-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CHUEtlnG8ssYJ5bPWZxbY0MpfW425LTKcgahoDl2PWpoIASEE7+8tZ6m1OO4DVgz ZekTvyzfUBZcNMKCAERGAQ== 0000950144-07-003924.txt : 20070430 0000950144-07-003924.hdr.sgml : 20070430 20070430071747 ACCESSION NUMBER: 0000950144-07-003924 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 11 CONFORMED PERIOD OF REPORT: 20061231 FILED AS OF DATE: 20070430 DATE AS OF CHANGE: 20070430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DORAL FINANCIAL CORP CENTRAL INDEX KEY: 0000840889 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL BANKS, NEC [6029] IRS NUMBER: 660312162 STATE OF INCORPORATION: PR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31579 FILM NUMBER: 07797819 BUSINESS ADDRESS: STREET 1: 1451 FRANKLIN D ROOSEVELT AVENUE CITY: SAN JUAN STATE: PR ZIP: 00920-2717 BUSINESS PHONE: 787-474-6700 MAIL ADDRESS: STREET 1: 1451 FRANKLIN D ROOSEVELT AVE STREET 2: AVENUE F D ROOSEVELT 1159 CITY: SAN JUAN STATE: PR ZIP: 00920-2717 FORMER COMPANY: FORMER CONFORMED NAME: FIRST FINANCIAL CARIBBEAN CORP DATE OF NAME CHANGE: 19920703 10-K 1 g06933e10vk.htm DORAL FINANCIAL CORPORATION DORAL FINANCIAL CORPORATION
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-K
ANNUAL REPORT
PURSUANT TO SECTIONS 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
(Mark One)
     
þ   ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 2006
OR
     
o   TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File No. 0-17224
Doral Financial Corporation
(Exact name of registrant as specified in its charter)
 
     
Puerto Rico   66-0312162
(State or other jurisdiction of   (I.R.S. employer identification no.)
incorporation or organization)    
     
1451 Franklin D. Roosevelt Avenue   00920-2717
San Juan, Puerto Rico   (Zip Code)
(Address of principal executive offices)    
Registrant’s telephone number, including area code: (787) 474-6700
 
Securities registered pursuant to Section 12(b) of the Act:
     
Title of Each Class   Name of Each Exchange on Which Registered
     
     
Common Stock, $1 par value.   New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
Title of Each Class
7.00% Noncumulative Monthly Income Preferred Stock, Series A
8.35% Noncumulative Monthly Income Preferred Stock, Series B
7.25% Noncumulative Monthly Income Preferred Stock, Series C
     Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No þ
     Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes o No þ
     Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes o No þ
     Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o
     Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer þ      Accelerated filer o      Non-accelerated filer o
     Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ
     State the aggregate market value of the voting and non-voting common equity held by nonaffiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.
     $617,140,903, approximately, based on the last sale price of $6.41 per share on the New York Stock Exchange on June 30, 2006 (the last business day of the registrant’s most recently completed second fiscal quarter). For the purposes of the foregoing calculation only, all directors and executive officers of the registrant and certain related parties of such persons have been deemed affiliates.
     Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date: 107,948,236 shares as of April 16, 2007.
 
 

 


 

DORAL FINANCIAL CORPORATION
2006 ANNUAL REPORT ON FORM 10-K
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 EX-10.1 STIPULATION AND AGREEMENT OF PARTIAL SETTLEMENT
 EX-12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
 EX-12.2 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND PREFERRED STOCK DIVIDENDSS
 EX-21 LIST OF DORAL FINANCIAL'S SUBSIDIARIES
 EX-31.1 SECTION 302, CERTIFICATION OF THE CEO
 EX-31.2 SECTION 302, CERTIFICATION OF THE CFO
 EX-32.1 SECTION 906, CERTIFICATION OF THE CEO
 EX-32.2 SECTION 906, CERTIFICATION OF THE CFO

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EXPLANATORY NOTE
     Doral Financial Corporation (“Doral Financial” or the “Company”) was unable to timely file with the Securities and Exchange Commission (“SEC”) this Annual Report on Form 10-K for the year ended December 31, 2006 as a result of delays in the preparation of its consolidated financial statements for the year ended December 31, 2006 and in management’s evaluation of the Company’s internal control over financial reporting as of December 31, 2006.
FORWARD-LOOKING STATEMENTS
     This Annual Report on Form 10-K contains forward-looking statements. In addition, Doral Financial may make forward-looking statements in its press releases or in other public or shareholder communications and its senior management may make forward-looking statements orally to analysts, investors, the media and others. These “forward-looking statements” are identified by the use of words or phrases such as “would be,” “will allow,” “intends to,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project” or similar expressions.
     Doral Financial cautions readers not to place undue reliance on any of these forward-looking statements since they speak only as of the date made and represent Doral Financial’s expectations of future conditions or results and are not guarantees of future performance. Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Such factors include, but are not limited to, the following:
    risks and uncertainties associated with Doral Financial’s need for significant outside financing during 2007 to meet its liquidity and capital needs, including the repayment of its $625 million floating rate notes due on July 20, 2007;
 
    the impact of Doral Financial’s failure to consummate a recapitalization transaction or the settlement of the ongoing shareholder litigation against Doral Financial;
 
    potential adverse developments from ongoing enforcement actions by bank regulatory agencies;
 
    risks associated with recent losses and their adverse impact on Doral Financial’s capital position;
 
    risks associated with the Company’s contingent obligations regarding recourse arrangements and representations and warranties in connection with its loan sales;
 
    risks arising from the downgrades and potential further downgrades in the credit ratings of Doral Financial’s securities;
 
    risks associated with the potential impact of fluctuating interest rates on Doral Financial’s net interest margin resulting from the current mismatch in its assets and liabilities;
 
    Doral Financial’s ability to attract new clients and retain existing clients;
 
    Doral Financial’s ability to retain and attract key employees;
 
    Doral Financial’s ability to successfully implement new business strategies;
 
    Doral Financial’s ability to derive sufficient income to realize the benefits of its deferred tax asset;
 
    potential adverse developments in the credit quality of Doral Financial’s loan portfolio;
 
    risks associated with the effects of global, national and regional economic and political conditions, including with respect to fluctuations in interest rates;
 
    risks arising from worsening economic conditions in Puerto Rico;

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    potential adverse developments in connection with the ongoing grand jury investigation by the U.S. Attorney’s Office for the Southern District of New York;
 
    risks associated with Doral Financial’s inability to prepare and timely file financial statements;
 
    risks arising from material weaknesses in Doral Financial’s internal control over financial reporting; and
 
    developments in the regulatory and legal environment for financial services companies in Puerto Rico and the United States.
     Doral Financial does not undertake and specifically disclaims any obligation to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of those statements.
     Investors should carefully consider these factors and the risk factors outlined under Item 1A. Risk Factors, in this Annual Report on Form 10-K.

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PART I
Item 1. Business.
GENERAL
Overview
     Doral Financial was organized in 1972 under the laws of the Commonwealth of Puerto Rico. Doral Financial’s principal executive offices are located at 1451 F.D. Roosevelt Avenue, San Juan, Puerto Rico 00920-2717, and its telephone number is (787) 474-6700.
     Doral Financial manages its business through four operating segments – mortgage banking, banking (including thrift operations), insurance agency and institutional securities. Doral Financial primarily conducts the following operations in these segments:
     Mortgage Banking. Doral Financial originates, purchases, sells, securitizes and services residential mortgage loans primarily in the Commonwealth of Puerto Rico. Historically, this segment also conducted most of the Company’s risk management activities, including derivative instruments. During 2005 and 2006, the amount of interest-only strips (“IOs”) and investment securities held at the holding company and non-bank subsidiaries was substantially reduced. Accordingly, risk management activities are now being principally conducted within the Company’s banking segment.
     Banking. Through Doral Bank Puerto Rico (“Doral Bank PR”), Doral Financial accepts deposits and invests in mortgage loans, sourced primarily through the Company’s mortgage banking operations in Puerto Rico, as well as through purchases from non-affiliates. Doral Bank PR has 44 retail bank branches throughout Puerto Rico. Doral’s banking subsidiary also provides construction and commercial loan financing primarily secured by real estate as well as consumer loans. The banking operation also invests in and holds a significant amount of investment securities. Doral Financial also operates a thrift institution in the New York City metropolitan area through Doral Bank, FSB (“Doral Bank NY”). On March 15, 2007, Doral Financial announced that it had agreed to sell its 11 existing New York City branches to New York Commercial Bank, the commercial bank subsidiary of New York Community Bancorp, pursuant to a definitive purchase and assumption agreement. The transaction, which is subject to regulatory approval and other customary conditions, is expected to be completed in the third quarter of 2007. Doral Financial will retain Doral Bank NY’s federal thrift charter. See “Recent Significant Events — Sale of NY Branches” below.
     Insurance Agency. Doral Financial offers property, casualty, life and title insurance as an insurance agency, primarily to its mortgage loan customers.
     Institutional Securities. Doral Financial operates an institutional broker-dealer. The operations of this broker-dealer have been greatly reduced and currently its operations are limited to providing investment management services to a local investment company.
     Mortgage banking and investing in mortgage loans have traditionally been Doral Financial’s core business. New management, however, has made an evaluation of the Company’s business strategy and has made the decision to transform the Company into a more traditional community banking institution with a broader range of loan products and banking services and place less emphasis on trading and investment activities, with the intent of reducing the volatility of Doral Financial’s earnings and improving its interest rate risk-profit profile. See “—Business Transformation Strategy” below for additional information as to recent changes in the Company’s business strategy.
Availability of Information on Website
     Doral Financial’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and all amendments to those reports filed or furnished pursuant to Sections 13(a) or 15(d) of the Securities

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Exchange Act of 1934, as amended (the “Exchange Act”) are available free of charge, through its website, http://www.doralfinancial.com, as soon as reasonably practicable after such material is electronically filed with or furnished to the SEC. In addition, Doral Financial makes available on its website under the heading “Corporate Governance” its: (i) Code of Business Conduct and Ethics; (ii) Corporate Governance Guidelines; (iii) Information Disclosure Policy; and (iv) the charters of the Audit, Compensation, Corporate Governance and Nominating, and Risk Policy committees, and also intends to disclose any amendments to its Code of Business Conduct and Ethics, or waivers of the Code of Business Conduct and Ethics on behalf of its Chief Executive Officer, Chief Financial Officer, and Controller, on its website or upon written request to the Secretary of the Company at 1451 F.D. Roosevelt Avenue, San Juan, Puerto Rico 00920-2717.
     The public may read and copy any materials Doral Financial files with the SEC at the SEC’s Public Reference Room at 100 F Street, NE, Washington, D.C. 20549. In addition, the public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including Doral Financial, at its website (http://www.sec.gov).
Holding Company Structure
     Doral Financial is a corporation organized under the laws of the Commonwealth of Puerto Rico. Doral Financial conducts its activities primarily through its wholly-owned subsidiaries, Doral Bank (“Doral Bank PR”), Doral Mortgage Corporation (“Doral Mortgage”), Doral Bank, FSB (“Doral Bank NY”), Doral Insurance Agency, Inc. (“Doral Insurance Agency”), Doral Securities, Inc. (“Doral Securities”) and Doral Properties, Inc. (“Doral Properties”). Doral Bank PR in turn has three wholly-owned subsidiaries: Doral Money, Inc. (“Doral Money”), which is engaged in commercial lending in the New York City metropolitan area, Doral International, Inc., a Puerto Rico-based international banking entity, and CB, LLC, an entity formed to dispose of a real estate project that Doral Bank PR received in lieu of foreclosure.
(ORGANIZATION STRUCTURE)
Recent Significant Events
     Recapitalization Process
     Doral Financial will need significant outside financing during 2007, principally for the payment of its $625 million floating rate senior notes that mature on July 20, 2007 and of amounts required under the settlement agreement dated April 27, 2007 in respect of the consolidated securities class action and shareholder derivative litigation brought against the Company following the announcement of the restatement of its financial statements in 2005. The Company currently estimates that these external funding needs for 2007 will range between approximately $700 million and $800 million (without considering the distribution of any proceeds from the sale of Doral Bank NY’s branches). The Company’s consolidated financial statements included in this annual report have been prepared assuming Doral Financial will continue as a going concern. In light of the holding company’s liquidity needs and the risks and uncertainties surrounding its recapitalization process, the holding company’s liquidity position raises substantial doubts about the holding company’s ability to continue operating as a going concern without such recapitalization.

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     Doral Financial is in active negotiations with a private equity firm (the “lead sponsor”) regarding a substantial investment in the Company by a new bank holding company. The new holding company would be capitalized by a number of private equity and other sophisticated financial investors, and their investment would take into account the various ownership restrictions imposed by banking regulations. The lead sponsor is actively engaged in discussions with a number of potential investors to raise the contemplated capital for the new holding company to invest in Doral.
     Based on its discussions to date, the Company believes that the proposed transaction, if executed, would be accomplished predominantly through the issuance of new equity securities at a discount to market price and would result in very significant dilution to the Company’s existing shareholders. If the Company is successful in entering into the proposed transaction and it is consummated on a timely basis, the Company believes that the proposed transaction would adequately satisfy its capital and liquidity needs. However, the Company cannot provide assurances that it will ultimately be able to enter into an agreement with respect to the proposed transaction.
     The proposed transaction would be subject to various conditions precedent, including but not limited to the receipt of regulatory and shareholder approvals, the receipt of sufficient equity commitments from other investors, final district court approval of the settlement agreement in respect of the consolidated securities class action and shareholder derivative claims brought against the Company, the absence of certain adverse developments and other customary closing conditions.
     Although the Company would attempt to enter into an alternative transaction that would provide it with the liquidity and capital needed to continue its business in the event that it is unable to enter into the proposed transaction, the Company cannot provide assurance that it would succeed in entering into such a transaction, especially in the limited time available prior to the July 20, 2007 maturity of the senior notes. The failure to refinance the senior notes and recapitalize the holding company would have a material adverse effect on, and impair, the holding company’s financial condition and ability to operate as going concern. See Item 1A. Risk Factors, “— Risks Relating to the Recapitalization Process”, of this Annual Report on Form 10-K.
     Sale of New York Branches
     On March 15, 2007, Doral Bank NY, Doral Financial’s wholly owned New York City-based thrift subsidiary, entered into a definitive purchase and assumption agreement with New York Commercial Bank, the commercial bank subsidiary of New York Community Bancorp, pursuant to which New York Commercial Bank agreed to acquire Doral Bank NY’s 11 existing branches in the New York City metropolitan area. The sale of the New York branches will allow Doral Financial to focus its efforts on its well-capitalized, core Puerto Rico banking operations and is expected to improve the holding company’s liquidity. Doral Financial will retain Doral Bank NY’s federal thrift charter and initially intends to maintain an internet-based deposit gathering operation as it evaluates other possible strategic business opportunities on the U.S. mainland.
     Pursuant to the terms of the agreement, New York Commercial Bank will assume certain of Doral Bank NY’s assets and liabilities, including deposits of approximately $370 million. The purchase price for the transaction will be equal to the difference between the value of the assets sold and the value of the liabilities assumed as of the closing date, plus a deposit premium of approximately 4% of the deposits assumed as of the closing date. The transaction is expected to result in a pre-tax profit to Doral Bank NY of approximately $10 million. Following the consummation of the transaction, Doral Financial intends to request the authorization of the Office of Thrift Supervision to distribute a substantial portion of Doral Bank NY’s capital to Doral Financial. Doral Bank NY is organized under a federal thrift charter and operates independently of Doral Bank PR, Doral Financial’s principal banking subsidiary.
     The transaction, which is subject to regulatory approval and other customary conditions, is expected to be completed in the third quarter of 2007.

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     Settlement of Class Action and Shareholder Derivative Lawsuits
     On April 27, 2007, Doral Financial entered into an agreement to settle all claims in the consolidated securities class action and shareholder derivative litigation filed against the Company following the announcement in April 2005 of the need to restate its financial statements for the period of 2000 to 2004. The settlement is subject to notice and approval from the U.S. District Court for the Southern District of New York.
     Under the terms of the settlement agreement and a concurrent agreement entered into by insurers to the Company and its current and former directors and officers, the Company and insurers will pay an aggregate of $129 million, of which insurers will pay approximately $34 million. In addition, one or more individual defendants will pay an aggregate of $1 million (in cash or Doral Financial stock). As part of the settlement, the Company also agreed to certain corporate governance enhancements.
     The Company’s payment obligations under the settlement agreement are subject to the closing and funding of one or more transactions through which the Company obtains outside financing during 2007 to meet its liquidity and capital needs, including the repayment of the Company’s $625 million senior notes due on July 20, 2007, payment of the amounts due under the settlement agreement and certain other working capital and contractual needs. Either side may terminate the settlement agreement if the Company has not raised the necessary funding by September 30, 2007 or if the settlement has not been fully funded within 30 days from the receipt of such funding.
     As a result of this settlement agreement, Doral Financial established a litigation reserve and recorded a charge to the Company’s full-year financial results for 2006 of $95.0 million.
     The parties to the settlement agreement will seek final court approval of the settlement before the maturity of the senior notes due July 20, 2007, but no assurance can be given that it will receive final court approval by this date. See “Risk Factors — Risks Relating to the Recapitalization Process” under Item 1A of this Annual Report on Form 10-K.
Business Transformation Strategy
     The Company is implementing changes to its business strategies that are aimed at transforming the Company into a more traditional community banking institution offering a broader range of products and services, combined with the efficiency, automation and sophistication of leading financial institutions. Doral Financial is currently building a center of excellence based on Six Sigma process improvement techniques, credit, customer care, production and collection fulfillment, and information technology. The center of excellence will combine process, technology and people to enhance returns through better efficiency and competitiveness.
     The key components of Doral Financial’s new business strategy are:
     Retail Banking. The principal objective of Doral Financial’s retail banking segment will be to become its customer’s main banking relationship. Doral Financial has already invested in many of the systems it needs to implement this strategy. Doral Financial plans to leverage its best-in-class service model combined with a well-executed sales process to capture new relationships and cross-sell additional products to its existing customers. The development of new products and services is an integral part of Doral Financial’s growth strategy.
     Mortgage Business. Doral Financial intends to maintain an important position in the retail mortgage segment with an emphasis on quality, profitability, risk management, and compliance. The Company intends to use focused marketing initiatives, a best-in-class sales process and innovative and competitive product offerings to regain its strength in this segment.
     Commercial and Small Business Banking. Doral Financial intends to grow its market share in the commercial and small business segments. The strategy focuses on becoming the main bank of choice for commercial and small business clients that demand competitive products delivered through a relationship-driven model of superior customer service. Doral Financial will develop product offerings designed to meet the needs of commercial and small business clients, including deposit, credit, and cash management needs. Doral Financial’s ability to cross-sell these products to its retail and mortgage customers is a key component of the strategy.

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     Residential Construction. Doral Financial has refocused this business with the aim of becoming the lender of choice for established, reputable developers in the affordable and mid-range housing sectors. Doral Financial expects that its expertise in these sectors positions it to be the best-in-class lender in the market.
     Banking Activities
     Doral Financial is engaged in retail banking activities in Puerto Rico through its subsidiary, Doral Bank PR. Doral Bank PR operates through 44 branches in Puerto Rico. Doral Bank PR offers a variety of consumer loan products and banking services. Doral Bank PR also originates construction loans to finance the construction of residential home developments and commercial real estate projects, and commercial loans secured by real estate collateral. Doral Bank PR’s lending activities have traditionally been concentrated primarily on the origination of residential mortgage loans and are closely integrated with Doral Financial’s mortgage banking units as described below. As of December 31, 2006, Doral Bank PR had a portfolio of mortgage loans held-for-sale of approximately $1.1 billion, which includes mortgage loans held-for-sale by Doral Bank PR’s wholly-owned subsidiaries, Doral Money and Doral International. As of December 31, 2006, Doral Bank PR had loans classified as loans receivable of approximately $2.8 billion, of which approximately $2.0 billion consisted of loans secured by residential mortgages.
     Doral Bank PR’s mortgage origination activities are closely integrated with Doral Financial’s mortgage banking business through a Master Loan Production Agreement. Under this agreement, Doral Mortgage has agreed to assist Doral Bank PR meet its stated mortgage loan production goals by, among other things, (i) advertising, promoting and marketing to the general public; (ii) interviewing prospective borrowers and conducting the initial processing of loan applications, consistent with Doral Bank PR’s underwriting guidelines; and (iii) providing personnel and facilities with respect to the execution of loan agreements. Doral Bank PR independently underwrites all loans closed through the Master Loan Production Agreement. In the future, Doral Bank PR may determine to engage in direct mortgage loan originations through its branch network.
     Doral Bank PR is also a party to a Master Servicing and Collection Agreement (the “Master Servicing Agreement”) with Doral Financial, whereby Doral Financial has agreed to service all mortgage loans originated by Doral Bank PR. Under the terms of the Master Servicing Agreement, Doral Financial is entitled to receive a servicing fee, ranging from 25 to 44 basis points of the outstanding principal amount of the loans being serviced. Doral Bank PR, however, retains the right to terminate Doral Financial’s servicing rights, without cause, upon notice to Doral Financial.
     Doral Financial is also engaged in the banking business in the New York City metropolitan area through its federal savings bank subsidiary, Doral Bank NY. Doral Bank NY offers retail banking services and products and currently operates 11 branch locations in the New York City metropolitan area. To date, Doral Bank NY has focused its lending activities on loans secured by multi-family apartment buildings and commercial properties located in the New York City metropolitan area, as well as on taxi medallion loans. Doral Bank NY also purchases conforming residential loans without the related servicing rights from financial institutions. On March 15, 2007, Doral Financial announced that it had agreed to sell its 11 existing branches in the New York City metropolitan area pursuant to a definitive purchase and assumption agreement. The transaction, which is subject to regulatory approval and other customary conditions, is expected to be completed in the third quarter of 2007. Doral Financial will retain Doral Bank NY’s federal thrift charter and initially intends to maintain an internet-based deposit gathering operation as it evaluates other possible strategic business opportunities on the U.S. mainland. See “Recent Significant Events — Sale of New York Branches” above.
     Doral Bank NY is a party to a Master Loan Production Agreement, and a Master Servicing and Collection Agreement with Doral Financial’s mortgage banking units similar to those in effect for Doral Bank PR.
     In addition to originating residential mortgage loans, construction loans and commercial loans secured by multi-family buildings, Doral Bank PR and Doral Bank NY also originate consumer loans, unsecured commercial loans and loans secured by undeveloped real property. See Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, “— Loans Receivable,” for detailed information regarding Doral Financial’s loans receivable portfolio.

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     Doral Bank PR and Doral Bank NY complement their lending activities by earning fee income, collecting service charges for deposit accounts and other traditional banking services and, in the case of Doral Bank PR, with income from trading activities conducted through its international banking entity subsidiary. See “Other Investment Activities” below.
     For detailed information regarding the deposit accounts of Doral Financial’s banking subsidiaries please refer to Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, “— Liquidity and Capital Resources” in this report.
Mortgage Banking Business
     Doral Financial historically conducted its mortgage banking activities in Puerto Rico through its four mortgage banking units – HF Mortgage Bankers, an operating division of the Company, and three wholly owned subsidiaries, Doral Mortgage, Centro Hipotecario de Puerto Rico, Inc. (“Centro Hipotecario”) and Sana Mortgage Corporation (“Sana Mortgage”). In the mainland United States, Doral Financial conducts limited mortgage banking activities through its subsidiary, Doral Money, Inc. During 2006, in order to achieve operational efficiency and strengthen its principal brand, the Company decided to consolidate all of its mortgage origination under a single Doral Mortgage brand, thus eliminating the mortgage banking operations of Sana Mortgage, Centro Hipotecario and HF Mortgage Bankers. During 2006, the Company also decided to eliminate its stand-alone mortgage banking branches and concentrate on branches co-located within Doral Bank branches, which combine banking and mortgage banking operations.
     Mortgage Loan Origination
     Mortgage Loan Products. Doral Financial is an approved seller/servicer for the Federal Home Loan Mortgage Corporation (“FHLMC”) and the Federal National Mortgage Association (“FNMA”), an approved issuer for the Government National Mortgage Association (“GNMA”) and an approved servicer under the GNMA, FNMA and FHLMC mortgage-backed securities programs. Doral Financial is also qualified to originate mortgage loans insured by the Federal Housing Administration (“FHA”) or guaranteed by the Veterans Administration (“VA”) or by the Rural Housing Service (“RHS”).
     Doral Financial offers a variety of mortgage loan products that are designed to meet consumer needs and competitive conditions. Doral Financial has traditionally emphasized 15- to 30-year fixed rate first mortgage loans secured by single-family residences. Doral Financial generally classifies mortgage loans between those that are guaranteed or insured by FHA, VA or RHS and those that are not. The latter type of loans is referred to as conventional loans. Conventional loans that meet the underwriting requirements for sale or exchange under standard FNMA or FHLMC programs are referred to as conforming loans, while those that do not are referred to as non-conforming loans.
     Doral Financial’s current principal mortgage loan products are summarized below:
     FHA and VA Loans. These are 15- to 30-year first mortgage loans that qualify for the insurance program of FHA or the guarantee programs of VA. As of December 31, 2006, the maximum loan amount for a VA loan was $417,000 and for FHA loans the maximum loan amount ranged from $200,160 to $247,000, for a one-family dwelling and, depending on the location of the mortgaged property, could go as high as $390,000, for a four-family dwelling.
     RHS Loans. These are 30-year first mortgage loans made to low-income individuals that qualify for the guarantee program of RHS. As of December 31, 2006, the maximum loan amount for an RHS loan was based on an income table, which is revised periodically.
     Conforming Conventional Loans. These are predominantly fixed rate loans that satisfy the underwriting criteria for standard sale or exchange programs of FNMA or FHLMC. As of December 31, 2006, the maximum loan amount for conforming conventional loans was $417,000, for a one-family dwelling.

