435 
(3) in section 1379A (12 U.S.C. 4638), as so re-
designated by section 356(a)(1) of this title, by insert-
ing ‘‘or against a regulated entity-affiliated party,’’ 
before ‘‘or impair’’; 
(4) by striking ‘‘An enterprise’’ each place such 
term appears in such subtitle and inserting ‘‘A regu-
lated entity’’; 
(5) by striking ‘‘an enterprise’’ each place such 
term appears in such subtitle and inserting ‘‘a regu-
lated entity’’; 
(6) by striking ‘‘the enterprise’’ each place such 
term appears in such subtitle and inserting ‘‘the regu-
lated entity’’; and 
(7) by striking ‘‘any enterprise’’ each place such 
term appears in such subtitle and inserting ‘‘any reg-
ulated entity’’. 
CHAPTER 5—GENERAL PROVISIONS 
SEC. 361. BOARDS OF ENTERPRISES. 
(a) FANNIE MAE.— 
(1) IN GENERAL.—Section 308(b) of the Federal 
National Mortgage Association Charter Act (12 
U.S.C. 1723(b)) is amended— 
(A) in the first sentence, by striking ‘‘eight-
een persons, five of whom shall be appointed an-
nually by the President of the United States, and
436 
the remainder of whom’’ and inserting ‘‘13 per-
sons, or such other number that the Director de-
termines appropriate, who’’; 
(B) in the second sentence, by striking ‘‘ap-
pointed by the President’’; 
(C) in the third sentence— 
(i) by striking ‘‘appointed or’’; and 
(ii) by striking ‘‘, except that any such 
appointed member may be removed from of-
fice by the President for good cause’’; 
(D) in the fourth sentence, by striking ‘‘elec-
tive’’; and 
(E) by striking the fifth sentence. 
(2) TRANSITIONAL PROVISION.—The amendments 
made by paragraph (1) shall not apply to any ap-
pointed position of the board of directors of the Fed-
eral National Mortgage Association until the expira-
tion of the annual term for such position during 
which the effective date under section 365 occurs. 
(b) FREDDIE MAC.— 
(1) IN GENERAL.—Section 303(a)(2) of the Fed-
eral Home Loan Mortgage Corporation Act (12 
U.S.C. 1452(a)(2)) is amended— 
(A) in subparagraph (A)—
437 
(i) in the first sentence, by striking 
‘‘18 persons, 5 of whom shall be appointed 
annually by the President of the United 
States and the remainder of whom’’ and in-
serting ‘‘13 persons, or such other number 
as the Director determines appropriate, 
who’’; and 
(ii) in the second sentence, by striking 
‘‘appointed by the President of the United 
States’’; 
(B) in subparagraph (B)— 
(i) by striking ‘‘such or’’; and 
(ii) by striking ‘‘, except that any ap-
pointed member may be removed from office 
by the President for good cause’’; and 
(C) in subparagraph (C)— 
(i) by striking the first sentence; and 
(ii) by striking ‘‘elective’’. 
(2) TRANSITIONAL PROVISION.—The amendments 
made by paragraph (1) shall not apply to any ap-
pointed position of the board of directors of the Fed-
eral Home Loan Mortgage Corporation until the expi-
ration of the annual term for such position during 
which the effective date under section 365 occurs.
438 
SEC. 362. REPORT ON PORTFOLIO OPERATIONS, SAFETY 
AND SOUNDNESS, AND MISSION OF ENTER-
PRISES. 
Not later than the expiration of the 12-month period 
beginning on the effective date under section 365, the Direc-
tor of the Federal Housing Finance Agency shall submit 
a report to the Congress which shall include— 
(1) a description of the portfolio holdings of the 
enterprises (as such term is defined in section 1303 
of the Housing and Community Development Act of 
1992 (12 U.S.C. 4502) in mortgages (including whole 
loans and mortgage-backed securities), non-mortgages, 
and other assets; 
(2) a description of the risk implications for the 
enterprises of such holdings and the consequent risk 
management undertaken by the enterprises (including 
the use of derivatives for hedging purposes), compared 
with off-balance sheet liabilities of the enterprises (in-
cluding mortgage-backed securities guaranteed by the 
enterprises); 
(3) an analysis of portfolio holdings for safety 
and soundness purposes; 
(4) an assessment of whether portfolio holdings 
fulfill the mission purposes of the enterprises under 
the Federal National Mortgage Association Charter
439 
Act and the Federal Home Loan Mortgage Corpora-
tion Act; and 
(5) an analysis of the potential systemic risk im-
plications for the enterprises, the housing and capital 
markets, and the financial system of portfolio hold-
ings, and whether such holdings should be limited or 
reduced over time. 
