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section. Such a definition shall provide for not less 
than 3 different sets of conditions under which a 
stress test should be conducted: baseline, adverse, 
and severely adverse scenarios. 
(h) AVOIDING DUPLICATION.—The Board shall take 
any action the Board deems appropriate to avoid imposing 
duplicative requirements under this subtitle for financial 
holding companies subject to stricter standards that are 
also bank holding companies. 
(i) RESOLUTION PLANS REQUIRED.— 
(1) IN
GENERAL.—The Corporation and the 
Board, after consultation with the Council, shall 
jointly issue regulations requiring financial holding 
companies subject to stricter standards to develop 
plans designed to assist in the rapid and orderly res-
olution of the company. 
(2) STANDARDS FOR RESOLUTION PLANS.—The 
regulations required by paragraph (1) shall— 
(A) define the scope of financial holding 
companies subject to stricter standards covered 
by these requirements and may exempt finan-
cial holding companies subject to stricter stand-
ards from the requirements of this subsection if 
the Corporation and the Board jointly deter-
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mine that exemption is consistent with the pur-
poses of this title; 
(B) require each plan to demonstrate that 
any insured depository institution affiliated 
with a financial holding company subject to 
stricter standards is adequately insulated from 
the activities of any non-bank subsidiary of the 
institution or financial holding companies sub-
ject to stricter standards; 
(C) require that each plan include informa-
tion detailing— 
(i) the nature and extent to which the 
financial holding company subject to strict-
er standards has credit exposure to other 
significant financial companies; 
(ii) the nature and extent to which 
other significant financial companies have 
credit exposure to the financial holding 
company subject to stricter standards; 
(iii) full descriptions of the financial 
holding company subject to stricter stand-
ards’ ownership structure, assets, liabil-
ities, and contractual obligations; and 
(iv) the cross-guarantees tied to dif-
ferent securities, a list of major counter-
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parties, and a process for determining 
where the financial holding company sub-
ject to stricter standards’ collateral is 
pledged; and 
(D) establish such other standards as the 
Corporation and the Board may jointly deem 
necessary to carry out this subsection. 
(3) REVIEW OF PLANS.— 
(A) SUBMISSION OF PLANS.—Each finan-
cial holding company subject to stricter stand-
ards that is subject to the requirement under 
paragraph (1) shall submit its plan to the Cor-
poration and the Board. 
(B) REVIEW.—Upon the submission of a 
plan pursuant to subparagraph (A), and not 
less often than annually thereafter, the Cor-
poration and the Board, after consultation with 
any Federal financial regulatory agencies with 
jurisdiction over the financial holding company 
subject to stricter standards (and, if the finan-
cial holding company subject to stricter stand-
ards is an insurance company, the Federal In-
surance Office), shall jointly review such plan 
and may require a financial holding company 
subject to stricter standards to revise its plan 
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consistent with the standards established pursu-
ant to paragraph (2). 
(4) ENFORCEMENT.— 
(A) IN GENERAL.—The Corporation, after 
consultation with the Board, shall have the au-
thority to take any enforcement action in sec-
tion 8 of the Federal Deposit Insurance Act (12 
U.S.C. 1818) against any financial holding 
company subject to stricter standards that fails 
to comply with the requirements of this section 
or any regulations issued pursuant to this sec-
tion. 
(B) NO LIMITATION ON BOARD AUTHOR-
ITY.—Nothing under this subsection shall be 
construed as limiting any enforcement authority 
available to the Board under any other provi-
sion of law. 
(5) NO
LIMITING
EFFECT
ON
RECEIVER.—A 
rapid resolution plan submitted under this section 
shall not be binding on a receiver appointed under 
subtitle G, a bankruptcy court, or any other author-
ity that is authorized or required to resolve the fi-
nancial holding company subject to stricter stand-
ards or any of its subsidiaries or affiliates. 
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(6) NO PRIVATE RIGHT OF ACTION.—No pri-
vate right of action may be based on any resolution 
plan submitted under this section. 
(j) RULE OF CONSTRUCTION REGARDING CONSUMER 
PROTECTION STANDARDS.—The prudential standards im-
posed or recommended by the Board or the Council under 
this section shall not be construed as superseding— 
(1) any consumer protection standards promul-
gated under a State or Federal consumer protection 
law, including the Consumer Financial Protection 
Agency Act and the Federal Trade Commission Act; 
or 
(2) any investor protection standard that pro-
tects consumers (including public reporting require-
ments) imposed under State or Federal securities 
laws, including the Securities Act of 1933, the Secu-
rities Exchange Act of 1934, the Investment Com-
pany Act of 1944, and the Investment Advisors Act 
of 1944. 
(k) RULEMAKING AUTHORITY.—The Board may pre-
scribe such regulations and issue such orders as the 
Board, in consultation with the Council, determines to be 
necessary to carry out the provisions of this subtitle. 
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SEC. 1105. MITIGATION OF SYSTEMIC RISK. 
(a) COUNCIL AUTHORITY TO RESTRICT OPERATIONS 
AND ACTIVITIES.—If the Council determines, after notice 
and an opportunity for hearing, that despite the higher 
prudential standards imposed pursuant to section 
1104(a)(2), the size of a financial holding company sub-
ject to stricter standards or the scope, nature, scale, con-
centration, interconnectedness, or mix of activities directly 
or indirectly conducted by a financial holding company 
subject to stricter standards poses a grave threat to the 
financial stability or economy of the United States, the 
Council shall require the company to undertake 1 or more 
mitigatory actions described in subsection (d). 
(b) CONSULTATION
WITH
FEDERAL
FINANCIAL 
REGULATORY AGENCIES.—The Council, in determining 
whether to impose any requirement under this section that 
is likely to have a significant impact on a functionally reg-
ulated subsidiary, or a subsidiary depository institution, 
of a financial holding company subject to stricter stand-
ards under this title, shall consult with the Federal finan-
cial regulatory agency for any such subsidiary. With re-
spect to any requirements under this section that is likely 
to have a significant effect on an insurance company, the 
Council shall consult with the Federal Insurance Office. 
(c) FACTORS FOR CONSIDERATION.—In reaching a 
determination described in subsection (a), the Council 
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shall take into consideration the following factors, as ap-
propriate— 
(1) the amount and nature of the company’s fi-
nancial assets; 
(2) the amount and nature of the company’s li-
abilities, including the degree of reliance on short- 
term funding; 
(3) the extent and nature of the company’s off- 
balance sheet exposures; 
(4) the company’s reliance on leverage; 
(5) the extent and nature of the company’s 
transactions, relationships, and interconnectedness 
with other financial and non-financial companies; 
(6) the company’s importance as a source of 
credit for households, businesses, and State and 
local governments and as a source of liquidity for 
the financial system; 
(7) the scope, nature, size, scale, concentration, 
interconnectedness and mix of the company’s activi-
ties; 
(8) the extent to which prudential regulations 
mitigate the risk posed; and 
(9) any other factors identified that the Council 
determines appropriate. 
(d) MITIGATORY ACTIONS.— 
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(1) IN GENERAL.—Mitigatory action may in-
clude— 
(A) modifying the stricter prudential 
standards imposed pursuant to section 1104(a); 
(B) terminating 1 or more activities; 
(C) imposing conditions on the manner in 
which a financial holding company subject to 
stricter standards conducts 1 or more activities; 
(D) limiting the ability to merge with, ac-
quire, consolidate with, or otherwise become af-
filiated with another company; 
(E) restricting the ability to offer a finan-
cial product or products; and 
(F) in the event the Council deems sub-
paragraphs (A) through (E) inadequate as a 
means to address the identified risks, selling, 
divesting, or otherwise transferring business 
units, branches, assets, or off-balance sheet 
items to unaffiliated companies. 
(2) INTERNATIONAL
COMPETITIVENESS
CON-
SIDERATIONS.—In making any decision pursuant to 
paragraph (1), the Council shall consider— 
(A) the need to maintain the international 
competitiveness of the United States financial 
services industry; and 
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(B) the extent to which other countries 
with a significant financial services industry 
have established corresponding regimes to miti-
gate threats to financial stability or the econ-
omy posed by financial companies. 
(e) DUE PROCESS.— 
(1) NOTICE AND HEARING.—The Council shall 
give notice to a financial holding company subject to 
stricter standards, and opportunity for hearing if re-
quested, that the financial holding company subject 
to stricter standards is being considered for mitiga-
tory action pursuant to subsection (a). The hearing 
shall occur no later than 30 days after the financial 
company receives notice of the proposed action from 
the Council. 
(2) NOTICE.—The Council shall notify the fi-
nancial holding company subject to stricter stand-
ards of the Council’s determination, and, if the 
Council determines that mitigatory action is appro-
priate, require the company to submit a plan to the 
Council to implement the required mitigatory action. 
(3) SUBMISSION OF PLAN.—The financial hold-
ing company subject to stricter standards shall sub-
mit its proposed plan to implement the required 
mitigatory action or actions to the Council within 60 
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days from the date it receives notice under para-
graph (2) or such shorter timeframe as the Council 
may require, if the Council determines an emergency 
situation merits expeditious implementation. 
(4) APPROVAL
OR
AMENDMENT
OF
THE 
PLAN.—The Council shall review the plan submitted 
pursuant to paragraph (3) and determine whether 
the plan achieves the goal of mitigating a grave 
threat to the financial stability or the economy of 
the United States. The Council may approve or dis-
approve the plan with or without amendment. 
(5) EFFECT OF PLAN APPROVAL.—The Council 
shall— 
(A) notify a financial holding company 
subject to stricter standards by order, which 
shall be public, that the Council has approved 
the plan with or without amendment; and 
(B) direct the Board to require a financial 
holding company subject to stricter standards 
to comply with the plan to implement mitiga-
tory action or actions within a reasonable time-
frame after the Council’s approval and in ac-
cordance with such deadlines established in the 
plan. 
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(f) TREASURY SECRETARY CONCURRENCE.—Mitiga-
tory action imposed by the Council involving the sale, di-
vestiture, or transfer of more than $10,000,000,000 in 
total assets by a financial holding company subject to 
stricter standards shall require the Secretary of the Treas-
ury’s concurrence before the issuance of the notice in sub-
section (e)(5)(A). If the sale, divestiture, or transfer of 
total assets by a financial holding company subject to 
stricter standards exceeds $100,000,000,000, the Sec-
retary of the Treasury shall consult with the President be-
fore concurrence. The aforementioned amounts shall be in-
dexed to inflation. 
(g) FAILURE TO IMPLEMENT THE PLAN.—If a finan-
cial holding company subject to stricter standards fails to 
implement a plan for mitigatory action imposed pursuant 
to this section within a reasonable timeframe, the Council 
shall direct the Board to take such actions as necessary 
to ensure compliance with the plan. 
(h) JUDICIAL REVIEW.—For any plan required under 
this section, a financial holding company subject to strict-
er standards may, not later than 30 days after receipt of 
the Council’s notice under subsection (e)(2), bring an ac-
tion in the United States district court for the judicial dis-
trict in which the home office of such company is located, 
or in the United States District Court for the District of 
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Columbia, for an order requiring that the requirement for 
a mitigatory action be rescinded. Judicial review under 
this section shall be limited to the imposition of a mitiga-
tory action pursuant to subsection (e)(5). In reviewing the 
Council’s imposition of a mitigatory action, the court shall 
rescind or dismiss only those mitigatory actions it finds 
to be imposed in an arbitrary and capricious manner. 
(i) RULE OF CONSTRUCTION.—Nothing in subsection 
(h) shall be construed as limiting the authority of a Fed-
eral financial regulatory agency to take action with respect 
to a financial company subject to the jurisdiction of such 
agency pursuant to applicable law other than this section. 
SEC. 1106. SUBJECTING ACTIVITIES OR PRACTICES TO 
STRICTER PRUDENTIAL STANDARDS FOR FI-
NANCIAL STABILITY PURPOSES. 
(a) IN GENERAL.—The Council may subject a finan-
cial activity or practice to stricter prudential standards 
under this subtitle if the Council determines that the con-
duct, scope, nature, size, scale, concentration, or inter-
connectedness of such activity or practice could create or 
increase the risk of significant liquidity, credit, or other 
problems spreading among financial institutions or mar-
kets and local, minority, or underserved communities, and 
thereby threaten the stability of the financial system or 
economy. 
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(b) PERIODIC REVIEW
OF ACTIVITY IDENTIFICA-
TIONS.— 
(1) SUBMISSION OF ASSESSMENT.—The Board 
shall periodically submit a report to the Council con-
taining an assessment of whether each activity or 
practice subjected to stricter prudential standards 
should continue to be subject to such standards. 
(2) REVIEW
AND
RECISION.—The Council 
shall— 
(A) review the assessment submitted pur-
suant to paragraph (1) and any information or 
recommendation submitted by members of the 
Council regarding whether a financial activity 
subjected to stricter prudential standards con-
tinues to merit stricter prudential standards; 
and 
(B) rescind the action subjecting an activ-
ity to heightened prudential supervision if the 
Council determines that the activity no longer 
meets the criteria in subsection (a). 
(c) PROCEDURE FOR SUBJECTING OR CEASING TO 
SUBJECT AN ACTIVITY OR PRACTICE TO STRICTER PRU-
DENTIAL STANDARDS.— 
(1) COUNCIL AND BOARD COORDINATION.—The 
Council shall inform the Board if the Council is con-
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sidering whether to subject or cease to subject an 
activity to stricter prudential standards in accord-
ance with this section. 