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     Non-conforming Loans. These are predominantly fixed rate conventional mortgage loans that do not qualify for sale or exchange under the standard programs of FNMA or FHLMC. These loans do not qualify for such programs primarily because of more flexible requirements for income verification or credit history, or loan amounts that exceed those permitted by FNMA or FHLMC. Doral Financial uses its own credit system to evaluate these loans and generally requires lower loan-to-value ratios and higher borrower equity.
     Second Mortgage Loans. Doral Financial has traditionally offered loans secured by second mortgage liens on single family residences as part of its non-conforming loan products.
     Other Mortgage Loans. Doral Financial’s mortgage banking units also originate construction loans for owner occupied single-family residences and real estate development projects, as well as land loans and loans secured by income-producing residential, multi-family and commercial properties. However, most construction loans for real estate development projects are originated by Doral Bank PR. See “—Banking Activities” below for more information.
     For additional information on Doral Financial’s mortgage loan originations, refer to Table H — Loan Production included in Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report.
     Mortgage Origination Channels
     Doral Financial’s strategy is to increase the size of its mortgage servicing portfolio primarily by internal originations through its retail branch network. Doral Financial supplements retail originations with wholesale originations that include purchases of loans with the related servicing rights from third parties and referrals from mortgage brokers. Doral Financial maintains specialized units for the origination of construction loans and loans to finance purchases of residences in new housing developments. The principal origination channels of Doral Financial’s mortgage banking units are summarized below.
     Retail Branch Network. Doral Financial’s mortgage banking offices are co-located within Doral Bank PR’s 44 retail bank branches throughout Puerto Rico. Customers are sought through aggressive advertising campaigns in local newspapers, as well as television, direct mail and telemarketing campaigns. Doral Financial emphasizes quality customer service and offers extended operating hours to accommodate the needs of customers. Doral Financial’s mortgage banking units also target the realtor community by emphasizing the same quality of service provided to customers.
     New Housing Unit. In Puerto Rico, Doral Financial maintains a separate unit that works closely with residential housing developers and specializes in originating mortgage loans to finance the purchase of homes in newly developed housing projects. During the year ended December 31, 2006, Doral Financial originated approximately $417 million of mortgage loans to finance the purchase of homes within new housing projects, compared to $563 million for the year ended December 31, 2005.
     Wholesale Activities. Doral Financial purchases mortgage loans from other mortgage bankers in Puerto Rico consisting primarily of conventional mortgage loans. For the years ended December 31, 2006 and 2005, total loan purchases amounted to approximately $88.7 million and $483.1 million, respectively. In the past, Doral Financial has also purchased conforming mortgage loans on a wholesale basis from U.S. mainland financial institutions without the related servicing rights. These loans were generally securitized into FNMA or FHLMC securities and sold into the market. During the third quarter of 2005, Doral Financial terminated its purchases of whole loans in bulk without the associated servicing rights. Such wholesale purchases of loans from U.S. mainland institutions amounted to $2.0 billion for 2005.
     New York Multi-Family and Commercial Real Estate Lending Subsidiary. During 1998, Doral Financial established Doral Money, Inc., a lending subsidiary in the New York City metropolitan area that specializes in originating mortgage loans secured by income producing multi-family residential and commercial properties, including bridge loans and loans to finance the rehabilitation of multi-family residential buildings. Most of these loans involve loan participations with Doral Bank NY. During the years ended December 31, 2006 and 2005, this

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subsidiary originated approximately $40 million and $60 million, respectively, of mortgage loans, consisting principally of this type of mortgage product.
     Construction Loans. Construction loans on residential housing developments are primarily originated by Doral Bank PR. See “Banking Activities” below.
     For more information on Doral Financial’s loan origination channels, refer to Table I — Loan Origination Sources in Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report.
     Loan Underwriting
     Doral Financial’s underwriting standards are designed to comply with the relevant guidelines set forth by the Department of Housing and Urban Development (“HUD”), VA, FNMA, FHLMC, federal and Puerto Rico banking regulatory authorities, private mortgage investment conduits and private mortgage insurers, as applicable.
     In connection with the changes to Doral Financial’s business strategies, the Company’s current management determined that Doral Financial’s underwriting procedures and controls were not sufficiently robust or effective to enable the Company to fully benefit from the U.S. institutional secondary market for non-conforming loans and were not consistent with the Company’s goals of retaining a greater portion of loan production and improving the quality of its loan portfolio. Accordingly, during 2006, Doral Financial’s current management, with the assistance of outside experts, implemented adjustments to its underwriting processes in order to achieve uniform, automated and rules-based underwriting standards. The implementation of these standards contributed to a significant reduction in the Company’s loan originations during the second half of 2006. The Company, however, believes that these changes will allow it to more efficiently underwrite assets with better credit quality and more appropriately price its loan products in the future.
     The Company’s underwriting policies focus primarily on the borrower’s ability to pay and secondarily on collateral value. Although the maximum loan-to-value ratio on conventional mortgages generally does not exceed 80%, the Company offers certain loan products with higher loan-to-value ratios. The Company has not and currently does not generally originate adjustable rate mortgages or negatively amortizing loans.
     The Company understands that the bulk of its non-conforming loan originations have similar credit characteristics to “Alt-A” loans in the U.S. mainland mortgage market and are predominantly fixed rate. The Company uses external credit scores as a useful measure for assessing the credit quality of a borrower. These scores are numbers supplied by credit information providers, based on statistical models that summarize an individual’s credit record. FICO® scores, developed by Fair Isaac Corporation, are the most commonly used credit scores. The implementation of the adjustments to the Company’s underwriting standards described above has resulted in loan originations with higher FICO® scores. Set forth below is additional information about the FICO® scores (as of the latest available date) of all residential loans serviced by the Company, together with loan balances as of December 31, 2006.
                 
(In thousands)            
FICO® scores   Residential
Servicing
Portfolio
    Percentage of
Total
Portfolio
 
Not available
  $ 345,864       2.4 %
619 or below
    4,038,511       27.9 %
620-659
    1,829,551       12.7 %
660-719
    3,760,683       26.0 %
720 and above
    4,479,021       31.0 %
 
           
Total (1)
  $ 14,453,630       100.0 %
 
               
Weighted average FICO® (2)
    667          
 
(1)   Excludes U.S. servicing.
(2)   Weighted average FICO® scores do not include loans for which the FICO® score was not available.

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     Loan Servicing
     When Doral Financial sells originated or purchased mortgage loans, it generally retains the right to service such loans and to receive the associated servicing fees. Doral Financial’s principal source of servicing rights has traditionally been its mortgage loan production. Doral Financial also seeks to purchase servicing rights in bulk when it can identify attractive opportunities.
     Servicing rights represent a contractual right and not a beneficial ownership interest in the underlying mortgage loans. Failure to service the loans in accordance with contract requirements may lead to a termination of the servicing rights and the loss of future servicing fees. In general, Doral Financial’s servicing agreements are terminable by the investors for cause. However, certain servicing arrangements, such as those with FNMA and FHLMC, contain termination provisions that may be triggered by changes in the servicer’s financial condition that materially and adversely affect its ability to provide satisfactory servicing of the loans. Approximately 27% and 18% of Doral Financial’s mortgage loan servicing portfolio on behalf of third parties as of December 31, 2006 relates to mortgage servicing for FNMA and GNMA, respectively. As of December 31, 2006, Doral Financial serviced approximately $12.0 billion in mortgage loans on behalf of third parties. Termination of Doral Financial’s servicing rights by either of these agencies could have a material adverse effect on Doral Financial’s results of operations and financial condition. In certain instances, the Company also services loans with no contractual servicing fee. The servicing asset or liability associated with such loans is evaluated based on ancillary income, float, late fees, prepayment penalties and costs.
     Doral Financial’s mortgage loan servicing portfolio is subject to reduction by reason of normal amortization, prepayments and foreclosure of outstanding mortgage loans. Additionally, Doral Financial may sell mortgage loan servicing rights from time to time to other institutions if market conditions are favorable. For additional information regarding the composition of Doral Financial’s servicing portfolio as of each of the Company’s last three fiscal year-ends, refer to Table J — Mortgage Loan Servicing in Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report.
     The degree of risk associated with a mortgage loan servicing portfolio is largely dependent on the extent to which the servicing portfolio is non-recourse or recourse. In non-recourse servicing, the principal credit risk to the servicer is the cost of temporary advances of funds. In recourse servicing, the servicer agrees to share credit risk with the owner of the mortgage loans, such as FNMA or FHLMC, or with a private investor, insurer or guarantor. Losses on recourse servicing occur primarily when foreclosure sale proceeds of the property underlying a defaulted mortgage loan are less than the outstanding principal balance and accrued interest of such mortgage loan and the cost of holding and disposing of the underlying property. In the past, Doral Financial often sold non-conforming loans on a partial recourse basis. For additional information regarding recourse obligations, see Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, “— Off-Balance Sheet Activities” in this report.
     Sale of Loans and Securitization Activities
     Residential Mortgage Loans. Doral Financial customarily sells or securitizes a portion of the residential mortgage loans that it originates and purchases. As described below, Doral Financial utilizes various channels to sell its mortgage products. Doral Financial issues GNMA-guaranteed mortgage-backed securities, which involve the packaging of FHA loans, RHS loans or VA loans into pools of $1 million or more for sale primarily to broker-dealers and other institutional investors. During the years ended December 31, 2006 and 2005, Doral Financial issued approximately $198.1 million and $322.4 million, respectively, in GNMA-guaranteed mortgage-backed securities.
     Conforming conventional loans are generally either sold directly to FNMA, FHLMC or private investors for cash, or are grouped into pools of $1 million or more in aggregate principal balance and exchanged for FNMA or FHLMC-issued mortgage-backed securities, which Doral Financial sells to broker-dealers. In connection with such exchanges, Doral Financial pays guarantee fees to FNMA and FHLMC. The issuance of mortgage-backed securities provides Doral Financial with flexibility in selling the mortgage loans that it originates or purchases and also

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provides income by increasing the value and marketability of such loans. For the years ended December 31, 2006 and 2005, Doral Financial securitized approximately $53.5 million and $1.0 billion, respectively, of loans into FNMA and FHLMC mortgage-backed securities. In addition, for the years ended December 31, 2006 and 2005, Doral Financial sold approximately $177.1 million and $317.1 million, respectively, of loans through the FNMA and FHLMC cash window programs.
     In the past, the Company generally sold mortgage loans that did not conform to GNMA, FNMA or FHLMC requirements (non-conforming loans) as whole loans to local financial institutions or to FNMA or FHLMC and other financial institutions in negotiated transactions. Many of Doral Financial’s whole loan sales to local financial institutions historically were structured similarly to securitization transactions. When Doral Financial sold a pool of loans to an investor, it retained the servicing rights and agreed to pay the purchaser a specified pass-through rate for the entire pool that was below the weighted-average coupon of the underlying mortgage loans. Any amounts received on the mortgages above the pass-through rate were retained by Doral Financial. The pass-through rate paid to the investors was normally a variable rate generally based on a spread over the three-month LIBOR. The present values of the future cash flows retained by Doral Financial above any contractual servicing fees are recognized on Doral Financial’s financial statements as IOs. Since July 2005, Doral Financial no longer structures its whole loan sales in this manner and has been selling its non-conforming loans in the U.S. secondary market for cash without any retained interest, other than the retained mortgage servicing rights.
     Prior to the fourth quarter of 2005, Doral Financial’s non-conforming loan sales were generally made on a limited recourse basis. Pursuant to the restructuring of several recourse transactions consummated during 2006, the Company’s outstanding principal balance of loans sold subject to recourse decreased by $1.2 billion, from $2.4 billion as of December 31, 2005 to $1.2 billion as of December 31, 2006. As of December 31, 2006 and 2005, Doral Financial’s maximum contractual exposure relating to its portfolio of loans sold with recourse was approximately $956.2 million and $1.8 billion, respectively, which included recourse obligations to FNMA and FHLMC as of such dates of approximately $863.3 million and $1.0 billion, respectively. As of December 31, 2006 and 2005, Doral Financial recognized an estimated recourse liability of $9.5 million and $17.2 million, respectively, to absorb potential losses from such recourse arrangements.
     Commencing in the fourth quarter of 2005 and continuing throughout 2006, the Company has sold non-conforming loans to major financial institutions in the U.S. mainland on a non-recourse basis, except recourse for certain early defaults. The Company will seek to continue to diversify secondary market outlets for its non-conforming loan products both in the U.S. mainland and Puerto Rico. See “— Business Transformation Strategy” above for additional information regarding certain changes to the Company’s business strategy.
     In the ordinary course of business, Doral Financial makes certain representations and warranties to purchasers and insurers of mortgage loans, and in certain circumstances, such as in the event of early or first payment default, the Company retains credit risk exposure on those loans. If there is a breach of a representation or warranty or if there is an early payment default, Doral Financial may be required to repurchase the mortgage loan and bear any subsequent loss related to the loan. Recently, certain institutions have approached the Company alleging violations of representations and warranties relating to documentation issues (primarily loan file deficiencies) involving mortgage loans sold to these institutions. Doral Financial is working with these financial institutions to review the claims and correct alleged documentation deficiencies. See Item 1A. Risk Factors, “Risks Relating to Doral Financial’s Business — Defective and Repurchased Loans May Harm Doral Financial’s Business and Financial Condition,” and Item 7. Management’s Discussion and Analysis and Results of Operations, “—Liquidity and Capital Resources.”
     Puerto Rico Secondary Mortgage Market and Favorable Tax Treatment
     In general, the Puerto Rico market for mortgage-backed securities is an extension of the U.S. market with respect to pricing, rating of investment instruments, and other matters. However, Doral Financial has benefited historically from certain tax incentives provided to Puerto Rico residents to invest in FHA and VA loans and GNMA securities backed by such loans.
     Under the Puerto Rico Internal Revenue Code of 1994 (the “PR Code”), the interest received on FHA and VA loans used to finance the original purchase of newly constructed housing in Puerto Rico and mortgage-backed

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securities backed by such loans is exempt from Puerto Rico income taxes. This favorable tax treatment allows Doral Financial to sell tax-exempt Puerto Rico GNMA mortgage-backed securities to local investors at higher prices than those at which comparable instruments trade in the U.S. mainland, and reduces its effective tax rate through the receipt of tax-exempt interest.
Institutional Securities Operations
     Doral Financial is involved in the securities business through Doral Securities, a broker-dealer firm registered with the SEC and a member of the National Association of Securities Dealers, Inc. (the “NASD”). During 2002, Doral Financial sold its retail securities brokerage business to an unaffiliated broker-dealer. As part of the Company’s expense reduction efforts, during the fourth quarter of 2005, the Company terminated its institutional sales and investment banking services. Doral Securities’ operations are currently limited to acting as a co-investment manager to a local fixed-income investment company. The Company is currently considering opportunities for this business unit within its community banking strategy.
Insurance Agency Activities
     Taking advantage of the cross-marketing opportunities provided by financial modernization legislation, during 2000, Doral Financial entered the insurance agency business in Puerto Rico. Doral Insurance Agency currently earns commissions by acting as agent in connection with the sale of insurance policies issued by unaffiliated insurance companies. During 2006, 2005 and 2004, Doral Insurance Agency produced insurance fees and commissions of $8.8 million, $12.4 million and $11.9 million, respectively. Doral Insurance Agency’s activities are closely integrated with the Company’s mortgage loan originations with most policies sold to mortgage customers. Future growth of Doral Insurance Agency’s revenues will be tied to the Company’s level of mortgage originations, its ability to expand the products and services it provides and its ability to cross-market its services to Doral Financial’s existing customer base.
Other Investment Activities
     As a result of Doral Financial’s mortgage securitization activities, Doral Financial maintains a portfolio of mortgage-backed securities classified as held-for-trading. Doral Financial also invests in securities that are classified either as available-for-sale or held-to-maturity. In addition, Doral Financial operates an international banking entity subsidiary. Under Puerto Rico law, Doral Financial’s international banking entity subsidiary is generally not subject to Puerto Rico income taxation on the interest earned on the securities held by it or on the gains from the sale of securities held by it. Doral Financial and its Puerto Rico subsidiaries, including its international banking entity subsidiary, are considered foreign corporations for U.S. federal income tax purposes and are generally not subject to U.S. income tax on the interest earned on such securities.
     Refer to Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, “— Investment and Trading Activities” and to Notes 6, 7, 8 and 9 to Doral Financial’s consolidated financial statements for more detailed information on Doral Financial’s investment activities.
Puerto Rico Income Taxes
     In August 2005, the Government of Puerto Rico approved legislation that imposed a special transitory income tax of 2.5% on certain corporations and partnerships, including Doral Financial and its Puerto Rico subsidiaries, that increased the maximum statutory income tax rate from 39% to 41.5%. This law is effective for taxable years beginning after December 31, 2004 and ending on or before December 31, 2006. In May 2006, the Government of Puerto Rico approved an additional 2% transitory tax applicable only to banking institutions such as Doral Bank that increased the maximum statutory tax rate for banks to 43.5% for taxable years commencing during 2006. For taxable years beginning after December 31, 2006, the maximum statutory tax rate for all corporations, including banks, will return to 39%. Under the PR Code, corporations are not permitted to file consolidated returns with their subsidiaries and affiliates. Doral Financial is entitled to a 100% dividend received deduction on dividends received from Doral Bank PR, Doral Mortgage or any other Puerto Rico subsidiary subject to tax under the PR Code.

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     In computing its interest expense deduction, Doral Financial’s interest deduction is reduced in the same proportion that its average exempt obligations (including FHA and VA loans and GNMA securities) bear to its average total assets. Therefore, to the extent that Doral Financial holds FHA loans or VA loans and other tax exempt obligations, part of its interest expense may be disallowed for tax purposes.
     Doral Financial’s international banking entity subsidiary is generally not subject to Puerto Rico income taxes on interest earned on, or gains realized from the sale of, non-Puerto Rico assets including certain U.S. government and agency securities.
United States Income Taxes
     Except for Doral Bank NY and Doral Money, Doral Financial and its subsidiaries are corporations organized under the laws of Puerto Rico. Accordingly, Doral Financial and its Puerto Rico subsidiaries are generally only required to pay U.S. federal income tax on their income, if any, derived from the active conduct of a trade or business within the United States (excluding Puerto Rico) or from certain investment income earned from U.S. sources. Doral Bank NY and Doral Money are subject to both federal and state income taxes on the income derived from their operations in the United States. Dividends paid by Doral Bank NY to Doral Financial are subject to a 10% withholding tax. On March 15, 2007, Doral Bank NY, Doral Financial’s wholly owned New York City-based thrift subsidiary, entered into a definitive purchase and assumption agreement with New York Commercial Bank, the commercial bank subsidiary of New York Community Bancorp, pursuant to which New York Commercial Bank agreed to acquire Doral Bank NY’s 11 existing branches in the New York City metropolitan area. Doral Financial will record a deferred tax liability representing the expected tax on the retained earnings it intends to repatriate from this subsidiary following the closing of the sale.
Employees
     As of January 31, 2007, Doral Financial employed 1,278 persons, of which 1,163 were employed in Puerto Rico. Of these, 533 were employed in mortgage banking, with 194 involved in loan production and sale activities and 131 involved in loan servicing activities. As of such date, Doral Financial’s banking operations employed 622 employees. None of Doral Financial’s employees are represented by a labor union and Doral Financial considers its employee relations to be good.
Segment Disclosure
     For information regarding Doral Financial’s operating segments, please refer to Note 34 to Doral Financial’s consolidated financial statements, “Segment Information,” and the information provided under Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation, “— Operating Segments” in this report.
     Puerto Rico is the principal market for Doral Financial. Doral Financial’s Puerto Rico-based operations accounted for 95% of Doral Financial’s consolidated assets as of December 31, 2006 and 83% of Doral Financial’s consolidated revenues for the year then ended. Approximately 91% of total loan originations were secured by real estate properties located in Puerto Rico. The following table sets forth the geographic composition of Doral Financial’s loan originations:
                         
    Year Ended December 31,
    2006   2005   2004
Puerto Rico
    93 %     95 %     97 %
United States
    7 %     5 %     3 %
Market Area and Competition
     Puerto Rico is Doral Financial’s primary service area. The competition in Puerto Rico for the origination of mortgages loans is substantial. Competition comes not only from other mortgage bankers but also from major commercial banks, including affiliates of banks headquartered in the United States, Spain and Canada. Doral

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Financial competes principally by offering loans with competitive features, by emphasizing the quality of its service and pricing its range of products at competitive rates.
The Commonwealth of Puerto Rico
     General. The Island of Puerto Rico, located in the Caribbean, is approximately 100 miles long and 35 miles wide, with an area of 3,423 square miles and an estimated population of 3.9 million as of 2005. Puerto Rico is the fourth largest and most economically developed of the Caribbean islands. Its capital, San Juan, is located approximately 1,600 miles southeast of New York City and had an estimated population of 434,375 as of 2000.
     Relationship of Puerto Rico with the United States. Puerto Rico has been under the jurisdiction of the United States since 1898. The United States and Puerto Rico share a common defense, market and currency. As a commonwealth of the United States, Puerto Rico exercises virtually the same control over its internal affairs as do the fifty states. There is a federal district court in Puerto Rico and most federal laws are applicable to Puerto Rico. The United States postal service operates in Puerto Rico in the same manner as in the mainland United States. The people of Puerto Rico are citizens of the United States, but do not vote in national elections, and are represented in Congress by a Resident Commissioner who has a voice in the House of Representatives, but only limited voting rights. Most federal taxes, except those, such as social security taxes, which are imposed by mutual consent, are not levied in Puerto Rico. No federal income tax is collected from Puerto Rico residents on ordinary income earned from sources within Puerto Rico, except for certain federal employees who are subject to taxes on their salaries.
     The Economy. The economy of Puerto Rico is closely linked to that of the mainland United States, as most of the external factors that affect the Puerto Rico economy (other than the price of oil) are determined by the policies of, and economic conditions prevailing in, the United States. These external factors include exports, direct investment, the amount of federal transfer payments, the level of interest rates, the rate of inflation, and tourist expenditures. During the fiscal year ended June 30, 2005, approximately 83% of Puerto Rico’s exports went to the U.S. mainland, which was also the source of approximately 49% of Puerto Rico’s imports. In the past, the economy of Puerto Rico has generally followed economic trends in the overall United States economy. However, in recent years, economic growth in Puerto Rico has lagged behind growth in the United States.
     The dominant sectors of the Puerto Rico economy in terms of production and income are manufacturing and services. The manufacturing sector has undergone fundamental changes over the years as a result of an increased emphasis on higher-wage, high-technology industries, such as pharmaceuticals, biotechnology, computers, microprocessors, professional and scientific instruments, and certain high-technology machinery and equipment. The services sector, including finance, insurance, real estate, wholesale and retail trade, and tourism, also plays a major role in the economy. It ranks second to manufacturing in contribution to Puerto Rico’s gross domestic product and leads all sectors in providing employment.
     Preliminary figures for fiscal year 2006 show that gross national product increased from $45.0 billion (in current dollars) for fiscal year 2002 to $56.7 billion (in current dollars) for fiscal year 2006. Since fiscal year 1985, personal income per capita has increased consistently each fiscal year. In fiscal year 2006, personal income per capita was $12,997. Average employment increased from 1,152,000 for fiscal year 2002 to 1,253,000 for fiscal year 2006. Unemployment, although at relatively low historical levels, remains above the Unites States average. The average unemployment rate increased from 10.6% in fiscal year 2005 to 11.7% in fiscal year 2006. The unemployment rate for the first seven months of fiscal year 2007 was 10.3%, a decrease from 11.7% for the same period of fiscal year 2006.
     Future growth of the Puerto Rico economy will depend on several factors including the condition of the United States economy, the relative stability in the price of oil imports, the exchange value of the United States dollar, the level of interest rates and changes to existing tax incentive legislation. Currently, after a number of downward revisions reflecting deterioration in several key economic indicators, the Puerto Rico Planning Board forecasts an increase in the real gross national product of 0.6% for the fiscal year ending June 30, 2007. Although updated forecasts for fiscal year 2007 are not available, key economic indicators show that the economy has been contracting since April 2006 and this trend is expected to continue through the first half of 2007. The major factors currently affecting the economy are the still relatively high level of oil prices, the depreciation of the dollar (which affects the

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value of imports from foreign countries, which account for approximately 50% of total imports to Puerto Rico), and the continuing economic uncertainty generated by the Commonwealth’s fiscal crisis, among others.
     Current Fiscal Situation. During 2005 and 2006, the Commonwealth of Puerto Rico considered several alternatives for a comprehensive tax and fiscal reform. On May 25, 2006, the Governor signed legislation providing for a fiscal reform of the Commonwealth government, including, among other things, the reduction of government spending, the elimination or consolidation of redundant agencies and the reduction of government payroll. On July 4, 2006, the Puerto Rico legislature approved legislation amending the PR Code to provide, among other things, for a general sales and use tax of 5.5%, a municipal sales and use tax of 1.5% and certain tax relief measures to be implemented as part of the tax reform. Although the tax and fiscal reforms have been adopted, there can be no assurance that such measures will generate the projected revenues or savings. Recently, the Government of Puerto Rico announced a possible lack of budgetary funds to complete the fiscal year ending June 30, 2007 of approximately $650 million. Similar conditions at the end of fiscal year 2006 led to a two-week government shutdown. The Company cannot predict the impact that the current fiscal situation of the Commonwealth of Puerto Rico will have on the Puerto Rico economy and thus on Doral Financial’s results of operations.
     Ratings of Commonwealth of Puerto Rico Obligations. On July 20, 2006, S&P confirmed its “BBB” and “BBB-” rating on the Commonwealth’s general obligation debt and appropriation debt, respectively, and removed the ratings from “CreditWatch with negative implications”, where it had been placed on March 22, 2006, as a result of the Commonwealth’s anticipated budget deficit for fiscal year 2006, slow progress on tax and fiscal reform and the apparent political impasse regarding these measures. The following day, Moody’s confirmed its “Baa3” and “Ba1” rating on the Commonwealth’s general obligation debt and appropriation debt, respectively, and removed the ratings from “Watchlist with negative implications.” Moody’s had previously downgraded the Commonwealth’s general obligation debt and appropriation debt and kept the rating on Watchlist for possible further downgrade due to the Commonwealth’s strained financial condition, ongoing political conflict and lack of agreement on measures to end the Commonwealth’s financial deterioration. Both S&P’s and Moody’s ratings outlooks remain negative. For more information relating to the rating downgrades please refer to www.moodys.com and www.standardandpoors.com.
REGULATION AND SUPERVISION
Mortgage Banking Business
     Doral Financial’s mortgage banking business is subject to the rules and regulations of FHA, VA, RHS, FNMA, FHLMC, HUD and GNMA with respect to the origination, processing, selling and servicing of mortgage loans and the issuance and sale of mortgage-backed securities. Those rules and regulations, among other things, prohibit discrimination and establish underwriting guidelines which include provisions for inspections and appraisals, require credit reports on prospective borrowers and fix maximum loan amounts, and with respect to VA loans, fix maximum interest rates. Moreover, lenders such as Doral Financial are required annually to submit to FHA, VA, RHS, FNMA, FHLMC, GNMA and HUD audited financial statements, and each regulatory entity has its own requirements. Doral Financial’s affairs are also subject to supervision and examination by FHA, VA, RHS, FNMA, FHLMC, GNMA and HUD at all times to ensure compliance with the applicable regulations, policies and procedures. Mortgage origination activities are subject to, among others, the Equal Credit Opportunity Act, Federal Truth-in-Lending Act, the Real Estate Settlement Procedures Act and the regulations promulgated thereunder which, among other things, prohibit discrimination and require the disclosure of certain basic information to mortgagors concerning credit terms and settlement costs. Doral Financial is also subject to regulation by the Office of the Commissioner of Financial Institutions of Puerto Rico (the “Office of the Commissioner”), with respect to, among other things, licensing requirements and maximum origination fees on certain types of mortgage loan products.
     Each of Doral Financial’s mortgage banking units that operate in Puerto Rico is licensed by the Office of the Commissioner as a mortgage banking institution. Such authorization to act as a mortgage banking institution must be renewed as of December 1 of each year. In the past, Doral Financial and its subsidiaries have not had any difficulty in renewing their authorizations to act as mortgage banking institutions and management is unaware of any existing practices, conditions or violations which would result in Doral Financial being unable to receive such authorization in the future. Doral Financial’s operations in the mainland United States are subject to regulation by state regulators in the states in which it conducts business.

