.treas.gov/fr/fedregister/69fr64478.pdf\]

-   [Guidelines For Filing The Annual Report On Operating
    Subsidiaries](http://www.occ.treas.gov/ftp/bulletin/2004-55a.pdf)

> \[http://www.occ.treas.gov/ftp/bulletin/2004-55a.pdf\]

-   [Appendix B--Instructions for Preparation of Report Changes in
    Organizational
    Structure](http://www.occ.treas.gov/ftp/bulletin/2004-55b.pdf)

> \[http://www.occ.treas.gov/ftp/bulletin/2004-55b.pdf\]