(2) NOTICE AND OPPORTUNITY FOR CONSIDER-
ATION OF WRITTEN MATERIALS.— 
(A) IN GENERAL.—The Board shall, in an 
executive capacity on behalf of the Council, pro-
vide notice to financial companies that the 
Council is considering whether to subject an ac-
tivity or practice to heightened prudential regu-
lation, and shall provide a financial company 
engaged in such activity or practice 30 days to 
submit written materials to inform the Coun-
cil’s decision. The Council shall decide, and the 
Board shall provide notice of the Council’s deci-
sion, within 60 days of the due date for such 
written materials. 
(B) EMERGENCY EXCEPTION.—The Coun-
cil may waive or modify the requirements of 
subparagraph (A) if the Council determines 
that such waiver or modification is necessary or 
appropriate to prevent or mitigate threats posed 
by an activity to financial stability. The Board 
shall, in an executive capacity on behalf of the 
Council, provide notice of such waiver or modi-
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fication to financial companies as soon as prac-
ticable, which shall be no later than 24 hours 
after the waiver or modification. 
(3) FORM OF DECISION.—The Board shall pro-
vide all notices required under this subsection by 
posting a notice on the Board’s web site and pub-
lishing a notice in the Federal Register. 
SEC. 1107. STRICTER REGULATION OF ACTIVITIES AND 
PRACTICES FOR FINANCIAL STABILITY PUR-
POSES. 
(a) PRUDENTIAL STANDARDS.— 
(1) BOARD AUTHORITY TO RECOMMEND.— 
(A) IN GENERAL.—To mitigate the risks to 
United States financial stability and the United 
States economy posed by financial activities and 
practices that the Council identifies for stricter 
prudential standards under section 1106 the 
Board, as agent of the Council, shall rec-
ommend prudential standards to the appro-
priate primary financial regulatory agencies to 
apply to such identified activities and practices. 
(B) CONSULTATION WITH PRIMARY FINAN-
CIAL REGULATORY AGENCIES.—The Board, in 
developing recommendations under this sub-
section, shall consult with the relevant primary 
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financial regulatory agencies with respect to 
any standard that is likely to have a significant 
effect 
on 
entities 
described 
in 
section 
1000(b)(6). With respect to any standard that 
is likely to have a significant effect on insur-
ance companies, the Board also shall consult 
with the Federal Insurance Office. 
(2) 
CRITERIA.—The 
actions 
recommended 
under paragraph (1)— 
(A) shall be designed to maximize financial 
stability, taking costs to long-term financial and 
economic growth into account; and 
(B) may include prescribing the conduct of 
the activity or practice in specific ways (such as 
by limiting its scope, nature, size, scale, con-
centration, or interconnectedness, or applying 
particular capital or risk-management require-
ments to the conduct of the activity) or prohib-
iting the activity or practice altogether. 
(3) EXCEPTION.—The standards recommended 
by the Board and adopted by a primary financial 
regulatory agency pursuant to this section shall not 
apply to activities that a foreign financial parent 
conducts solely outside the United States if such ac-
tivities are conducted solely by a company or other 
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operating entity that is located outside the United 
States. 
(b) IMPLEMENTATION OF RECOMMENDED STAND-
ARDS.— 
(1) ROLE OF PRIMARY FINANCIAL REGULATORY 
AGENCY.—Each primary financial regulatory agency 
is authorized to impose, require reports regarding, 
examine for compliance with, and enforce standards 
in accordance with this section with respect to those 
entities described in section 1000(b)(6) for which it 
is the primary financial regulatory agency. This au-
thority is in addition to and does not limit any other 
authority of the primary financial regulatory agen-
cies. Compliance by an entity with actions taken by 
a primary financial regulatory agency under this sec-
tion shall be enforceable in accordance with the stat-
utes governing the respective primary financial regu-
latory agency’s jurisdiction over the entity as if the 
agency action were taken under those statutes. 
(2) IMPOSITION
OF
STANDARDS.—Standards 
imposed under this subsection shall be the standards 
recommended by the Board in accordance with sub-
section (a) or any other similar standards that the 
Board deems acceptable after consultation between 
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the Board and the primary financial regulatory 
agency. 
(3) PRIMARY FINANCIAL REGULATORY AGENCY 
RESPONSE.—A primary financial regulatory agency 
shall notify the Council and the Board in writing on 
whether and to what extent the agency has imposed 
the stricter prudential standards described in para-
graph (2) within 60 days of the Board’s rec-
ommendation. A primary financial regulatory agency 
that fails to impose such standards shall provide 
specific justification for such failure to act in the 
written notice from the agency to the Council and 
Board. 
SEC. 1108. EFFECT OF RESCISSION OF IDENTIFICATION. 
(a) NOTICE.—When the Council determines that a 
company or activity or practice no longer is subject to 
heightened prudential scrutiny, the Board shall inform the 
relevant primary financial regulatory agency or agencies 
(if different from the Board) of that finding. 
(b) DETERMINATION OF PRIMARY FINANCIAL REGU-
LATORY AGENCY
TO CONTINUE.—A primary financial 
regulatory agency that has imposed stricter prudential 
standards for financial stability purposes under this sub-
title shall determine whether standards that it has im-
posed under this subtitle should remain in effect. 
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SEC. 1109. EMERGENCY FINANCIAL STABILIZATION. 
(a) IN GENERAL.—Upon the written determination 
of the Council that a liquidity event exists that could de-
stabilize the financial system (which determination shall 
be made upon a vote of not less than two-thirds of the 
members of the Council then serving) and with the written 
consent of the Secretary of the Treasury (after certifi-
cation by the President that an emergency exists), the 
Corporation may create a widely-available program de-
signed to avoid or mitigate adverse effects on systemic eco-
nomic conditions or financial stability by guaranteeing ob-
ligations of solvent insured depository institutions or sol-
vent depository institution holding companies (including 
any affiliates thereof), if necessary to prevent systemic fi-
nancial instability during times of severe economic dis-
tress, except that a guarantee of obligations under this 
section may not include provision of equity in any form. 
(b) POLICIES AND PROCEDURES.—Prior to exercising 
any authority under this section, the Corporation shall es-
tablish policies and procedures governing the issuance of 
guarantees. The terms and conditions of any guarantees 
issued shall be established by the Corporation with the ap-
proval of the Secretary of the Treasury and the Financial 
Stability Oversight Council. Such terms and conditions 
may include the Corporation requiring collateral as a con-
dition of any such guarantee. 
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(c) CAP FOR GUARANTEED AMOUNT.— 
(1) IN GENERAL.—In connection with any pro-
gram established pursuant to subsection (a) and 
subject to paragraph (2), the Corporation may not 
have guaranteed debt outstanding at any time of 
more than $500,000,000,000 (as indexed to reflect 
growth in assets of insured depository institutions 
and depository institution holding companies as de-
termined by the Corporation). 
(2) ADDITIONAL
DEBT
GUARANTEE
AUTHOR-
ITY.—If the Corporation, with the concurrence of 
the Council and the Secretary (in consultation with 
the President), determines that the Corporation 
must guarantee debt in excess of $500,000,000,000 
(as indexed pursuant to paragraph (1)) to prevent 
systemic financial instability, the Corporation may 
transmit to the Congress a request for authority to 
guarantee debt in excess of $500,000,000,000 (as 
indexed pursuant to paragraph (1)). Such request 
shall be considered granted by Congress upon adop-
tion of a joint resolution approving such request. 
Such joint resolution shall be considered in the Sen-
ate under expedited procedures. 
(d) FUNDING.— 
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(1) ADMINISTRATIVE EXPENSES AND COST OF 
GUARANTEES.—A program established pursuant to 
this section shall require funding only for the pur-
poses of paying administrative expenses and for pay-
ing a guarantee in the event that a guaranteed loan 
defaults. 
(2) FEES AND OTHER CHARGES.—The Corpora-
tion shall charge fees or other charges to all partici-
pants in such program established pursuant to this 
section to offset projected losses and administrative 
expenses. To the extent that a program established 
pursuant to this section has expenses or losses, the 
program will be funded entirely through fees or 
other charges assessed on participants in such pro-
gram. 
(3) EXCESS FUNDS.—If at the conclusion of 
such program there are any excess funds collected 
from the fees associated with such program, the 
funds will be deposited into the Systemic Dissolution 
Fund established pursuant to section 1609(n). 
(4) AUTHORITY
OF
CORPORATION.—For pur-
poses of conducting a program established pursuant 
to this section, the Corporation— 
(A) may borrow funds from the Secretary 
of the Treasury, which shall be repaid in full 
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with interest through fees and charges paid by 
participants in accordance with paragraph (2), 
and there shall be available to the Corporation 
amounts in the Treasury not otherwise appro-
priated, including for the payment of reasonable 
administrative expenses; 
(B) may not borrow funds from the De-
posit Insurance Fund established pursuant to 
section 11(a)(4) of the Federal Deposit Insur-
ance Act; and 
(C) may not borrow funds from the Sys-
temic Dissolution Fund established pursuant to 
section 1609(n). 
(5) BACK-UP
SPECIAL
ASSESSMENT.—To the 
extent that the funds collected pursuant to para-
graph (2) are insufficient to cover any losses or ex-
penses (including monies borrowed pursuant to 
paragraph (4)) arising from a program established 
pursuant to this section, the Corporation shall im-
pose a special assessment solely on participants in 
the program. 
(e) PLAN
FOR MAINTENANCE
OR INCREASE
OF 
LENDING.—In connection with any application or request 
to participate in such program authorized pursuant to this 
section, a solvent entity seeking to participate in such pro-
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gram shall be required to submit to the Corporation a plan 
detailing how the use of such guaranteed funds will facili-
tate the increase or maintenance of such solvent com-
pany’s level of lending to consumers or small businesses. 
(f) SUNSET OF CORPORATION’S AUTHORITY.—The 
Corporation’s authority under subsections (a) and (d) and 
the authority to borrow funds from the Treasury under 
section 1609(o) shall expire on December 31, 2013. 
(g) RULE OF CONSTRUCTION.—For purposes of this 
section, a guarantee of deposits held by insured depository 
institutions shall not be treated as a debt guarantee pro-
gram. 
(h) DEFINITIONS.—For purposes of this section, the 
following definitions apply: 
(1) CORPORATION.—The term ‘‘Corporation’’ 
means the Federal Deposit Insurance Corporation. 
(2) DEPOSITORY INSTITUTION HOLDING COM-
PANY.—The term ‘‘depository institution holding 
company’’ has the meaning given the term in section 
3 of the Federal Deposit Insurance Act (12 U.S.C. 
1813). 
(3) INSURED DEPOSITORY INSTITUTION.—The 
term ‘‘insured depository institution’’ has the mean-
ing given the term in section 3 of the Federal De-
posit Insurance Act (12 U.S.C. 1813). 
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(4) SOLVENT.—The term ‘‘solvent’’ means as-
sets are more than the obligations to creditors. 
SEC. 1110. ADDITIONAL RELATED AMENDMENTS. 
(a) FEDERAL DEPOSIT INSURANCE ACT RELATED 
AMENDMENTS.— 
(1) SUSPENSION OF PARALLEL FEDERAL DE-
POSIT INSURANCE ACT AUTHORITY.—Effective upon 
the date of the enactment of this section through 
December 31, 2013, the Corporation may not exer-
cise its authority under section 13(c)(4)(G)(i) of the 
Federal 
Deposit 
Insurance 
Act 
(12 
U.S.C. 
1823(c)(4)(G)(i)) to establish any widely-available 
debt guarantee program for which section 1109 
would provide authority. 
(2) FEDERAL
DEPOSIT
INSURANCE
ACT
AU-
THORITY
PRESERVED.—Effective 
December 
31, 
2013, the Corporation shall have the same authority 
pursuant to section 13(c)(4)(G)(i) of the Federal 
Deposit Insurance Act as the Corporation had prior 
to the date of enactment of this Act. 
(b) EFFECT
OF DEFAULT
ON
AN FDIC GUAR-
ANTEE.—If an insured depository institution or depository 
institution holding company participating in a program 
under section 1109 or any participant in a debt guarantee 
program established pursuant to section 13(c)(4)(G)(i) of 
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the Federal Deposit Insurance Act defaults on any obliga-
tion guaranteed by the Corporation after the date of en-
actment of this Act, the Corporation may— 
(1) appoint itself as receiver for the insured de-
pository institution that defaults; 
(2) with respect to any other participating com-
pany that is not an insured depository institution 
that defaults— 
(A) require consideration of whether a de-
termination shall be made as provided in sec-
tion 1603 to resolve the company under subtitle 
G; and 
(B) if the Corporation is not appointed re-
ceiver pursuant to subtitle G within 30 days of 
the date of default, require the company to file 
a petition for bankruptcy under section 301 of 
title 11, United States Code, or file a petition 
for bankruptcy against the company under sec-
tion 303 of title 11, United States Code. 
(c) AUTHORITY TO FILE INVOLUNTARY PETITION 
FOR BANKRUPTCY.—Section 303 of title 11, United 
States Code, is amended by adding at the end the fol-
lowing: 
‘‘(m) Notwithstanding subsections (a) and (b), an in-
voluntary case may be commenced by the Federal Deposit 
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Insurance Corporation against a depository institution 
holding company as defined in section 3 of the Federal 
Deposit Insurance Act (12 U.S.C. 1813) or other company 
participating in a guarantee program established by the 
Corporation on the ground that the company has defaulted 
on a debt or obligation guaranteed by the Corporation.’’. 
(d) BANKRUPTCY PRIORITY
FOR DEFAULTS
ON 
DEBT GUARANTEED PURSUANT TO SECTION 1109.—Sec-
tion 507(a)(9) of title 11, United States Code, is amended 
by inserting before the period at the end the following: 
‘‘and allowed unsecured claims based upon any debt to 
the Federal Deposit Insurance Corporation that arose 
prior to the commencement of the case under this title, 
as a result of the debtor’s default on a guarantee provided 
by the Corporation pursuant to section 1109 of the Finan-
cial Stability Improvement Act of 2009 or the Federal De-
posit Insurance Act, under a program established by the 
Corporation after the date of enactment of the Financial 
Stability Improvement Act of 2009’’. 