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     Section 5 of the Puerto Rico Mortgage Banking Institutions Law (the “Mortgage Banking Law”) requires the prior approval of the Office of the Commissioner for the acquisition of control of any mortgage banking institution licensed under the Mortgage Banking Law. For purposes of the Mortgage Banking Law, the term “control” means the power to direct or influence decisively, directly or indirectly, the management or policies of a mortgage banking institution. The Mortgage Banking Law provides that a transaction that results in the holding of less than 10% of the outstanding voting securities of a mortgage banking institution shall not be considered a change of control. Pursuant to Section 5 of the Mortgage Banking Law, upon receipt of notice of a proposed transaction that may result in a change of control, the Office of the Commissioner is obligated to make such inquiries as it deems necessary to review the transaction. Under the Mortgage Banking Law, the determination of the Office of the Commissioner whether or not to authorize a proposed change of control is final and non-appealable.
Banking Operations
     Federal Regulation
     General
     Doral Financial is a bank holding company subject to supervision and regulation by the Board of Governors of the Federal Reserve System (the “Federal Reserve”) under the Bank Holding Company Act of 1956 (the “BHC Act”), as amended by the Gramm-Leach-Bliley Act of 1999 (the “Gramm-Leach-Bliley Act”). As a bank holding company that has elected to be treated as a financial holding company under the Gramm-Leach-Bliley Act, Doral Financial’s activities and those of its banking and non-banking subsidiaries are limited to activities that are financial in nature. See “—Financial Modernization Legislation” below for a description of recent legislation expanding the powers of financial holding companies. Under the BHC Act, Doral Financial may not, directly or indirectly, acquire the ownership or control of more than 5% of any class of voting shares of a bank or another bank holding company, without the prior approval of the Federal Reserve.
     Doral Bank PR is subject to supervision and examination by applicable federal and state banking agencies, including the Federal Deposit Insurance Corporation (“FDIC”) and the Office of the Commissioner. Doral Bank NY is subject to supervision and examination by the Office of Thrift Supervision (“OTS”) and the FDIC. Doral Financial’s banking subsidiaries are subject to requirements and restrictions under federal and state law, including requirements to maintain reserves against deposits, restrictions on the types and amounts of loans that may be granted and the interest that may be charged thereon, and limitations on the types of other investments that may be made and the types of services that may be offered. Various consumer laws and regulations also affect the operations of Doral Financial’s banking subsidiaries. In addition to the impact of regulation, commercial and savings banks are affected significantly by the actions of the Federal Reserve as it attempts to control the money supply and credit availability in order to influence the economy.
     On March 17, 2006, the Company and its principal Puerto Rico Banking subsidiary, Doral Bank PR, entered into consent orders with the Federal Reserve, the FDIC and the Office of the Commissioner. For a detailed description of how these orders and certain other regulatory proceeding affect Doral Bank PR, please refer to Part I, Item 3. Legal Proceedings, in this report.
     Doral Financial’s banking subsidiaries are subject to certain regulations promulgated by the Federal Reserve including Regulation B (Equal Credit Opportunity Act), Regulation DD (The Truth in Savings Act), Regulation E (Electronic Funds Transfer Act), Regulation F (Limits on Exposure to Other Banks), Regulation Z (Truth-in-Lending Act), Regulation CC (Expedited Funds Availability Act), Regulation X (Real Estate Settlement Procedures Act), Regulation BB (Community Reinvestment Act) and Regulation C (Home Mortgage Disclosure Act).
     Holding Company Structure
     Doral Bank PR and Doral Bank NY, as well as any other insured depository institution subsidiary organized by Doral Financial in the future, are subject to restrictions under federal law that govern certain transactions with Doral Financial or other non-banking subsidiaries of Doral Financial, whether in the form of loans, other extensions of credit, investments or asset purchases and sales. Such transactions by any depository institution subsidiary with

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Doral Financial, or with any one of Doral Financial’s non-banking subsidiaries, are limited in amount to 10% of the depository institution’s capital stock and surplus and, with respect to all of its non-banking subsidiaries, to an aggregate of 20% of the transferring institution’s capital stock and surplus. Furthermore, such loans and extensions of credit by the depository institution subsidiary are required to be secured in specified amounts and must be at market rates and on terms and conditions that are consistent with safe and sound banking practices. All other transactions between Doral Financial or any of its non-banking subsidiaries and any of the depository institution subsidiaries, while not subject to quantitative or collateral requirements, are subject to the requirement that they be on terms and conditions no less favorable to the banking subsidiary than would be available to unaffiliated third parties.
     Under Federal Reserve policy, a bank holding company such as Doral Financial is expected to act as a source of financial strength to each of its subsidiary banks and to commit resources to support each such subsidiary bank. This support may be required at times when, absent such policy, the bank holding company might not otherwise provide such support. In addition, any capital loans by a bank holding company to any of its subsidiary banks are subordinate in right of payment to deposits and to certain other indebtedness of such subsidiary bank. In the event of a bank holding company’s bankruptcy, any commitment by the bank holding company to a federal bank regulatory agency to maintain the capital of a subsidiary depository institution will be assumed by the bankruptcy trustee and entitled to priority of payment.
     As a bank holding company, Doral Financial’s right to participate in the assets of any subsidiary upon the latter’s liquidation or reorganization will be subject to the prior claims of the subsidiary’s creditors (including depositors in the case of depository institution subsidiaries) except to the extent that Doral Financial may itself be a creditor with recognized claims against the subsidiary.
     Under the Federal Deposit Insurance Act (the “FDIA”), a depository institution (which term includes both commercial banks and savings banks), the deposits of which are insured by the FDIC, can be held liable for any loss incurred by, or reasonably expected to be incurred by, the FDIC in connection with (i) the default of a commonly controlled FDIC-insured depository institution; or (ii) any assistance provided by the FDIC to any commonly controlled FDIC-insured depository institution “in danger of default.” “Default” is defined generally as the appointment of a conservator or a receiver and “in danger of default” is defined generally as the existence of certain conditions indicating that a default is likely to occur in the absence of regulatory assistance. In some circumstances (depending upon the amount of the loss or anticipated loss suffered by the FDIC), cross-guarantee liability may result in the ultimate failure or insolvency of one or more insured depository institutions in a holding company structure. Any obligation or liability owned by a subsidiary depository institution to its parent company is subordinated to the subsidiary bank’s cross-guarantee liability with respect to commonly controlled insured depository institutions.
     Financial Modernization Legislation
     Doral Financial has elected to be treated as a financial holding company as permitted by the Gramm-Leach-Bliley Act. Under the Gramm-Leach-Bliley Act, bank holding companies, such as Doral Financial, all of whose depository institutions are “well capitalized” and “well managed,” as defined in the BHC Act, and which obtain satisfactory Community Reinvestment Act ratings, may elect to be treated as financial holding companies (“FHCs”). FHCs are permitted to engage in a broader spectrum of activities than those permitted to other bank holding companies. FHCs can engage in any activities that are “financial” in nature, including insurance underwriting and brokerage, and underwriting and dealing in securities without a revenue limit or other limits applicable to foreign securities affiliates (which include Puerto Rico securities affiliates for these purposes). On October 3, 2006, Doral Financial was notified by the Federal Reserve that it no longer satisfies the financial holding company requirements for purposes of the Gramm-Leach-Bliley Act. In accordance with applicable regulations, Doral Financial has submitted a plan with the Federal Reserve on how it intends to satisfy the applicable requirements to remain a financial holding company. See “—Banking Regulatory Matters” under Item 3. Legal Proceedings, below.
     Subject to certain limitations, under new merchant banking rules, FHCs are also permitted to make investments in companies that engage in activities that are not financial in nature without regard to the existing 5% limit for domestic investments and 20% limit for overseas (including Puerto Rico) investments applicable to bank holding companies that are not FHCs.

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     Under the Gramm-Leach-Bliley Act, if Doral Financial fails to meet the requirements for being an FHC and is unable to correct such deficiencies within certain prescribed time periods, the Federal Reserve could require Doral Financial to divest control of its depository institution subsidiaries or alternatively to cease conducting activities that are not permissible for bank holding companies that are not FHCs.
     The Gramm-Leach-Bliley Act also modified other laws, including laws related to financial privacy and community reinvestment. The new financial privacy provisions generally prohibit financial institutions, including Doral Financial’s mortgage banking and banking subsidiaries from disclosing non-public personal financial information to third parties unless customers have the opportunity to “opt out” of the disclosure.
     Capital Adequacy
     Under the Federal Reserve’s risk-based capital guidelines for bank holding companies, the minimum guidelines for the ratio of qualifying total capital (“Total Capital”) to risk-weighted assets (including certain off-balance sheet items, such as standby letters of credit) is 8%. At least half of the Total Capital is to be comprised of common equity, retained earnings, minority interests in unconsolidated subsidiaries, noncumulative perpetual preferred stock and a limited amount of cumulative perpetual preferred stock, in the case of a bank holding company, less goodwill and certain other intangible assets discussed below (“Tier 1 Capital”). The remainder may consist of a limited amount of subordinated debt, other preferred stock, certain other instruments and a limited amount of loan and lease loss reserves (“Tier 2 Capital”).
     The Federal Reserve has adopted regulations that require most intangibles, including core deposit intangibles, to be deducted from Tier l Capital. The regulations, however, permit the inclusion of a limited amount of intangibles related to readily marketable mortgage servicing rights and purchased credit card relationships and include a “grandfather” provision permitting the continued inclusion of certain existing intangibles.
     In addition, the Federal Reserve has established minimum leverage ratio guidelines for bank holding companies. These guidelines provide for a minimum ratio of Tier 1 Capital to total assets, less goodwill and certain other intangible assets discussed below (the “Leverage Ratio”) of 3% for bank holding companies that have the highest regulatory rating or have implemented the Federal Reserve’s market risk capital measure. All other bank holding companies are required to maintain a minimum Leverage Ratio of 4%. The guidelines also provide that banking organizations experiencing significant internal growth or making acquisitions are expected to maintain strong capital positions substantially above the minimum supervisory levels, without significant reliance on intangible assets. Furthermore, the guidelines indicate that the Federal Reserve will continue to consider a “tangible Tier 1 Leverage Ratio” and other indicators of capital strength in evaluating proposals for expansion or new activities. The tangible Tier 1 leverage ratio is the ratio of a banking organization’s Tier 1 Capital, less all intangibles, to average total assets, less all intangibles.
     The U.S. federal bank regulatory agencies’ risk-capital guidelines are based upon the 1988 capital accord of the Basel Committee on Banking Supervision (the “BCS”). The BCS is a committee comprised by central bank governors and bank supervisor authorities of the Group of Ten countries (“G10”). The BCS is in charge of developing broad policy guidelines used by each country’s supervisor to determine its own supervisory guidelines. On June 26, 2004 (subsequently amended in November 2005), the BSC released a proposal to replace the 1988 capital accord with a new set of guidelines. The new Basel Accord, which is often referred to as the Basel II Accord, would, among other things, set capital requirements for operational risk and refine the existing capital requirements for credit risk and market risk exposures. The 1988 capital accord does not include a separate capital requirement for operational risk, which is defined under the proposed accord as the risk of direct or indirect loss resulting from inadequate or failed internal processes, people and systems or from external events.
     On September 30, 2005, the U.S. banking regulators delayed the United States implementation of the Basel II Accord by one year. The current Unites States implementation timetable consists of parallel calculations under the current regulatory capital regime (Basel I) and the Basel II Accord, starting January 1, 2008, and an implementation transition period, starting January 1, 2009 through year-end 2011 or possibly later. The U.S. regulators have also reserved the right to change how the Basel II Accord is applied in the United States, and retain the existing Prompt

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Corrective Action and leverage capital requirements applicable to U.S. banking organizations. See, “—Basel II Capital Standards” below.
     The FDIC and the OTS have established regulatory capital requirements for state non-member insured banks and federal savings banks, such as Doral Bank PR and Doral Bank NY, respectively, that are substantially similar to those adopted by the Federal Reserve for bank holding companies.
     Set forth below are Doral Financial’s, Doral Bank PR’s and Doral Bank NY’s capital ratios at December 31, 2006, based on existing Federal Reserve, FDIC and OTS guidelines.
                                 
            Banking Subsidiaries
                            Well
                            Capitalized
    Doral Financial   Doral Bank PR   Doral Bank NY   Minimum
Total capital ratio (total capital to risk weighted assets)
    13.7 %     21.1 %     16.3 %     10.0 %
Tier 1 capital ratio (Tier 1 capital to risk weighted assets)
    10.3 %     19.8 %     15.8 %     6.0 %
Leverage ratio(1)
    4.5 %     6.8 %     10.3 %     5.0 %
 
(1)   Tier 1 capital to average assets in the case of Doral Financial and Doral Bank PR and Tier 1 Capital to adjusted total assets in the case of Doral Bank NY.
     As of December 31, 2006, Doral Bank PR and Doral Bank NY were in compliance with all the regulatory capital requirements that were applicable to them as a state non-member bank and federal savings bank, respectively. See Pat II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, “— Regulatory Capital Ratios” for additional information regarding Doral Financial’s regulatory capital ratios. Both of the Company’s banking subsidiaries are “well capitalized.” However, as a result of the losses incurred during 2006, Doral Financial’s leverage ratio fell below the minimum threshold for the holding company to classify as well-capitalized. Under the consent order entered into with the Federal Reserve, the Company filed a capital plan with the Federal Reserve in which it agreed to maintain a leverage ratio of at least 5.5% and 6.0% for Doral Financial and Doral Bank, respectively. As a result of the loss recorded during 2006, Doral Financial’s leverage ratio fell below 5.5%. As required by the capital plan, the Company is taking steps to increase its leverage ratio. The loss of “well capitalized” status may adversely affect the holding company’s access to liquidity. See “—Recent Significant Events — Recapitalization Process” and Item 3. Legal Proceedings, “—Banking Regulatory Matters”.
     Failure to meet capital guidelines could subject a bank holding company or an insured bank to a variety of enforcement remedies, including, with respect to an insured bank or savings bank, the termination of deposit insurance by the FDIC, and to certain restrictions on its business. See “FDICIA” below.
     Basel II Capital Standards
     Doral Financial may be required to comply with, or decide to adopt, certain new capital and other regulatory requirements proposed by the BCS, as proposed to be implemented in the United States. These proposed requirements, which are often referred to as the Basel II Accord, would, among other things, modify the capital charge applicable to credit risk and incorporate a capital charge for operational risk. The Basel II Accord also places greater reliance on market discipline than current standards. The Basel II Accord standards will be mandatory with respect to banking organizations with total banking assets of $250 billion or more or total on-balance-sheet foreign exposure of $10 billion or more, and optional for other banking organizations. As a bank holding company, the threshold for mandatory adoption is determined by reference to the consolidated company.
     Opting into the Basel II Accord standard would require Doral Financial to implement advanced measurement techniques employing internal estimates of certain key risk drivers to derive capital requirements. Opting into the Basel II Accord may also require meeting more onerous computational requirements. Prior to implementation of the new capital regime, a bank holding company will be required to demonstrate to its primary federal regulator that its measurement approaches meet relevant supervisory standards. U.S. regulators have proposed an effective date of January 1, 2009 for Basel II, with a gradual phase-in schedule. If Doral Financial does not adopt the Basel II

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Accord, voluntarily, it will remain subject to existing risk-based capital requirements, or, when adopted, the Basel 1A standards described below.
     In December 2006, the bank regulatory agencies issued a revised notice of proposed rulemaking with respect to a new regulatory capital framework (“Basel 1A”) which will be available to banking organizations that are not required to adopt, and have not elected to adopt, the Basel II framework. Doral Financial may implement the Basel 1A framework once it has been finalized and an implementation date is established, unless it has adopted the Basel II Accord. The comment period for the Basel 1A proposed rulemaking expires on March 26, 2007, after which the bank regulatory agencies will evaluate the proposed rule in light of the comments that are submitted. Among the key issues under consideration in connection with Basel 1A are the use of loan-to-value ratios to determine risk weights for most residential mortgages, an increase in the number of risk weight categories to which credit exposures may be assigned; expansion of the use of external credit ratings for certain externally rated exposures, expansion of the range of collateral and guarantors that may qualify an exposure for lower risk weights, and assessment of a risk-based capital charge to reflect the risk in securitizations with early amortization provisions.
     At this time, Doral Financial cannot predict the final form the Basel 1A capital framework will take, when it will be implemented, the effect that it might have on Doral Financial’s financial condition or results of its operations, or how these effects might impact Doral Financial. Doral Financial is monitoring the evolution of the Basel 1A capital framework, its potential impact on the Company and its banking subsidiaries, and the industry at large.
     FDICIA
     Under the Federal Deposit Insurance Corporation Improvement Act of 1991 and the regulations promulgated thereunder (“FDICIA”), federal banking regulators must take prompt corrective action with respect to depository institutions that do not meet minimum capital requirements. FDICIA and the regulations thereunder, establish five capital tiers: “well capitalized,” “adequately capitalized,” “undercapitalized,” “significantly undercapitalized,” and “critically undercapitalized.” A depository institution is deemed to be well capitalized if it maintains a Leverage Ratio of at least 5%, a risk-based Tier 1 capital ratio of at least 6% and a risk-based Total Capital ratio of at least 10%, and is not subject to any written agreement or regulatory directive to meet a specific capital level. A depository institution is deemed to be adequately capitalized if it is not well capitalized but maintains a Leverage Ratio of at least 4% (or at least 3% if given the highest regulatory rating and not experiencing or anticipating significant growth), a risk-based Tier l capital ratio of at least 4% and a risk-based Total Capital ratio of at least 8%. A depository institution is deemed to be undercapitalized if it fails to meet the standards for adequately capitalized institutions (unless it is deemed to be significantly or critically undercapitalized). An institution is deemed to be significantly undercapitalized if it has a Leverage Ratio of less than 3%, a risk-based Tier 1 capital ratio of less than 3% or a risk-based Total Capital ratio of less than 6%. An institution is deemed to be critically undercapitalized if it has tangible equity equal to 2% or less of total assets. A depository institution may be deemed to be in a capitalization category that is lower than is indicated by its actual capital position if it receives a less than satisfactory examination rating in any one of four categories.
     At December 31, 2006, Doral Financial’s banking subsidiaries were well capitalized. Doral Financial’s, Doral Bank PR’s and Doral Bank NY’s capital categories, as determined by applying the prompt corrective action provisions of FDICIA, may not constitute an accurate representation of the overall financial condition or prospects of Doral Financial, Doral Bank PR or Doral Bank NY, and should be considered in conjunction with other available information regarding the institutions’ financial condition and results of operations.
     FDICIA generally prohibits a depository institution from making any capital distribution (including payment of a dividend) or paying any management fee to its holding company if the depository institution would thereafter be undercapitalized. Undercapitalized depository institutions are subject to restrictions on borrowing from the Federal Reserve System. In addition, undercapitalized depository institutions are subject to growth limitations and are required to submit capital restoration plans. A depository institution’s holding company must guarantee the capital plan, up to an amount equal to the lesser of 5% of the depository institution’s assets at the time it becomes undercapitalized or the amount of the capital deficiency when the institution fails to comply with the plan. The federal banking agencies may not accept a capital plan without determining, among other things, that the plan is based on realistic assumptions and is likely to succeed in restoring the depository institution’s capital. If a depository

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institution fails to submit an acceptable plan, it is treated as if it were significantly undercapitalized. Significantly undercapitalized depository institutions may be subject to a number of requirements and restrictions, including orders to sell sufficient voting stock to become adequately capitalized, requirements to reduce total assets and cessation of receipt of deposits from correspondent banks. Critically undercapitalized depository institutions are subject to appointment of a receiver or conservator.
     The capital-based prompt corrective action provisions of FDICIA and their implementing regulations apply to FDIC-insured depository institutions such as Doral Bank PR and Doral Bank NY, but they are not directly applicable to bank holding companies, such as Doral Financial, which control such institutions. However, federal banking agencies have indicated that, in regulating bank holding companies, they may take appropriate action at the holding company level based on their assessment of the effectiveness of supervisory actions imposed upon subsidiary insured depository institutions pursuant to such provisions and regulations.
     Interstate Banking Legislation
     Effective June 1, 1997, the Riegle-Neal Interstate Banking and Branching Efficiency Act of 1994 (the “Riegle-Neal Act”) amended the FDIA and certain other statutes to permit state and national banks with different home states to merge across state lines, with the approval of the appropriate federal banking agency, unless the home state of a participating bank had passed legislation prior to May 31, 1997, expressly prohibiting interstate mergers. Under the Riegle-Neal Act amendments, once a state or national bank has established branches in a state, that bank may establish and acquire additional branches at any location in the state at which any bank involved in the interstate merger transaction could have established or acquired branches under applicable federal or state law. If a state opts out of interstate branching within the specified time period, no bank in any other state may establish a branch in the state which has opted out, whether through an acquisition or de novo.
     For purposes of the Riegle-Neal Act amendments to the FDIA, Doral Bank PR is treated as a state bank and is subject to the same restrictions on interstate branching as other state banks. However, for purposes of the International Banking Act (the “IBA”), Doral Bank PR is considered to be a foreign bank and may branch interstate by merger or de novo to the same extent as a domestic bank in Doral Bank PR’s home state. Because Doral Bank PR does not currently operate in the mainland United States, it has not designated a “home state” for purposes of the IBA. It is not yet possible to determine how these statutes will be harmonized, with respect either to which federal agency will approve interstate transactions or with respect to which “home state” determination rules will apply.
     As a federal savings bank, Doral Bank NY is subject to the branching regulations promulgated by the OTS. Such regulations allow Doral Bank NY to branch on an interstate basis without geographic limitations.
     American Jobs Creation Act of 2004
     On October 22, 2004, the President of the United States signed into law the American Jobs Creation Act of 2004, which lowered the withholding tax rate imposed on distributions of U.S.-sourced dividends to a corporation organized under the laws of the Commonwealth of Puerto Rico from 30% to 10%.
     Dividend Restrictions
     The payment of dividends to Doral Financial by its banking subsidiaries may be affected by regulatory requirements and policies, such as the maintenance of adequate capital. If, in the opinion of the applicable regulatory authority, a depository institution under its jurisdiction is engaged in, or is about to engage in, an unsafe or unsound practice (that, depending on the financial condition of the depository institution, could include the payment of dividends), such authority may require, after notice and hearing, that such depository institution cease and desist from such practice. The Federal Reserve has issued a policy statement that provides that insured banks and bank holding companies should generally pay dividends only out of current operating earnings. In addition, all insured depository institutions are subject to the capital-based limitations required by FDICIA. See “—FDICIA” above for additional information.
     On February 9, 2006, the OTS notified Doral Bank NY that, until further notice, it could not pay any dividends to Doral Financial without the prior written approval of the OTS. Since its organization in October 1999, Doral

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Bank NY has never paid a dividend to Doral Financial. On March 15, 2007, Doral Financial announced that it had entered into a definitive agreement to sell Doral Bank NY’s 11 existing branches. Following the consummation of the transaction, which is expected to occur in the third quarter of 2007, Doral Financial intends to request the approval of the OTS to distribute a substantial amount of Doral Bank NY’s excess capital to the holding company.
     On March 17, 2006, Doral Financial and its principal Puerto Rico Banking subsidiary, Doral Bank PR, entered into consent orders with the Federal Reserve, the FDIC and the Office of the Commissioner. The mutually agreed upon orders prohibit Doral Bank PR from paying dividends to Doral Financial without obtaining prior written approval from the FDIC and Federal Reserve. Historically, Doral Financial has not depended on dividends from its banking subsidiaries to support its operation.
     See “Regulation and Supervision — Banking Operations—Puerto Rico Regulation,” below, for a description of certain restrictions on Doral Bank PR’s ability to pay dividends under Puerto Rico law. See “Regulation and Supervision — Banking Operations — Savings Bank Regulation,” below, for a description of certain restrictions on Doral Bank NY’s ability to pay dividends under OTS regulations.
     FDIC Insurance Assessments
     The deposits of Doral Bank PR and Doral Bank NY are subject to FDIC deposit insurance assessments. On February 8, 2006 the President of the United States signed the Federal Deposit Insurance Reform Act of 2005 (the “Reform Act”). The Reform Act provides for the merger of the Bank Insurance Fund (“BIF”) and Savings Association Insurance Fund (“SAIF”) into a single Deposit Insurance Fund (“DIF”), an increase in the maximum amount of insurance coverage for certain retirement accounts, and possible “inflation adjustments” in the maximum amount of coverage available with respect to other insured accounts. In addition, it granted a one-time initial assessment credit (of approximately $4.7 billion) to recognize institutions’ past contributions to the fund.
     Pursuant to FDICIA, the FDIC has adopted a risk-based assessment system, under which the assessment rate for an insured depository institution varies according to the level of risk incurred in its activities. An institution’s risk category is based partly upon whether the institution is well capitalized, adequately capitalized or less than adequately capitalized. Each insured depository institution is also assigned to one of the following “supervisory subgroups”: “A,” “B” or “C.” Group “A” institutions are financially sound institutions with only a few minor weaknesses; group “B” institutions are those that demonstrate weaknesses that, if not corrected, could result in significant deterioration; and group “C” institutions are those for which there is a substantial probability that the FDIC will suffer a loss in connection with the institution, unless effective action is taken to correct the areas of weakness.
     For 2006, premiums related to deposits assessed by both the BIF and the SAIF are to be assessed at a rate of between 0 cents and 27 cents per $100.00 of deposits. In recent years, well capitalized and well managed banks have in recent years paid no premiums for FDIC insurance. In the future, even well capitalized and well managed banks may be required to pay premiums on deposit insurance. It is not possible to determine when any such premiums will become assessable or the level of such premiums.
     Under the Reform Act, the FDIC made significant changes to its risk-based assessment system so that effective January 1, 2007 the FDIC imposes insurance premiums based upon a matrix that is designed to more closely tie what banks pay for deposit insurance to the risks they pose. The new FDIC risk-based assessment system imposes premiums based upon factors that vary depending upon the size of the bank. These factors are: for banks with less than $10 billion in assets — capital level, supervisory rating, and certain financial ratios; for banks with $10 billion up to $30 billion in assets — capital level, supervisory rating, certain financial ratios and (if at least one is available) debt issuer ratings, and additional risk information; and for banks with over $30 billion in assets — capital level, supervisory rating, debt issuer ratings (unless none are available in which case certain financial ratios are used), and additional risk information. The FDIC has adopted a new base schedule of rates that the FDIC can adjust up or down, depending on the revenue needs of the DIF, and has set initial premiums for 2007 that range from 5 cents per $100 of domestic deposits for the banks in the lowest risk category to 43 cents per $100 of domestic deposits for banks in the highest risk category. The new assessment system is expected to result in increased annual assessments on the deposits of Doral Financial’s banking subsidiaries of 5 to 7 basis points per $100 of deposits. Doral

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Financial’s banking subsidiaries have available an FDIC credit to offset future assessments. Significant increases in the insurance assessments of our bank subsidiaries will increase our costs once the credit is fully utilized.
     The Deposit Insurance Funds Act of 1996 also separated the Financing Corporation assessment to service the interest on its bond obligations from the BIF and SAIF assessments. The amount assessed on individual institutions by the Financing Corporation is in addition to the amount, if any, paid for deposit insurance according to the FDIC’s risk-related assessment rate schedules. The current Financing Corporation annual assessment rate is 1.44 cents per $100 of deposits. As of December 31, 2006, Doral Bank PR and Doral Bank NY had a deposit base of approximately $4.0 billion and $357.3 million, respectively (consisting entirely of SAIF assessment deposits).
     Brokered Deposits
     FDIC regulations adopted under FDICIA govern the receipt of brokered deposits. Under these regulations, a bank cannot accept, roll over or renew brokered deposits (which term is defined also to include any deposit with an interest rate more than 75 basis points above prevailing rates) unless (i) it is well capitalized, or (ii) it is adequately capitalized and receives a waiver from the FDIC. A bank that is adequately capitalized may not pay an interest rate on any deposits in excess of 75 basis points over certain prevailing market rates specified by regulation. There are no such restrictions on a bank that is well capitalized. Doral Financial does not believe the brokered deposits regulation has had or will have a material effect on the funding or liquidity of its banking subsidiaries, which are currently well capitalized institutions.
     As of December 31, 2006, Doral Bank PR and Doral Bank NY had a total of approximately $2.0 billion and $6.5 million, respectively, of brokered deposits, compared to approximately $1.9 billion and $17.0 million, respectively, as of December 31, 2005. Doral Bank PR and Doral Bank NY use brokered deposits as a source of inexpensive long-term funding.
     USA Patriot Act of 2001
     On October 26, 2001, the President of the United States signed into law comprehensive anti-terrorism legislation known as the USA PATRIOT Act of 2001 (the “USA Patriot Act”). Title III of the USA Patriot Act substantially broadened the scope of U.S. anti-money laundering laws and regulations by imposing significant new compliance and due diligence obligations, creating new crimes and penalties and expanding the extra-territorial jurisdiction of the United States.
     The U.S. Treasury Department (“Treasury”) has issued a number of regulations implementing the USA Patriot Act that apply certain of its requirements to financial institutions, including Doral Financial’s banking subsidiaries. The regulations impose new obligations on financial institutions to maintain appropriate policies, procedures and controls to detect, prevent and report money laundering and terrorist financing.
     Failure of a financial institution to comply with the USA Patriot Act’s requirements could have serious legal and reputational consequences for the institution. Doral Financial believes that the cost of compliance with Title III of the USA Patriot Act is not likely to be material to Doral Financial.
     Puerto Rico Regulation
     General
     As a commercial bank organized under the laws of the Commonwealth of Puerto Rico, Doral Bank PR is subject to supervision, examination and regulation by the Office of the Commissioner, pursuant to the Puerto Rico Banking Act of 1933, as amended (the “Banking Law”).
     Section 27 of the Banking Law requires that at least 10% of the yearly net income of Doral Bank PR be credited annually to a reserve fund until such fund equals 100% of total paid-in capital (preferred and common). As of December 31, 2006, Doral Bank PR’s reserve fund complied with the legal requirement.