SEC. 363. CONFORMING AND TECHNICAL AMENDMENTS. 
(a) 1992 ACT.—Title XIII of the Housing and Com-
munity Development Act of 1992 is amended by striking 
section 1383 (12 U.S.C. 1451 note). 
(b) TITLE 18, UNITED STATES CODE.—Section 1905 
of title 18, United States Code, is amended by striking ‘‘Of-
fice of Federal Housing Enterprise Oversight’’ and insert-
ing ‘‘Federal Housing Finance Agency’’. 
(c) FLOOD DISASTER PROTECTION ACT OF 1973.— 
Section 102(f)(3)(A) of the Flood Disaster Protection Act 
of 1973 (42 U.S.C. 4012a(f)(3)(A)) is amended by striking 
‘‘Director of the Office of Federal Housing Enterprise Over-
sight of the Department of Housing and Urban Develop-
ment’’ and inserting ‘‘Director of the Federal Housing Fi-
nance Agency’’. 
(d) DEPARTMENT OF HOUSING AND URBAN DEVELOP-
MENT ACT.—Section 5 of the Department of Housing and
440 
Urban Development Act (42 U.S.C. 3534) is amended by 
striking subsection (d). 
(e) TITLE 5, UNITED STATES CODE.— 
(1) DIRECTOR’S
PAY
RATE.—Section 5313 of 
title 5, United States Code, is amended by striking 
the item relating to the Director of the Office of Fed-
eral Housing Enterprise Oversight, Department of 
Housing and Urban Development and inserting the 
following new item: 
‘‘Director of the Federal Housing Finance Agen-
cy.’’. 
(2) EXCLUSION FROM SENIOR EXECUTIVE SERV-
ICE.—Section 3132(a)(1)(D) of title 5, United States 
Code, is amended— 
(A) by striking ‘‘the Federal Housing Fi-
nance Board,’’; and 
(B) by striking ‘‘the Office of Federal Hous-
ing Enterprise Oversight of the Department of 
Housing and Urban Development’’ and inserting 
‘‘the Federal Housing Finance Agency’’. 
(f) INSPECTOR GENERAL ACT
OF 1978.—Section 
8G(a)(2) of the Inspector General Act of 1978 (5 U.S.C. 
App.) is amended by striking ‘‘Federal Housing Finance 
Board’’ and inserting ‘‘Federal Housing Finance Agency’’.
441 
(g) FEDERAL DEPOSIT INSURANCE ACT.—Section 
11(t)(2)(A) of the Federal Deposit Insurance Act (12 
U.S.C.1821(t)(2)(A)) is amended by adding at the end the 
following new clause: 
‘‘(vii) The Federal Housing Finance 
Agency.’’. 
(h) 1997 EMERGENCY SUPPLEMENTAL APPROPRIA-
TIONS ACT.—Section 10001 of the 1997 Emergency Supple-
mental Appropriations Act for Recovery From Natural Dis-
asters, and for Overseas Peacekeeping Efforts, Including 
Those In Bosnia (42 U.S.C. 3548) is amended— 
(1) by striking ‘‘the Government National Mort-
gage Association, and the Office of Federal Housing 
Enterprise Oversight’’ and inserting ‘‘and the Govern-
ment National Mortgage Association’’; and 
(2) by striking ‘‘, the Government National 
Mortgage Association, or the Office of Federal Hous-
ing Enterprise Oversight’’ and inserting ‘‘or the Gov-
ernment National Mortgage Association’’. 
(i) NATIONAL HOMEOWNERSHIP TRUST ACT.—Section 
302(b)(4) of the Cranston-Gonzalez National Affordable 
Housing Act (42 U.S.C. 12851(b)(4)) is amended by strik-
ing ‘‘the chairperson of the Federal Housing Finance 
Board’’ and inserting ‘‘the Director of the Federal Housing 
Finance Agency’’.
442 
SEC. 364. STUDY OF ALTERNATIVE SECONDARY MARKET 
SYSTEMS. 