SEC. 1111. CORPORATION MAY RECEIVE WARRANTS WHEN 
PAYING OR RISKING TAXPAYER FUNDS. 
(a) IN GENERAL.—In connection with any payment, 
credit extension, or guarantee or any commitment under 
section 1109 or 1604, the Corporation may obtain from 
the insured depository institution, depository institution 
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holding company (including any affiliates thereof), or cov-
ered financial company, as the case may be— 
(1) in the case of an insured depository institu-
tion, depository institution holding company (includ-
ing any affiliates thereof), or covered financial com-
pany, the securities of which are traded on a na-
tional securities exchange, a warrant giving the right 
to the Corporation to receive nonvoting common 
stock or preferred stock in such financial institution, 
or voting stock with respect to which, the Corpora-
tion agrees not to exercise voting power, as the Cor-
poration determines appropriate; or 
(2) in the case of any insured depository insti-
tution, depository institution holding company (in-
cluding any affiliates thereof), or covered financial 
company other than one described in paragraph (1), 
a warrant for common or preferred stock, or a sen-
ior debt instrument from such financial institution, 
as described in subsection (b)(3). 
(b) TERMS AND CONDITIONS.—The terms and condi-
tions of any warrant or senior debt instrument required 
under subsection (a) shall meet the following require-
ments: 
(1) PURPOSES.—Such terms and conditions 
shall, at a minimum, be designed— 
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(A) to provide for reasonable participation 
by the Corporation, for the benefit of taxpayers, 
in equity appreciation in the case of a warrant 
or other equity security, or a reasonable interest 
rate premium, in the case of a debt instrument; 
and 
(B) to provide additional protection for the 
taxpayer against losses from such payment, ex-
tension of credit, or guarantee by the Corpora-
tion under this title. 
(2) AUTHORITY TO SELL, EXERCISE, OR SUR-
RENDER.—The Corporation may sell, exercise, or 
surrender a warrant or any senior debt instrument 
received under this subsection, based on the condi-
tions established under paragraph (1). 
(3) CONVERSION.—The warrant shall provide 
that if, after the warrant is received by the Corpora-
tion under this subsection, the financial company 
that issued the warrant is no longer listed or traded 
on a national securities exchange or securities asso-
ciation, as described in subsection (a)(1), such war-
rants shall convert to senior debt, or contain appro-
priate protections for the Corporation to ensure that 
the Corporation is appropriately compensated for the 
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value of the warrant, in an amount determined by 
the Corporation. 
(4) PROTECTIONS.—Any warrant representing 
securities to be received by the Corporation under 
this subsection shall contain anti-dilution provisions 
of the type employed in capital market transactions, 
as determined by the Corporation. Such provisions 
shall protect the value of the securities from market 
transactions such as stock splits, stock distributions, 
dividends, and other distributions, mergers, and 
other forms of reorganization or recapitalization. 
(5) EXERCISE PRICE.—The exercise price for 
any warrant issued pursuant to this subsection shall 
be set by the Corporation, in the interest of the tax-
payers. 
(6) 
SUFFICIENCY.—The 
financial 
company 
shall guarantee to the Corporation that it has au-
thorized shares of nonvoting stock available to fulfill 
its obligations under this subsection. Should the fi-
nancial company not have sufficient authorized 
shares, including preferred shares that may carry 
dividend rights equal to a multiple number of com-
mon shares, the Corporation may, to the extent nec-
essary, accept a senior debt note in an amount, and 
on such terms as will compensate the Corporation 
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with equivalent value, in the event that a sufficient 
shareholder vote to authorize the necessary addi-
tional shares cannot be obtained. 
(c) EXCEPTIONS.— 
(1) The Corporation shall establish an exception 
to the requirements of this section and appropriate 
alternative requirements for any participating finan-
cial company that is legally prohibited from issuing 
securities and debt instruments, so as not to allow 
circumvention of the requirements of this section. 
(2) If the Corporation is providing a payment, 
extension of credit, or guarantee with regard to its 
authority under section 1604 and the Corporate de-
termines that it is certain that at the conclusion of 
the Resolution Process the shareholders of all classes 
shall lose their entire investment and receive nothing 
therefor, then the requirements of this section shall 
not apply. 
SEC. 1112. EXAMINATIONS AND ENFORCEMENT ACTIONS 
FOR INSURANCE AND RESOLUTIONS PUR-
POSES. 
(a) EXAMINATIONS FOR INSURANCE AND RESOLU-
TIONS PURPOSES.—Section 10(b)(3) of the Federal De-
posit Insurance Act (12 U.S.C. 1820(b)(3)) is amended 
by striking ‘‘whenever the Board of Directors determines’’ 
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and all that follows through the period and inserting ‘‘or 
financial holding company subject to stricter standards (as 
defined in section 1000(b)(5) of the Financial Stability 
Improvement Act of 2009) whenever the Board of Direc-
tors determines a special examination of any such deposi-
tory institution is necessary to determine the condition of 
such depository institution for insurance or such financial 
holding company subject to stricter standards for resolu-
tion purposes.’’. 
(b) ENFORCEMENT AUTHORITY.—Section 8(t) of the 
Federal Deposit Insurance Act (12 U.S.C. 1818(t)) is 
amended— 
(1) in paragraph (2)— 
(A) at the end of subparagraph (B), by 
striking ‘‘or’’; 
(B) at the end of subparagraph (C), by 
striking the period and inserting ‘‘; or’’; and 
(C) by inserting at the end the following 
new subparagraph: 
‘‘(D) the conduct or threatened conduct 
(including any acts or omissions) of the deposi-
tory institution holding company poses a risk to 
the Deposit Insurance Fund.’’; and 
(2) by adding at the end the following new 
paragraph: 
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‘‘(6) For purposes of this subsection: 
‘‘(A) The Corporation shall have the same 
powers with respect to a depository institution 
holding company and its affiliates as the appro-
priate Federal banking agency has with respect 
to the holding company and its affiliates; and 
‘‘(B) the holding company and its affiliates 
shall have the same duties and obligations with 
respect to the Corporation as the holding com-
pany and its affiliates have with respect to the 
appropriate Federal banking agency.’’. 
SEC. 1113. STUDY OF THE EFFECTS OF SIZE AND COM-
PLEXITY OF FINANCIAL INSTITUTIONS ON 
CAPITAL MARKET EFFICIENCY AND ECO-
NOMIC GROWTH. 
(a) STUDY REQUIRED.—The Chairman of the Coun-
cil shall carry out a study of the economic impact of pos-
sible financial services regulatory limitations intended to 
reduce systemic risk. Such study shall estimate the effect 
on the efficiency of capital markets, costs imposed on the 
financial sector, and on national economic growth, of— 
(1) explicit or implicit limits on the maximum 
size of banks, bank holding companies, and other 
large financial institutions; 
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(2) limits on the organizational complexity and 
diversification of large financial institutions; 
(3) requirements for operational separation be-
tween business units of large financial institutions in 
order to expedite resolution in case of failure; 
(4) limits on risk transfer between business 
units of large financial institutions; 
(5) requirements to carry contingent capital or 
similar mechanisms; 
(6) limits on commingling of commercial and fi-
nancial activities by large financial institutions; 
(7) segregation requirements between tradi-
tional financial activities and trading or other high- 
risk operations in large financial institutions; and 
(8) other limitations on the activities or struc-
ture of large financial institutions that may be use-
ful to limit systemic risk. 
The study shall include recommendations for the optimal 
structure of any limits considered in paragraphs (1) 
through (5) in order to maximize their effectiveness and 
minimize their economic impact. 
(b) REPORT.—Not later than the end of the 180-day 
period beginning on the date of the enactment of this title, 
the Chairman shall issue a report to the Congress con-
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taining any findings and determinations made in carrying 
out the study required under subsection (a). 
SEC. 1114. EXERCISE OF FEDERAL RESERVE AUTHORITY. 
(a) NO DECISIONS BY FEDERAL RESERVE BANK 
PRESIDENTS.—No provision of this title relating to the 
authority of the Board shall be construed as conferring 
any decision-making authority on presidents of Federal re-
serve banks. 
(b) VOTING DECISIONS BY BOARD.—The Board of 
Governors of the Federal Reserve System shall not dele-
gate the authority to make any voting decision that the 
Board is authorized or required to make under this title 
in contravention of section 11(k) of the Federal Reserve 
Act. 
SEC. 1115. STRESS TESTS. 
(a) A financial holding company subject to stricter 
standards shall— 
(1) conduct quarterly stress tests; and 
(2) submit a report on its quarterly stress test 
to the head of the primary financial regulatory agen-
cy and to the Board at such time, in such form, and 
containing such information as the head of the pri-
mary financial regulatory agency may require. 
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(b) A financial company that has more than 
$10,000,000,000 in total assets and is not a financial 
holding company subject to stricter standards shall— 
(1) conduct semiannual stress tests; and 
(2) submit a report on its semiannual stress 
test to the head of the primary financial regulatory 
agency and to the Board at such time, in such form, 
and containing such information as the head of the 
primary financial regulatory agency may require. 
(c) A stress test under this section shall provide for 
testing under each of the following sets of conditions: 
(1) Baseline. 
(2) Adverse. 
(3) Severely adverse. 
(d) The head of each primary financial regulatory 
agency, in coordination with the Board, shall issue regula-
tions to define the term ‘‘stress test’’ for purposes of this 
section. 
SEC. 1116. CONTINGENT CAPITAL. 
(a) IN GENERAL.—The Board, in coordination with 
the appropriate primary financial regulatory agency, may, 
after notice and opportunity for comment, promulgate reg-
ulations that require a financial holding company subject 
to stricter standards to maintain a minimum amount of 
long-term hybrid debt that is convertible to equity when— 
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(1) the Board determines that a specified finan-
cial company fails to meet prudential standards es-
tablished by the Board; or 
(2) the Board has determined that threats to 
United States financial system stability make such a 
conversion necessary. 
(b) FACTORS TO CONSIDER.—In establishing regula-
tions under this section, the Board shall consider— 
(1) an appropriate transition period for imple-
mentation of a conversion under this section; 
(2) capital requirements applicable to the speci-
fied financial company and its subsidiaries; and 
(3) any other factor that the Board deems ap-
propriate. 
(c) STUDY REQUIRED.—The Chairman of the Coun-
cil shall carry out a study to determine an optimal imple-
mentation of contingent capital requirements to maximize 
financial stability, minimize the probability of drawing on 
the Systemic Resolution Fund established under section 
1609(n) in a financial crisis, and minimize costs for finan-
cial holding companies subject to stricter standards. To 
the extent practicable, the study shall take place with 
input from industry participants and international finan-
cial regulators. Such study shall include— 
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(1) an evaluation of the characteristics and 
amounts of convertible debt that should be required, 
including possible tranche structure; 
(2) an analysis of possible trigger mechanisms 
for debt conversion, including violation of regulatory 
capital requirements, failure of stress tests, declara-
tion of systemic emergency by regulators, market- 
based triggers and other trigger mechanisms; 
(3) an estimate of the costs of carrying contin-
gent capital; 
(4) an estimate of the effectiveness of contin-
gent capital requirements in reducing losses to the 
systemic resolution fund in cases of single-firm or 
systemic failure; and 
(5) recommendations for implementing legisla-
tion. 
(d) REPORT.—Not later than the end of the 180-day 
period beginning on the date of the enactment of this title, 
the Chairman of Council shall issue a report to the Con-
gress containing any findings and determinations made in 
carrying out the study required under subsection (c). 
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SEC. 1117. RESTRICTION ON PROPRIETARY TRADING BY 
DESIGNATED FINANCIAL HOLDING COMPA-
NIES. 
(a) IN GENERAL.—If the Board determines that pro-
priety trading by a financial holding company subject to 
stricter standards poses an existing or foreseeable threat 
to the safety and soundness of such company or to the 
financial stability of the United States, the Board may 
prohibit such company from engaging in propriety trading. 
(b) EXCEPTIONS PERMITTED.—The Board may ex-
empt from the prohibition of subsection (a) proprietary 
trading that the Board determines to be ancillary to other 
operations of such company and not to pose a threat to 
the safety and soundness of such company or to the finan-
cial stability of the United States, including— 
(1) making a market in securities issued by 
such company; 
(2) hedging or managing risk; 
(3) determining the market value of assets of 
such company; and 
(4) propriety trading for such other purposes 
allowed by the Board by rule. 
(c) RULEMAKING AUTHORITY.—The primary finan-
cial regulatory agencies of banks and bank holding compa-
nies shall jointly issue regulations to carry out this section. 
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(d) EFFECTIVE DATE.—The provisions of this sec-
tion shall take effect after the end of the 180-day period 
beginning on the date of the enactment of this title. 
(e) PROPRIETARY TRADING DEFINED.—For pur-
poses of this section and with respect to a company, the 
term ‘‘proprietary trading’’ means the trading of stocks, 
bonds, options, commodities, derivatives, or other financial 
instruments with the company’s own money and for the 
company’s own account. 
SEC. 1118. RULE OF CONSTRUCTION. 
(a) CONSTRUCTION.—The authorities granted to 
agencies under this subtitle are in addition to any rule-
making, report-related, examination, enforcement, or 
other authority that such agencies may have under other 
law and in no way shall be construed to limit such other 
authority, except that any standards imposed for financial 
stability purposes under this subtitle shall supersede any 
conflicting less stringent requirements of the primary fi-
nancial regulatory agency but only the extent of the con-
flict. 