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     Section 27 of the Banking Law also provides that when a bank suffers a loss, the loss must first be charged against retained earnings, and the balance, if any, must be charged against the reserve fund. If the balance of the reserve fund is not sufficient to cover the loss, the difference shall be charged against the capital account of the bank and no dividend may be declared until the capital has been restored to its original amount and the reserve fund to 20% of the original capital of the institution. This reserve fund is reflected in Doral Financial’s consolidated financial statements as “Legal Surplus.”
     Section 16 of the Banking Law requires every bank to maintain a reserve requirement which shall not be less than 20% of its demand liabilities, other than government deposits (federal, state and municipal) secured by actual collateral. The Office of the Commissioner can, by regulation, increase the reserve requirement to 30% of demand deposits.
     Section 17 of the Banking Law generally permits Doral Bank PR to make loans on an unsecured basis to any one person, firm, partnership or corporation, up to an aggregate amount of 15% of the paid-in capital and reserve fund of the bank and of such other components as the Office of the Commissioner may permit from time to time. The Office of the Commissioner has permitted up to 50% of retained earnings. As of December 31, 2006, the legal lending limit for Doral Bank PR under this provision based solely on its paid-in capital and reserve fund was approximately $66.8 million. If such loans are secured by collateral worth at least 25% more than the amount of the loan, the aggregate maximum amount may reach one third of the paid-in capital of the bank, plus its reserve fund and such other components as the Office of Commissioner may permit from time to time. As of December 31, 2006, the lending limit for loans secured by collateral worth at least 25% more than the amount of the loan was $111.3 million. There are no restrictions under Section 17 on the amount of loans that are wholly secured by bonds, securities and other evidences of indebtedness of the Government of the United States or the Commonwealth, or by current debt bonds, not in default, of municipalities or instrumentalities of the Commonwealth.
     Section 14 of the Banking Law authorizes Doral Bank PR to conduct certain financial and related activities directly or through subsidiaries, including finance leasing of personal property, making and servicing mortgage loans and operating a small-loan company. Doral Bank PR currently operates three subsidiaries, Doral Money, Inc., which engages in mortgage banking activities in the mainland United States, Doral International, Inc., which is licensed as an international banking entity under the International Banking Center Regulatory Act of Puerto Rico, and CB, LLC, a Puerto Rico limited liability company organized in connection with the receipt, in lieu of foreclosure, of the real property securing an interim construction loan and the Company’s decision to continue the development of the residential housing project on a temporary basis.
     The Finance Board, which is a part of the Office of the Commissioner, but also includes as its members the Secretary of the Treasury, the Secretary of Commerce, the Secretary of Consumer Affairs, the President of the Planning Board, and the President of the Government Development Bank for Puerto Rico, has the authority to regulate the maximum interest rates and finance charges that may be charged on loans to individuals and unincorporated businesses in the Commonwealth. The current regulations of the Finance Board provide that the applicable interest rate on loans to individuals and unincorporated businesses is to be determined by free competition. The Finance Board also has the authority to regulate the maximum finance charges on retail installment sales contracts and credit cards. Currently, there is no maximum rate set for installment sales contracts or credit cards.
     On March 17, 2006, Doral Financial and its principal Puerto Rico Banking subsidiary, Doral Bank PR, entered into consent orders with the Federal Reserve, the FDIC and the Office of the Commissioner. The mutually agreed upon orders require Doral Financial and Doral Bank PR to conduct reviews of their mortgage portfolios, and to submit plans regarding the maintenance of capital adequacy and liquidity. The consent orders also prohibit Doral Financial and any of its non-banking affiliates, directly or indirectly, from entering into, participating, or in any other manner engaging in any covered transactions with its subsidiary banks, Doral Bank PR and Doral Bank NY.
     Savings Bank Regulation
     As a federal savings bank, Doral Bank NY’s investments, borrowings, lending, issuance of securities, establishment of branch offices and all other aspects of its operations are subject to the jurisdiction of the OTS.

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     Doral Bank NY’s payment of dividends is subject to the limitations of the capital distribution regulation promulgated by the OTS. The OTS’ regulation determines a savings bank’s ability to pay dividends, make stock repurchases, or make other types of capital distributions, according to the institution’s capital position. The rule establishes amounts of capital distributions that institutions can make after providing notice to the OTS, without constituting an unsafe or unsound practice. Institutions that do not meet their capital requirements can make distributions only with the prior approval of the OTS.
     Savings banks, such as Doral Bank NY, that meet all applicable capital requirements may make a distribution without an application in an amount equal to the sum of (i) the current year’s net income, and (ii) the retained net income (net income less capital distributions) from the preceding two years; so long as the association continues to satisfy applicable capital requirements after the distribution. If such a distribution would cause Doral Bank NY to fall below the well-capitalized requirement, a prior 30-day notice to the OTS would be required.
     OTS regulations generally permit Doral Bank NY to make total loans and extensions of credit to one borrower up to 15% of its unimpaired capital and surplus. As of December 31, 2006, the legal lending limit for Doral Bank NY under this regulation was approximately $9.5 million. Doral Bank NY’s legal lending limit may be increased by an additional 10% of its unimpaired capital and surplus if such additional extension of credit is fully secured by readily marketable collateral having a market value as determined by reliable and continuously available price quotations. Doral Bank NY’s expanded aggregate legal lending limit under this provision was approximately $15.7 million as of December 31, 2006.
     On February 9, 2006, the OTS notified Doral Bank NY that, until further notice, it could not pay any dividend to Doral Financial without the prior approval of the OTS. The OTS also directed Doral Bank NY not to make any extensions of credit to Doral Financial, purchases of assets or similar transactions, without the prior written consent of the OTS. On March 15, 2006, Doral Financial announced that it had entered into a definitive agreement to sell Doral Bank NY’s 11 existing branches. Following the consummation of the transaction, which is expected to occur in the third quarter of 2007, Doral Financial intends to request the approval of the OTS to distribute a substantial amount of Doral Bank NY’s excess capital to the holding company.
     Certain Regulatory Restrictions on Investments in Common Stock
     Because of Doral Financial’s status as a bank holding company, owners of Doral Financial’s common stock are subject to certain restrictions and disclosure obligations under various federal laws, including the BHC Act. Regulations pursuant to the BHC Act generally require prior Federal Reserve approval for an acquisition of control of an insured institution (as defined) or holding company thereof by any person (or persons acting in concert). Control is deemed to exist if, among other things, a person (or persons acting in concert) acquires more than 25% of any class of voting stock of an insured institution or holding company thereof. Control is presumed to exist subject to rebuttal, if a person (or persons acting in concert) acquires more than 10% of any class of voting stock and either (i) the company has registered securities under Section 12 of the Exchange Act, or (ii) no person will own, control or hold the power to vote a greater percentage of that class of voting securities immediately after the transaction. The concept of acting in concert is very broad and also is subject to certain rebuttable presumptions, including among others, that relatives, business partners, management officials, affiliates and others are presumed to be acting in concert with each other and their businesses.
     Section 12 of the Banking Law requires the prior approval of the Office of the Commissioner with respect to a transfer of voting stock of a bank that results in a change of control of the bank. Under Section 12, a change of control is presumed to occur if a person or group of persons acting in concert, directly or indirectly, acquires more than 5% of the outstanding voting capital stock of the bank. The Office of the Commissioner has interpreted the restrictions of Section 12 as applying to acquisitions of voting securities of entities controlling a bank, such as a bank holding company. Under the Banking Law, the determination of the Office of the Commissioner whether to approve a change of control filing is final and non-appealable.
     The provisions of the Mortgage Banking Law also require regulatory approval for the acquisition of more than 10% of Doral Financial’s outstanding voting securities. See “—Regulation and Supervision—Mortgage Banking Business” above.

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     The above regulatory restrictions relating to investment in Doral Financial may have the effect of discouraging takeover attempts against Doral Financial and may limit the ability of persons, other than Doral Financial directors duly authorized by Doral Financial’s board of directors, to solicit or exercise proxies, or otherwise exercise voting rights, in connection with matters submitted to a vote of Doral Financial’s stockholders.
Broker-Dealer Operations
     Doral Securities is registered as a broker-dealer with the SEC and the Office of the Commissioner, and is also a member of the NASD. As a registered broker-dealer, it is subject to regulation by the SEC, the NASD and the Office of the Commissioner in matters relating to the conduct of its securities business, including record keeping and reporting requirements, supervision and licensing of employees and obligations to customers. In particular, Doral Securities is subject to the SEC’s net capital rules, which specify minimum net capital requirements for registered broker-dealers and are designed to ensure that broker-dealers maintain adequate regulatory capital in relation to their liabilities and the size of their customer business.
Insurance Operations
     Doral Insurance Agency is registered as a corporate agent and general agency with the Office of the Commissioner of Insurance of Puerto Rico (the “Commissioner of Insurance”). Doral Insurance Agency is subject to regulation by the Commissioner of Insurance relating to, among other things, licensing of employees, sales practices, charging of commissions and obligations to customers.
Item 1A. Risk Factors.
     Some of the factors that could cause Doral Financial’s actual results for future periods to differ materially from those anticipated are discussed below.
Risks Relating to the Recapitalization Process
Doral Financial will need significant outside financing during 2007.
     Doral Financial will need significant outside financing during 2007, principally for the payment of its $625 million floating rate senior notes that mature on July 20, 2007 and of amounts required under the settlement agreement dated April 27, 2007 in respect of the consolidated securities class action and shareholder derivative litigation brought against the Company following the announcement of the restatement of its financial statements in 2005. The Company currently estimates that these external funding needs for 2007 will range between approximately $700 million and $800 million (without considering the distribution of any proceeds from the sale of Doral Bank NY’s branches).
     Doral Financial is in active negotiations with a private equity firm (the “lead sponsor”) regarding a substantial investment in the Company by a new bank holding company. The new holding company would be capitalized by a number of private equity and other sophisticated financial investors, and their investment would take into account the various ownership restrictions imposed by banking regulations. The lead sponsor is actively engaged in discussions with a number of potential investors to raise the contemplated capital for the new holding company to invest in Doral.
     Based on its discussions to date, the Company believes that the proposed transaction, if executed, would be accomplished predominantly through the issuance of new equity securities at a discount to market price and would result in very significant dilution to the Company’s existing shareholders. If the Company is successful in entering into the proposed transaction and it is consummated on a timely basis, the Company believes that the proposed transaction would adequately satisfy its capital and liquidity needs. However, the Company cannot provide assurances that it will ultimately be able to enter into an agreement with respect to the proposed transaction.

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     The proposed transaction would be subject to various conditions precedent, including but not limited to the receipt of regulatory and shareholder approvals, the receipt of sufficient equity commitments from other investors, final district court approval of the settlement agreement in respect of the consolidated securities class action and shareholder derivative claims brought against the Company, the absence of certain adverse developments and other customary closing conditions.
     Although the Company would attempt to enter into an alternative transaction that would provide it with the liquidity and capital needed to continue its business in the event that it is unable to enter into the proposed transaction, the Company cannot provide assurance that it would succeed in entering into such a transaction, especially in the limited time available prior to the July 20, 2007 maturity of the senior notes. The failure to refinance the senior notes and recapitalize the holding company would have a material adverse effect on, and impair, the holding company’s financial condition and ability to operate as going concern. This would likely cause the holding company to seek protection under applicable bankruptcy laws, which would likely result in the elimination of all value of the holding company’s outstanding common stock. In addition, banking regulators could take actions to protect the interests of the depositors of the Company’s banking subsidiaries, which actions could have a material adverse effect on the value that the holding company may realize on its investment in Doral Bank PR and other subsidiaries.
The consummation of a recapitalization transaction, if any, will likely result in very significant dilution to the Company’s existing shareholders.
     The Company believes that a recapitalization transaction, if any, would be accomplished primarily through the issuance of new equity securities, which would result in very significant dilution to the Company’s existing shareholders. As a result, new investors would have the ability to determine matters requiring shareholder approval, including without limitation, the election and removal of directors, business combinations, changes of control and sales of all or substantially all of Doral Financial’s assets.
Risks Relating to the Holding Company’s Deteriorated Financial Condition
Doral Financial’s deteriorated earnings have resulted in a reduction of Doral Financial’s capital position and, together with the pending debt maturity and downgrades to its credit ratings, have adversely affected its operations and the ability of the holding company to access funding.
     The Company recorded significantly lower income in 2005 than in 2004, and a significant loss in 2006. The Company’s deteriorated earnings have adversely affected the holding company’s capital position, which, combined with the maturing of the Company’s $625 million floating rate senior notes on July 20, 2007, have lead to a series of downgrades in the Company’s credit ratings.
     Doral Financial is a party to two repurchase facilities with outstanding balances totaling approximately $86 million that are secured by whole loans and subordinated mortgage securities. These facilities are payable on demand or on a monthly basis. These facilities may be terminated by the lenders following a material adverse change in the results of operations or financial condition of the Company. One of these facilities also contains a covenant that requires Doral Financial to remain “well capitalized” under the applicable banking regulatory guidelines. As a result of the losses incurred during 2006, Doral Financial’s leverage ratio fell below the minimum threshold for the holding company to classify as “well-capitalized.” Doral Financial is in discussions with both lenders to avoid a termination of the facilities as a result of the losses suffered by Doral Financial or as a result of the holding company falling below the “well capitalized” level. The termination of either of these facilities could have a material adverse effect on the holding company’s liquidity position. In addition, the reduced capital position of the Company may make other counterparties reluctant to continue to do business with the Company. FNMA may also terminate Doral Financial’s status as an approved seller because it no longer meets the standards for being “well capitalized.” While the Company is in discussions with FNMA to avoid such action, no assurance can be given that FNMA will not terminate the Company’s status as an approved seller. As of December 31, 2006, Doral Bank PR and Doral Bank NY were in compliance with all the regulatory capital requirements that were applicable to them as a state non-member bank and a federal savings bank, respectively, and were considered “well capitalized.”

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     Following Doral Financial’s announcement of the need to restate its financial statements, the major rating agencies downgraded Doral Financial’s ratings in a series of actions. S&P lowered the long-term senior debt and counterparty ratings of Doral Financial from ‘BBB-’ to ‘B+’ and placed the ratings on “Credit Watch Negative.” Moody’s lowered Doral Financial’s long term senior debt rating from ‘Baa2’ to ‘B1’and placed the ratings on “outlook of credit negative.” Fitch lowered Doral Financial’s long-term senior debt rating from ‘BBB+’ to ‘BB-’ and placed the ratings on “Rating Watch Negative.”
     Early in 2007, Doral Financial’s ratings were downgraded from ‘B+’ to ‘B’ with a negative outlook by S&P, from ‘B1’ to ‘B2’ by Moody’s and from ‘BB-’ to ‘B+’ by Fitch.
     These debt and financial strength ratings are current opinions of the rating agencies. As such, they may be changed, suspended or withdrawn at any time by the rating agencies as a result of changes in, or the unavailability of, information or based on other circumstances. Ratings may also be withdrawn at the request of Doral Financial’s management. These ratings actions have affected and will continue to affect Doral Financial’s business and results of operations in a number of ways.
     Since the restatement, the holding company’s traditional sources of funding from the capital markets have been disrupted and the holding company has had to rely primarily on servicing income, repurchase agreements backed by mortgage loans and subordinated mortgage securities, and sales of loans in the secondary market to government agencies or U.S. financial institutions as its primary sources of liquidity. The requirements for sale of non-conforming loans in the U.S. secondary market are stricter than those existing in the Puerto Rico market prior to the restatement, which has affected the Company’s ability to sell non-conforming loans. In addition, as a result of existing regulatory consent orders, the holding company’s access to the liquidity at its banking subsidiaries is significantly restricted. At the same time, the liquidity of the holding company has been materially adversely affected by expenses related to the restatement and related legal and accounting matters and increased demands for loan repurchases pursuant to recourse or warranty obligations. Although the holding company continues to pay its debts as they become due, as discussed above, Doral Financial will need significant outside financing during 2007, principally for the payment of its $625 million floating rate senior notes that mature on July  20, 2007 and to meet certain other working capital and contractual needs of the holding company.
The weakened financial condition of the holding company may also affect Doral Financial’s servicing business.
     The weakened financial position of the Company may also affect its servicing business. The holding company holds the contractual rights to service loans for third parties, including its banking subsidiaries. Servicing rights represent a contractual right and not a beneficial ownership interest in the underlying mortgage loans. Failure to service the loans in accordance with contract requirements may lead to a termination of the servicing rights and the loss of future servicing fees. In general, Doral Financial’s servicing agreements are terminable by the investors for cause. In addition, the servicing agreements with FNMA allow FNMA to request collateral for the total amount of loans being serviced subject to recourse. To date, the Company has posted $44.0 million in collateral to secure $876.0 million in recourse servicing with FNMA. If requested, the holding company would not have the ability to post collateral to fully secure its recourse servicing. In addition, the Company’s servicing agreements with FNMA permit FNMA to terminate the Company’s servicing rights if FNMA determines that changes in the Company’s financial condition have materially adversely affected the Company’s ability to satisfactorily service the mortgage loans. Approximately 27% of Doral Financial’s mortgage loan servicing on behalf of third parties relates to mortgage servicing for FNMA. Termination of Doral Financial’s servicing rights with respect to FNMA or other parties for which it provides servicing could have a material adverse effect on the results of operations and financial condition of Doral Financial.
Continuing negative publicity may affect our business.
     As a result of the restatement of the Company’s prior-period financial statements and the Company’s deteriorated earnings and financial condition, the Company has been the subject of negative publicity. This negative publicity may inhibit the Company’s ability to attract or retain customers and maintain customary business relationships with counterparties. Continuing negative publicity could have a material adverse effect on the Company’s business, financial position, results of operations or cash flows.

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Doral Financial may fail to retain and attract key employees and management personnel.
     Doral Financial’s success has been and will continue to be influenced by its ability to retain and attract key employees and management personnel, including senior and middle management. Doral Financial’s ability to attract and retain key employees and management personnel may be adversely affected as a result of the workload and stress associated with the resolution of legacy issues related to the restatement and recapitalization efforts, and related risks and uncertainties.
Risks Relating to the Restatement Process
Doral Financial has restated its financial statements.
     Doral Financial will continue to suffer adverse effects from the restatement of its previously issued financial statements that were included in its annual report on Form 10-K for the year ended December 31, 2004, as amended (the “2004 Form 10-K”). In the 2004 Form 10-K, Doral Financial restated its previously reported financial statements for the years ended December 31, 2004, 2003, 2002, and the unaudited selected quarterly financial information for each of the four quarters of 2004, 2003 and 2002.
     As a result of the restatement, Doral Financial became subject to fines and settlements and could become subject to further fines, penalties or damages.
Doral Financial and its banking subsidiaries are subject to the supervision and regulation of various banking regulators and have entered into consent orders with these regulators, and these regulators could take action against the Company or its banking subsidiaries.
     As a regulated financial services firm, Doral Financial’s good standing with its regulators is of fundamental importance to the continuation and growth of its businesses. Doral Financial is subject to supervision and regulation by the Federal Reserve, Doral Bank PR is subject to supervision and regulation by the FDIC and the Office of the Commissioner and Doral Bank NY is subject to supervision and regulation by the OTS and the FDIC.
     Doral Financial is responding to inquiries and requests for documents from the Federal Reserve and the other banking regulators of the Company and its subsidiaries regarding the issues arising from the restatement and related internal control matters and the holding company’s deteriorated financial condition. Federal banking regulators, in the performance of their supervisory and enforcement duties, have significant discretion and power to initiate enforcement actions for violations of laws and regulations and unsafe or unsound practices. The enforcement powers available to federal banking regulators include, among others, the ability to assess civil monetary penalties, to issue cease-and-desist or removal orders, to require written agreements and to initiate injunctive actions. As discussed in Part I, Item 3. Legal Proceedings in this Annual Report on Form 10-K, Doral Financial and Doral Bank PR have entered into consent orders with the Federal Reserve, the FDIC and the Office of the Commissioner, which, among other things, prohibit the Company’s banking subsidiaries from paying dividends to the parent company, and prohibit Doral Financial from paying dividends to its common and preferred shareholders, without regulatory approval. Doral Financial cannot predict whether any of these banking regulators will take any further action with respect to Doral Financial or its banking subsidiaries, or, if any such further action were taken, whether such action would have a material adverse effect on Doral Financial. The Company’s banking regulators could take additional actions to protect the Company’s banking subsidiaries or to ensure that the holding company remains as a source of financial and managerial strength to its banking subsidiaries, and such actions could have adverse effects on one or more of the Company’s stakeholders.
Doral Financial has been the subject of an investigation by the U.S. Attorney’s Office for the Southern District of New York, which could require it to pay substantial fines or penalties.
     On August 24, 2005, Doral Financial received a grand jury subpoena from the U.S. Attorney’s Office for the Southern District of New York regarding the production of certain documents, including financial statements and corporate, auditing and accounting records prepared during the period relating to the restatement of Doral Financial’s financial statements. Doral Financial cannot predict when this investigation will be completed or what

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the results of this investigation will be. The effects and results of this investigation could have a material adverse effect on Doral Financial’s business, results of operations, financial condition and liquidity. Adverse developments related to this investigation, including any expansion of its scope, could negatively impact the Company and could divert efforts and attention of its management team from Doral Financial’s ordinary business operations. Doral Financial may be required to pay material fines, judgments or settlements or suffer other penalties, each of which could have a material adverse effect on its business, results of operations, financial condition and liquidity. This investigation could adversely affect Doral Financial’s ability to obtain, and/or increase the cost of obtaining, directors’ and officers’ liability insurance and/or other types of insurance, which could have a material adverse effect on Doral Financial’s businesses, results of operations and financial condition.
Risks Relating to Doral Financial’s Business
Fluctuations in interest rates may negatively impact Doral Financials business.
     Interest rate risk is the primary market risk affecting Doral Financial. Changes in interest rates can adversely affect the following areas of its business:
    the number of mortgage loans it originates and purchases;
 
    the net interest income it earns on loans and securities;
 
    its gains on the sale of loans;
 
    the value of its securities holdings; and
 
    the value of its servicing asset and IOs.
     Significant increases in interest rates reduce demand for mortgage loan originations and refinancing. Higher interest rates increase the cost of mortgage loans to consumers and therefore reduce consumer demand for mortgage loans. Reduced demand for mortgage loans negatively impacts Doral Financial’s profits because it results in lower loan originations by Doral Financial and lower mortgage origination income. Demand for refinance loans is generally more sensitive to increases in interest rates.
     Significant changes in interest rates reduce net interest income. Doral Financial is liability sensitive (on average the liabilities mature sooner than the assets) and thus significant increases in short-term interest rates reduce net interest income, which is the most important component of Doral Financial’s earnings. Net interest income is the difference between the interest received by Doral Financial on its interest-earning assets and the interest paid on its borrowings. Most of Doral Financial’s interest-earning assets, like its mortgage loans and mortgage-backed securities, are long-term assets with fixed interest rates. In contrast, most of Doral Financial’s borrowings are short-term. When interest rates rise, Doral Financial must pay more in interest on its borrowings while the interest earned on its assets does not rise as quickly. This causes profits to decrease. This adverse impact on earnings is greater when the slope of the yield curve flattens, that is, when short-term interest rates increase more than long-term rates.
     Significant increases in interest rates may reduce the value of Doral Financial mortgage loans and securities. Significant increases in interest rates may reduce the value of Doral Financial’s financial assets and may have an adverse impact on its earnings and financial condition. Doral Financial owns a substantial portfolio of mortgage loans, mortgage-backed securities and other debt securities with fixed interest rates. The market value of an obligation with a fixed interest rate generally decreases when prevailing interest rates rise. In addition, most of Doral Financial’s remaining IOs are related to mortgage pools in which the pass-through rates payable to investors are floating rates based on a spread over the three-month LIBOR. Accordingly, significant unexpected increases in short-term interest rates reduce the spread received on Doral Financial’s IOs and adversely affect its value. For mortgage loan sales contracts that are not subject to interest rate caps, to the extent that the interest rate payable to investors on the mortgage loans underlying the floating rate IOs exceeds the weighted-average coupon on such mortgage loans, the change in fair value of the Company’s IOs may exceed the carrying value of the IOs, creating a liability instead of an asset. Doral Financial must recognize decreases in the value of the IOs against its current period earnings.

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     Significant reductions in interest rates may adversely affect the value of Doral Financials servicing assets. Significant decreases in long-term interest rates lead to increases in the prepayment of mortgages by borrowers, which may reduce the value of Doral Financial’s servicing assets. Doral Financial’s servicing assets represent the estimated present value of the normal servicing fees (net of related servicing costs) Doral Financial expects to receive on the mortgages it services over their expected term. If prepayments increase above expected levels, the value of Doral Financial’s servicing assets will decrease because the amount of future fees expected to be received by Doral Financial from the servicing assets will decrease.
Defective and repurchased loans may harm Doral Financial’s business and financial condition.
     In connection with the sale and securitization of loans, Doral Financial is required to make a variety of customary representations and warranties regarding the Company and the loans being sold or securitized. Doral Financial’s obligations with respect to these representations and warranties are generally outstanding for the life of the loan, and they relate to, among other things:
    compliance with laws and regulations;
 
    underwriting standards;
 
    the accuracy of information in the loan documents and loan file; and
 
    the characteristics and enforceability of the loan.
     A loan that does not comply with these representations and warranties may take longer to sell, impact Doral Financial’s ability to obtain third-party financing for the loan, and be unsaleable or saleable only at a significant discount. If such a loan is sold before Doral Financial detects a non-compliance, Doral Financial may be obligated to repurchase the loan and bear any associated loss directly, or Doral Financial may be obligated to indemnify the purchaser against any such loss, either of which could reduce Doral Financial’s cash available for operations and liquidity. The Company’s current management team believes that it has established controls to ensure that loans are originated in accordance with the secondary market’s requirements, but no assurance can be given that mistakes will not be made, or that certain employees will not deliberately violate the Company’s lending policies. Doral Financial seeks to minimize repurchases and losses from defective loans by correcting flaws, if possible, and selling or re-selling such loans. Doral Financial does not have a reserve on its financial statements for possible losses related to repurchases resulting from representation and warranty violations because it does not expect any such losses to be significant. Doral Financial cannot assure you, however, that losses associated with defective loans will not adversely impact its results of operations or financial condition. See “Liquidity and Capital Resources” under Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, in this report.
Doral Financial must identify and satisfy the requirements of new loan sale channels for its non-conforming mortgage loan production.
     Prior to the announcement that it would have to restate its financial statements, Doral Financial historically sold a significant portion of its non-conforming loan production to local financial institutions at relatively high gain on sale margins through the creation of floating rate IOs. Since the announcement of the restatement, the Company has not sold its non-conforming loan production in the local market. In the fourth quarter of 2005, Doral Financial was able to sell non-conforming loans to U.S. financial institutions, on a non-recourse basis, in transactions that did not involve the creation of IOs and resulted in a significantly lower gain on sale margin. While Doral Financial is seeking to broaden sales channels for its non-conforming mortgage loan production, it anticipates that these new sales channels will continue to result in considerably lower gain on sale margins compared to those obtained in past sales in the local Puerto Rico market, thereby adversely affecting their profitability. In addition, these new channels require that the Company maintain more stringent underwriting and pricing criteria, which has affected and may continue to affect the Company’s share of Puerto Rico’s loan production. Doral Financial cannot assure you that it will be able to create a liquid market for its non-conforming loan production.

