344
occurrence, or contingency associated 
with a financial, commercial, or eco-
nomic consequence, or economic or fi-
nancial indices or measures of eco-
nomic or financial risk or value; 
‘‘(III) any combination of agree-
ments or transactions referred to in 
this clause; 
‘‘(IV) any option to enter into 
any agreement or transaction referred 
to in this clause; 
‘‘(V) a master agreement that 
provides for an agreement or trans-
action referred to in subclause (I), 
(II), (III), or (IV), together with all 
supplements to any such master 
agreement, without regard to whether 
the master agreement contains an 
agreement or transaction that is not a 
swap agreement under this clause, ex-
cept that the master agreement shall 
be considered to be a swap agreement 
under this clause only with respect to 
each agreement or transaction under 
the master agreement that is referred
345
to in subclause (I), (II), (III), or (IV); 
and 
‘‘(VI) any security agreement or 
arrangement or other credit enhance-
ment related to any agreements or 
transactions referred to in subclause 
(I), (II), (III), (IV), or (V), including 
any guarantee or reimbursement obli-
gation in connection with any agree-
ment or transaction referred to in any 
such subclause. 
Such term is applicable for purposes of 
this subsection only and shall not be con-
strued or applied so as to challenge or af-
fect the characterization, definition, or 
treatment of any swap agreement under 
any other statute, regulation, or rule, in-
cluding the Securities Act of 1933, the Se-
curities Exchange Act of 1934, the Public 
Utility Holding Company Act of 1935, the 
Trust Indenture Act of 1939, the Invest-
ment Company Act of 1940, the Invest-
ment Advisers Act of 1940, the Securities 
Investor Protection Act of 1970, the Com-
modity Exchange Act, the Gramm-Leach-
346
Bliley Act, and the Legal Certainty for 
Bank Products Act of 2000.’’. 
(g) DEFINITION OF TRANSFER.—
(1) 
FDIC-INSURED
DEPOSITORY
INSTITU-
TIONS.—Section 11(e)(8)(D)(viii) of the Federal De-
posit Insurance Act (12 U.S.C. 1821(e)(8)(D)(viii)) 
is amended to read as follows: 
‘‘(viii) TRANSFER.—The term ‘trans-
fer’ means every mode, direct or indirect, 
absolute or conditional, voluntary or invol-
untary, of disposing of or parting with 
property or with an interest in property, 
including retention of title as a security in-
terest and foreclosure of the depository in-
stitution’s equity of redemption.’’. 
(2) 
INSURED
CREDIT
UNIONS.—Section 
207(c)(8)(D) of the Federal Credit Union Act (12 
U.S.C. 1787(c)(8)(D)) (as amended by subsection 
(f) of this section) is amended by adding at the end 
the following new clause: 
‘‘(viii) TRANSFER.—The term ‘trans-
fer’ means every mode, direct or indirect, 
absolute or conditional, voluntary or invol-
untary, of disposing of or parting with 
property or with an interest in property,
347
including retention of title as a security in-
terest and foreclosure of the depository in-
stitution’s equity of redemption.’’. 
(h) TREATMENT
OF QUALIFIED FINANCIAL CON-
TRACTS.—
(1) 
FDIC-INSURED
DEPOSITORY
INSTITU-
TIONS.—Section 11(e)(8) of the Federal Deposit In-
surance Act (12 U.S.C. 1821(e)(8)) is amended—
(A) in subparagraph (A)—
(i) by striking ‘‘paragraph (10)’’ and 
inserting ‘‘paragraphs (9) and (10)’’; 
(ii) in clause (i), by striking ‘‘to cause 
the termination or liquidation’’ and insert-
ing ‘‘such person has to cause the termi-
nation, liquidation, or acceleration’’; and 
(iii) by striking clause (ii) and insert-
ing the following new clause: 
‘‘(ii) any right under any security 
agreement or arrangement or other credit 
enhancement related to one or more quali-
fied financial contracts described in clause 
(i);’’; and 
(B) in subparagraph (E), by striking 
clause (ii) and inserting the following:
348
‘‘(ii) any right under any security 
agreement or arrangement or other credit 
enhancement related to one or more quali-
fied financial contracts described in clause 
(i);’’. 
(2) 
INSURED
CREDIT
UNIONS.—Section 
207(c)(8) of the Federal Credit Union Act (12 
U.S.C. 1787(c)(8)) is amended—
(A) in subparagraph (A)—
(i) by striking ‘‘paragraph (12)’’ and 
inserting ‘‘paragraphs (9) and (10)’’; 
(ii) in clause (i), by striking ‘‘to cause 
the termination or liquidation’’ and insert-
ing ‘‘such person has to cause the termi-
nation, liquidation, or acceleration’’; and 
(iii) by striking clause (ii) and insert-
ing the following new clause: 
‘‘(ii) any right under any security 
agreement or arrangement or other credit 
enhancement related to 1 or more qualified 
financial contracts described in clause 
(i);’’; and 
(B) in subparagraph (E), by striking 
clause (ii) and inserting the following new 
clause:
349
‘‘(ii) any right under any security 
agreement or arrangement or other credit 
enhancement related to 1 or more qualified 
financial contracts described in clause 
(i);’’. 
(i) AVOIDANCE OF TRANSFERS.—
(1) 
FDIC-INSURED
DEPOSITORY
INSTITU-
TIONS.—Section 11(e)(8)(C)(i) of the Federal De-
posit Insurance Act (12 U.S.C. 1821(e)(8)(C)(i)) is 
amended by inserting ‘‘section 5242 of the Revised 
Statutes of the United States or any other Federal 
or State law relating to the avoidance of preferential 
or fraudulent transfers,’’ before ‘‘the Corporation’’. 
(2) 
INSURED
CREDIT
UNIONS.—Section 
207(c)(8)(C)(i) of the Federal Credit Union Act (12 
U.S.C. 1787(c)(8)(C)(i)) is amended by inserting 
‘‘section 5242 of the Revised Statutes of the United 
States or any other Federal or State law relating to 
the avoidance of preferential or fraudulent trans-
fers,’’ before ‘‘the Board’’. 
SEC. 902. AUTHORITY OF THE FDIC AND NCUAB WITH RE-
SPECT TO FAILED AND FAILING INSTITU-
TIONS. 
(a) FEDERAL DEPOSIT INSURANCE CORPORATION.—