(b) AGENT RESPONSIBILITIES.—For purposes of this 
subtitle, the term ‘‘agent’’ means the Board acting under 
section 1103(c) and coordinating with the Council in exer-
cising authority under sections 1104 and 1107. 
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SEC. 1119. ANTITRUST SAVINGS CLAUSE. 
Nothing in this subtitle shall be construed to modify, 
impair, or supercede the operation of any of the antitrust 
laws. For purposes of the preceding sentence, the term 
‘‘antitrust laws’’ has the meaning given such term in sub-
section (a) of the first section of the Clayton Act, except 
that such term includes section 5 of the Federal Trade 
Commission Act to the extent that such section relates to 
unfair methods of competition. 
Subtitle C—Improvements to Su-
pervision 
and 
Regulation 
of 
Federal Depository Institutions 
SEC. 1201. DEFINITIONS. 
For purposes of this subtitle, the following definitions 
shall apply: 
(1) BOARD OF GOVERNORS.—The term ‘‘Board 
of Governors’’ means the Board of Governors of the 
Federal Reserve System. 
(2) CORPORATION.—The term ‘‘Corporation’’ 
means the Federal Deposit Insurance Corporation. 
(3) OFFICE
OF
THE
COMPTROLLER
OF
THE 
CURRENCY.—The term ‘‘Office of the Comptroller of 
the Currency’’ means the office established by sec-
tion 324 of the Revised Statutes (12 U.S.C. 1). 
(4) OFFICE
OF
THRIFT
SUPERVISION.—The 
term ‘‘Office of Thrift Supervision’’ means the office 
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established by section 3 of the Home Owners’ Loan 
Act (12 U.S.C. 1462a). 
(5) SECRETARY.—The term ‘‘Secretary’’ means 
the Secretary of the Treasury. 
(6) TRANSFER
DATE.—The term ‘‘transfer 
date’’ has the meaning provided in section 1205. 
(7) CERTAIN OTHER TERMS.—The terms ‘‘affil-
iate’’, ‘‘bank holding company’’, ‘‘control’’ (when 
used with respect to a depository institution), ‘‘de-
pository institution’’, ‘‘Federal banking agency’’, 
‘‘Federal savings association’’, ‘‘including’’, ‘‘insured 
branch’’, ‘‘insured depository institution’’, ‘‘savings 
association’’, ‘‘State savings association’’, and ‘‘sub-
sidiary’’ have the same meanings as in section 3 of 
the Federal Deposit Insurance Act. 
SEC. 1202. AMENDMENTS TO THE HOME OWNERS’ LOAN 
ACT RELATING TO TRANSFER OF FUNCTIONS. 
(a) AMENDMENTS TO SECTION 2.—Section 2 of the 
Home Owners’ Loan Act (12 U.S.C. 1462) is amended— 
(1) by striking paragraph (1) and inserting the 
following new paragraph: 
‘‘(1) BOARD OF GOVERNORS.—The term ‘Board 
of Governors’ means the Board of Governors of the 
Federal Reserve System.’’; and 
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(2) by striking paragraph (3) and inserting the 
following new paragraph: 
‘‘(3) [repealed]’’. 
(b) AMENDMENTS TO SECTION 3.—Section 3 of the 
Home Owners’ Loan Act (12 U.S.C. 1462a) is amended— 
(1) by striking subsection (a) and inserting the 
following new subsection: 
‘‘(a) ESTABLISHMENT OF DIVISION OF THRIFT SU-
PERVISION.—To carry out the purposes of this Act, there 
is hereby established the Division of Thrift Supervision, 
which shall be a division within the Office of the Comp-
troller of the Currency.’’; 
(2) in subsection (b)— 
(A) by striking paragraph (1) and insert-
ing the following new paragraph: 
‘‘(1) IN GENERAL.—The Division of Thrift Su-
pervision shall be headed by a Senior Deputy Comp-
troller of the Currency who shall be subject to the 
general oversight of the Comptroller of the Cur-
rency.’’; 
(B) in paragraph (2), by striking ‘‘Direc-
tor’’ and inserting ‘‘Comptroller of the Cur-
rency’’; and 
(C) by striking paragraphs (3) and (4); 
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(3) by striking subsections (c), (d), and (e) and 
inserting the following new subsection: 
‘‘(c) POWERS OF THE COMPTROLLER OF THE CUR-
RENCY.—The Comptroller of the Currency shall have all 
the powers, duties, and functions transferred by the Fi-
nancial Stability Improvement Act of 2009 to the Comp-
troller of the Currency to carry out this Act.’’; 
(4) by redesignating subsections (f) and (i) as 
subsections (d) and (e), respectively; 
(5) in subsection (d) (as so redesignated), by 
striking ‘‘Director’’ each place such term appears 
and inserting ‘‘Comptroller of the Currency’’; 
(6) by striking subsections (g), (h), and (j); and 
(7) in subsection (e) (as so redesignated), by 
striking ‘‘compensation of the Director and other 
employees of the Office and all other expenses there-
of’’ and inserting ‘‘expenses incurred by the Comp-
troller of the Currency in carrying out this Act’’. 
(c) AMENDMENTS TO SECTION 4.—Section 4 of the 
Home Owners’ Loan Act (12 U.S.C. 1463) is amended 
by striking ‘‘Director’’ each time it appears and inserting 
‘‘Comptroller of the Currency’’. 
(d) AMENDMENTS TO SECTION 5.— 
(1) UNIVERSAL.—Section 5 of the Home Own-
ers’ Loan Act (12 U.S.C. 1464) is amended— 
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(A) by striking ‘‘Director’’ and ‘‘Director 
of the Office of Thrift Supervision’’ each place 
such terms appear and inserting ‘‘Comptroller 
of the Currency’’; and 
(B) by striking ‘‘Director’s’’ each place 
such term appears and inserting ‘‘Comptroller 
of the Currency’s’’. 
(2) SPECIFIC PROVISIONS.— 
(A) Section 5(d)(2)(E) of the Home Own-
ers’ Loan Act is amended by striking ‘‘or the 
Resolution Trust Corporation, as appropriate,’’ 
each place such term appears. 
(B) Section 5(d)(3)(B) of the Home Own-
ers’ Loan Act is amended by striking ‘‘or the 
Resolution Trust Corporation’’. 
(e) AMENDMENTS TO SECTIONS 8 AND 9.—Sections 
8 and 9 of the Home Owners’ Loan Act (12 U.S.C. 1466a 
and 1467) are each amended by striking ‘‘Director’’ each 
place such term appears and inserting ‘‘Comptroller of the 
Currency’’. 
(f) TECHNICAL AND CONFORMING AMENDMENTS.— 
(1) SECTION 3.—The heading for section 3 of 
the Home Owners’ Loan Act is amended by striking 
‘‘DIRECTOR OF THE OFFICE OF THRIFT SUPER-
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VISION’’ and inserting ‘‘DIVISION OF THRIFT SU-
PERVISION’’. 
(2) SECTION
5.—The heading for paragraph 
(2)(E)(ii) of section 5(d) of the Home Owners’ Loan 
Act and the heading for paragraph (3)(B) of such 
section are each amended by striking ‘‘OR RTC’’. 
(g) CLERICAL AMENDMENT.—The table of contents 
section for the Home Owners’ Loan Act is amended by 
striking the item relating to section 3 and inserting the 
following new item: 
‘‘Sec. 3. Division of Thrift Supervision.’’. 
SEC. 1203. AMENDMENTS TO THE REVISED STATUTES. 
(a) AMENDMENT TO SECTION 324.—Section 324 of 
the Revised Statutes of the United States (12 U.S.C. 1) 
is amended to read as follows: 
‘‘SEC. 324. COMPTROLLER OF THE CURRENCY. 
‘‘There shall be in the Department of the Treasury 
a bureau, the chief officer of which bureau shall be called 
the Comptroller of the Currency, and shall perform the 
duties of the Comptroller of the Currency under the gen-
eral direction of the Secretary of the Treasury. The Comp-
troller of the Currency shall have the same authority over 
matters as were vested in the Director of the Office of 
Thrift Supervision or the Office of Thrift Supervision on 
the day before the date of enactment of the Financial Sta-
bility Improvement Act of 2009 other than those authori-
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ties with respect to savings and loan holding companies 
and any affiliate of any such company (other than a sav-
ings association) as were vested in the Director of the Of-
fice of Thrift Supervision on such date. The Secretary of 
the Treasury may not delay or prevent the issuance of any 
rule or the promulgation of any regulation by the Comp-
troller of the Currency and may not intervene in any mat-
ter or proceeding before the Comptroller of the Currency 
(including agency enforcement actions) unless otherwise 
specifically provided by law.’’. 
(b) AMENDMENTS TO SECTION 327.—Section 327 of 
the Revised Statutes of the United States (12 U.S.C. 4) 
is amended to read as follows: 
‘‘SEC. 327. DEPUTY COMPTROLLERS. 
‘‘(a) APPOINTMENT.—The Secretary of the Treasury 
shall appoint no more than 5 Deputy Comptrollers of the 
Currency— 
‘‘(1) 1 of whom shall be designated the Senior 
Deputy Comptroller for National Banks, who shall 
oversee the regulation and supervision of national 
banks; and 
‘‘(2) 1 of whom shall be designated the Senior 
Deputy Comptroller for Thrift Supervision, who 
shall oversee the regulation and supervision of Fed-
eral savings associations, and who shall coordinate 
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with the Office of Thrift Supervision pursuant to 
section 1211. 
‘‘(b) PAY.—The Secretary of the Treasury shall fix 
the compensation of the Deputy Comptrollers of the Cur-
rency and provide such other benefits as the Secretary 
may determine to be appropriate. 
‘‘(c) OATH
OF OFFICE; DUTIES.—Each Deputy 
Comptroller shall take the oath of office and shall perform 
such duties as the Comptroller of the Currency shall di-
rect. 
‘‘(d) SERVICE AS ACTING COMPTROLLER.—During a 
vacancy in the office or during the absence or disability 
of the Comptroller, each Deputy Comptroller shall possess 
the power and perform the duties attached by law to the 
Office of the Comptroller under such order of succession 
as the Comptroller shall direct.’’. 
(c) AMENDMENT TO SECTION 329.—Section 329 of 
the Revised Statutes of the United States (12 U.S.C. 11) 
is amended by inserting ‘‘or any Federal savings associa-
tion’’ before the period at the end. 
(d) AMENDMENT
TO SECTION 5240.—The fourth 
sentence of the second undesignated paragraph of Section 
5240 of the Revised Statutes of the United States (12 
U.S.C. 481) is amended by striking ‘‘Secretary of the 
Treasury;’’ and all that follows through the end of the sen-
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tence, and inserting ‘‘Secretary of the Treasury; the em-
ployment and compensation of examiners, chief examiners, 
reviewing examiners, assistant examiners, and of the other 
employees of the office of the Comptroller of the Currency 
whose compensation is and shall be paid from assessments 
on banks or affiliates thereof or from other fees or charges 
imposed pursuant to this subchapter shall be set and ad-
justed pursuant to chapter 71 of title 5, United States 
Code and without regard to the provisions of other laws 
applicable to officers or employees of the United States.’’. 
(e) AMENDMENT TO SECTION 5240.—The first sen-
tence in the first undesignated paragraph of Section 5240 
of the Revised Statutes of the United States (12 U.S.C. 
482) is amended by inserting ‘‘pursuant to chapter 71 of 
title 5, United States Code,’’ after ‘‘shall,’’. 
(f) EFFECTIVE DATE.—Subsection (b) shall take ef-
fect on the date of the enactment of this Act. 
SEC. 1204. POWER AND DUTIES TRANSFERRED. 
(a) DIRECTOR OF THE OFFICE OF THRIFT SUPER-
VISION.— 
(1) TRANSFER OF FUNCTIONS.—Except as oth-
erwise provided in this subtitle, all functions of the 
Director of the Office of Thrift Supervision are 
transferred to the Office of the Comptroller of the 
Currency. 
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(2) COMPTROLLER’S
AUTHORITY.—Except as 
otherwise provided in this subtitle, the Comptroller 
of the Currency shall succeed to all powers, authori-
ties, rights, and duties that were vested in the Direc-
tor of the Office of Thrift Supervision under Federal 
law, including the Home Owners’ Loan Act, on the 
day before the transfer date other than those pow-
ers, authorities, rights, and duties with respect to 
savings and loan holding companies and any affiliate 
of any such company (other than a savings associa-
tion) as were vested in the Director of the Office of 
Thrift Supervision on such date. 
(3) FUNCTIONS RELATING TO SUPERVISION OF 
STATE SAVINGS ASSOCIATIONS.— 
(A) TRANSFER OF FUNCTIONS.—All func-
tions of the Director of the Office of Thrift Su-
pervision relating to the supervision and regula-
tion of State savings associations are trans-
ferred to the Corporation. 
(B) 
CORPORATION’S
AUTHORITY.—The 
Corporation shall succeed to all powers, au-
thorities, rights, and duties that were vested in 
the Director of the Office of Thrift Supervision 
under Federal law, including the Home Owners’ 
Loan Act, on the day before the transfer date, 
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relating to the supervision and regulation of 
State savings associations. 
(4) FUNCTIONS RELATING TO SUPERVISION OF 
SAVINGS AND LOAN HOLDING COMPANIES.— 
(A) TRANSFER OF FUNCTIONS.—All func-
tions of the Director of the Office of Thrift Su-
pervision relating to the supervision and regula-
tion of Savings and Loan Holding Companies 
are transferred to the Board. 
(B) BOARD AUTHORITY.—The Board shall 
succeed to all powers, authorities, rights, and 
duties that were vested in the Director of the 
Office of Thrift Supervision under Federal law, 
including the Home Owners’ Loan Act, on the 
day before the transfer date, relating to the su-
pervision and regulation of Savings and Loan 
Holding Companies. 