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Doral Financial is exposed to credit risks from mortgage loans held pending sale and mortgage loans that have been sold subject to recourse arrangements.
     Doral Financial is generally at risk for mortgage loan defaults from the time it funds a loan until the time the loan is sold or securitized into a mortgage-backed security. Doral Financial also often retains, through recourse arrangements, part of the credit risk on sales of mortgage loans that do not qualify for GNMA, FNMA or FHLMC sale or exchange programs and consequently may suffer losses on these loans. Doral Financial suffers losses on these loans when the proceeds from a foreclosure sale of the property underlying a defaulted mortgage loan are less than the outstanding principal balance of the loan and the costs of holding and disposing of the related property.
Doral Financial is subject to default risk in connection with the loans it originates for its own portfolio.
     Doral Financial is subject to the risk of loss from loan defaults and foreclosures with respect to the loans originated for its own portfolio, including those loans originated by its banking subsidiaries for investment. Doral Financial establishes provisions for loan and lease losses, which are charged to operations, in order to maintain its allowance for loans and lease losses at a level which management deems to be appropriate based upon management’s assessment of prior loss experience, the volume and type of lending being conducted, industry standards, past due loans, general economic conditions in its market and other factors related to the collectibility of the loan portfolio. Although Doral Financial’s management utilizes its best judgment in providing for loan losses, there can be no assurance that management has accurately estimated the level of probable loan losses or that Doral Financial will not have to increase its provisions for loan and lease losses in the future as a result of future increases in non-performing loans or for other reasons beyond its control. Any such increases in Doral Financial’s provisions for loan and lease losses could have a material adverse impact on Doral Financial’s future financial condition and results of operations.
Doral Financial is subject to greater credit risk with respect to its portfolio of construction and commercial loans.
     Doral Financial invests in construction loans and mortgage loans secured by income-producing residential buildings and commercial properties through its banking subsidiaries which are subject to greater credit risk than consumer and residential mortgage loans. These types of loans involve greater credit risk than residential mortgage loans because they are larger in size, concentrate more risk in a single borrower and are generally more sensitive to economic conditions. The properties securing these loans are also harder to dispose of in foreclosure.
Management has identified several material weaknesses in Doral Financial’s internal control over financial reporting.
     Doral Financial’s management has concluded that the Company’s internal control over financial reporting was not effective as of December 31, 2006, as a result of several material weaknesses described in this Annual Report on Form 10-K. As a result, this report includes an adverse opinion from PricewaterhouseCoopers LLP, the Company’s independent registered public accounting firm, on Doral Financial’s internal control over financial reporting. A discussion of the material weaknesses that have been identified by management can be found in Item 9A of Part II of this Annual Report on Form 10-K. Each material weakness results in more than a remote likelihood that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected. The Company’s ability to file its periodic reports with the SEC in a timely manner may also be adversely affected by the existence of ineffective controls.
     We have devoted substantial internal and external resources to addressing the material weaknesses in our internal controls over financial reporting over the last couple of years. We expect to continue spending significant resources until we remedy all the material weaknesses in our internal control over financial reporting.
Doral Financial’s business is concentrated in Puerto Rico.
     Doral Financial’s business activities and credit exposure are concentrated in Puerto Rico. Consequently, its financial condition and results of operations are highly dependent on economic conditions in Puerto Rico. Adverse political or economic developments, decreases in housing values or natural disasters, such as hurricanes, could result in a downturn in loan originations, an increase in the level of nonperforming assets, an increase in the rate of

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foreclosure loss on mortgage loans and a reduction in the value of Doral Financial’s loans and loan servicing portfolio. In particular, if the Commonwealth of Puerto Rico is unable to generate the projected revenues or savings from the fiscal and tax reforms implemented during 2006, certain Commonwealth government agencies may not be able to meet their payroll obligations and may be forced to suspend their operations, as was the case in 2006. Recently, the Government of Puerto Rico announced a possible lack of budgetary funds to complete the fiscal year ending June 30, 2007 of approximately $650 million. Similar conditions at the end of fiscal year 2006 led to a two-week government shutdown. It is impossible for the Company to predict what effect such a government shutdown could have on the Puerto Rico economy, but a prolonged shutdown could lead to an increase in delinquencies in mortgage and consumer loans. These factors could materially and adversely affect Doral Financial’s condition and results of operations.
The economy of Puerto Rico is slowing down.
     Beginning in 2005 and continuing during 2006, a number of key economic indicators suggested that the economy of Puerto Rico was slowing down. This trend has continued during 2007.
     Construction remained weak during the first half of fiscal year 2007, as the combination of rising interest rates, the Commonwealth’s fiscal situation and decreasing public investment in construction projects affected the sector. Although payroll employment in construction for the first seven months of fiscal year 2007 increased, cement sales, a real indicator of construction activity, declined by 4% as compared to the same period for fiscal year 2006. Exports decreased by 2.6% from July to November of fiscal year 2007, while imports increased by 8.6%, leading to the first registered negative trade balance of the last decade in November 2006. Retail sales have also been declining since April 2006 and cumulative figures for the first four months of fiscal year 2007 showed a decline of 2.6%. Tourism activity has also declined during the first five months of fiscal year 2007. Total hotel registrations for the first five months of fiscal year 2007 declined 5.5% as compared to the same period for fiscal year 2006. Although the unemployment rate for the first seven months of fiscal year 2007 was 10.3%, a decline from 11.7% for the same period of fiscal year 2006, this decline was due to a drop in the labor force participation rate.
     In general, the Puerto Rico economy continued its trend of decreasing growth and ended the first half of fiscal year 2007 with minimal momentum, primarily due to weaker manufacturing, softer consumption and decreased government investment in construction.
     The above economic concerns and uncertainty in the private and public sectors may also have an adverse effect on the credit quality of the Company’s loan portfolios, as delinquency rates are expected to increase in the short-term, until the economy stabilizes. Also, a potential reduction in consumer spending may also impact growth in other interest and non-interest revenue sources of the Company.
Doral Financial is subject to risks in servicing loans for others.
     Doral Financial’s profitability may also be adversely affected by mortgage loan delinquencies and defaults on mortgage loans that it services for third parties. Under many of its servicing contracts, Doral Financial must advance all or part of the scheduled payments to the owner of an outstanding mortgage loan, even when mortgage loan payments are delinquent. In addition, in order to protect their liens on mortgaged properties, owners of mortgage loans usually require that Doral Financial, as servicer, pay mortgage and hazard insurance and tax payments on schedule even if sufficient escrow funds are not available. Doral Financial generally recovers its advances from the mortgage owner or from liquidation proceeds when the mortgage loan is foreclosed. However, in the interim, Doral Financial must absorb the cost of the funds it advances during the time the advance is outstanding. Doral Financial must also bear the costs of attempting to collect on delinquent and defaulted mortgage loans. In addition, if a default is not cured, the mortgage loan will be canceled as part of the foreclosure proceedings and Doral Financial will not receive any future servicing income with respect to that loan.
Competition with other financial institutions could adversely affect the profitability of Doral Financials operations.
     Doral Financial faces significant competition from other financial institutions, many of which have significantly greater assets, capital and other resources. As a result, many of Doral Financial’s competitors have advantages in

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conducting certain businesses and providing certain services. This competitive environment could force Doral Financial to increase the rates it offers on deposits or lower the rates it charges on loans and, consequently, could adversely affect the profitability of Doral Financial’s operations.
Changes in statutes and regulations could adversely affect Doral Financial.
     As a financial institution, Doral Financial is subject to extensive federal and local governmental supervision and regulation. Any change in regulation, whether by applicable regulators or as a result of legislation enacted by the United States Congress or by the applicable local legislatures, could have a substantial impact on Doral Financial’s operations and profitability.
Item 1B. Unresolved Staff Comments.
     None.
Item 2. Properties.
     Doral Financial maintains its principal administrative and executive offices in an office building known as the Doral Financial Plaza, located at 1451 Franklin D. Roosevelt Avenue in San Juan, Puerto Rico. The Doral Financial Plaza is owned in fee simple by Doral Properties, Inc., a wholly-owned subsidiary of Doral Financial, and has approximately 200,000 square feet of office and administrative space. The cost of the building, related improvements and land was approximately $48.4 million. The building is subject to a mortgage in the amount of $42.0 million.
     During 2006, Doral Bank PR maintained its administrative offices on three floors owned by Doral Bank PR in a commercial office condominium known as the Doral Bank Plaza, located at 33 Resolution Street in San Juan, Puerto Rico adjacent to the Doral Financial Plaza. The three floors consist of approximately 18,000 square feet per floor. The aggregate cost of these three floors was approximately $13.0 million. Doral Financial is in the process of consolidating its operations, including the administrative offices of Doral Bank PR, in the Doral Financial Plaza. Doral Financial expects the consolidation to be completed during 2007 and intends to sell the three floors currently owned by Doral Bank PR.
     In addition, Doral Financial maintains 44 retail banking branches in Puerto Rico at which mortgage origination offices are co-located, one broker-dealer branch in Puerto Rico and one insurance agency branch in Puerto Rico, all except for nine of which are leased, and 11 retail branches for its thrift operation in the New York City metropolitan area, all of which are leased. Doral Financial also leases administrative office space at 387 Park Avenue South, New York, New York. On March 15, 2007, Doral Financial announced that it had agreed to sell its 11 existing New York City branches to a U.S. institution pursuant to a definitive purchase and assumption agreement. Under the terms of the purchase and assumption agreement, the leases related to the existing 11 branches would be assigned to the purchaser. The transaction, which is subject to regulatory approval and other customary conditions, is expected to be completed in the third quarter of 2007. Doral Financial intends to vacate the administrative office space at 387 Park Avenue South as part of the transaction.
     Doral Financial considers that its properties are generally in good condition, are well maintained and are generally suitable and adequate to carry on Doral Financial’s business.
Item 3. Legal Proceedings.
     Doral Financial and its subsidiaries are defendants in various lawsuits arising in the ordinary course of business. In the opinion of Doral Financial’s management, except as described below, the pending and threatened legal proceedings of which management is aware will not have a material adverse effect on the financial condition or results of operations of Doral Financial.
     Since 2005, Doral Financial became subject to various legal proceedings, including regulatory and judicial investigations and civil litigation, arising as a result of the Company’s restatement.

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     Lawsuits
     Class Action Lawsuits. Following the announcement of the restatement, Doral Financial and certain directors and former officers and directors, were named as defendants in eighteen purported class action lawsuits filed between April 20, 2005 and June 14, 2005, alleging violations of federal securities laws. Sixteen of these actions were filed in the U.S. District Court for the Southern District of New York and two were filed in the U.S. District Court for the District of Puerto Rico. These lawsuits, brought on behalf of shareholders who purchased Doral Financial securities as early as May 15, 2000 and as late as May 26, 2005, allege primarily that the defendants engaged in securities fraud by disseminating materially false and misleading statements during the class period, failing to disclose material information concerning the valuation of the Company’s IOs, and misleading investors as to the Company’s vulnerability to interest rate increases. The two actions not initially filed in the U.S. District Court for the Southern District of New York have been transferred there by the Judicial Panel on Multi-District Litigation (“MDL Panel”) for coordinated or consolidated pretrial proceedings with the actions previously filed there before Judge Richard Owen. On February 8, 2006, Judge Owen entered an order appointing the West Virginia Investment Management Board as lead plaintiff and approving the selection of Lerach Coughlin Stoia Geller Rudman & Robbins LLP as lead plaintiffs’ counsel. On June 22, 2006, the lead plaintiff filed a consolidated amended complaint alleging securities fraud during the period between March 15, 2000 and October 25, 2005, based on allegations similar to those noted above, as well as based on the reversal of certain transactions entered into by Doral Financial with other Puerto Rico financial institutions and on weaknesses in Doral Financial’s control environment as described in the Company’s amended annual report on Form 10-K for 2004. The consolidated amended complaint seeks unspecified compensatory damages (including interest), costs and expenses, and injunctive relief.
     Shareholder Derivative Lawsuits. Certain officers and directors and former officers and directors of the Company are named as defendants in five shareholder derivative actions currently pending before Judge Owen in the U.S. District Court for the Southern District of New York. These derivative actions were filed in 2005 and 2006, and purport to bring claims on behalf of the Company based principally on allegations that Doral Financial’s former officers and directors allowed Doral Financial to use inadequate procedures and financial controls in connection with the Company’s financial statements, made misstatements to the public concerning the Company’s financial controls and financial performance and otherwise failed in their duties to the Company. These derivative lawsuits have been consolidated with the class actions during pretrial proceedings. The relief sought in these derivative actions includes contribution in respect of the securities actions, unspecified compensatory damages on behalf of Doral Financial, disgorgement of defendants’ profits and compensation, equitable and/or injunctive relief, costs and other expenses. On April 27, 2006, Judge Owen appointed Rosenbaum Capital, LLC as lead derivative plaintiff and the law firm of Federman & Sherwood as lead derivative plaintiffs’ counsel.
     Other Lawsuits. On June 21, 2005, a lawsuit was filed against Doral Financial and certain of its former officers and directors in the U.S. District Court for the District of Puerto Rico. Between June 29, 2005 and August 30, 2005, plaintiff filed three amended complaints. The suit as amended concerns a divorce settlement entered by a former Chairman and chief executive officer of Doral Financial and also alleges, among other things, violations of federal securities laws, Racketeer Influenced and Corrupt Organizations (“RICO”) Act violations, as well as fraud and breach of contract under Puerto Rico law, some of which are stated in the alternative as derivative claims on behalf of Doral Financial. Plaintiff seeks an award of damages, costs, and expenses. All defendants have moved to dismiss the complaint as amended, and such motions have not been decided.
     In addition, on October 14, 2005, the Company, a director and certain former officers and directors of the Company were named as defendants in an action brought by an individual plaintiff filed in the U.S. District Court for the Southern District of New York, alleging violations of federal securities laws and various Kentucky state laws similar to those alleged in the class action lawsuits. Plaintiff seeks compensatory damages in the amount of $292,000 for losses the plaintiff allegedly incurred in connection with Doral Financial securities purchased between January 19, 2005 and March 18, 2005, as well as unspecified punitive damages, interest, costs and other expenses. This action is at a very early stage, is pending before Judge Owen and has been consolidated with the class and derivative actions for pretrial proceedings.

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     Settlement Agreement
     On April 27, 2007, Doral Financial entered into an agreement to settle all claims in the consolidated securities class action and shareholder derivative litigation filed against the Company following the announcement in April 2005 of the need to restate its financial statements for the period of 2000 to 2004. The settlement is subject to notice and approval from the U.S. District Court for the Southern District of New York.
     Under the terms of the settlement agreement and a concurrent agreement entered into by insurers to the Company and its current and former directors and officers, the Company and insurers will pay an aggregate of $129 million, of which insurers will pay approximately $34 million. In addition, one or more individual defendants will pay an aggregate of $1 million (in cash or Doral Financial stock). As part of the settlement, the Company also agreed to certain corporate governance enhancements.
     The Company’s payment obligations under the settlement agreement are subject to the closing and funding of one or more transactions through which the Company obtains outside financing during 2007 to meet its liquidity and capital needs, including the repayment of the Company’s $625 million senior notes due on July 20, 2007, payment of the amounts due under the settlement agreement and certain other working capital and contractual needs. Either side may terminate the settlement agreement if the Company has not raised the necessary funding by September 30, 2007 or if the settlement has not been fully funded within 30 days from the receipt of such funding.
     As a result of this settlement agreement, Doral Financial established a litigation reserve and recorded a charge to the Company’s full-year financial results for 2006 of $95.0 million.
     The parties to the settlement agreement will seek final court approval of the settlement before the maturity of the senior notes due July 20, 2007, but no assurance can be given that it will receive final court approval by this date. See “Risk Factors — Risks Relating to the Recapitalization Process” under Item 1A of this Annual Report on Form 10-K.
     Other Legal Matters.
     On April 19, 2005, the SEC informed Doral Financial that it was conducting an inquiry into Doral Financial’s accounting and disclosure practices related to the April 19, 2005 announcement that it would restate its financial results, and the underlying issues related to the restatement. Subsequently, the SEC issued a formal order of investigation in connection with the previously announced informal inquiry into the Company’s restatement of its consolidated financial statements.
     On September 19, 2006, Doral Financial publicly announced that the SEC had approved a final settlement with the Company, which resolved the SEC’s investigation of the Company. Under the settlement approved by the SEC, Doral Financial agreed, without admitting or denying any wrongdoing, to be enjoined from future violations of certain provisions of the securities laws. Doral Financial also agreed to pay a $25 million civil penalty and the disgorgement of $1.00 to the SEC. The staff of the SEC may request that the civil penalty be distributed to investors under a plan of distribution to be established by the SEC, as authorized under the Sarbanes-Oxley Act of 2002.
     Doral Financial reserved $25 million, during 2005, in its consolidated financial statements in connection with the settlement of the SEC’s investigation of the Company. Doral Financial paid the civil penalty in February 2007.
     The settlement also provides that the amounts to be paid as civil penalty shall be treated by Doral Financial as penalties paid to the government for all purposes, including tax purposes, and that Doral Financial shall not seek to be reimbursed or indemnified for such payments through insurance or any other source, or use such payment to setoff or reduce any award of compensatory damages to plaintiffs in related securities litigation pending against the Company. In connection with the settlement, Doral Financial consented to the entry of a final judgment to implement the terms of the agreement. In December 2006, the United States District Court for the Southern District of New York entered the final judgment.
     On August 24, 2005, the U.S. Attorney’s Office for the Southern District of New York served Doral Financial with a grand jury subpoena seeking the production of certain documents relating to issues arising from the

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restatement, including financial statements and corporate, auditing and accounting records prepared during the period from January 1, 2000 to the date of the subpoena. Doral Financial is cooperating with the U.S. Attorney’s Office in this matter, including by producing documents and other information in response to the subpoena. Doral Financial cannot predict the outcome of this matter and is unable to ascertain the ultimate aggregate amount of monetary liability or financial impact to Doral Financial of this matter. Accordingly, no reserve has been established in the consolidated financial statements of Doral Financial.
     Banking Regulatory Matters
     On March 17, 2006, Doral Financial and its principal Puerto Rico banking subsidiary, Doral Bank PR, entered into consent orders with the Federal Reserve, the Federal Deposit Insurance Corporation (“FDIC”) and the Office of the Commissioner. The mutually agreed upon orders require Doral Financial and Doral Bank PR to conduct reviews of their mortgage portfolios, and to submit plans regarding the maintenance of capital adequacy and liquidity. Doral Financial and Doral Bank PR have complied with these requirements. No fines or monetary penalties were assessed against Doral Financial or Doral Bank PR under the orders.
     Under the terms of the consent order with the FDIC and the Office of the Commissioner, Doral Bank PR may not pay a dividend or extend credit to, or enter into certain asset purchase and sale transactions with Doral Financial or its subsidiaries, without the prior consent of the FDIC and the Office of the Commissioner.
     The consent order with the Federal Reserve contains similar restrictions on Doral Financial from obtaining extensions of credit from, or entering into certain asset purchase and sale transactions with, Doral Bank PR, without the prior approval of the Federal Reserve. The consent order also restricts Doral Financial from paying dividends on its capital stock without the prior written approval of the Federal Reserve. Doral Financial is required to request permission for the payment of dividends on its common stock and preferred stock not less than 30 days prior to a proposed dividend declaration date.
     On August 23, 2006, Doral Bank PR entered into a Memorandum of Understanding (“MOU”) with the Office of the Commissioner and the FDIC. The MOU relates to certain weaknesses identified by the regulators with respect to Doral Bank PR’s compliance with the Bank Secrecy Act (“BSA”). Doral Bank PR was not required to pay any civil monetary penalties in connection with this MOU. An MOU is characterized by regulatory authorities as an informal action that is neither published nor made publicly available by agencies and is used when circumstances warrant a milder form of action than a formal supervisory action, such as a formal written agreement of a cease and desist order.
     Under the terms of the MOU, Doral Bank PR is required to correct certain violations of law, including certain violations regarding the BSA, within various timeframes. In particular, the MOU confirms the understanding that Doral Bank PR will operate with adequate management supervision and board of directors oversight on BSA related matters and will develop, adopt, and implement a system of internal controls designed to ensure full compliance with the BSA and certain other statutes, regulations, rules and/or guidelines issued or administered by the United States Department of Treasury’s Office of Foreign Assets Control (“OFAC”). The implementation of the MOU will include: revisions of Doral Bank PR’s policies, procedures and processes with respect to independent testing and training programs to ensure full compliance with the BSA and OFAC; designating a BSA and OFAC officer; amending existing policies, procedures, and processes relating to internal and external audits to review compliance with BSA and OFAC provisions as part of routine auditing; and engaging independent consultants to review account and transaction activity from September 1, 2005 through March 31, 2006 to determine compliance with suspicious activity reporting requirements and to review the effectiveness of the corrective actions taken in response to the MOU.
     On October 3, 2006, Doral Financial was notified by the Federal Reserve that it no longer satisfies the financial holding company requirements for purposes of the Gramm-Leach-Bliley Act. Doral Financial has entered into an agreement with the Federal Reserve to correct certain deficiencies at Doral Bank PR within a 180-day period from receipt of the notice or such longer period as may be permitted by the Federal Reserve. Doral Financial is taking corrective actions to remain as a financial holding company and does not believe that the loss of financial holding company status would have a direct material adverse effect upon Doral Financial’s consolidated financial position or results of operations.

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     On October 23, 2006, Doral Bank PR entered into an MOU with the FDIC regarding certain deficiencies in Doral Bank PR’s compliance with the data reporting requirements of the Home Mortgage Disclosure Act, and weaknesses in its policies and procedures regarding compliance with the National Flood Insurance Act (as amended). Additionally, in connection with the deficiencies related to the data reporting requirements of the Home Mortgage Disclosure Act, Doral Bank PR consented to the payment of $12,000 of civil monetary penalties. Doral Bank PR also anticipates that it will be required to pay civil monetary penalties of up to approximately $125,000 to the FDIC related to the deficiencies in compliance with the National Flood Insurance Act related to deficiencies in flood insurance coverage, failure to maintain continuous flood insurance protection and failure to ensure that borrowers obtained flood insurance.
     Doral Financial and Doral Bank PR have undertaken specific corrective actions to comply with the requirements of the consent orders and the MOUs, but cannot give assurances that such actions are sufficient to prevent further enforcement actions by the banking regulatory agencies. Doral Financial expects that the implementation of these corrective actions will result in additional compliance-related expenses. However, these expenses are not anticipated to have a material financial impact on the Company or Doral Bank PR.
Item 4. Submission of Matters to a Vote of Security Holders.
     Doral Financial held its annual meeting of stockholders on October 24, 2006. The proposals submitted to the meeting and the results of the voting thereon were reported under Part II, Item 4 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006, and are incorporated herein by reference.
PART II
Item 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
     Doral Financial’s common stock, $1.00 par value per share (the “Common Stock”), is traded and quoted on the New York Stock Exchange (“NYSE”) under the symbol “DRL.”
     The table below sets forth, for the calendar quarters indicated, the high and low closing sales prices and the cash dividends declared on the Common Stock during such periods.
                                 
    Calendar   Price Range   Dividends
Year   Quarter   High   Low   Per Share
2007
  1st   $ 2.79     $ 1.21     $  
 
                               
2006
  4th   $ 6.45     $ 2.87     $  
 
  3rd     6.81       4.54        
 
  2nd     11.69       6.20        
 
  1st     11.97       10.14       0.08  
 
                               
2005
  4th   $ 12.76     $ 8.00     $ 0.08  
 
  3rd     16.76       13.07       0.18  
 
  2nd     21.75       11.52       0.18  
 
  1st     49.45       21.50       0.18  
     As of April 16, 2007, the approximate number of record holders of Doral Financial’s Common Stock was 449, which does not include beneficial owners whose shares are held in record names of brokers and nominees. The last sales price for the Common Stock as quoted on the NYSE on such date was $1.66 per share.
     Doral Financial has three outstanding series of nonconvertible preferred stock: 7.25% noncumulative monthly income preferred stock, Series C (liquidation preference $25 per share); 8.35% noncumulative monthly income preferred stock, Series B (liquidation preference $25 per share); and 7% noncumulative monthly income preferred stock, Series A (liquidation preference $50 per share) (collectively, the “Preferred Stock”).

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     During 2003, Doral Financial issued 1,380,000 shares of its 4.75% perpetual cumulative convertible preferred stock (the “Convertible Preferred Stock”) having a liquidation preference of $250 per share in a private offering to qualified institutional buyers pursuant to Rule 144A. Each share of the Convertible Preferred Stock is currently convertible into 6.2856 shares of common stock, subject to adjustment under specific conditions. The Convertible Preferred Stock ranks on parity with Doral Financial’s other outstanding Preferred Stock with respect to dividend rights and rights upon liquidation, winding up or dissolution.
     The terms of Doral Financial’s preferred stock do not permit Doral Financial to declare, set apart or pay any dividends or make any other distribution of assets, or redeem, purchase, set apart or otherwise acquire shares of the Common Stock, or any other class of Doral Financial’s stock ranking junior to the preferred stock, unless all accrued and unpaid dividends on the preferred stock and any parity stock, at the time those dividends are payable, have been paid and the full dividend on the preferred stock for the current dividend period is contemporaneously declared and paid or set aside for payment. The terms of the preferred stock provide that if Doral Financial is unable to pay in full dividends on the preferred stock and other shares of stock of equal rank as to the payment of dividends, all dividends declared upon the preferred stock and such other shares of stock be declared pro rata.
     On April 25, 2006, Doral Financial announced that, as a prudent capital management decision designed to preserve and strengthen the Company’s capital, the Board of Directors had suspended the quarterly dividend on the Common Stock.
     Doral Financial’s ability to pay dividends in the future is limited by various regulatory requirements and policies of bank regulatory agencies having jurisdiction over Doral Financial and its banking subsidiaries, its earnings, cash resources and capital needs, general business conditions and other factors deemed relevant by Doral Financial’s Board of Directors.
     On March 17, 2006, the Company and its principal Puerto Rico Banking subsidiary, Doral Bank PR, entered into consent orders with the Federal Reserve, the FDIC and the Office of the Commissioner.
     Under the terms of the consent order with the FDIC and the Office of the Commissioner, Doral Bank PR may not pay a dividend or extend credit to, or enter into certain asset purchase and sale transactions with, Doral Financial or its subsidiaries, without the prior consent of the FDIC and the Office of the Commissioner. The consent order also restricts Doral Financial from paying dividends on its capital stock without the prior written approval of the Federal Reserve. Doral Financial is required to request permission for the payment of dividends on its common stock and preferred stock not less than 30 days prior to a proposed dividend declaration date. During 2006, Doral Financial received permission from the Federal Reserve to pay all of the regular monthly cash dividends on the Preferred Stock and the quarterly cash dividends on the Convertible Preferred Stock, but cannot provide assurance that it will receive approval for the payment of such dividends in the future.
     On February 9, 2006, the OTS notified Doral Bank NY that, until further notice, it could not pay any dividend to Doral Financial without prior approval of the OTS. The OTS also directed Doral Bank-NY not to make any extensions of credit to Doral Financial, purchases of assets or similar transactions, without the prior written consent of the OTS.
     Doral Financial did not purchase any of its equity securities during 2005 or 2006.
     The PR Code generally imposes a 10% withholding tax on the amount of any dividends paid by Doral Financial to individuals, whether residents of Puerto Rico or not, trusts, estates, special partnerships and non-resident foreign corporations and partnerships. Prior to the first dividend distribution for the taxable year, individuals who are residents of Puerto Rico may elect to be taxed on the dividends at the regular graduated rates, in which case the special 10% tax will not be withheld from such year’s distributions.
     United States citizens who are not residents of Puerto Rico may also make such an election except that notwithstanding the making of such election, a 10% withholding will still apply to the amount of any dividend distribution unless the individual files with Doral Financial’s transfer agent, prior to the first distribution date for the taxable year, a certificate to the effect that said individual’s gross income from sources within Puerto Rico during

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the taxable year does not exceed $1,300 if single, or $3,000 if married, in which case dividend distributions will not be subject to Puerto Rico income taxes.
     U.S. income tax law permits a credit against U.S. income tax liability, subject to certain limitations, for Puerto Rico income taxes paid or deemed paid with respect to such dividends.
     Special U.S. federal income tax rules apply to distributions received by U.S. citizens on stock of a passive foreign investment company (“PFIC”) as well as amounts retained from the sale or exchange of stock of a PFIC. Based upon certain provisions of the Internal Revenue Code of 1986, as amended (the “Code”) and proposed Treasury Regulations promulgated thereunder, Doral Financial understands that it has not been a PFIC for any of its prior taxable years.
     For information regarding securities authorized for issuance under Doral Financial’s stock-based compensation plans, refer to Part III, Item 12. Executive Compensation in this Annual Report on Form 10-K.