(a) IN GENERAL.—The Director of the Federal Hous-
ing Finance Agency, in consultation with the Board of Gov-
ernors of the Federal Reserve System, the Secretary of the 
Treasury, and the Secretary of Housing and Urban Devel-
opment, shall conduct a comprehensive study of the effects 
on financial and housing finance markets of alternatives 
to the current secondary market system for housing finance, 
taking into consideration changes in the structure of finan-
cial and housing finance markets and institutions since the 
creation of the Federal National Mortgage Association and 
the Federal Home Loan Mortgage Corporation. 
(b) CONTENTS.—The study under this section shall— 
(1) include, among the alternatives to the current 
secondary market system analyzed— 
(A) repeal of the chartering Acts for the 
Federal National Mortgage Association and the 
Federal Home Loan Mortgage Corporation; 
(B) establishing bank-like mechanisms for 
granting new charters for limited purposed 
mortgage securitization entities; 
(C) permitting the Director of the Federal 
Housing Finance Agency to grant new charters 
for limited purpose mortgage securitization enti-
ties, which shall include analyzing the terms on
443 
which such charters should be granted, including 
whether such charters should be sold, or whether 
such charters and the charters for the Federal 
National Mortgage Association and the Federal 
Home Loan Mortgage Corporation should be 
taxed or otherwise assessed a monetary price; 
and 
(D) such other alternatives as the Director 
considers appropriate; 
(2) examine all of the issues involved in making 
the transition to a completely private secondary mort-
gage market system; 
(3) examine the technological advancements the 
private sector has made in providing liquidity in the 
secondary mortgage market and how such advance-
ments have affected liquidity in the secondary mort-
gage market; and 
(4) examine how taxpayers would be impacted 
by each alternative system, including the complete 
privatization of the Federal National Mortgage Asso-
ciation and the Federal Home Loan Mortgage Cor-
poration. 
(c) REPORT.—The Director of the Federal Housing Fi-
nance Agency shall submit a report to the Congress on the
444 
study not later than the expiration of the 24-month period 
beginning on the effective date under section 365. 
SEC. 365. EFFECTIVE DATE. 
Except as specifically provided otherwise in this sub-
title, this subtitle shall take effect on and the amendments 
made by this subtitle shall take effect on, and shall apply 
beginning on, the expiration of the 6-month period begin-
ning on the date of the enactment of this Act. 
Subtitle B—Federal Home Loan 
Banks 
SEC. 371. DEFINITIONS. 
Section 2 of the Federal Home Loan Bank Act (12 
U.S.C. 1422) is amended— 
(1) by striking paragraphs (1), (10), and (11); 
(2) by redesignating paragraphs (2) through (9) 
as paragraphs (1) through (8), respectively; 
(3) by redesignating paragraphs (12) and (13) 
as paragraphs (9) and (10), respectively; and 
(4) by adding at the end the following: 
‘‘(11) DIRECTOR.—The term ‘Director’ means 
the Director of the Federal Housing Finance Agency. 
‘‘(12) AGENCY.—The term ‘Agency’ means the 
Federal Housing Finance Agency.’’.
448 
Housing Program of the Bank pursuant to sec-
tion 10(j).’’; 
(2) in the first sentence of subsection (b), by 
striking ‘‘elective directorship’’ and inserting ‘‘mem-
ber directorship established pursuant to subsection 
(a)(2)’’; 
(3) in subsection (c)— 
(A) by striking ‘‘elective’’ each place such 
term appears and inserting ‘‘member’’, except— 
(i) in the second sentence, the second 
place such term appears; and 
(ii) each place such term appears in 
the fifth sentence; 
(B) in the first sentence, by inserting after 
‘‘less than one’’ the following: ‘‘or two, as deter-
mined by the board of directors of the appro-
priate Federal home loan bank,’’; and 
(C) in the second sentence— 
(i) by inserting ‘‘(A) except as pro-
vided in clause (B) of this sentence,’’ before 
‘‘if at any time’’; and 
(ii) by inserting before the period at 
the end the following: ‘‘, and (B) clause (A) 
of this sentence shall not apply to the direc-
torships of any Federal home loan bank re-
449 
sulting from the merger of any two or more 
such banks’’; and 
(4) by striking ‘‘elective’’ each place such term 
appears (except in subsections (c), (e), and (f)). 
(b) TERMS.— 
(1) IN GENERAL.—Section 7(d) of the Federal 
Home Loan Bank Act (12 U.S.C. 1427(d)) is amend-
ed— 
(A) in the first sentence, by striking ‘‘3 
years’’ and inserting ‘‘4 years’’; and 
(B) in the second sentence— 
(i) by striking ‘‘Federal Home Loan 
Bank System Modernization Act of 1999’’ 
and inserting ‘‘Federal Housing Finance 
Reform Act of 2008’’; and 
(ii) by striking ‘‘1/3’’ and inserting ‘‘1/ 
4’’. 