(b) APPROPRIATE FEDERAL BANKING AGENCY.— 
Section 3 of the Federal Deposit Insurance Act (12 U.S.C. 
1813) is amended in subsection (q)— 
(1) by amending paragraph (1) to read as fol-
lows: 
‘‘(1) the Comptroller of the Currency in the 
case of any national bank, Federal savings associa-
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tion or any Federal branch or agency of a foreign 
bank;’’; 
(2) in paragraph (2)(E), by striking ‘‘and’’ at 
the end; 
(3) in paragraph (2)(F), by adding ‘‘and’’ at 
the end after the semicolon; 
(4) after paragraph (2)(F), by inserting the fol-
lowing new subparagraph: 
‘‘(G) any savings and loan holding com-
pany and any subsidiary of a savings and loan 
holding company (other than a savings associa-
tion); and’’; 
(5) by amending paragraph (3) to read as fol-
lows: 
‘‘(3) the Federal Deposit Insurance Corporation 
in the case of a State nonmember insured bank, a 
State savings association or a foreign bank having 
an insured branch.’’; and 
(6) by striking paragraph (4). 
(c) TRANSFER OF CONSUMER FINANCIAL PROTEC-
TION FUNCTIONS.—Nothing in subsection (a) or (b) shall 
affect any transfer of consumer financial protection func-
tions of the Comptroller of the Currency and the Director 
of the Office of Thrift Supervision to the Consumer Finan-
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cial Protection Agency as provided in the Consumer Fi-
nancial Protection Agency Act of 2009. 
(d) EFFECTIVE DATE.—Subsections (a) and (b) shall 
become effective on the transfer date. 
SEC. 1205. TRANSFER DATE. 
(a) IN GENERAL.—Except as provided in subsection 
(b), the date for the transfer of functions to the Office 
of the Comptroller of the Currency and the Corporation 
under section 1204 shall be 1 year after the date of enact-
ment of this title. 
(b) EXTENSION PERMITTED.— 
(1) NOTICE REQUIRED.—The Secretary, in con-
sultation with the Comptroller of the Currency and 
the Director of the Office of Thrift Supervision, may 
designate a calendar date for the transfer of func-
tions of the Office of Thrift Supervision to the Of-
fice of the Comptroller of the Currency, and the Cor-
poration under section 1204 that is later than 1 
year after the date of enactment of this title if the 
Secretary— 
(A) transmits to the Committee on Bank-
ing, Housing, and Urban Affairs of the Senate 
and the Committee on Financial Services of the 
House of Representatives— 
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(i) a written determination that or-
derly implementation of this subtitle is not 
feasible on the date that is 1 year after the 
date of enactment of this subtitle; 
(ii) an explanation of why an exten-
sion is necessary for the orderly implemen-
tation of this subtitle; and 
(iii) a description of the steps that will 
be taken to effect an orderly and timely 
implementation of this subtitle within the 
extended time period; and 
(B) publishes notice of that designated 
later date in the Federal Register. 
(2) EXTENSION LIMITED.—In no case shall any 
date designated under paragraph (1) be later than 
18 months after the date of enactment of this sub-
title. 
(3) EFFECT ON REFERENCES TO ‘‘TRANSFER 
DATE’’.—If the Secretary takes the actions provided 
in paragraph (1) for designating a date for the 
transfer of functions to the Office of the Comptroller 
of the Currency, and the Corporation under section 
1204, references in this title to ‘‘transfer date’’ shall 
mean the date designated by the Secretary. 
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SEC. 1206. EXPIRATION OF TERM OF COMPTROLLER. 
(a) IN GENERAL.—Notwithstanding section 325 of 
the Revised Statutes of the United States, the term of the 
person serving as Comptroller on the date of the enact-
ment of this title shall terminate as of such date. 
(b) ACTING COMPTROLLER.—Subject to sections 
3345, 3346, and 3347 of title 5, United States Code, the 
President may designate a person to serve as acting 
Comptroller and perform the functions and duties of the 
Comptroller until a Comptroller has been appointed and 
qualified in the manner established in section 325 of the 
Revised Statutes of the United States. 
SEC. 1207. OFFICE OF THRIFT SUPERVISION ABOLISHED. 
Effective 90 days after the transfer date, the position 
of Director of the Office of Thrift Supervision and the Of-
fice of Thrift Supervision are abolished. 
SEC. 1208. SAVINGS PROVISIONS. 
(a) OFFICE OF THRIFT SUPERVISION.— 
(1) EXISTING RIGHTS, DUTIES, AND OBLIGA-
TIONS NOT AFFECTED.—Sections 1204(a) and 1207 
shall not affect the validity of any right, duty, or ob-
ligation of the United States, the Director of the Of-
fice of Thrift Supervision, the Office of Thrift Su-
pervision, or any other person, that existed on the 
day before the transfer date. 
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(2) CONTINUATION
OF
SUITS.—This subtitle 
shall not abate any action or proceeding commenced 
by or against the Director of the Office of Thrift Su-
pervision or the Office of Thrift Supervision before 
the transfer date, except that— 
(A) for any action or proceeding arising 
out of a function of the Director of the Office 
of Thrift Supervision transferred to the Comp-
troller of the Currency by this title, the Comp-
troller of the Currency or the Office of the 
Comptroller of the Currency shall be sub-
stituted for the Director of the Office of Thrift 
Supervision or the Office of Thrift Supervision, 
as the case may be, as a party to the action or 
proceeding as of the transfer date; and 
(B) for any action or proceeding arising 
out of a function of the Director of the Office 
of Thrift Supervision transferred to the Cor-
poration by this title, the Chairman of the Cor-
poration shall be substituted for the Director of 
the Office of Thrift Supervision as a party to 
the action or proceeding as of the transfer date. 
(b) CONTINUATION OF EXISTING OTS ORDERS, RES-
OLUTIONS, DETERMINATIONS, AGREEMENTS, REGULA-
TIONS, ETC.—All orders, resolutions, determinations, 
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agreements, and regulations, interpretative rules, other in-
terpretations, guidelines, procedures, and other advisory 
materials, that have been issued, made, prescribed, or al-
lowed to become effective by the Office of Thrift Super-
vision, or by a court of competent jurisdiction, in the per-
formance of functions that are transferred by this title and 
that are in effect on the day before the transfer date, shall 
continue in effect according to the terms of those orders, 
resolutions, determinations, agreements, and regulations, 
interpretative rules, other interpretations, guidelines, pro-
cedures, and other advisory materials, and shall be en-
forceable by or against— 
(1) the Office of the Comptroller of the Cur-
rency, in the case of a function of the Director of 
the Office of Thrift Supervision transferred to the 
Comptroller of the Currency, until modified, termi-
nated, set aside, or superseded in accordance with 
applicable law by the Office of the Comptroller of 
the Currency, by any court of competent jurisdic-
tion, or by operation of law; and 
(2) the Corporation, in the case of a function 
of the Director of the Office of Thrift Supervision 
transferred to the Corporation, until modified, termi-
nated, set aside, or superseded in accordance with 
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applicable law by the Corporation, by any court of 
competent jurisdiction, or by operation of law. 
(c) CONTINUATION
OF EXISTING OTS ENFORCE-
MENT ACTIONS.—Any formal or informal enforcement ac-
tion taken by the Director of the Office of Thrift Super-
vision with respect to a savings and loan holding company, 
a subsidiary of a savings and loan holding company (other 
than a savings association) or an institution-affiliated 
party of a savings and loan holding company or such a 
subsidiary, that is in effect on the day before the date of 
the enactment of this title shall continue to be effective 
and enforceable against such company, subsidiary, or in-
stitution-affiliated party after such date as if— 
(1) such savings and loan holding company, or 
the savings and loan holding company related to 
such subsidiary or institution-affiliated party, had 
been a bank holding company on the effective date 
of the final enforcement action; and 
(2) the action had been taken by the Board, un-
less otherwise terminated or modified by the Board. 
(d) IDENTIFICATION
OF
REGULATIONS
CONTIN-
UED.— 
(1) BY OFFICE OF THE COMPTROLLER OF THE 
CURRENCY.—Not later than the transfer date, the 
Comptroller of the Currency shall— 
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(A) after consultation with the Chairperson 
of the Corporation, identify the regulations con-
tinued under subsection (b) that will be en-
forced by the Office of the Comptroller of the 
Currency; and 
(B) publish a list of such regulations in the 
Federal Register. 
(2) BY THE CORPORATION.—Not later than the 
transfer date, the Corporation shall— 
(A) after consultation with the Office of 
the Comptroller of the Currency, identify the 
regulations continued under subsection (b) that 
will be enforced by the Corporation; and 
(B) publish a list of such regulations in the 
Federal Register. 
(e) STATUS OF REGULATIONS PROPOSED OR NOT 
YET EFFECTIVE.— 
(1) PROPOSED
REGULATIONS.—Any proposed 
regulation of the Office of Thrift Supervision, which 
that agency, in performing functions transferred by 
this title, has proposed before the transfer date but 
has not published as a final regulation before that 
date, shall be deemed to be a proposed regulation of 
the Office of the Comptroller of the Currency, or the 
Corporation, as appropriate, according to its terms. 
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(2) REGULATIONS NOT YET EFFECTIVE.—Any 
interim or final regulation of the Office of Thrift Su-
pervision, which that agency, in performing func-
tions transferred by this title, has published before 
the transfer date but which has not become effective 
before that date, shall become effective as a regula-
tion of the Office of the Comptroller of the Cur-
rency, or the Corporation, as appropriate, according 
to its terms. 
SEC. 1209. REGULATIONS AND ORDERS. 
In addition to any powers transferred to the Comp-
troller of the Currency by this title, the Comptroller of 
the Currency may prescribe such regulations and issue 
such orders as the Comptroller of the Currency determines 
to be appropriate to carry out this title and the powers 
and duties transferred to the Comptroller of the Currency 
by this title. 
SEC. 1210. COORDINATION OF TRANSITION ACTIVITIES. 
Before the transfer date, the Comptroller of the Cur-
rency shall— 
(1) consult and cooperate with the Office of 
Thrift Supervision to facilitate the orderly transfer 
of functions to the Comptroller of the Currency; 
(2) determine and redetermine, from time to 
time— 
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(A) the amount of funds necessary to pay 
any expenses associated with the transfer of 
functions (including expenses for personnel, 
property, and administrative services) during 
the period beginning on the date of enactment 
of this title and ending on the transfer date; 
(B) what personnel are appropriate to fa-
cilitate the orderly transfer of functions by this 
title; and 
(C) what property and administrative serv-
ices are necessary to support the Office of the 
Comptroller of the Currency during the period 
beginning on the date of enactment of this title 
and ending on the transfer date; and 
(3) take such actions as may be necessary to 
provide for the orderly implementation of this title. 
SEC. 1211. INTERIM RESPONSIBILITIES OF OFFICE OF THE 
COMPTROLLER OF THE CURRENCY AND OF-
FICE OF THRIFT SUPERVISION. 
(a) IN GENERAL.—When requested by the Comp-
troller of the Currency to do so before the transfer date, 
the Office of Thrift Supervision shall— 
(1) pay to the Comptroller of the Currency, 
from funds obtained by the Office of Thrift Super-
vision through assessments, fees, or other charges 
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person of the Corporation, in their discre-
tion, deem equitable. 
(2) TRANSFER
OF
EMPLOYEES
PERFORMING 
CONSUMER
FINANCIAL
PROTECTION
FUNCTIONS.— 
Nothing in paragraph (1) shall affect the transfer of 
employees performing or supporting consumer finan-
cial protection functions of the Comptroller of the 
Currency and the Director of the Office of Thrift 
Supervision to the Consumer Financial Protection 
Agency as provided in the Consumer Financial Pro-
tection Agency Act of 2009. 
(3) APPOINTMENT AUTHORITY FOR EXCEPTED 
SERVICE TRANSFERRED.— 
(A) IN GENERAL.—In the case of employ-
ees occupying positions in the excepted service, 
any appointment authority established pursuant 
to law or regulations of the Office of Personnel 
Management for filling such positions shall be 
transferred, subject to subparagraph (B). 
(B) DECLINING TRANSFERS ALLOWED.— 
The Office of the Comptroller of the Currency 
and the Corporation may decline to accept a 
transfer of authority under subparagraph (A) 
(and the employees appointed pursuant thereto) 
to the extent that such authority relates to posi-
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tions excepted from the competitive service be-
cause of their confidential, policy-making, pol-
icy-determining, or policy-advocating character. 
(b) TIMING OF TRANSFERS AND POSITION ASSIGN-
MENTS.—Each employee to be transferred under this sec-
tion shall— 
(1) be transferred not later than 90 days after 
the transfer date; and 
(2) receive notice of his or her position assign-
ment not later than 120 days after the effective date 
of his or her transfer. 
(c) TRANSFER OF FUNCTION.— 
(1) IN GENERAL.—Notwithstanding any other 
provision of law, the transfer of employees shall be 
deemed a transfer of functions for the purpose of 
section 3503 of title 5, United States Code. 
(2) PRIORITY OF THIS SUBTITLE.—If any pro-
vision of this subtitle conflicts with any protection 
provided to transferred employees under section 
3503 of title 5, United States Code, the provisions 
of this subtitle shall control. 
(d) EMPLOYEES’ STATUS
AND ELIGIBILITY.—The 
transfer of functions and employees under this title, and 
the abolition of the Office of Thrift Supervision, shall not 
affect the status of the transferred employees as employ-
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ees of an agency of the United States under any provision 
of law. 
(e) EQUAL STATUS AND TENURE POSITIONS.—Each 
employee transferred from the Office of Thrift Supervision 
shall be placed in a position at either the Office of the 
Comptroller of the Currency or the Corporation with the 
same status and tenure as he or she held on the day before 
the transfer date. 