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STOCK PERFORMANCE GRAPH
     The following Performance Graph shall not be deemed incorporated by reference by any general statement incorporating by reference this Annual Report on Form 10-K into any filing under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, except to the extent that Doral Financial specifically incorporates this information by reference, and shall not otherwise be deemed filed under these Acts.
     The following performance graph compares the yearly percentage change in Doral Financial’s cumulative total stockholder return on its common stock to that of the Center for Research in Security Prices, Graduate School of Business, the University of Chicago (“CRSP”) NYSE Market Index (U.S. Companies) and the CRSP Index for NYSE Depository Institution Stocks (SIC 6000-6099 U.S. Companies) (the “Peer Group”). The Performance Graph assumes that $100 was invested on December 31, 2001 in each of Doral Financial’s common stock, the NYSE Market Index (U.S. Companies) and the Peer Group. The comparisons in this table are set forth in response to SEC disclosure requirements, and are therefore not intended to forecast or be indicative of future performance of Doral Financial’s common stock.
(PERFORMANCE GRAPH)

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Item 6. Selected Financial Data.
     The following table sets forth certain selected consolidated financial data for each of the five years in the period ended December 31, 2006. This information should be read in conjunction with Doral Financial’s consolidated financial statements and the related notes thereto.
                                         
    Year ended December 31,  
(Dollars in thousands, except for share data)   2006     2005     2004     2003     2002  
Selected Income Statement Data:
                                       
Interest income
  $ 821,895     $ 947,779     $ 722,709     $ 557,705     $ 479,624  
Interest expense
    620,505       667,182       385,086       320,246       315,575  
 
                             
Net interest income
    201,390       280,597       337,623       237,459       164,049  
Provision for loan and lease losses
    39,829       22,369       10,384       11,579       4,488  
 
                             
Net interest income after provision for loan and lease losses
    161,561       258,228       327,239       225,880       159,561  
 
                             
Net (loss) gain on mortgage loan sales and fees
    (34,456 )     52,131       83,585       94,709       70,188  
Investment activities
    (64,896 )     (44,204 )     (99,722 )     (23,199 )     84,964  
(Loss) gain on extinguishment of liabilities
    (4,157 )     2,000                    
Servicing income (loss)
    6,904       16,715       (18 )     24,486       (7,269 )
Commissions, fees and other income
    37,378       35,906       32,333       22,809       18,747  
 
                             
Total non-interest (loss) income
    (59,227 )     62,548       16,178       118,805       166,630  
 
                             
Non-interest expenses
    374,342       288,493       214,114       178,631       145,961  
 
                             
(Loss) income before income taxes and cumulative effect of change in accounting principle
    (272,008 )     32,283       129,303       166,054       180,230  
Income tax benefit (expense)(1)
    48,107       (19,091 )     85,491       (23,916 )     (13,348 )
 
                             
Net (loss) income
  $ (223,901 )   $ 13,192     $ 214,794     $ 142,138     $ 166,882  
 
                             
Net (loss) income attributable to common shareholders
  $ (257,200 )   $ (20,107 )   $ 181,495     $ 121,050     $ 153,152  
 
                             
 
                                       
Cash Dividends Declared:
                                       
Common stock
  $ 8,634     $ 66,914     $ 64,744     $ 43,218     $ 30,185  
 
                             
Preferred stock
  $ 33,299     $ 33,299     $ 33,299     $ 21,088     $ 13,730  
 
                             
 
                                       
Per Common Share Data:
                                       
Basic:
                                       
Net (loss) income
  $ (2.38 )   $ (0.19 )   $ 1.68     $ 1.12     $ 1.42  
 
                             
 
                                       
Diluted:
                                       
Net (loss) income
  $ (2.38 )   $ (0.19 )   $ 1.63     $ 1.10     $ 1.40  
 
                             
 
                                       
Dividends per common share
  $ 0.08     $ 0.62     $ 0.60     $ 0.40     $ 0.28  
 
                                       
Book value per common share
  $ 3.06     $ 5.34     $ 6.59     $ 5.64     $ 5.35  
 
                                       
Weighted — Average Common Shares Outstanding:
                                       
Basic
    107,941,135       107,927,037       107,907,699       107,861,415       107,697,114  
Diluted
    107,941,135       107,927,037       111,070,048       110,434,162       109,438,695  
 
                                       
Common shares outstanding at end of period
    107,948,236       107,930,236       107,908,862       107,903,912       107,774,022  
 
                                       
Selected Balance Sheet Data:
                                       
Cash and cash equivalents
  $ 1,145,861     $ 1,546,502     $ 2,535,726     $ 954,722     $ 1,573,291  
Securities held for trading
    183,805       388,676       489,070       494,717       996,508  
Securities available for sale
    2,408,686       4,631,573       4,982,508       2,850,598       862,090  
Securities held to maturity
    2,082,937       2,099,694       2,301,695       1,641,435       960,766  
Total loans(2)
    5,159,027       7,800,155       6,670,206       5,172,223       4,348,148  
Servicing assets, net
    176,367       150,576       123,586       128,920       96,930  
Total assets
    11,856,424       17,298,749       17,839,376       11,761,548       9,351,082  

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    Year ended December 31,  
(Dollars in thousands, except for share data)   2006     2005     2004     2003     2002  
Deposit accounts
    4,250,760       4,237,269       3,643,080       2,971,272       2,217,211  
Securities sold under agreements to repurchase
    3,899,365       6,054,598       6,305,163       3,602,942       2,733,339  
Advances from the Federal Home Loan Bank of NY (FHLB)
    1,034,500       969,500       1,294,500       1,206,500       1,311,500  
Loans payable
    444,443       3,578,230       3,638,507       2,014,183       1,477,743  
Notes payable
    923,913       965,621       1,095,977       561,373       563,229  
Total liabilities
    10,953,020       16,148,940       16,554,759       10,579,186       8,546,703  
Stockholders’ equity
    903,404       1,149,809       1,284,617       1,182,362       804,379  
 
                                       
Operating Data:
                                       
Loan production
  $ 2,017,000     $ 5,480,000     $ 5,466,000     $ 4,901,000     $ 3,707,000  
Loan servicing portfolio(3)
    15,287,000       15,728,000       14,264,000       12,690,000       11,242,000  
 
                                       
Selected Financial Ratios:(4)
                                       
 
Return on average assets
    (1.42 %)     0.07 %     1.50 %     1.37 %     2.00 %
Return on average common equity
    (27.82 %)     (3.04 %)     30.20 %     19.96 %     30.74 %
Dividend payout ratio for common stock
    (3.36 %)     (326.32 %)     36.81 %     36.36 %     20.00 %
Average equity to average assets
    9.50 %     6.56 %     8.22 %     8.91 %     8.20 %
 
(1)   See Note 23 of the consolidated financial statements for an explanation of the computation of income tax benefit and expense.
 
(2)   Includes loans held for sale.
 
(3)   Includes $3.3 billion, $5.9 billion, $5.2 billion, $4.3 billion, and $3.1 billion of loans owned by Doral Financial at December 31, 2006, 2005, 2004, 2003 and 2002, respectively, which represented 22%, 38%, 37%, 34% and 27%, respectively, of the total servicing portfolio as of such dates.
 
(4)   Average balances are computed on a daily basis.
     Doral Financial’s ratios of earnings to fixed charges and earnings to fixed charges and preferred stock dividends on a consolidated basis for each of the five years in the period ended December 31, 2006 are as follows:
                                         
    Year ended December 31,
    2006   2005   2004   2003   2002
Ratio of Earnings to Fixed Charges
                                       
Including Interest on Deposits
    (A)       1.05x       1.33x       1.51x       1.57x  
Excluding Interest on Deposits
    (A)       1.06x       1.42x       1.66x       1.72x  
Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends
                                       
Including Interest on Deposits
    (A)       (B)       1.27x       1.41x       1.50x  
Excluding Interest on Deposits
    (A)       (B)       1.33x       1.51x       1.62x  
 
(A)   During 2006, earnings were not sufficient to cover fixed charges or preferred dividends and the ratios were less than 1:1. The Company would have had to generate additional earnings of $312.5 million to achieve ratios of 1:1 in 2006.
 
(B)   During 2005, earnings were not sufficient to cover preferred dividends and the ratio was less than 1:1. The Company would have had to generate additional earnings of $21.8 million to achieve a ratio of 1:1 in 2005.
     For purposes of computing these consolidated ratios, earnings consist of pre-tax income from continuing operations plus fixed charges and amortization of capitalized interest, less interest capitalized. Fixed charges consist of interest expensed and capitalized, amortization of debt issuance costs, and Doral Financial’s estimate of the interest component of rental expense. Ratios are presented both including and excluding interest on deposits. The term “preferred stock dividends” is the amount of pre-tax earnings that is required to pay dividends on Doral Financial’s outstanding preferred stock.

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     The principal balance of Doral Financial’s long-term obligations (excluding deposits) and the aggregate liquidation preference of its outstanding preferred stock on a consolidated basis as of December 31 of each of the five years in the period ended December 31, 2006 is set forth below.
                                         
    Year ended December 31,
(In thousands)   2006   2005   2004   2003   2002
Long-term obligations
  $ 4,834,163     $ 9,774,714     $ 7,636,373     $ 5,126,788     $ 4,719,603  
Cumulative preferred stock
  $ 345,000     $ 345,000     $ 345,000     $ 345,000     $  
Non-Cumulative preferred stock
  $ 228,250     $ 228,250     $ 228,250     $ 228,250     $ 228,250  
Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations.
     The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to help you understand Doral Financial and its subsidiaries. This MD&A is provided as a supplement to and should be read in conjunction with Doral Financial’s consolidated financial statements and the accompanying notes. The MD&A includes the following sections:
OVERVIEW OF RESULTS OF OPERATIONS: Provides a brief summary of the most significant events and drivers affecting Doral Financial’s results of operations during 2006.
UPDATE ON RECAPITALIZATION PROCESS: Provides a description of the status of Doral Financial’s recapitalization efforts.
INTERNAL CONTROL OVER FINANCIAL REPORTING: Provides a description of the status of Doral Financial’s internal control over financial reporting. For additional information, see Part II, Item 9A. Controls and Procedures, in this Annual Report on Form 10-K.
CRITICAL ACCOUNTING POLICIES: Provides a discussion of Doral Financial’s accounting policies that require critical judgment, assumptions and estimates.
CONSOLIDATED RESULTS: Provides an analysis of the consolidated results of operations for 2006 compared to 2005, and 2005 compared to 2004.
OPERATING SEGMENTS: Provides a description of Doral Financial’s four operating segments and an analysis of the results of operations for each of these segments.
BALANCE SHEET AND OPERATING DATA ANALYSIS: Provides an analysis of the most significant balance sheet items and operational data that impact Doral Financial’s financial statements and business. This section includes a discussion of the Company’s liquidity and capital resources, regulatory capital ratios, off-balance sheet activities and contractual obligations.
RISK MANAGEMENT: Provides an analysis of the most significant risks to which Doral Financial is exposed, specifically interest rate risk, credit risk, operational risks and liquidity risk.
MISCELLANEOUS: Provides disclosure about various matters, including changes in accounting standards and recently issued accounting standards.
OVERVIEW OF RESULTS OF OPERATIONS
     Net loss for the year ended December 31, 2006 amounted to $223.9 million, compared to net income of $13.2 million and $214.8 million for 2005 and 2004, respectively. Doral Financial’s 2006 financial performance was principally impacted by (1) lower net interest income as a result of a decrease in net interest spread and margin and an increase in the provision for loan and lease losses; (2) significant non-interest losses driven primarily by (i) losses on securities held for trading, principally related to losses on IO valuation, (ii) losses on sales of mortgage

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loans, and (iii) losses on the sale of investment securities; (3) a reserve for an agreement to settle the Company’s consolidated securities class action and shareholder derivative litigation; and (4) increased non-interest expense related to the Company’s ongoing legacy issues and transformation process.
     The highlights of the Company’s financial results for the year ended December 31, 2006 included the following:
    Net loss for the year ended December 31, 2006 was $223.9 million, compared to net income of $13.2 million and $214.8 million for the years ended December 31, 2005 and 2004, respectively. After the payment of preferred stock dividends, there was a net loss attributable to common shareholders of $257.2 million for the year ended December 31, 2006, compared to a net loss attributable to common shareholders of $20.1 million and net income of $181.5 million for the years ended December 31, 2005 and 2004, respectively.
 
    Diluted loss per share for the year ended December 31, 2006 was $2.38, compared to a diluted loss per share of $0.19 and diluted earnings per share of $1.63 for the years ended December 31, 2005 and 2004, respectively.
 
    Net interest income for the year ended December 31, 2006 was $201.4 million, compared to $280.6 million and $337.6 million for the years ended December 31, 2005 and 2004, respectively. The decrease in net interest income for 2006, compared to 2005, is principally related to the decrease in the Company’s net interest spread and margin. Net interest margin decreased from 1.56% for 2005 to 1.41% for 2006 (see Tables A and B below for information regarding the Company’s net interest income). This reduction in net interest margin resulted from the flattening of the yield curve, as, on average, the Company’s interest bearing liabilities, principally wholesale funding and loans payable, re-priced at a higher frequency and at higher rates than the Company’s interest-earning assets. While the Company experienced a decrease in average interest-earning assets during 2006, with average interest-earning assets decreasing from $18.0 billion for 2005 to $14.3 billion for 2006, the decrease in assets was more than offset by a decrease in interest bearing liabilities. The reduction in average interest-earning assets reflects the sale during 2006 of approximately $3.1 billion in mortgage loans as part of the restructuring of loan transfer transactions with local financial institutions that were reclassified as secured borrowings as part of the restatement. It also reflects the sale of $1.2 billion in securities during the fourth quarter of 2005 and an additional $1.7 billion in investment securities during the fourth quarter of 2006, of which $231 million settled during the first quarter of 2007.
 
    The provision for loan and lease losses for the year ended December 31, 2006 was $39.8 million, compared to $22.4 million and $10.4 million for 2005 and 2004, respectively. The increase in the provision for loan and lease losses reflects principally an increase in specific reserves related to the allowance for the Company’s construction loan portfolio, as well as deterioration in the delinquency trends of the overall loan portfolio, particularly in the construction and commercial portfolios.
 
    Non-interest loss for the year ended December 31, 2006 was $59.2 million, compared to non-interest income of $62.5 million and $16.2 million in 2005 and 2004, respectively. The non-interest loss for 2006 was principally driven by:
  o   Losses of $34.5 million on mortgage loan sales and fees. The loss on mortgage loan sales reflects principally a $27.2 million lower-of-cost-or-market adjustment taken during the year related to the transfer of mortgage loans from the Company’s held for sale portfolio to its loan receivable portfolio, and an $8.2 million net loss in connection with the previously announced restructurings of prior loan sale transactions with local financial institutions. As previously disclosed, during the year ended December 31, 2006, the Company reassessed its plan to sell certain portions of its mortgage portfolio classified as held for sale, specifically loans with a low FICO score or with documentation and compliance issues, and transferred $961.5 million from its mortgage loan held for sale portfolio to its loan receivable portfolio;

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  o   A $42.0 million loss on the IO valuation principally related to losses suffered during the first half of 2006 from the impact of increases in short-term interest rates on IOs that did not have caps on the pass-through interest payable to investors. As interest rates increased during 2006, the interest rate payable to investors on the mortgage loans underlying the floating rate IOs exceeded the weighted-average coupon on such mortgage loans, which resulted in a loss on the IO valuation. As a result of the restructuring of certain prior loan transfers effected during the second quarter of 2006, Doral Financial no longer has IOs that do not have caps on the pass-through interest payable to investors in its portfolio; and
 
  o   A $27.7 million loss on the sale of investment securities. During the fourth quarter of 2006, Doral Financial’s banking subsidiaries sold approximately $1.7 billion of their investment securities (of which $231 million settled during the first quarter of 2007), as part of the Company’s efforts to restructure its balance sheet to improve its future earnings potential and reduce the high level of interest rate volatility inherent in its balance sheet. The Company also recorded a loss on extinguishment of related liabilities of $6.9 million.
    Non-interest expense for the year ended December 31, 2006 was $374.3 million, compared to $288.5 million and $214.1 million for the years ended December 31, 2005 and 2004 respectively, representing an increase of 30% and 75%, respectively. The increase in non-interest expenses was driven by (i) a $95.0 million reserve created for an agreement to settle the Company’s consolidated securities class action and shareholder derivative litigation relating to the restatement; (ii) a $19.2 million increase in professional fees, principally associated with the resolution of ongoing legacy issues and the Company’s business transformation and recapitalization efforts; and (iii) $20.4 million in severance payments associated with a reduction in headcount.
 
    On April 27, 2007, Doral Financial entered into an agreement to settle all claims in the consolidated securities class action and shareholder derivative litigation filed against the Company following the announcement in April 2005 of the need to restate its financial statements for the period of 2000 to 2004. As a result of this agreement, Doral Financial established a litigation reserve and recorded a charge to its full-year financial results for 2006 of $95.0 million. This amount is included in the non-interest expenses described above. The settlement is subject to class notice and approval from the U.S. District Court for the Southern District of New York. See Item 3. Legal Proceedings, of this Annual Report on Form 10-K.
 
    For the year ended December 31, 2006, Doral Financial reported an income tax benefit of $48.1 million, compared to a tax expense of $19.1 million for 2005. The income tax benefit primarily reflects the amount of pre-tax losses incurred during 2006, together with an increase in the Company’s net deferred tax asset as a result of various agreements entered into with the Puerto Rico Treasury Department.
 
    During the year ended December 31, 2006, the Company had other comprehensive income of approximately $18.5 million related principally to the positive impact of the decrease in long-term interest rates on the value of the Company’s portfolio of available-for-sale securities. As of December 31, 2006, the Company’s accumulated other comprehensive loss (net of income tax benefit) was $106.9 million, compared to $125.5 million as of December 31, 2005.
 
    Doral Financial’s loan production for 2006 was $2.0 billion, compared to $5.5 billion for 2005, a decrease of approximately 63%. The decrease in Doral Financial’s loan production was due to a number of factors, including changes in underwriting standards, economic conditions in Puerto Rico, and competition from other financial institutions. The Company anticipates that, for the foreseeable future, loan production will continue below historical levels as these new underwriting standards are implemented and new product offerings are developed.
 
    Total assets as of December 31, 2006 were $11.9 billion, a decrease of 31%, compared to $17.3 billion as of December 31, 2005. The decrease in total assets was principally the result of the previously reported sale of mortgage loans as part of a restructuring of various loan transfer transactions with

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      local financial institutions during 2006 and a reduction in the Company’s investment securities portfolio.
     UPDATE ON RECAPITALIZATION PROCESS
     Doral Financial will need significant outside financing during 2007, principally for the payment of its $625 million floating rate senior notes that mature on July 20, 2007 and of amounts required under the settlement agreement dated April 27, 2007 in respect of the consolidated securities class action and shareholder derivative litigation brought against the Company following the announcement of the restatement of its financial statements in 2005. The Company currently estimates that these external funding needs for 2007 will range between approximately $700 million and $800 million (without considering the distribution of any proceeds from the sale of Doral Bank NY’s branches). The Company’s consolidated financial statements included in this annual report have been prepared assuming Doral Financial will continue as a going concern. In light of the holding company’s liquidity needs and the risks and uncertainties surrounding its recapitalization process, the holding company’s liquidity position raises substantial doubts about the holding company’s ability to continue operating as a going concern without such recapitalization.
     Doral Financial is in active negotiations with a private equity firm (the “lead sponsor”) regarding a substantial investment in the Company by a new bank holding company. The new holding company would be capitalized by a number of private equity and other sophisticated financial investors, and their investment would take into account the various ownership restrictions imposed by banking regulations. The lead sponsor is actively engaged in discussions with a number of potential investors to raise the contemplated capital for the new holding company to invest in Doral.
     Based on its discussions to date, the Company believes that the proposed transaction, if executed, would be accomplished predominantly through the issuance of new equity securities at a discount to market price and would result in very significant dilution to the Company’s existing shareholders. If the Company is successful in entering into the proposed transaction and it is consummated on a timely basis, the Company believes that the proposed transaction would adequately satisfy its capital and liquidity needs. However, the Company cannot provide assurances that it will ultimately be able to enter into an agreement with respect to the proposed transaction.
     The proposed transaction would be subject to various conditions precedent, including but not limited to the receipt of regulatory and shareholder approvals, the receipt of sufficient equity commitments from other investors, final district court approval of the settlement agreement in respect of the consolidated securities class action and shareholder derivative claims brought against the Company, the absence of certain adverse developments and other customary closing conditions.
     Although the Company would attempt to enter into an alternative transaction that would provide it with the liquidity and capital needed to continue its business in the event that it is unable to enter into the proposed transaction, the Company cannot provide assurance that it would succeed in entering into such a transaction, especially in the limited time available prior to the July 20, 2007 maturity of the senior notes. The failure to refinance the senior notes and recapitalize the holding company would have a material adverse effect on, and impair, the holding company’s financial condition and ability to operate as going concern. See Item 1A. Risk Factors, “— Risks Relating to the Recapitalization Process”, of this Annual Report on Form 10-K.
INTERNAL CONTROL OVER FINANCIAL REPORTING
     Doral Financial’s current management has concluded that the Company’s internal control over financial reporting was ineffective as of December 31, 2006 based on the criteria set forth in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). A description of the material weaknesses existing as of December 31, 2006 is included in Part II, Item 9A. Controls and Procedures of this Annual Report on Form 10-K.
     The Company has and continues to develop a plan for remedying all of the identified material weaknesses, and the work will continue through 2007. As part of this remediation program, the Company is taking steps to add skilled resources to improve controls and increase the reliability of its financial closing process.

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CRITICAL ACCOUNTING POLICIES
     The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make a number of judgments, estimates and assumptions that affect the reported amount of assets, liabilities, income and expenses in Doral Financial’s consolidated financial statements and accompanying notes. Certain of these estimates are critical to the presentation of Doral Financial’s financial condition since they are particularly sensitive to the Company’s judgment and are highly complex in nature. Doral Financial believes that the judgments, estimates and assumptions used in the preparation of its consolidated financial statements are appropriate given the factual circumstances as of December 31, 2006. However, given the sensitivity of Doral Financial’s consolidated financial statements to these estimates, the use of other judgments, estimates and assumptions could result in material differences in Doral Financial’s results of operations or financial condition.
     Various elements of Doral Financial’s accounting policies, by their nature, are inherently subject to estimation techniques, valuation assumptions and other subjective assessments. Note 3 to Doral Financial’s consolidated financial statements contains a summary of the most significant accounting policies followed by Doral Financial in the preparation of its financial statements. The accounting policies that have a significant impact on Doral Financial’s statements and that require the most judgment are set forth below.
Fair Value Measurement
     The measurement of fair value is fundamental to the presentation of Doral Financial’s financial condition and results of operations. Fair value is defined under GAAP as the amount at which an instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. GAAP indicates that fair value must be based on observable (for example, quoted) market prices. If observable market prices are not available, the techniques management uses for estimating fair value measurements should incorporate assumptions that individuals in the market would use. If that information is not available, then GAAP permits an entity to use its own assumptions, as long as there is no indication that the market would use a different assumption. Doral Financial recognizes many of its financial instruments at fair value in the Consolidated Statements of Financial Condition, with changes in these fair values recognized as gains and losses in the Consolidated Statements of Income or deferred, net of tax, in Accumulated Other Comprehensive Income (“AOCI”).
     Set forth below is a summary of Doral Financial’s sources of fair value for its investment securities, held in the securities held-for-trading and available-for-sale portfolios as well as its derivatives, retained interests and mortgage loans held for sale as of December 31, 2006:

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    Carrying Amount  
            Prices              
            Provided              
    Prices     By Other     Internal     External  
    Actively     External     Valuation     Valuation  
(In thousands)   Quoted     Sources     Models     Models  
Tax-exempt GNMAs
  $     $ 52,969     $     $  
Collateralized Mortgage Obligations
          5       24,883        
Puerto Rico government obligations
                       
Mortgage-backed and U.S. Treasury and U.S. government sponsored agency securities
    2,361,850       75,553              
Derivative instruments
    5,106       22,176              
Other investment securities
          23              
Interest-only strips
                49,926        
Servicing assets (“MSRs”)
                      176,367  
Mortgage loans held for sale (1)
                1,769,090        
 
                       
 
  $ 2,366,956     $ 150,726     $ 1,843,899     $ 176,367  
 
                       
 
(1)   The market value of mortgage loans held for sale is generally based on quoted market prices for mortgage-backed securities, adjusted to reflect particular characteristics such as guarantee fees, actual delinquency and credit risk associated with the individual loans.
     Fair value affects Doral Financial’s earnings in a variety of ways. For certain financial instruments that are carried at fair value (such as securities held for trading, including IOs and derivative instruments), changes in fair value are recognized in current period earnings as net gain (loss) on securities held for trading. For securities available for sale, changes in fair value are generally deferred, net of tax, in AOCI, a component of stockholders’ equity. The deferred gains and losses in AOCI, initially measured at fair value, are recognized in earnings over time when the securities are sold or when impairments are recognized. In addition, impairments of mortgage loans held for sale are recognized in earnings through lower-of-cost-or-market valuation adjustments. Finally, impairments or recoveries of MSRs are recognized in earnings through an impairment allowance as part of servicing income.
     The estimation of fair values reflects Doral Financial’s judgment regarding appropriate valuation methods and assumptions. The selection of a method to estimate fair value for each type of financial instrument depends on both the reliability and availability of relevant market data. The amount of judgment involved in estimating the fair value of a financial instrument is affected by a number of factors, such as type of instrument, the liquidity of the market for the instrument and the contractual characteristics of the instrument.
     For financial instruments with active markets and readily available market prices, Doral Financial estimates fair values based on independent price quotations obtained from third parties, including dealer quotes or direct market observations. Dealer quotes are prices that are obtained from third-party dealers that generally make markets in the relevant products. The quoted price is an indication of the price at which the dealer would consider transacting in normal market conditions. Direct market observations are prices that are retrieved from sources in which market trades are executed, such as electronic trading platforms.
     Certain instruments, such as the Company’s portfolio of IOs, are less actively traded and, therefore, fair value is based on valuation models using market data inputs adjusted by the Company’s particular characteristics, when appropriate. See “Retained Interest Valuation” below for additional information.
Gain or Loss on Mortgage Loan Sales
     The Company generally securitizes as whole loans a significant portion of the residential mortgage loans it originates. FHA and VA loans are generally securitized into GNMA mortgage-backed securities and held as trading securities. After holding these securities for a period of time, Doral Financial sells these securities for cash. Conforming conventional loans are generally sold directly to FNMA, FHLMC or institutional investors or