(2) SAVINGS PROVISION.—The amendments made 
by paragraph (1) shall not apply to the term of office 
of any director of a Federal home loan bank who is 
serving as of the effective date of this subtitle under 
section 381, including any director elected to fill a 
vacancy in any such office. 
(c) CONTINUED SERVICE OF INDEPENDENT DIREC-
TORS AFTER EXPIRATION OF TERM.—Section 7(f)(2) of the
450 
Federal Home Loan Bank Act (12 U.S.C. 1427(f)(2)) is 
amended— 
(1) in the second sentence, by striking ‘‘or the 
term of such office expires, whichever occurs first’’; 
(2) by adding at the end the following new sen-
tence: ‘‘An independent Bank director may continue 
to serve as a director after the expiration of the term 
of such director until a successor is appointed.’’; 
(3) in the paragraph heading, by striking ‘‘AP-
POINTED’’ and inserting ‘‘INDEPENDENT’’; and 
(4) by striking ‘‘appointive’’ each place such 
term appears and inserting ‘‘independent’’. 
(d) CONFORMING AMENDMENTS.—Section 7(f)(3) of 
the Federal Home Loan Bank Act (12 U.S.C. 1427(f)(3)) 
is amended— 
(1) in the paragraph heading, by striking 
‘‘ELECTED’’ and inserting ‘‘MEMBER’’; and 
(2) by striking ‘‘elective’’ each place such term 
appears in the first and third sentences and inserting 
‘‘member’’. 
(e) COMPENSATION.—Subsection (i) of section 7 of the 
Federal Home Loan Bank Act (12 U.S.C. 1427(i)) is 
amended to read as follows: 
‘‘(i) DIRECTORS’ COMPENSATION.—
451 
‘‘(1) IN
GENERAL.—Each Federal home loan 
bank may pay the directors on the board of directors 
for the bank reasonable and appropriate compensa-
tion for the time required of such directors, and rea-
sonable and appropriate expenses incurred by such 
directors, in connection with service on the board of 
directors, in accordance with resolutions adopted by 
the board of directors and subject to the approval of 
the Director. 
‘‘(2) ANNUAL REPORT BY THE BOARD.—The Di-
rector shall include, in the annual report submitted to 
the Congress pursuant to section 1319B of the Federal 
Housing Enterprises Financial Safety and Soundness 
Act of 1992, information regarding the compensation 
and expenses paid by the Federal home loan banks to 
the directors on the boards of directors of the banks.’’. 
(f) TRANSITION RULE.—Any member of the board of 
directors of a Federal Home Loan Bank serving as of the 
effective date under section 381 may continue to serve as 
a member of such board of directors for the remainder of 
the term of such office as provided in section 7 of the Fed-
eral Home Loan Bank Act, as in effect before such effective 
date.
452 
SEC. 373. FEDERAL HOUSING FINANCE AGENCY OVERSIGHT 
OF FEDERAL HOME LOAN BANKS. 
The Federal Home Loan Bank Act (12 U.S.C. 1421 
et seq.), other than in provisions of that Act added or 
amended otherwise by this title, is amended— 
(1) by striking sections 2A and 2B (12 U.S.C. 
1422a, 1422b); 
(2) in section 6 (12 U.S.C. 1426(b)(1))— 
(A) in subsection (b)(1), in the matter pre-
ceding subparagraph (A), by striking ‘‘Finance 
Board approval’’ and inserting ‘‘approval by the 
Director’’; and 
(B) in each of subsections (c)(4)(B) and 
(d)(2), by striking ‘‘Finance Board regulations’’ 
each place that term appears and inserting ‘‘reg-
ulations of the Director’’; 
(3) in section 8 (12 U.S.C. 1428), in the section 
heading, by striking ‘‘BY THE BOARD’’; 
(4) in section 10(b) (12 U.S.C. 1430(b)), by 
striking ‘‘by formal resolution’’; 
(5) in section 10 (12 U.S.C. 1430), by adding at 
the end the following new subsection: 
‘‘(k) MONITORING AND ENFORCING COMPLIANCE WITH 
AFFORDABLE
HOUSING
AND
COMMUNITY
INVESTMENT 
PROGRAM REQUIREMENTS.—The requirements under sub-
section (i) and (j) that the Banks establish Community In-