(f) NO
ADDITIONAL
CERTIFICATION
REQUIRE-
MENTS.—Examiners transferred to the Office of the 
Comptroller of the Currency or the Corporation shall not 
be subject to any additional certification requirements be-
fore being placed in a comparable examiner’s position at 
the Office of the Comptroller of the Currency or the Cor-
poration examining the same types of institutions as they 
examined before they were transferred. 
(g) PERSONNEL ACTIONS LIMITED.— 
(1) 3-YEAR PROTECTION.— 
(A) IN GENERAL.—Except as provided in 
paragraph (2), each affected employee shall not, 
during the 3-year period beginning on the 
transfer date, be involuntarily separated, or in-
voluntarily reassigned outside his or her locality 
pay area as defined by the Office of Personnel 
Management. 
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(B) AFFECTED
EMPLOYEES.—For pur-
poses of this paragraph, the term ‘‘affected em-
ployee’’ means— 
(i) an employee transferred from the 
Office of Thrift Supervision holding a per-
manent position on the day before the 
transfer date; and 
(ii) an employee of the Office of the 
Comptroller of the Currency holding a per-
manent position on the day before the 
transfer date. 
(2) EXCEPTIONS.—Paragraph (1) does not 
limit the right of the Office of the Comptroller of the 
Currency or the Corporation to— 
(A) separate an employee for cause or for 
unacceptable performance; or 
(B) terminate an appointment to a position 
excepted from the competitive service because of 
its 
confidential 
policy-making, 
policy-deter-
mining, or policy-advocating character. 
(h) PAY.— 
(1) 1-YEAR PROTECTION.—Except as provided 
in paragraph (2), each employee transferred from 
the Office of Thrift Supervision shall, during the 1- 
year period beginning on the transfer date, receive 
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pay at a rate not less than the basic rate of pay (in-
cluding any geographic differential) that the em-
ployee received during the 1-year period immediately 
before the transfer. 
(2) EXCEPTIONS.—Paragraph (1) does not 
limit the right of the Office of the Comptroller of the 
Currency or the Corporation to reduce a transferred 
employee’s rate of basic pay— 
(A) for cause; 
(B) for unacceptable performance; or 
(C) with the employee’s consent. 
(3) PROTECTION
ONLY
WHILE
EMPLOYED.— 
Paragraph (1) applies to a transferred employee 
only while that employee remains employed by the 
Office of the Comptroller of the Currency or the 
Corporation. 
(4) PAY
INCREASES
PERMITTED.—Paragraph 
(1) does not limit the authority of the Office of the 
Comptroller of the Currency or the Corporation to 
increase a transferred employee’s pay. 
(i) BENEFITS.— 
(1) RETIREMENT BENEFITS FOR TRANSFERRED 
EMPLOYEES.— 
(A) IN GENERAL.— 
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(i) CONTINUATION OF EXISTING RE-
TIREMENT
PLAN.—Each employee trans-
ferred from the Office of Thrift Super-
vision may remain enrolled in his or her 
existing retirement plan or plans as long as 
he or she remains employed by the Office 
of the Comptroller of the Currency or the 
Corporation. 
(ii) EMPLOYER’S
CONTRIBUTION.— 
The Office of the Comptroller of the Cur-
rency or the Corporation shall pay any em-
ployer contributions to the existing retire-
ment plan of each employee transferred 
from the Office of Thrift Supervision as 
required under that plan. 
(B) DEFINITION.—For purposes of this 
paragraph, the term ‘‘existing retirement plan’’ 
means, with respect to any employee trans-
ferred under this section, the particular retire-
ment plan (including the Financial Institutions 
Retirement Fund) and any associated thrift 
savings plan of the agency from which the em-
ployee was transferred, which the employee was 
enrolled in on the day before the transfer date. 
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(2) BENEFITS OTHER THAN RETIREMENT BEN-
EFITS.— 
(A) DURING 1ST YEAR.— 
(i) EXISTING
PLANS
CONTINUE.— 
Each transferred employee may, for 1 year 
after the transfer date, retain membership 
in any other employee benefit program of 
the Office of Thrift Supervision, including 
a dental, vision, long term care, or life in-
surance program, to which the employee 
belonged on the day before the transfer 
date. 
(ii) EMPLOYER’S
CONTRIBUTION.— 
The Office of the Comptroller of the Cur-
rency or the Corporation shall pay any em-
ployer cost in continuing to extend cov-
erage in the benefit program to the em-
ployee as required under that program or 
negotiated agreements. 
(B) DENTAL, VISION, OR LIFE INSURANCE 
AFTER 1ST YEAR.—If, after the 1-year period 
beginning on the transfer date, the Office of the 
Comptroller of the Currency or the Corporation 
decides not to continue participation in any 
dental, vision, or life insurance program of the 
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Office of Thrift Supervision, an employee trans-
ferred from the Office of Thrift Supervision 
pursuant to this title who is a member of such 
a program may, before the decision of the Of-
fice of the Comptroller of the Currency or the 
Corporation takes effect, elect to enroll, without 
regard to any regularly scheduled open season, 
in— 
(i) the enhanced dental benefits pro-
gram established by chapter 89A of title 5, 
United States Code; 
(ii) the enhanced vision benefits estab-
lished by chapter 89B of title 5, United 
States Code; and 
(iii) the Federal Employees Group 
Life Insurance Program established by 
chapter 87 of title 5, United States Code, 
without regard to any requirement of in-
surability. 
(C) LONG TERM CARE INSURANCE AFTER 
1ST YEAR.—If, after the 1-year period begin-
ning on the transfer date, the Office of the 
Comptroller of the Currency or the Corporation 
decides not to continue participation in any 
long term care insurance program of the Office 
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of Thrift Supervision, an employee transferred 
from the Office of Thrift Supervision pursuant 
to this title who is a member of such a program 
may, before the decision of the Office of the 
Comptroller of the Currency or the Corporation 
takes effect, elect to apply for coverage under 
the Federal Long Term Care Insurance Pro-
gram established by chapter 90 of title 5, 
United States Code, under the underwriting re-
quirements applicable to a new active workforce 
member (as defined in Part 875, title 5, Code 
of Federal Regulations). 
(D) EMPLOYEE’S CONTRIBUTION.— 
(i) IN
GENERAL.—Subject to clause 
(ii), an individual enrolled in the Federal 
Employees Health Benefits program under 
this subparagraph shall pay any employee 
contribution required by the plan. 
(ii) COST
DIFFERENTIAL.—The dif-
ference in costs between the benefits that 
the Office of Thrift Supervision is pro-
viding on the date of enactment of this 
title and the benefits provided by this sec-
tion shall be paid by the Comptroller of the 
Currency or the Corporation. 
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(iii) FUNDS
TRANSFER.—The Office 
of the Comptroller of the Currency or the 
Corporation shall transfer to the Federal 
Employees Health Benefits Fund estab-
lished under section 8909 of title 5, United 
States Code, an amount determined by the 
Director of the Office of Personnel Man-
agement, after consultation with the Office 
of the Comptroller of the Currency or the 
Corporation and the Office of Management 
and Budget, to be necessary to reimburse 
the Fund for the cost to the Fund of pro-
viding benefits under this subparagraph 
not otherwise paid for by the employee 
under clause (i). 
(E) SPECIAL PROVISIONS TO ENSURE CON-
TINUATION OF LIFE INSURANCE BENEFITS.— 
(i) IN GENERAL.—An annuitant (as 
defined in section 8901(3) of title 5, 
United States Code) who is enrolled in a 
life insurance plan administered by the Of-
fice of Thrift Supervision on the day before 
the transfer date shall be eligible for cov-
erage by a life insurance plan under sec-
tions 8706(b), 8714a, 8714b, and 8714c of 
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title 5, United States Code, or in a life in-
surance plan established by the Office of 
the Comptroller of the Currency or the 
Corporation, without regard to any regu-
larly scheduled open season and require-
ment of insurability. 
(ii) EMPLOYEE’S CONTRIBUTION.— 
(I) IN
GENERAL.—Subject to 
subclause (II), an individual enrolled 
in a life insurance plan under this 
clause shall pay any employee con-
tribution required by the plan. 
(II) COST
DIFFERENTIAL.—The 
difference in costs between the bene-
fits that the Office of Thrift Super-
vision is providing on the date of en-
actment of this title and the benefits 
provided by this section shall be paid 
by the Comptroller of the Currency or 
the Corporation. 
(III) FUNDS
TRANSFER.—The 
Office of the Comptroller of the Cur-
rency or the Corporation shall trans-
fer to the Employees’ Life Insurance 
Fund established under section 8714 
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of title 5, United States Code, an 
amount determined by the Director of 
the Office of Personnel Management, 
after consultation with the Office of 
the Comptroller of the Currency or 
the Corporation and the Office of 
Management and Budget, to be nec-
essary to reimburse the Fund for the 
cost to the Fund of providing benefits 
under this subparagraph not other-
wise paid for by the employee under 
subclause (I). 
(IV) CREDIT
FOR
TIME
EN-
ROLLED IN OTHER PLANS.—For em-
ployees transferred under this section, 
enrollment in a life insurance plan ad-
ministered by the Office of the Comp-
troller of the Currency, the Office of 
Thrift Supervision, or the Corporation 
immediately before enrollment in a life 
insurance plan under chapter 87 of 
title 5, United States Code, shall be 
considered as enrollment in a life in-
surance plan under that chapter for 
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purposes of section 8706(b)(1)(A) of 
title 5, United States Code. 
(j) EQUITABLE TREATMENT.—In administering the 
provisions of this section, the Office of the Comptroller 
of the Currency and the Corporation— 
(1) shall take no action that would unfairly dis-
advantage transferred employees relative to other 
employees of the Office of the Comptroller of the 
Currency or the Corporation based on their prior 
employment by the Office of Thrift Supervision; 
(2) may take such action as is appropriate in 
individual cases so that employees transferred under 
this section receive equitable treatment, with respect 
to those employees’ status, tenure, pay, benefits 
(other than benefits under programs administered by 
the Office of Personnel Management), and accrued 
leave or vacation time, for prior periods of service 
with any Federal agency; 
(3) shall, jointly with the Director of the Office 
of Thrift Supervision, develop and adopt procedures 
and safeguards designed to ensure that the require-
ments of this subsection are met; and 
(4) shall conduct a study detailing the position 
assignments of all employees transferred pursuant to 
subsection (a), describing the procedures and safe-
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guards adopted pursuant to paragraph (3), and 
demonstrating that the requirements of this sub-
section have been met; and shall, not later than 365 
days after the transfer date, submit a copy of such 
study to Congress. 
SEC. 1213. PROPERTY TRANSFERRED. 
(a) IN GENERAL.—Not later than 90 days after the 
transfer date, all property of the Office of Thrift Super-
vision shall be transferred to the Office of the Comptroller 
of the Currency or the Corporation, allocated in a manner 
consistent with section 1212(a). 
(b) CONTRACTS RELATED
TO PROPERTY TRANS-
FERRED.—All contracts, agreements, leases, licenses, per-
mits, and similar arrangements relating to property trans-
ferred to the Office of the Comptroller of the Currency 
or the Corporation by this section shall be transferred to 
the Office of the Comptroller of the Currency or the Cor-
poration together with that property. 
(c) PRESERVATION OF PROPERTY.—Property identi-
fied for transfer under this section shall not be altered, 
destroyed, or deleted before transfer under this section. 
(d) PROPERTY DEFINED.—For purposes of this sec-
tion, the term ‘‘property’’ includes all real property (in-
cluding leaseholds) and all personal property (including 
computers, furniture, fixtures, equipment, books, ac-
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counts, records, reports, files, memoranda, paper, reports 
of examination, work papers and correspondence related 
to such reports, and any other information or materials). 
SEC. 1214. FUNDS TRANSFERRED. 
Except to the extent needed to dispose of affairs 
under section 1215, all funds that, on the day before the 
transfer date, are available to the Director of the Office 
of Thrift Supervision to pay the expenses of the Office 
of Thrift Supervision shall be transferred to the Office of 
the Comptroller of the Currency or the Corporation, allo-
cated in a manner consistent with section 1212(a), on the 
transfer date. 
SEC. 1215. DISPOSITION OF AFFAIRS. 
(a) IN GENERAL.—During the 90-day period begin-
ning on the transfer date, the Director of the Office of 
Thrift Supervision— 
(1) shall, solely for the purpose of winding up 
the affairs of the agency related to any function 
transferred to the Office of the Comptroller of the 
Currency or the Corporation by this subtitle— 
(A) manage any employees of the Office of 
Thrift Supervision and provide for the payment 
of the compensation and benefits of any such 
employees that accrue before the transfer date; 
and 
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(B) manage any property of the Office of 
Thrift Supervision until the property is trans-
ferred under section 1213; and 
(2) may take any other action necessary to 
wind up the affairs of the Office of Thrift Super-
vision relating to the transferred functions. 
(b) AUTHORITY AND STATUS OF DIRECTOR.— 
(1) IN GENERAL.—Notwithstanding the trans-
fers of functions under this subtitle, the Director of 
the Office of Thrift Supervision shall, during the 90- 
day period beginning on the transfer date, retain 
and may exercise any authority vested in the Direc-
tor on the day before the transfer date that is nec-
essary to carry out the requirements of this subtitle 
during that period. 
(2) OTHER
PROVISIONS.—For purposes of 
paragraph (1), the Director of the Office of Thrift 
Supervision shall, during the 90-day period begin-
ning on the transfer date, continue to be— 
(A) treated as an officer of the United 
States; and 
(B) entitled to receive compensation at the 
same annual rate of basic pay that he or she 
was receiving on the day before the transfer 
date. 
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SEC. 1216. CONTINUATION OF SERVICES. 