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exchanged for FNMA or FHLMC-issued mortgage-backed securities, which Doral Financial sells for cash through broker-dealers. The Company generally attempts to sell mortgage loans that do not conform to GNMA, FNMA or FHLMC requirements (non-conforming loans) as whole loan pools to financial institutions.
     As part of its mortgage loan sale and securitization activities, Doral Financial generally retains the right to service the mortgage loans it sells. In connection with the sale of loans, generally non-conforming mortgage loan pools, Doral Financial may also retain certain interests in the loans sold, such as the right to receive any interest payments on such loans above the contractual pass-through rate payable to the investor. Doral Financial determines the gain on sale of a mortgage-backed security or loan pool by allocating the carrying value of the underlying mortgage loans between the mortgage-backed security or mortgage loan pool sold and its retained interests, based on their relative estimated fair values. The gain on sale reported by Doral Financial is the difference between the proceeds received from the sale and the cost allocated to the loans sold. The proceeds include cash and other assets received in the transaction (primarily MSRs) less any liabilities incurred (i.e., liabilities for recourse or representations and warranty provisions). The reported gain or loss is the difference between the proceeds from the sale of the security or mortgage loan pool and its allocated cost after allocating a portion of the cost to the retained interests, and, in the case of loan sales with recourse provisions, the recourse obligation assumed by the Company. The amount of gain on sale is therefore influenced by the values of the MSRs and retained interest recorded at the time of sale. See “—Retained Interest Valuation” below for additional information.
     Below is a hypothetical example of the operation of this accounting principle based on a sale of loans with recourse with a carrying amount of $48.0 million:
                             
                        Allocated  
                Percentage of     Carrying  
(Dollars in thousands)   Fair Value     Total Fair Value     Amount  
1.  
Allocation of carrying amount of mortgage loans based on relative fair values:
                       
   
 
                       
   
Loans sold
  $ 47,000       95.5 %   $ 45,840  
   
MSRs
    493       1.0 %     480  
   
IOs
    1,722       3.5 %     1,680  
   
 
                 
   
Total
  $ 49,215       100.0 %   $ 48,000  
   
 
                 
   
 
                       
2.  
Gain on sale calculation:
                       
   
 
                       
   
Net proceeds from sale of loans
  $ 47,000                  
   
Carrying amount of loans sold
    (45,840 )                
   
Recourse obligation assumed
    (280 )                
   
 
                     
   
Gain on sale
  $ 880                  
   
 
                     
   
 
                       
3.   Doral Financial retains MSRs and IOs with a carrying amount of $480,000 and $1.68 million, respectively, and recognizes a recourse obligation of $280,000. Simultaneously, the allocated carrying amount of the IOs, which are classified as securities held for trading, will be adjusted to its fair value of $1.72 million.
     If in a transfer of financial assets in exchange for cash or other consideration (other than beneficial interests in transferred assets), Doral Financial has not surrendered control over the transferred assets according to the provisions of Statement of Financial Accounting Standard (“SFAS”) No. 140 “Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities (“SFAS 140”), Doral Financial accounts for the transfer as a secured borrowing (loan payable) with a pledge of collateral.
Retained Interest Valuation
     Doral Financial’s sale and securitization activities generally result in the recording of one or two types of retained interests; MSRs and IOs. MSRs represent the estimated present value of the normal servicing fees (net of related servicing costs) expected to be received on a loan being serviced over the expected term of the loan. MSRs entitle Doral Financial to a future stream of cash flows based on the outstanding principal balance of the loans

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serviced and the contractual servicing fee. The annual servicing fees generally range between 25 and 50 basis points, less, in certain cases, any corresponding guarantee fee. In addition, MSRs may entitle Doral Financial, depending on the contract language, to ancillary income including late charges, float income, and prepayment penalties net of the appropriate expenses incurred for performing the servicing functions. In certain instances, the Company also services loans with no contractual servicing fee. The servicing asset or liability associated with such loans is evaluated based on ancillary income, including float, late fees, prepayment penalties and costs. MSRs are classified as servicing assets in Doral Financial’s Consolidated Statements of Financial Condition. Any servicing liability recognized is included as part of accrued expenses and other liabilities in Doral Financial’s Consolidated Statements of Financial Condition.
     IOs represent the estimated present value of the cash flows retained by the Company that are generated by the underlying fixed rate mortgages (as adjusted for expected losses and prepayments, as well as by the estimated market value of any embedded cap, if applicable) after subtracting: (1) the interest rate payable to the investor; and (2) a contractual servicing fee. Prior to the first half of 2005, in connection with its whole loan sales of non-conforming loans, the Company generally agreed to pay investors a variable pass-through rate based on a spread over the 3-month LIBOR that resets quarterly, while the underlying mortgages generate interest at a fixed rate. Generally, the loans sold under a floating rate arrangement are subject to interest rate caps or calls set at or below the weighted-average coupon (less the servicing fee) on the pools of loans and to a lesser extent based on a spread above the initial contractual pass-through rate at the time of sale, which does not exceed the weighted-average coupon on the loans. For mortgage loan sale contracts that are not subject to interest rate caps, to the extent that the interest rate payable to investors on the mortgage loans underlying the floating rate IOs exceeds the weighted-average coupon on such mortgage loans, the change in the fair value of the Company’s floating rate IOs may exceed the carrying value of the IOs, creating a liability instead of an asset. Since July 2005, the Company has refrained from structuring loan sales that generate IOs based on variable rates. As of December 31, 2006, the carrying value of the IOs of $49.9 million is related to $482.0 billion of outstanding principal balance of mortgage loans sold to investors. IOs are classified as securities held for trading in Doral Financial’s Consolidated Statements of Financial Condition.
     Unlike U.S. Treasury and agency mortgage-backed securities, the fair value of MSRs and IOs cannot be readily determined because they are not traded in active securities markets. Doral Financial determined the initial fair value of its MSRs based on a market valuation received from a third party. The market valuation received for the Company’s entire servicing portfolio (governmental, conforming and non-conforming portfolios) is calculated by stratifying the portfolio by predominant risk characteristics – loan type and coupon. Under a market valuation approach, the fair value of the servicing assets is determined based on a combination of market information, such as trading activity, benchmarking of servicing assets and cash-flow modeling. Once MSRs have been recorded, they must be periodically evaluated for impairment. Impairment occurs when the current fair value of the MSRs falls below their carrying value. If MSRs are impaired, the impairment is recognized in current-period earnings and the carrying value of the MSRs is adjusted through a valuation allowance. If the value of the MSRs subsequently increases, the recovery in value is recognized in current-period earnings and the carrying value of the MSRs is adjusted through a reduction in the valuation allowance. As of December 31, 2006, the MSRs impairment valuation allowance was $10.4 million. Doral Financial has also engaged the same third party to prepare an other-than-temporary impairment analysis to evaluate whether a loss in the value of the MSRs, if any, was permanent or not. If impairment is deemed to be other-than-temporary, the valuation allowance is applied to reduce the cost basis of the MSRs.
     The amortization of the MSRs is based on an income forecast cash-flow method. The income forecast method is based on the forecasted cash flows determined by the third-party market valuation and the amortization is calculated by applying to the carrying amount of the MSRs the ratio of the cash flows projected for the current period to total remaining forecasted cash flow.
     To determine the value of its portfolio of variable IOs, Doral Financial uses an internal valuation model that forecasts expected cash flows using forward LIBOR rates derived from the LIBOR/Swap yield curve at the date of the valuation. Prepayment assumptions and discount rates incorporated into the valuation model for variable and fixed IOs are based on publicly available, independently verifiable, market data and statistically derived relationships between the Company’s and the FNMA’s U.S. mainland mortgage pool prepayment experiences.

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     To determine prepayment assumptions, Doral Financial calculates its prepayment forecasts based on the median of 14 static prepayment forecasts by mortgage-backed securities dealers obtained from Bloomberg. This median is then adjusted using a regression analysis that correlates the prepayment experiences of the Company’s non-conforming loan portfolio with that of U.S. mainland FNMA mortgages. To estimate the adjustment equation between the U.S. mainland and the Company’s portfolio, the Company calculates a quarterly constant prepayment rate (“CPR”) for each pool of its non-conforming loan portfolio and compares it to that of a generic FNMA pool with similar coupon and seasonality. To mitigate risks of misestimating the equation, the Company updates its regression analysis on a quarterly basis as new data become available.
     This methodology resulted in a CPR of 13.73% for 2006, 12.17% for 2005 and 17.04% for 2004. The change in the CPR between 2006 and 2005 was principally attributable to a change in the composition of the variable IO portfolio. The change in the CPR between 2005 and 2004 was principally attributable to a change in the composition of the Company’s non-conforming loan portfolio (during 2005, the weighted-average coupon of the portfolio was lower than in 2004), as well as to the increase in interest rates, which led to a decrease in forecasted prepayment rates.
     The IO internal valuation model utilizes a Z-spread approach to calculate discount rates. The Z-spread is the market-recognized spread over the swap curve that takes into consideration additional yield requirements based on the risk characteristics of a particular instrument. As a result, the discount rates used by the Company in the valuation of its IOs change according to their components, the swap curve and the Z-spread. The Z-spread incorporates a premium for prepayment optionality and liquidity risk over the period-end swap curve. As a result of a review by management of current liquidity conditions in the Puerto Rico secondary market for non-conforming loans, the liquidity premium incorporated in the model was increased by 300 basis points in light of the more stringent requirements of the U.S. secondary mortgage market which has now become the principal outlet for this type of loan. Doral Financial obtains the Z-spread from major investment banking firms. This methodology resulted in a discount rate of 12.67% for 2006, 10.46% for 2005 and 10.14% for 2004.
     The valuation model values fixed and floating rate IOs on a contract-by-contract basis. For fixed IOs, the valuation model projects a fixed-spread cash flow through the life of the underlying mortgages and applies a discount rate to obtain the present value of the projected cash flows. For the valuation of variable IOs, each contract is segregated into unhedged cash flows and the contract’s embedded optionality (calls, caps and floors). Each component, except embedded calls, is valued independently. For the unprotected cash flows from the IO, the model incorporates widely used financial techniques, such as cubic spline and bootstrapping, to estimate forward LIBOR rates. Cubic spline is an interpolation technique used to make a continuous curve out of the quoted yields. Using the continuous set of yields to maturity estimated using cubic spline, the spot rate curve (or zero-coupon curve) is derived with the bootstrapping methodology. Once a complete set of spot rates is obtained, the model generates the implied forward rates used in the valuation.
     The model uses the Black-76 option valuation formula to value interest rate caps and floors. The Black formula uses as inputs the strike price of the floor or cap, forward LIBOR rates, volatilities and discount rates to estimate the option value. With respect to the embedded calls, Doral Financial made the determination that due to the characteristics of the portfolio and the expected terms for any sale of such portfolio in the secondary market, its value was not significant. Consequently, the Company has not developed a valuation model for embedded calls and the value of such calls, if any, is not included in the Company’s financial statements. As of December 31, 2006 and 2005 the carrying value of IOs reflected in the Consolidated Statements of Financial Condition was $49.9 million and $74.0 million, respectively.
     For IOs, Doral Financial recognizes as interest income (through the life of the IO) the excess of all estimated cash flows attributable to these interests over their recorded balance using the effective yield method in accordance with Emerging Issue Task Force (“EITF”) Issue No. 99-20 “Recognition of Interest Income and Impairment on Purchased and Retained Beneficial Interests in Securitized Financial Assets.” Doral Financial recognizes as interest income the excess of the cash collected from the borrowers over the yield payable to investors, less a servicing fee (“retained spread”), up to an amount equal to the yield on the IOs that equals the discount rate used in the internal valuation model. Doral Financial accounts for any excess retained spread as amortization to the gross IO capitalized at inception. The Company updates its estimates of expected cash flows periodically and recognizes changes in calculated effective yield on a prospective basis. The following table presents a detail of the cash flows received and

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the losses on the valuation of Doral Financial’s portfolio of IOs for 2006, 2005 and 2004 based on the internal valuation model:
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Total cash flows received on IO portfolio
  $ 23,042     $ 62,639     $ 65,146  
 
                       
Amortization of IOs, as offset to cash flows
    (16,520 )     (51,785 )     (51,692 )
 
                 
 
                       
Net cash flows recognized as interest income
  $ 6,522     $ 10,854     $ 13,454  
 
                 
 
                       
Losses on the value of the IOs
  $ (41,967 )   $ (12,523 )   $ (3,137 )
 
                 
     As discussed above, Doral Financial classifies its IOs as securities held for trading with changes in the fair value recognized in current earnings as a component of net gain (loss) on securities held for trading.
     The following table shows the weighted averages of the key economic assumptions used by the Company in its external and internal valuation models and the sensitivity of the current fair value of residual cash flows to immediate 10 percent and 20 percent adverse changes in those assumptions for mortgage loans at December 31, 2006:
                 
(Dollars in thousands)   Servicing Assets   Interest-Only Strips
Carrying amount of retained interest
  $ 176,367     $ 49,926  
Weighted-average expected life (in years)
    6.4       4.7  
 
               
Constant Prepayment Rate (weighted-average annual rate)
    13.64 %     13.73 %
Decrease in fair value due to 10% adverse change
  $ (5,097 )   $ (2,371 )
Decrease in fair value due to 20% adverse change
  $ (9,734 )   $ (4,567 )
 
               
Residual cash flow discount rate (weighted-average annual rate)
    11.78 %     12.22 %
Decrease in fair value due to 10% adverse change
  $ (6,590 )   $ (1,323 )
Decrease in fair value due to 20% adverse change
  $ (12,722 )   $ (2,577 )
     These sensitivities are hypothetical and should be used with caution. As the figures indicate, changes in fair value based on a 10 percent variation in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, in the table above, the effect of a variation in a particular assumption on the fair value of the retained interest is calculated without changing any other assumption. In reality, changes in one factor may result in changes in another (for example, increases in market interest rates may result in lower prepayments), which may magnify or offset the sensitivities.
     The following table summarizes the estimated change in the fair value of the Company’s IOs, the constant prepayment rate and the weighted-average expected life under the Company’s valuation model, given several hypothetical (instantaneous and parallel) increases or decreases in interest rates. As of December 31, 2006, all of the mortgage loan sale contracts underlying the Company’s floating rate IOs were subject to interest rate caps, which prevent changes in fair value of floating rate IOs from exceeding the carrying value of the IOs.

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(Dollars in thousands)
    Constant   Weighted-average        
Change in interest   Prepayment   expected life   Change in Fair Value    
rates (basis points)   Rate   (years)   of Interest-Only Strips   % Change
+ 200
    10.25 %     5.8     $ (805 )     (1.6 )%
+ 100
    10.97 %     5.5       1,083       2.2 %
+   50
    11.90 %     5.2       1,290       2.6 %
Base
    13.73 %     4.7       0       0.0 %
-   50
    16.04 %     4.2       (1,492 )     (3.0 )%
- 100
    18.27 %     3.8       (2,392 )     (4.8 )%
- 200
    21.58 %     3.3       (638 )     (1.3 )%
     The Company’s IOs included in the table above are primarily variable rate IOs, subject to interest rate caps. Accordingly, in a declining interest rate scenario (as shown in the table), decreases in the fair value of the interest rate caps more than offset the otherwise positive impact that declining interest rates would have on the fair values of the IOs. This results in a net reduction in the fair values of the IOs.
Valuation of Trading Securities and Derivatives
     Doral Financial’s net gain (loss) on securities held for trading includes gains and losses, whether realized or unrealized, on securities accounted for as held for trading, including IOs, as well as various other financial instruments, including derivative contracts that Doral Financial uses to manage its interest rate risk. Securities held for trading and derivatives are recorded at fair values with increases or decreases in such values reflected in current earnings. The fair values of many of Doral Financial’s trading securities (other than IOs) and derivative instruments are based on dealer quotations from recognized markets and, as such, do not require significant management judgment. For instruments not traded on a recognized market, Doral Financial generally determines fair value by reference to quoted market prices for similar instruments.
     As of December 31, 2006, Doral Financial held $53.0 million in Puerto Rico tax-exempt GNMA securities included in its securities held-for-trading portfolio. Because of their preferential tax status in Puerto Rico, these securities cannot be valued directly by reference to market quotations for U.S. GNMA securities with similar characteristics. Doral Financial determines the fair value of its portfolio of tax-exempt GNMA securities, based on a quotation received by a Puerto Rico broker-dealer.
     Generally, derivatives are financial instruments with little or no initial net investment in comparison to their notional amount and whose value is based on the value of an underlying asset, index, reference rate or other variable. They may be standardized contracts executed through organized exchanges or privately negotiated contractual agreements that can be customized to meet specific needs, including certain commitments to purchase and sell mortgage loans and mortgage-backed securities. The fair value of derivatives is generally reported net by counterparty, provided that a legally enforceable master netting agreement exists. Derivatives in a net asset position are reported as part of securities held for trading, at fair value. Similarly, derivatives in a net liability position are reported as part of accrued expenses and other liabilities, at fair value.
     Derivatives used by the Company in the ordinary course of business are not designated as being in hedge accounting relationships. For those derivatives not designated as an accounting hedge, fair value gains and losses are reported as part of net gain (loss) on securities held for trading in the Consolidated Statements of Income.
Other Income Recognition Policies
     Interest income on loans is accrued by Doral Financial when earned. Loans are placed on a non-accrual basis when any portion of principal or interest is more than 90 days past due, or earlier if concern exists as to the ultimate collectibility of principal or interest. When a loan is placed on non-accrual status, all accrued but unpaid interest to date is fully reversed. Such interest, if collected, is credited to income in the period of recovery. Loans return to accrual status when principal and interest become current and are anticipated to be fully collectible.

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     Loan origination fees, as well as discount points and certain direct origination costs for mortgage loans held for sale, are initially recorded as an adjustment to the cost of the loan and reflected in Doral Financial’s earnings as part of the net gain on mortgage loans sales and fees when the loan is sold or securitized into a mortgage-backed security. In the case of loans receivable held for investment, such fees and costs are deferred and amortized to income as adjustments to the yield of the loan in accordance with SFAS No. 91 “Accounting for Nonrefundable Fees and Costs Associated with Originating or Acquiring Loans and Initial Direct Costs of Leases.”
Allowance for Loan and Lease Losses
     Doral Financial maintains an allowance for loan and lease losses to absorb probable credit-related losses on its loans receivable portfolio. The allowance consists of specific and general components and is based on Doral Financial’s assessment of default probabilities, internal risk ratings (based on borrowers’ financial stability, external credit ratings, management strength, earnings and operating environment), probable loss and recovery rates, and the degree of risks inherent in the loans receivable portfolio. The allowance is maintained at a level that Doral Financial considers to be adequate to absorb probable losses. Credit losses are charged and recoveries are credited to the allowance, while increases to the allowance are charged to operations. Unanticipated increases in the allowance for loan and lease losses could adversely impact Doral Financial’s net income in the future.
     Commercial and construction loans over $2.0 million that are classified as substandard are evaluated individually for impairment. The Company evaluates impaired loans and related valuation allowance based on SFAS No. 114, “Accounting by Creditors for Impairment of a Loan.” Doral Financial measures impaired loans at their estimated realizable values determined by discounting the expected future cash flows discounted at the loan’s effective interest rate or, if practical, at the fair value of the collateral, if the loan is collateral dependent. In assessing the reserves under the discounted cash flows, the Company considers the estimate of future cash flows based on reasonable and supportable assumptions and projections. All available evidence, including estimated costs to sell if those costs are expected to reduce the cash flows available to repay or otherwise satisfy the loan, are considered in developing those estimates. The likelihood of the possible outcomes is considered in determining the best estimate of expected future cash flows.
     Doral Financial’s mortgage loan portfolio consists primarily of homogeneous loans that are secured by residential real estate and are made to consumers. Doral Financial does not evaluate individual homogeneous loans for impairment. Instead, it records an allowance (including residential mortgages, consumer, commercial and construction loans under $2.0 million) on an aggregate basis under the provisions of SFAS No. 5 “Accounting for Contingencies”. For such loans, the allowance is determined considering the historical charge-off experience of each loan category and delinquency levels and trends, as well as charge-off and economic data, such as interest rate levels, inflation and the strength of the housing market in the areas where the Company operates.
Estimated Recourse Obligation
     From time to time, the Company sells mortgage loans and mortgage-backed securities subject to recourse provisions. Pursuant to these recourse arrangements, the Company agrees to retain or share the credit risk with the purchaser of such mortgage loans for a specified period or up to a certain percentage of the total amount in loans sold. The Company estimates the fair value of the retained recourse obligation or any liability incurred at the time of sale and includes such obligation with the net proceeds from the sale, resulting in a lower gain-on-sale recognition. Doral Financial recognizes the fair value of its recourse obligation by estimating the amount that the Company would be required to pay for mortgage insurance from a third party in order to be relieved of its estimated recourse exposure on these loans. The Company believes that this method resulted in an adequate valuation of its recourse allowance as of December 31, 2006, but actual future recourse obligations may be different and a different result may have been obtained if the Company had used another method for estimating this liability, such as one requiring management to estimate this liability based on actual historical losses incurred by the Company. As part of its new business strategy, the Company is seeking to reduce the sale of mortgage loans with recourse.

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Income Taxes
     The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities based on current tax laws. To the extent tax laws change, deferred tax assets and liabilities are adjusted, to the extent necessary, in the period that the tax change is enacted. The Company recognizes income tax benefits when the realization of such benefits is probable. A valuation allowance is recognized for any deferred tax asset which, based on management’s evaluation, is more likely than not (a likelihood of more than 50%) that some portion or the entire deferred tax asset will not be realized. Significant management judgment is required in determining the provision for income taxes and, in particular, any valuation allowance recorded against our deferred tax assets. The amount of the valuation allowance has been determined based on our estimates of taxable income over the periods in which the deferred tax assets will be recoverable. Our methodology for determining the realizability of deferred tax assets involves estimates of future taxable income for the Company and of estimated operating expenses to support that anticipated level of business, as well as the expiration dates and amounts of net operating loss carryforwards. These estimates are projected through the life of the related deferred tax assets based on assumptions that we believe to be reasonable and consistent with current operating results. Changes in future operating results not currently forecasted may have a significant impact on the realization of deferred tax assets.
     Income tax benefit or expense includes (i) deferred tax expense or benefit, which represents the net change in the deferred tax assets or liability balance during the year plus any change in the valuation allowance, if any; and (ii) current tax expense.
     Investors are encouraged to carefully read this MD&A together with Doral Financial’s consolidated financial statements, including the Notes to the consolidated financial statements.
     As used in this report, references to “the Company” or “Doral Financial” refer to Doral Financial Corporation and its consolidated subsidiaries unless otherwise indicated.

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CONSOLIDATED RESULTS
Net Income
     Doral Financial incurred a loss of $223.9 million for the year ended December 31, 2006, compared to net income of $13.2 million and $214.8 million for the years ended December 31, 2005 and 2004, respectively. Diluted loss per common share for the year ended December 31, 2006 was $2.38, compared to a diluted loss per common share of $0.19 for 2005. Diluted earnings per common share for 2004 were $1.63.
     2006 compared to 2005. Doral Financial incurred a net loss of $223.9 million for the year ended December 31, 2006, compared to net income of $13.2 million for the year ended December 31, 2005. The results for 2006 reflect decreases in net interest income related primarily to the following factors:
    A continued compression in the Company’s net interest margin, which resulted in a $79.2 million, or 28%, decrease in net interest income in 2006 compared to 2005.
 
    An increase in the provision for loan and lease losses as a result of increases in specific reserves related to the allowance for the Company’s construction loan portfolio, as well as a deterioration in the delinquency trends of the overall loan portfolio, particularly in the Company’s construction and commercial portfolios.
 
    A reduction in non-interest income attributable to (i) a $42.0 million loss on IO valuation principally related to losses suffered during the first half of 2006 from the impact of increases in short-term interest rates on IOs that did not have caps on the pass-through interest payable to investors; (ii) a loss of approximately $27.7 million related to a sale of investment securities designed to reduce the Company’s exposure to interest rate risk; and (iii) losses of $34.5 million on mortgage loan sales and fees principally attributable to a market value adjustment of $27.2 million taken during the year in connection with the transfer of certain mortgage loans from the held-for-sale category to loans receivable. Mortgage loan sales and fees were also adversely impacted by a net loss of approximately $8.2 million incurred in connection with the restructuring of certain mortgage loan transfer transactions with local institutions.
 
    An increase in non-interest expense, principally related to (i) a contingency provision of $95.0 million recorded in connection with an agreement to settle the Company’s consolidated securities class action and shareholder derivative litigation related to the restatement of prior-period financial statements; (ii) increases in professional fees related to the resolution of ongoing legacy issues and the Company’s business transformation and recapitalization efforts; and (iii) severance payments associated with a reduction in headcount.
 
    The decreases in interest income and in non-interest income were offset in part by a tax benefit of $48.1 million for 2006, compared to a tax expense of $19.1 million for 2005. Such tax benefit results from the Company’s loss position and from agreements signed during 2006 with the Puerto Rico Treasury Department.
     2005 compared to 2004. Doral Financial’s consolidated net income decreased by $201.6 million, or 94%, for the year ended December 31, 2005 compared to 2004. The decrease in consolidated net income was principally attributable to a decrease in net interest income coupled with increases in tax expense and non-interest expenses, which were partially offset by an increase in non-interest income. The decrease in net interest income partially reflects a significant decrease in the Company’s net interest margin as a result of the flattening of the yield curve during 2005. The increase in non-interest expenses was principally due to increases in professional services, driven by expenses associated with the restatement of the Company’s prior period financial statements and to a $25 million reserve for the settlement of the SEC’s investigation of the Company. The increase in non-interest income was principally driven by unrealized gains experienced with respect to derivative instruments undertaken for risk management purposes (See “— Risk Management,” below, for a description of Doral Financial’s interest rate risk management policies and procedures), coupled with increases in net servicing income due to lower impairment charges resulting from a decrease in forecasted mortgage prepayment rates. The increase in non-interest income was

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partially offset by lower gains on sales of mortgage loans as a result of the Company’s inability to use its traditional secondary market channels to effect non-conforming loan sales because of the uncertainty surrounding the restatement process and a significant loss on sale of investment securities. For the year ended December 31, 2005, Doral Financial reported income tax expense of $19.1 million (representing an effective tax rate of 59.1%), as compared to a tax benefit of $85.5 million for 2004. During 2005, the Company’s effective tax rate was adversely affected by an increase in income tax rates in Puerto Rico, net operating losses at certain subsidiaries that could not be used to offset taxable income at other subsidiaries and certain expenses that were not deductible for tax purposes.
Net Interest Income
     Net interest income is the excess of interest earned by Doral Financial on its interest-earning assets over the interest incurred on its interest-bearing liabilities. Doral Financial’s net interest income is subject to interest rate risk due to the repricing and maturity mismatch in the Company’s assets and liabilities. Generally, Doral Financial’s assets have a longer maturity and a later repricing date than its liabilities, which results in lower net interest income in periods of rising short-term interest rates. In particular, Doral Financial maintained a portfolio with a carrying value of approximately $4.5 billion of fixed-rate investment securities as of December 31, 2006. These securities were generally purchased as part of prior management’s strategy of maximizing tax-exempt income. These securities were generally financed with callable repurchase agreements or short-term borrowings. As interest rates increase, lenders exercise their call right and the Company is required to re-price or replace this funding which adversely impacts its interest rate margin. Refer to “— Risk Management” below for additional information on the Company’s exposure to interest rate risk.
     Net interest income for the years 2006, 2005 and 2004, was $201.4 million, $280.6 million, and $337.6 million, respectively.
     2006 compared to 2005. Doral Financial’s net interest income for the year ended December 31, 2006, decreased by $79.2 million, or 28%, compared to 2005. The decrease in net interest income was principally due to continued compression of the Company’s net interest spread and a reduction in the average balance of the Company’s interest earnings assets. Doral Financial’s net interest spread and margin for the year ended December 31, 2006 were 1.22% and 1.41%, respectively, compared to 1.42% and 1.56%, respectively, for the year ended December 31, 2005. The reduction in average earning assets reflects a decrease in mortgage loans held for sale as a result of sales during 2006 of approximately $3.1 billion in mortgage loans as part of the restructuring of prior mortgage loan transfers that were recharacterized as secured borrowings as part of the restatement. The decrease in average earning assets also reflects a decrease in the average balance of investment securities. The Company’s current strategy is to gradually de-emphasize investment securities from the Company’s balance sheet and retain more loans in its balance sheet. This strategy is designed to reduce interest rate risk by reducing the gap between the repricing of its assets and its liabilities. As part of this strategy, the Company sold $1.2 billion of lower-yielding securities from its available-for-sale portfolio during the fourth quarter of 2005 and $1.7 billion in available-for-sale securities during the fourth quarter of 2006, of which $231 million settled during the first quarter of 2007. The decrease in average earning assets also reflects the Company’s decision in August of 2005 to discontinue the practice of purchasing whole loans without the associated servicing rights for subsequent securitization into mortgage-backed securities.
     The decrease in net interest rate spread and margin for the year ended December 31, 2006, as compared with 2005, was due primarily to increases in short-term interest rates, at which liabilities re-priced, that outpaced the increase in yield on interest-earning assets. The decrease in net interest rate spread was caused primarily by the following factors:
    The higher cost of short-term borrowings as a result of the Federal Reserve’s tightening monetary policy, raising the federal funds target rate by 150 basis points from October 1, 2005 to June 30, 2006, and leaving it at 5.25% for the remainder of 2006.
 