Any agency, department, or other instrumentality of 
the United States, and any successor to any such agency, 
department, or instrumentality, that was, before the trans-
fer date, providing support services to the Office of Thrift 
Supervision in connection with functions to be transferred 
to the Office of the Comptroller of the Currency or the 
Corporation, shall— 
(1) continue to provide those services, subject to 
reimbursement, until the transfer of those functions 
is complete; and 
(2) consult with any such agency to coordinate 
and facilitate a prompt and orderly transition. 
SEC. 1217. CONTRACTING AND LEASING AUTHORITY. 
In addition to any powers transferred to the Comp-
troller of the Currency by this subtitle, the Comptroller 
of the Currency may— 
(1) enter into and perform contracts, execute 
instruments, and acquire in any lawful manner such 
goods and services, or real or personal property, or 
interest in property, as the Comptroller of the Cur-
rency determines to be necessary or convenient to 
carry out the duties and responsibilities of the 
Comptroller of the Currency; and 
(2) hold, maintain, sell, lease, or otherwise dis-
pose of any real or personal property or interest in 
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property without regard to title 40, United States 
Code, title III of the Federal Properties and Admin-
istrative Services Act of 1949 (41 U.S.C. 251 et 
seq.), and other Federal laws of a similar type gov-
erning the procurement of goods and services or the 
acquisition or disposition of any property or interest 
in property by Federal agencies. 
SEC. 1218. TREATMENT OF SAVINGS AND LOAN HOLDING 
COMPANIES. 
Section 10 of the Home Owners’ Loan Act (12 U.S.C. 
1467a) is amended as follows: 
(1) In subsection (a)— 
(A) in paragraph (1)(A), by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
(B) in paragraph (1)(D), by striking clause 
(i) and inserting: ‘‘(i) In general.—. 
‘‘(i) IN
GENERAL.—Except as pro-
vided in clause (ii), the term ‘savings and 
loan holding company’ means any company 
that directly or indirectly controls a sav-
ings association or that controls any com-
pany that is a savings and loan holding 
company, and that is either— 
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(i) by striking ‘‘of Governors of the 
Federal Reserve System’’; and 
(ii) by striking ‘‘Director’’ and insert-
ing ‘‘Board’’; 
(B) in paragraph (2)(G), by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
(C) in paragraph (4)(A), by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
(D) in paragraph (4)(B)— 
(i) in the heading, by striking ‘‘direc-
tor’’ and inserting ‘‘Board’’; and 
(ii) by striking ‘‘the Director shall’’ 
and inserting ‘‘the Board shall’’; 
(E) in paragraph (4)(C)— 
(i) in the heading, by striking ‘‘direc-
tor’’ and inserting ‘‘Board’’; and 
(ii) by striking ‘‘the Director may’’ 
and inserting ‘‘the Board may’’; 
(F) in paragraph (5), by striking ‘‘Direc-
tor’’ and inserting ‘‘Board’’; 
(G) in paragraph (6)(D)— 
(i) in the heading, by striking ‘‘direc-
tor’’ and inserting ‘‘Board’’; and 
(ii) by striking ‘‘Director’’ each place 
it appears and inserting ‘‘Board’’; 
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(H) in paragraph (9)(A)(ii), by inserting ‘‘, 
but only if the conditions for engaging in ex-
panded financial activities set forth in section 
4(l) of the Bank Holding Company Act of 1956 
have been met’’ after ‘‘1956’’; and 
(I) in paragraph (9)(E), by striking ‘‘Di-
rector’’ each place it appears and inserting 
‘‘Board’’. 
(4) In subsection (e)— 
(A) in paragraph (1)(A)— 
(i) in clause (i), by striking ‘‘Direc-
tor’’ and inserting ‘‘Board’’; 
(ii) in clause (ii), by striking ‘‘Direc-
tor’’ and inserting ‘‘Board’’; 
(iii) in clause (iii), by striking ‘‘Direc-
tor’’ each place it appears and inserting 
‘‘Board’’; and 
(iv) in clause (iv), by striking ‘‘Direc-
tor’’ each place it appears and inserting 
‘‘Board’’; 
(B) in paragraph (1)(B), by striking ‘‘Di-
rector’’ each place it appears and inserting 
‘‘Board’’; 
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(C) in paragraph (2), by striking ‘‘Direc-
tor’’ each place it appears and inserting 
‘‘Board’’; 
(D) in paragraph (3), by striking ‘‘Direc-
tor’’ and inserting ‘‘Board’’; 
(E) in paragraph (4)(A), by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; and 
(F) in paragraph (5), by striking ‘‘Direc-
tor’’ each place it appears and inserting 
‘‘Board’’. 
(5) In subsection (f), by striking ‘‘Director’’ 
each place it appears and inserting ‘‘Board’’. 
(6) In subsection (g), by striking ‘‘Director’’ 
each place it appears and inserting ‘‘Board’’. 
(7) In subsection (h)— 
(A) in paragraph (2), by striking ‘‘Direc-
tor’’ and inserting ‘‘Board’’; and 
(B) in paragraph (3), by striking ‘‘Direc-
tor’’ and inserting ‘‘Board’’. 
(8) In subsection (i)— 
(A) in paragraph (1)(A), by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
(B) in paragraph (2)(B), by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
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(C) in paragraph (2)(F), by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
(D) in paragraph (3)(B), by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
(E) in paragraph (3)(F), by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
(F) in paragraph (4), by striking ‘‘Direc-
tor’’ and inserting ‘‘Board’’; and 
(G) in paragraph (5), by striking ‘‘Direc-
tor’’ and inserting ‘‘Board’’. 
(9) In subsection (j), by striking ‘‘Director’’ 
each place it appears and inserting ‘‘Board’’. 
(10) In subsection (l)— 
(A) in paragraph (1), by striking ‘‘Direc-
tor’’ and inserting ‘‘Board, in consultation with 
the Comptroller of the Currency,’’; and 
(B) in paragraph (2), by striking ‘‘Direc-
tor’’ and inserting ‘‘Board, in consultation with 
the Comptroller of the Currency,’’. 
(11) In subsection (m)— 
(A) in paragraph (2), by striking ‘‘Direc-
tor’’ and inserting ‘‘Comptroller’’; 
(B) in paragraph (2), by striking ‘‘Director 
may grant’’ and inserting ‘‘Comptroller of the 
Currency may grant’’; 
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(C) in paragraph (2), by striking ‘‘the Di-
rector deems’’ and inserting ‘‘the Comptroller 
deems’’; 
(D) in paragraph (2)(A), by striking ‘‘Di-
rector’’ and inserting ‘‘Comptroller’’; 
(E) in paragraph (2)(B), by striking ‘‘Di-
rector’’ and inserting ‘‘Comptroller’’; 
(F) in paragraph (2)(B)(iii), by striking 
‘‘Director’’ and inserting ‘‘Comptroller’’; 
(G) by striking subparagraph (A) of para-
graph (3) and inserting the following new sub-
paragraph: 
‘‘(A) IN GENERAL.—A savings association 
that fails to become or remain a qualified thrift 
lender shall— 
‘‘(i) immediately be subject to the re-
strictions in subparagraph (B); and 
‘‘(ii) become one or more banks (other 
than a savings bank) within one year after 
the date on which the savings association 
should have become or ceases to be a quali-
fied thrift lender, except as provided in 
subparagraph (C)(i).’’; 
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(H) by striking subclause (III) of para-
graph (3)(B)(i) and inserting the following new 
subclause: 
‘‘(III) DIVIDENDS.—The savings 
association shall be prohibited from 
paying dividends except for such divi-
dends— 
‘‘(aa) as would be permis-
sible for a national bank; 
‘‘(bb) that are necessary to 
meet obligations of a company 
that controls such savings asso-
ciation; and 
‘‘(cc) that are specifically 
approved by the Comptroller and 
the Board of Governors after 
prior written request of at least 
30 days to the Comptroller and 
the Board of Governors.’’; 
(I) by striking clause (ii) of paragraph 
(3)(B); 
(J) by striking subparagraphs (C) and (D) 
of paragraph (3) and inserting the following 
new subparagraphs: 
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‘‘(C) REGULATORY
AUTHORITY.—A sav-
ings association that fails to become or remain 
a qualified thrift lender shall be deemed to have 
violated section 5 of the Home Owners’ Loan 
Act and subject to actions authorized by section 
5(d) of the Home Owners’ Loan Act. 
‘‘(D) REQUALIFICATIONS.— 
‘‘(i) A savings association that should 
have become or ceases to be a qualified 
thrift lender shall not be subject to sub-
paragraph (A)(ii) if the savings association 
becomes a qualified thrift lender by meet-
ing the qualified thrift lender requirement 
in paragraph (1) on a monthly average 
basis in 9 out of the preceding 12 months 
and remains a qualified thrift lender. 
‘‘(ii) If the savings association re-
ferred to in clause (i) (or any savings asso-
ciation that acquired all or substantially all 
of its assets from that savings association) 
at any time thereafter ceases to be a quali-
fied thrift lender it shall immediately be 
subject to subparagraph (A)(ii) as if the 1- 
year time period provided for in subpara-
graph (A)(ii) already has expired, and as if 
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the exception in clause (i) was not applica-
ble or available to such savings associa-
tion.’’; 
(K) in paragraph (4)(D) by striking ‘‘Di-
rector’’ and inserting ‘‘Comptroller’’; 
(L) in paragraph (4)(E) by striking ‘‘Di-
rector’’ and inserting ‘‘Comptroller’’; and 
(M) in paragraph (7)(B) by striking ‘‘Di-
rector’’ and inserting ‘‘Comptroller’’. 
(12) In subsection (o)— 
(A) in paragraph (3) in the heading by 
striking ‘‘DIRECTOR’’ and inserting ‘‘BOARD’’; 
(B) in paragraph (3)(A) by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
(C) in paragraph (3)(B) by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
(D) in paragraph (3)(C) by striking ‘‘Di-
rector’’ and inserting ‘‘Board’’; 
(E) in paragraph (3)(D) by striking ‘‘Di-
rector’’ and inserting ‘‘Comptroller’’; 
(F) in paragraph (5)(E), by striking ‘‘ac-
tivities described in subsection (c)(2) or 
(c)(9)(A)(ii)’’ and inserting ‘‘activities otherwise 
permissible for the company pursuant to, and in 
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accordance with, section 4 of the Bank Holding 
Company Act of 1956’’; 
(G) in paragraph (7) by striking ‘‘char-
tered by the Director’’ and inserting ‘‘chartered 
by the Comptroller’’; and 
(H) in paragraph (7) by striking ‘‘regula-
tions as the Director may’’ and inserting ‘‘regu-
lations as the Board may’’. 
(13) In subsections (p), (q), (r), and (s), by 
striking ‘‘Director’’ each place it appears and insert-
ing ‘‘Board’’. 
SEC. 1219. PRACTICES OF CERTAIN MUTUAL THRIFT HOLD-
ING COMPANIES PRESERVED. 
(a) TREATMENT OF DIVIDENDS BY CERTAIN MU-
TUAL HOLDING COMPANIES.—Section 3(g) of the Bank 
Holding Company Act of 1956 (12 U.S.C. 1842(g)) is 
amended by adding at the end the following new para-
graphs: 
‘‘(3) DECLARATION
OF
DIVIDENDS.—Every 
subsidiary savings association of a mutual holding 
company shall give the Board not less than 30 days 
advance notice of the proposed declaration by its di-
rectors of any dividend on its guaranty, permanent, 
or other nonwithdrawable stock. Such notice period 
shall commence to run from the date of receipt of 
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such notice by the Board. Any such dividend de-
clared within such period, or without the giving of 
such notice to the Board, shall be invalid and shall 
confer no rights or benefits upon the holder of any 
such stock. 
‘‘(4) WAIVER
OF
DIVIDENDS.—Any mutual 
thrift holding company organized under section 
10(b) of the Home Owners’ Loan Act shall be per-
mitted to waive such company’s right to receive any 
dividend declared by a subsidiary, if— 
‘‘(A) no insider of the mutual holding com-
pany, associate of an insider, or tax-qualified or 
non-tax-qualified employee stock benefit plan of 
the mutual holding company holds any share of 
the stock in the class of stock to which the 
waiver would apply; or 
‘‘(B) the mutual holding company provides 
the Board with written notice of its intent to 
waive its right to receive dividends 30 days 
prior to the proposed date of payment of the 
dividend and the Board does not object. 
‘‘(5) STANDARDS FOR WAIVER OF DIVIDEND.— 
The Board shall not object to a notice of intent to 
waive dividends under paragraph (4) if— 
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‘‘(A) the waiver would not be detrimental 
to the safe and sound operation of the savings 
association; and 
‘‘(B) the board of directors of the mutual 
holding company expressly determines that a 
waiver of the dividend by the mutual holding 
company is consistent with the directors’ fidu-
ciary duties to the mutual members of such 
company. 
‘‘(6) RESOLUTION INCLUDED IN WAIVER NO-
TICE.—A dividend waiver notice shall include a copy 
of the resolution of the board of directors of the mu-
tual holding company, in form and substance satis-
factory to the Board, together with any supporting 
materials relied upon by the board of directors, con-
cluding that the proposed dividend waiver is con-
sistent with the board of director’s fiduciary duties 
to the mutual members of the mutual holding com-
pany. 
‘‘(7) VALUATION.— 
‘‘(A) IN GENERAL.—The Board shall con-
sider waived dividends in determining an appro-
priate exchange ratio in the event of a full con-
version to stock form. 
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‘‘(B) EXCEPTION.—In the case of a sav-
ings association which has reorganized into a 
mutual thrift holding company under section 
10(b) of the Home Owners’ Loan Act and has 
issued minority stock either from its mid-tier 
stock holding company or its subsidiary stock 
savings association prior to December 1, 2009, 
the Board shall not consider waived dividends 
in determining an appropriate exchange ratio in 
the event of a full conversion to stock form.’’. 
SEC. 1220. IMPLEMENTATION PLAN AND REPORTS. 
(a) PLAN SUBMISSION.—Within 90 days of the enact-
ment of the Financial Stability Improvement Act of 2009, 
the Secretary and the Corporation, in consultation with 
the Office of the Comptroller of the Currency and the Of-
fice of Thrift Supervision, shall jointly submit a plan to 
the Congress and the Inspectors General of the Depart-
ment of the Treasury and of the Corporation detailing the 
steps the Secretary, the Corporation, the Office of the 
Comptroller of the Currency, and the Office of Thrift Su-
pervision will take to implement the provisions of sections 
1201 through 1216, and the provisions of the amendments 
made by such sections. 
(b) INSPECTORS GENERAL REVIEW OF THE PLAN.— 
Within 60 days of the date on which the Congress receives 
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the plan required under subsection (a), the Inspectors 
General of the Department of the Treasury and of the 
Corporation shall jointly provide a written report to the 
Secretary and the Corporation and shall submit a copy 
to the Congress detailing whether the plan conforms with 
the intent of the provisions of sections 1201 through 1216, 
and the provisions of the amendments made by such sec-
tions, including— 
(1) whether the plan sufficiently takes into con-
sideration the orderly transfer of personnel; 
(2) whether the plan describes procedures and 
safeguards to ensure that the Office of Thrift Super-
vision employees are not unfairly disadvantaged rel-
ative to employees of the Office of the Comptroller 
of the Currency and the Corporation; 
(3) whether the plan sufficiently takes into con-
sideration the orderly transfer of authority and re-
sponsibilities; 
(4) whether the plan sufficiently takes into con-
sideration the effective transfer of funds; 
(5) whether the plan sufficiently takes in con-
sideration the orderly transfer of property; and 
(6) any additional recommendations for an or-
derly and effective process. 
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(c) IMPLEMENTATION REPORTS.—Not later than 6 
months after the date on which the Congress receives the 
report required under subsection (b), and every 6 months 
thereafter until all aspects of the plan have been imple-
mented, the Inspectors General of the Department of the 
Treasury and the Corporation shall jointly provide a writ-
ten report on the status of the implementation of the plan 
to the Secretary and the Corporation and shall submit a 
copy to the Congress. 
SEC. 1221. COMPOSITION OF BOARD OF DIRECTORS OF THE 
FEDERAL DEPOSIT INSURANCE CORPORA-
TION. 
Section 2 of the Federal Deposit Insurance Act (12 
U.S.C. 1812) is amended— 
(1) in subsection (a)(1)— 
(A) in subparagraph (B), by striking ‘‘Di-
rector of the Office of Thrift Supervision’’ and 
inserting ‘‘Chairman of the Board of Governors 
of the Federal Reserve System, or such other 
member of the Board of Governors as the 
Chairman of the Board of Governors shall des-
ignate’’; 
(2) by amending subsection (d)(2) to read as 
follows: 
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‘‘(2) ACTING OFFICIALS MAY SERVE.—In the 
event of a vacancy in the office of the Comptroller 
of the Currency and pending the appointment of a 
successor, or during the absence or disability of the 
Comptroller of the Currency, the acting Comptroller 
of the Currency shall be a member of the Board of 
Directors in the place of the Comptroller of the Cur-
rency.’’; and 
(3) in subsection (f)(2), by striking ‘‘or of the 
Office of Thrift Supervision’’. 
SEC. 1222. AMENDMENTS TO SECTION 3. 
Section 3 of the Federal Deposit Insurance Act (12 
U.S.C. 1813) is amended— 
(1) in subsection (b)(1)(C) (relating to the defi-
nition of the term ‘‘savings association’’), by striking 
‘‘Director of the Office of Thrift Supervision’’ and 
inserting ‘‘Comptroller of the Currency’’; 
(2) in subsection (l)(5) (relating to the defini-
tion of the term ‘‘deposit’’), in the introductory text, 
by striking ‘‘Director of the Office of Thrift Super-
vision,’’; and 
(3) in subsection (z) (relating to the definition 
of the term ‘‘Federal banking agency’’), by striking 
‘‘the Director of the Office of Thrift Supervision,’’. 
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SEC. 1223. AMENDMENTS TO SECTION 7. 
Section 7(a) of the Federal Deposit Insurance Act 
(12 U.S.C. 1817) is amended— 
(1) in paragraph (2)(A)— 
(A) in the first sentence, by striking ‘‘the 
Director of the Office of Thrift Supervision’’; 
(B) in the second sentence, by striking 
‘‘the Director of the Office of Thrift Super-
vision,’’; 
(2) in paragraph (3), in the first sentence, by 
striking ‘‘, the Comptroller of the Currency, the 
Chairman of the Board of Governors of the Federal 
Reserve System, and the Director of the Office of 
Thrift Supervision’’ and inserting ‘‘Comptroller of 
the Currency and the Chairman of the Board of 
Governors of the Federal Reserve System’’; and 
(3) in paragraph (7), by striking ‘‘, the Director 
of the Office of Thrift Supervision,’’. 
SEC. 1224. AMENDMENTS TO SECTION 8. 
Section 8 of the Federal Deposit Insurance Act (12 
U.S.C. 1818) is amended— 
(1) in subsection (a)(8)(B)(ii), in the last sen-
tence— 
(A) by striking ‘‘Director of the Office of 
Thrift Supervision’’ each place it appears and 
inserting ‘‘Comptroller of the Currency’’; and 
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(B) by inserting ‘‘the Office of Thrift Su-
pervision, as a successor to’’ after ‘‘as a suc-
cessor to’’; 
(2) in subsection (o), by striking ‘‘Director of 
the Office of Thrift Supervision’’ and inserting 
‘‘Comptroller of the Currency’’; and 
(3) in subsection (w)(3)(A), by striking ‘‘Office 
of Thrift Supervision’’ and inserting ‘‘Office of the 
Comptroller of the Currency’’. 
SEC. 1225. AMENDMENTS TO SECTION 11. 
Section 11 of the Federal Deposit Insurance Act (12 
U.S.C. 1821) is amended— 
(1) in subsection (c)(6)— 
(A) in the heading, by striking ‘‘DIRECTOR 
OF THE OFFICE OF THRIFT SUPERVISION’’ and 
inserting ‘‘COMPTROLLER OF THE CURRENCY’’; 
(B) in subparagraph (A), by striking ‘‘Di-
rector of the Office of Thrift Supervision’’ and 
inserting ‘‘Comptroller of the Currency’’; 
(C) in subparagraph (B), by striking ‘‘Di-
rector of the Office of Thrift Supervision’’ and 
inserting ‘‘Comptroller of the Currency’’; 
(2) in subsection (d)— 
(A) in paragraph (17)(A)— 
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(i) by striking ‘‘, or the Director of 
the Office of Thrift Supervision’’; and 
(ii) by striking ‘‘appropriate’’; and 
(B) in paragraph (18)(B), by striking ‘‘or 
the Director of the Office of Thrift Super-
vision’’; and 
(3) in subsection (n)— 
(A) in paragraph (1)(A), by striking ‘‘the 
Director of the Office of Thrift Supervision, 
with respect to 1 or more insured’’; 
(B) in paragraph (2)(A), by striking ‘‘the 
Director of the Office of Thrift Supervision’’; 
(C) in paragraph (4)(D), by striking ‘‘and 
the Director of the Office of Thrift Supervision, 
as appropriate,’’; 
(D) in paragraph (4)(G), by striking ‘‘and 
the Director of the Office of Thrift Supervision, 
as appropriate,’’; and 
(E) in paragraph (12)(B), by striking ‘‘or 
the Director of the Office of Thrift Supervision, 
as appropriate,’’. 
SEC. 1226. AMENDMENTS TO SECTION 13. 
Section 13(k)(1)(A)(iv) of the Federal Deposit Insur-
ance Act (12 U.S.C. 1823(k)(1)(A)(iv)) is amended by 
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striking ‘‘Director of the Office of Thrift Supervision’’ and 
inserting ‘‘Comptroller of the Currency’’. 
SEC. 1227. AMENDMENTS TO SECTION 18. 
Section 18 of the Federal Deposit Insurance Act (12 
U.S.C. 1828) is amended— 
(1) in subsection (c)(2)— 
(A) in subparagraph (A), by striking 
‘‘bank;’’ and inserting ‘‘bank or a savings asso-
ciation; and’’; 
(B) in subparagraph (B), by inserting 
‘‘and’’ at the end after the semicolon; 
(C) in subparagraph (C), by striking 
‘‘bank (except a savings bank supervised by the 
Director of the Office of Thrift Supervision); 
and’’ and inserting ‘‘bank or State savings as-
sociation.’’; and 
(D) by striking subparagraph (D); 
(2) in subsection (i)(2)— 
(A) by striking subparagraph (B) and in-
serting the following new subparagraph: 
‘‘(B) the Corporation, if the resulting insti-
tution is to be a State nonmember insured bank 
or insured State savings association.’’; and 
(B) by striking subparagraph (C); and 
(3) in subsection (m)— 
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(A) in paragraph (1)— 
(i) in subparagraph (A), by striking 
‘‘Director of the Office of Thrift Super-
vision’’ and inserting ‘‘Comptroller of the 
Currency’’; and 
(ii) in subparagraph (B), by striking 
‘‘Director of the Office of Thrift Super-
vision’’ and inserting ‘‘Comptroller of the 
Currency’’; 
(B) in paragraph (2)— 
(i) in subparagraph (A), by striking 
‘‘Director of the Office of Thrift Super-
vision’’ and inserting ‘‘Comptroller of the 
Currency’’; and 
(ii) in subparagraph (B)— 
(I) by striking ‘‘Director of the 
Office of Thrift Supervision’’ each 
place it appears and inserting ‘‘Comp-
troller of the Currency’’; and 
(II) by striking ‘‘Director may 
deem 
appropriate’’ 
and 
inserting 
‘‘Comptroller may deem appropriate’’; 
and 
(C) in paragraph (3)— 
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(i) in subparagraph (A), by striking 
‘‘Director of the Office of Thrift Super-
vision’’ and inserting ‘‘Comptroller of the 
Currency’’; and 
(ii) in subparagraph (B), by striking 
‘‘Office of Thrift Supervision’’ and insert-
ing ‘‘Comptroller of the Currency’’. 
SEC. 1228. AMENDMENTS TO SECTION 28. 
Section 28 of the Federal Deposit Insurance Act (12 
U.S.C. 1831e) is amended— 
(1) in subsection (e)— 
(A) in paragraph (2)— 
(i) in subparagraph (A)(ii), by strik-
ing ‘‘Director of the Office of Thrift Su-
pervision’’ and inserting ‘‘Comptroller of 
the Currency’’; 
(ii) in subparagraph (C), by striking 
‘‘Director of the Office of Thrift Super-
vision’’ and inserting ‘‘Comptroller of the 
Currency’’; and 
(iii) in subparagraph (F), by striking 
‘‘Director of the Office of Thrift Super-
vision’’ and inserting ‘‘Comptroller of the 
Currency’’; and 
(B) in paragraph (3)— 
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Act of 1978 (12 U.S.C. 3301) is amended by striking 
‘‘Federal Home Loan Bank Board’’ and inserting ‘‘Fed-
eral Housing Finance Agency’’. 
(b) 
AMENDMENT
TO
SECTION
1003.—Section 
1003(1) of the Federal Financial Institutions Examina-
tion Council Act of 1978 (12 U.S.C. 3302(1)) is amended 
by striking ‘‘the Office of Thrift Supervision,’’. 
(c) AMENDMENTS
TO
SECTION
1004.—Section 
1004(a) of the Federal Financial Institutions Examina-
tion Council Act of 1978 (12 U.S.C. 3303(a)) is amend-
ed— 
(1) by striking paragraph (4); and 
(2) by redesignating paragraphs (5) and (6) as 
paragraphs (4) and (5), respectively. 
SEC. 1239. AMENDMENTS TO THE FEDERAL HOME LOAN 
BANK ACT. 
(a) AMENDMENTS TO SECTION 18.—Section 18(c) of 
the Federal Home Loan Bank Act (12 U.S.C. 1438(c)) 
is amended— 
(1) by striking ‘‘Director of the Office of Thrift 
Supervision’’ each place it appears and inserting 
‘‘Comptroller of the Currency’’; 
(2) in paragraph (1)(B), by striking ‘‘and the 
agencies under its administration or supervision’’; 
and 
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HR 4173 RFS
pany or bridge financial company with respect to which 
the Corporation has been appointed as receiver, shall— 
(1) in the case of any covered financial com-
pany or bridge financial company that is or has a 
subsidiary that is a stockbroker (as that term is de-
fined in section 101 of title 11 of the United States 
Code) but is not a member of the Securities Investor 
Protection Corporation, apply the provisions of sub-
chapter III of chapter 7 of title 11 of the United 
States Code in respect of the distribution to any 
‘‘customer’’ of all ‘‘customer name securities’’ and 
‘‘customer property’’ (as such terms are defined in 
section 741 of such title 11) as if such covered fi-
nancial company or bridge financial company were a 
debtor for purposes of such subchapter; or 
(2) in the case of any covered financial com-
pany or bridge financial company that is a com-
modity broker (as that term is defined in section 
101 of title 11 of the United States Code), apply the 
provisions of subchapter IV of chapter 7 of title 11 
of the United States Code in respect of the distribu-
tion to any ‘‘customer’’ of all ‘‘customer property’’ 
(as such terms are defined in section 761 of such 
title 11) as if such covered financial company or 
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