    The compressed margin on the Company’s large portfolio of investment securities. Assuming a funding cost equal to the weighted-average cost of the Company’s repurchase agreements, the average interest rate spread on the Company’s investment securities for the year ended December 31, 2006 was 4.23%, compared to 3.99% for the year ended December 31, 2005.

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    The decrease the current mismatch in the duration of the Company’s assets and liabilities. This mismatch exposes the Company to significant interest rate risk in a rising rate environment because, as these short-term or callable liabilities re-price at higher market rates, the Company’s interest rate margin is further compressed. The Company’s interest rate exposure is further complicated by the negative convexity (i.e., the tendency for the average life of the Company’s assets to decrease through prepayments as interest rates decline) inherent in the Company’s portfolio of fixed rate mortgage-backed securities and mortgage loans. The combination of this negative convexity and the current composition of the Company’s liabilities exposes the Company to margin compression risks even in certain declining interest rate environments.
 
    The decrease in interest income on IOs, which was principally attributable to a significant decrease in the average principal balance of the mortgage loans underlying the outstanding IOs as a result of the restructuring of certain mortgage loan sales during the first half of 2006 and, to a lesser extent, to increases in short-term interest rates compared to 2005.
 
    Increased deposits at Doral Financial’s banking subsidiaries, including brokered deposits, coupled with a more competitive deposit environment, as well as increased costs of its repurchase agreements and notes payable. The increase in cost of notes payable reflects the re-pricing nature of most of the Company’s notes payable, which are floating rate notes indexed to 3-month LIBOR.
     2005 compared to 2004. Doral Financial’s net interest income for the year ended December 31, 2005, decreased by $57.0 million, or 17%, compared to 2004. The decrease in net interest income was due to a significant reduction in the Company’s net interest margin offset in part by significant increases in Doral Financial’s average balance of interest-earning assets. Doral Financial’s net interest spread and margin for the year ended December 31, 2005 were 1.42% and 1.56%, respectively, compared to 2.29% and 2.51%, respectively, for the year ended December 31, 2004. The decrease in net interest rate spread and margin during 2005 was due primarily to the upward trend of short-term interest rates and the flattening of the yield curve. The average rate paid by Doral Financial on its interest-bearing liabilities increased by 78 basis points during 2005, while the average yield earned on its interest-earning assets decreased by nine basis points, compared to 2004. The decrease in the yield of the Company’s interest-earning assets related primarily to lower yields obtained on loans originated during the period.
     Average interest-earning assets grew by 34% from the year ended December 31, 2004 to the year ended December 31, 2005. The increase in average interest-earning assets, particularly in the loans portfolio and mortgage-backed securities, was driven by a strong level of loan originations and the Company’s strategy to increase its interest income by investing in mortgage-backed securities. The increase in the average balance of mortgage-backed securities reflected the Company’s strategy to maximize tax-exempt interest income by holding a significant amount of U.S. GNMAs and U.S. FHLMC/FNMA mortgage-backed securities at its international banking entity subsidiary. Under Puerto Rico law, the interest earned on such U.S. mortgage-backed securities is tax exempt for Doral Financial’s international banking subsidiary. The increase in the volume of interest-earning assets was funded through a combination of deposits and secured borrowings (including securities sold under repurchase agreements).
     The following table presents Doral Financial’s average balance sheet for the years indicated, the total dollar amount of interest income from its average interest-earning assets and the related yields, as well as the interest expense on its average interest-bearing liabilities, expressed in both dollars and rates, and the net interest margin and spread. The table does not reflect any effect of income taxes. Average balances are based on average daily balances.

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Table A — Average Balance Sheet and Summary of Net Interest Income
                                                                         
    2006     2005     2004  
    Average             Average     Average             Average     Average             Average  
(Dollars in thousands)   Balance     Interest     Yield/Rate     Balance     Interest     Yield/Rate     Balance     Interest     Yield/Rate  
Assets:
                                                                       
Interest-Earning Assets:
                                                                       
Total loans (1)(2)
  $ 6,707,339     $ 458,307       6.83 %   $ 7,196,617     $ 496,806       6.90 %   $ 5,534,219     $ 423,908       7.66 %
Mortgage-backed securities
    3,639,618       186,697       5.13 %     4,727,622       224,930       4.76 %     2,309,797       103,491       4.48 %
Interest-only strips
    51,476       6,522       12.67 %     103,767       10,854       10.46 %     132,739       13,454       10.14 %
Investment securities
    2,824,931       119,415       4.23 %     3,578,327       142,601       3.99 %     3,771,387       158,379       4.20 %
Other interest-earning assets
    1,086,178       50,954       4.69 %     2,357,348       72,588       3.08 %     1,699,361       23,477       1.38 %
 
                                                     
Total interest-earning assets/interest income
    14,309,542     $ 821,895       5.74 %     17,963,681     $ 947,779       5.28 %     13,447,503     $ 722,709       5.37 %
 
                                                           
Total non-interest-earning assets
    1,457,935                       854,302                       840,472                  
 
                                                                 
 
                                                                       
Total assets
  $ 15,767,477                     $ 18,817,983                     $ 14,287,975                  
 
                                                                 
 
                                                                       
Liabilities and Stockholders’ Equity:
                                                                       
Interest-Bearing Liabilities:
                                                                       
Deposits
  $ 4,263,587     $ 155,418       3.65 %   $ 3,841,825     $ 106,164       2.76 %   $ 3,239,996     $ 80,683       2.49 %
Repurchase agreements
    5,540,978       240,787       4.35 %     7,179,834       256,542       3.57 %     4,805,381       120,635       2.51 %
Advances from the FHLB
    1,036,007       46,455       4.48 %     1,181,804       48,631       4.11 %     1,254,202       49,842       3.97 %
Loans payable
    1,993,303       118,491       5.94 %     3,998,461       197,902       4.95 %     2,420,848       88,413       3.65 %
Notes payable
    893,805       59,354       6.64 %     1,079,831       57,943       5.37 %     768,524       45,513       5.92 %
 
                                                     
Total interest-bearing liabilities/interest expense
    13,727,680     $ 620,505       4.52 %     17,281,755     $ 667,182       3.86 %     12,488,951     $ 385,086       3.08 %
 
                                                           
Total non-interest-bearing liabilities
    542,030                       302,336                       624,749                  
 
                                                                 
 
                                                                       
Total liabilities
    14,269,710                       17,584,091                       13,113,700                  
Stockholders’ equity
    1,497,767                       1,233,892                       1,174,275                  
 
                                                                 
Total liabilities and stockholders’ equity
  $ 15,767,477                     $ 18,817,983                     $ 14,287,975                  
 
                                                                 
 
                                                                       
Net interest-earning assets
  $ 581,862                     $ 681,926                     $ 958,552                  
Net interest income on a non-taxable equivalent basis
          $ 201,390                     $ 280,597                     $ 337,623          
 
                                                                 
 
                                                                       
Interest rate spread (3)
                    1.22 %                     1.42 %                     2.29 %
 
                                                                 
 
                                                                       
Interest rate margin (4)
                    1.41 %                     1.56 %                     2.51 %
 
                                                                 
 
                                                                       
Net interest-earning assets ratio
                    104.24 %                     103.95 %                     107.68 %
 
                                                                 
 
(1)   Average loan balances include the average balance of non-accruing loans, on which interest income is recognized when collected. Also includes the average balance of GNMA defaulted loans for which the Company has an unconditional buy-back option.
 
(2)   Interest income on loans includes $2.1 million, $4.9 million and $4.0 million for 2006, 2005 and 2004, respectively, of income from prepayment penalties related to the Company’s loan portfolio. For 2004, interest income on loans also includes a yield adjustment of $11.3 million related to deferred fees on construction loans repaid prior to maturity.
 
(3)   Interest rate spread represents the difference between Doral Financial’s weighted-average yield on interest-earning assets and the weighted-average rate on interest-bearing liabilities.
 
(4)   Interest rate margin represents net interest income on an annualized basis as a percentage of average interest-earning assets.

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     The following table describes the extent to which changes in interest rates and changes in volume of interest-earning assets and interest-bearing liabilities have affected Doral Financial’s interest income and interest expense during the years indicated. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (i) changes in volume (change in volume multiplied by prior year rate); (ii) changes in rate (change in rate multiplied by current year volume); and (iii) total change in rate and volume. The combined effect of changes in both rate and volume has been allocated in proportion to the absolute dollar amounts of the changes due to rate and volume.
Table B — Net Interest Income Variance Analysis
                                                 
    2006 compared to 2005     2005 compared to 2004  
    Increase / (Decrease)     Increase / (Decrease)  
            Due to:                     Due to:        
(In thousands)   Volume     Rate     Total     Volume     Rate     Total  
Interest Income Variance
                                               
Total loans
  $ (33,972 )   $ (4,527 )   $ (38,499 )   $ 127,516     $ (54,618 )   $ 72,898  
Mortgage-backed securities
    (51,706 )     13,473       (38,233 )     108,215       13,224       121,439  
Interest-only strips
    (5,470 )     1,138       (4,332 )     (2,933 )     333       (2,600 )
Investment securities
    (29,917 )     6,731       (23,186 )     (8,189 )     (7,589 )     (15,778 )
Other interest-earning assets
    (39,140 )     17,506       (21,634 )     9,072       40,039       49,111  
 
                                   
Total interest income variance
    (160,205 )     34,321       (125,884 )     233,681       (8,611 )     225,070  
 
                                   
 
                                               
Interest Expense Variance
                                               
Deposits
    11,610       37,644       49,254       15,058       10,423       25,481  
Repurchase agreements
    (58,635 )     42,880       (15,755 )     59,688       76,219       135,907  
Advances from the FHLB
    (6,028 )     3,852       (2,176 )     (2,869 )     1,658       (1,211 )
Loans payable
    (99,237 )     19,826       (79,411 )     57,544       51,945       109,489  
Notes payable
    (9,969 )     11,380       1,411       18,384       (5,954 )     12,430  
 
                                   
Total interest expense variance
    (162,259 )     115,582       (46,677 )     147,805       134,291       282,096  
 
                                   
 
                                               
Net interest income variance
  $ 2,054     $ (81,261 )   $ (79,207 )   $ 85,876     $ (142,902 )   $ (57,026 )
 
                                   
Interest Income
     Total interest income for the years 2006, 2005 and 2004, was $821.9 million, $947.8 million and $722.7 million, respectively.
     2006 compared to 2005. Interest income decreased by approximately $125.9 million, or 13%, for the year ended December 31, 2006 compared to 2005. The decrease in interest income during 2006 was primarily related to the decrease in Doral Financial’s total average balance of interest-earning assets, which decreased from $18.0 billion for the year ended December 31, 2005 to $14.3 billion for 2006.
     Interest income on loans decreased by approximately $38.5 million, or 8%, for the year ended December 31, 2006, compared to 2005. The average rate earned on the Company’s loans decreased by seven basis points for the year ended December 31, 2006, compared to 2005, and the average balance of loans decreased by $489.3 million or 7%, compared to 2005.
     Interest income on mortgage-backed securities for the year ended December 31, 2006 decreased by approximately $38.2 million, or 17%, compared to 2005. The result for 2006 reflected a decrease in the average balance of mortgage-backed securities, which decreased by 23% from 2005 to 2006, offset in part by an increase in the average rate earned on mortgage-backed securities of 37 basis points. The decrease in the average balance of mortgage-backed and investment securities reflects the strategy adopted by the Company’s current management to gradually de-emphasize investments from the Company’s balance sheet and retain more loans in its balance sheet, together with the efforts to reduce the gap between the repricing of its assets and liabilities. As part of this strategy, the Company sold $1.2 billion of lower-yielding securities from its available-for-sale portfolio during 2005 and sold

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an additional $1.7 billion in available-for-sale securities during the fourth quarter of 2006, of which $231 million settled during the first quarter of 2007. The results for the 2006 periods also reflect the Company’s decision in August of 2005 to discontinue the practice of purchasing whole loans without the associated servicing rights for subsequent securitization in to mortgage-backed securities.
     Interest income on IOs for the year ended December 31, 2006 decreased by $4.3 million, or 40%, compared to 2005. The decrease in interest income on IOs was principally attributable to a significant decrease in the average balance of outstanding IOs (by approximately 50%) as a result of a restructuring of certain mortgage loan sales during the first half of 2006 and, to a lesser extent, to increases in short-term interest rates as compared to 2005. The impact of the decrease in the average balance of outstanding IOs was offset in part by an increase of 221 basis points in the average yield of the IOs, which equals the average discount rate used in the internal valuation model. The actual cash flow received on Doral Financial’s portfolio of IOs, particularly its floating rate IOs, decreased to $23.0 million for 2006, compared to $62.6 million for 2005. See “Critical Accounting Policies — Retained Interest Valuation” for additional information regarding the cash flows of the IO portfolio.
     Interest income on investment securities for the year ended December 31, 2006 decreased by $23.2 million, or 16%, compared to 2005. The decrease in interest income on investment securities was principally driven by a decrease in the average balance of investment securities, which decreased by $753.4 million, or 21%, from 2005 to 2006, offset in part by an increase in the average yield of 24 basis points.
     Interest income on other interest-earning assets for the year ended December 31, 2006 decreased by approximately $21.6 million, or 30%, compared to 2005. Other interest-earning assets consist primarily of fixed income money market investments whose original maturity is less than three months, including overnight deposits, term deposits and reverse repurchase agreements. An increase of 161 basis points for the year ended December 31, 2006 in the average yield on other interest-earning assets was due to higher short-term interest rates, compared to 2005. The average balance of other interest-earning assets during 2006 decreased by $1.3 billion, or 54%, compared to 2005 relating primarily to the decrease in the use of money market instruments for liquidity purposes.
     2005 compared to 2004. Interest income increased by approximately $225.1 million, or 31%, for the year ended December 31, 2005 compared to 2004. The increase in interest income during 2005 was primarily related to the increase in Doral Financial’s total average balance of interest-earning assets, which increased from $13.4 billion for the year ended December 31, 2004 to $18.0 billion for 2005. The increase was partially offset by a decrease in the average rate earned by interest-earning assets, which decreased from 5.37% in 2004 to 5.28% for 2005.
     Interest income on loans increased by approximately $72.9 million, or 17%, for the year ended December 31, 2005, compared to 2004. The increase during 2005 reflected an increase in the level of loans held by Doral Financial of approximately 30% compared to 2004, due to the increased volume of loan originations coupled with the Company’s inability to use its traditional secondary market channels to effect non-conforming loan sales. The increase in interest income on loans was partially offset by the lower average rate earned on loans and by a higher amount of interest income reversed with respect to loans placed in non-accrual status. The average rate earned on the Company’s loans decreased by 76 basis points for the year ended December 31, 2005, compared to 2004. During the first quarter of 2005, the Company changed its estimate for non-accrual loans as a result of conforming the non-accrual policies of its mortgage banking units to that of its banking subsidiaries, pursuant to which mortgage loans held for sale are placed on non-accrual status after they are delinquent for more than 90 days. The effect of this change was a decrease in interest income of approximately $7.0 million. Prior to 2005, mortgage loans held for sale by Doral Financial’s mortgage banking units were placed in non-accrual status if they had been delinquent for more than 180 days to the extent that the loan-to-value ratio raised concerns as to ultimate collectibility of the loan.
     Interest income on mortgage-backed securities for the year ended December 31, 2005 increased by approximately $121.4 million, or 117%, compared to 2004. The result for 2005 reflected an increase in the average balance of mortgage-backed securities, which increased by 105% from 2004 to 2005, coupled with an increase in the average rate earned on mortgage-backed securities of 28 basis points.
     Interest income on IOs for the year ended December 31, 2005 decreased by $2.6 million, or 19%, compared to 2004. The decrease during 2005 resulted from a decrease in the average balance of IOs of approximately 22%, compared to 2004, offset in part by an increase in the average yield of the IOs (which equals the average discount rate used in the internal valuation model) of 32 basis points. The actual cash flow received on Doral Financial’s

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portfolio of IOs, particularly its floating rate IOs, decreased to $62.6 million for 2005, compared to $65.1 million for 2004. See “Critical Accounting Policies — Retained Interest Valuation” for additional information regarding the cash flows of the IO portfolio.
     Interest income on investment securities decreased by $15.8 million, or 10%, from the year ended December 31, 2004 to the year ended December 31, 2005. The decrease in interest income on investment securities was principally driven by a decrease in the average balance of investment securities, which decreased by 5% from 2004 to 2005 coupled with a decrease in the average yield of 21 basis points.
     Interest income on other interest-earning assets for the year ended December 31, 2005 increased by approximately $49.1 million, or 209% compared to 2004. Other interest-earning assets consist primarily of fixed income money market investments whose original maturity is less than three months, including overnight deposits, term deposits and reverse repurchase agreements. The increase for the year ended December 31, 2005 reflected an increase of 170 basis points in the average yield on other interest-earning assets due to higher short-term interest rates and an increase in the average balances of money market instruments, principally overnight and term deposits, compared to 2004. The average balance of other interest-earning assets during 2005 increased by $658.0 million, or 39%, compared to 2004.
Interest Expense
     Total interest expense for the years 2006, 2005 and 2004, was $620.5 million, $667.2 million and $385.1 million, respectively. The decrease in interest expense experienced during 2006 was principally due to a reduction in the average balance of Doral Financial’s interest-bearing liabilities. The increase in interest expense experienced during 2005, as compared with 2004, was primarily related to the increases in Doral Financial’s total average balance of interest-bearing liabilities, coupled with an increase in the average costs of interest-bearing liabilities.
     2006 compared to 2005. Total interest expense for the year ended December 31, 2006 decreased by $46.7 million, or 7%, compared to 2005. The decrease in interest expense for 2006 was due to a decreased volume of borrowings to finance Doral Financial’s loan production and investment activities. The average balance of interest-bearing liabilities during 2006 decreased by $3.6 billion, or 21%, compared to 2005, and the average cost of borrowings increased during 2006 by 66 basis points, compared to 2005.
     Interest expense on deposits for the year ended December 31, 2006 increased by $49.3 million, or 46%, compared to 2005. The increase in interest expense on deposits reflects an increase in the average cost of deposits and a larger deposit base held at Doral Financial’s banking subsidiaries. The average balance of deposits during 2006 increased by $421.8 million, or 11%, compared to 2005. The average interest cost on deposits during 2006 increased by 89 basis points, compared to 2005.
     Interest expense related to securities sold under agreements to repurchase for the year ended December 31, 2006 decreased by $15.8 million, or 6%, compared to 2005. The decrease in interest expense on securities sold under agreements to repurchase during 2006 reflects decreased borrowings to finance mortgage-backed securities and other investment securities, as compared to 2005. The average balance of borrowings under repurchase agreements for 2006 decreased by $1.6 billion, or 23%, compared to 2005. The average cost on securities sold under agreements to repurchase increased by 78 basis points from 2005 to 2006.
     Interest expense on advances from the FHLB for the year ended December 31, 2006 decreased by approximately $2.2 million, or 4%, compared to 2005. The decrease in FHLB advances interest expense during 2006 reflects a decrease in the average balance of advances from FHLB, partially offset by higher average interest cost.
     Interest expense related to loans payable for the year ended December 31, 2006 decreased by approximately $79.4 million, or 40%, compared to 2005. The decrease in interest expense on loans payable reflects a decrease in the average balance of loans payable, partially offset by higher average cost of loans payable. The average balance of loans payable during 2006 decreased by $2.0 billion, or 50%, compared to 2005. The reduction in the average balance of loans payable relates to the restructuring of prior loan transfer transactions with local financial institutions during

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2006. The average interest cost on loans payable during 2006 increased by 99 basis points compared to 2005.
     Interest expense on notes payable for the year ended December 31, 2006 increased by $1.4 million, or 2%, compared to 2005. The increase in cost of notes payable reflects the re-pricing nature of most of the Company’s notes payable, which are floating rate notes index to 3-month LIBOR. The average balance of notes payable during 2006 decreased by $186.0 million, or 17%, compared to 2005. The average interest cost on notes payable during 2006 increased by 127 basis points compared to 2005.
     2005 compared to 2004. Total interest expense for the year ended December 31, 2005 increased by $282.1 million, or 73%, compared to 2004. The increase in interest expense for 2005 was due to an increased volume of borrowings to finance Doral Financial’s loan production and investment activities, coupled with an increase in the average cost of borrowings. The average balance of interest-bearing liabilities during 2005 increased by $4.8 billion, or 38%, compared to 2004, and the average cost of borrowings increased during 2005 by 78 basis points, compared to 2004.
     Interest expense on deposits for the year ended December 31, 2005 increased by $25.5 million, or 32%, compared to 2004. The increase in interest expense on deposits reflects a larger deposit base held at Doral Financial’s banking subsidiaries and an increase in the average cost of deposits. The average balance of deposits during 2005 increased by $601.8 million, or 19%, compared to 2004. The average interest cost on deposits during 2005 increased by 27 basis points, compared to 2004.
     Interest expense related to securities sold under agreements to repurchase for the year ended December 31, 2005 increased by $135.9 million, or 113%, compared to 2004. The increase in interest expense on securities sold under agreements to repurchase during 2005 reflects increased borrowings to finance mortgage-backed securities and other investment securities, as compared to 2004, coupled with higher borrowing costs experienced during 2005. The average balance of borrowings under repurchase agreements for 2005 increased by $2.4 billion, or 49%, compared to 2004. The average cost of securities sold under agreements to repurchase increased by 106 basis points from 2004 to 2005.
     Interest expense on advances from the FHLB for the year ended December 31, 2005 decreased by approximately $1.2 million, or 2%, compared to 2004. The decrease in FHLB advances interest expense during 2005 reflects a decrease in the average balance of advances from FHLB, partially offset by higher average interest cost.
     Interest expense related to loans payable for the year ended December 31, 2005 increased by approximately 109.5 million, or 124%, compared to 2004. The increase in interest expense on loans payable reflects an increase in the average balance of loans payable coupled with an increase in the average cost of loans payable. The average balance of loans payable during 2005 increased by $1.6 billion, or 65%, compared to 2004. The average interest cost on loans payable during 2005 increased by 130 basis points compared to 2004.
     Interest expense on notes payable for the year ended December 31, 2005 increased by $12.4 million, or 27%, compared to 2004. The increase in interest expense on notes payable was due to an increase in the average balance of notes payable from $768.5 million in 2004 to $1.1 billion in 2005, principally as a result of the issuance after the first quarter of 2004 of an aggregate principal amount of $740.3 million of the Company’s floating rate senior notes with interest tied to 3-month LIBOR. The replacement of high-rate borrowings with borrowings tied to lower short-term rates caused the average cost of notes payable during 2005 to decrease by 55 basis points.

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Provision for Loan and Lease Losses
     The provision for loan and lease losses is charged to earnings to bring the total allowance for loan and lease losses to a level considered appropriate by management based on Doral Financial’s historical loss experience, current delinquency rates, known and inherent risks in the loan portfolio, an assessment of individual troubled loans, the estimated value of the underlying collateral, and an assessment of current economic conditions and emerging risks. While management believes that the current allowance for loan and lease losses is adequate, future additions to the allowance could be necessary if economic conditions change or if credit losses increase substantially from those forecasted by Doral Financial in determining the allowance. Unanticipated increases in the allowance for loan and lease losses could result in reductions in Doral Financial’s net income. As of December 31, 2006, approximately 94% of the Company’s loan portfolio was collateralized by real property. As a result, a substantial part of the amounts due on defaulted loans have historically been recovered through the sale of the collateral after foreclosure or negotiated settlements with borrowers.
     2006 compared to 2005. Doral Financial’s provisions for loan and lease losses for the year ended December 31, 2006 increased by $17.5 million, or 78%, compared to 2005. The increase in the provision for loan and lease losses reflects principally an increase in specific reserves related to the allowance for the Company’s construction loan portfolio, as well as deterioration in the delinquency trends of the overall loan portfolio, particularly in the construction and commercial portfolios. The Company believes that this deterioration reflects the overall decline in the Puerto Rico real estate market resulting from worsening macroeconomic conditions in Puerto Rico. As of December 31, 2006, the allowance for loan and lease losses was 1.94% of total loans receivable compared to 1.39% as of December 31, 2005. Refer to the discussions under “Non-performing assets and allowance for loan and lease losses” and “Credit Risk” for further analysis of the allowance for loan and lease losses and non-performing assets and related ratios.
     During 2006, the Company increased the allowance for loan losses for its construction loans portfolio from $20.7 million or 2.61% of the total portfolio as of December 31, 2005 to $37.8 million or 4.63% as of December 31, 2006. Doral Financial recognized total provisions for loan and lease losses of $39.8 million, $22.4 million and $10.4 million for the years ended December 31, 2006, 2005 and 2004, respectively.
     2005 compared to 2004. Doral Financial’s provisions for loan and lease losses for the year ended December 31, 2005 increased by $12.0 million, or 115%, compared to 2004. The increase in the provision during 2005 primarily reflects increases to the Company’s provision for construction loans, coupled with changes to Doral Financial’s estimate of probable losses based on recent experience with lines of credit and credit cards compared to 2004. As of December 31, 2005, the allowance for loan and lease losses was 1.39% of total loans receivable compared to 1.18% as of December 31, 2004. Refer to the discussions under “Non-performing assets and allowance for loan and lease losses” and “Credit Risk” for further analysis of the allowance for loan and lease losses and non-performing assets and related ratios.
     During the second quarter of 2005, the Company received, in lieu of foreclosure, the real property securing a $13.5 million interim construction loan. The Company decided that the best strategy to manage its exposure on this loan was to continue the development of the initial phase of the residential housing project. The Company intends to complete the initial phase of the project and sell the residential units on the open market. During the second quarter of 2005, the Company wrote-down the loan to its market value by recognizing a loss of $1.3 million recorded as an increase in its provision for loan losses.

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Non-Interest (Loss) Income
     Non-interest (loss) income consists of net gain on mortgage loan sales and fees, trading activities, net gain (loss) on sale of investment securities, net gain (loss) on extinguishment of liabilities, net servicing income and commissions, fees, and other income.
                         
    For the year ended December 31,  
(In thousands)   2006     2005     2004  
Non-interest (loss) income:
                       
Net (loss) gain on mortgage loan sales and fees
  $ (34,456 )   $ 52,131     $ 83,585  
Net loss on securities held for trading, including gains and losses on the fair value of IOs
    (37,228 )     (3,406 )     (111,678 )
Net (loss) gain on sale of investment securities
    (27,668 )     (40,798 )     11,956  
Net (loss) gain on extinguishment
    (4,157 )     2,000        
Servicing income (loss), net of amortization and impairment/recovery
    6,904       16,715       (18 )
Commissions, fees and other income
    37,378       35,906       32,333  
 
                 
Total non-interest (loss) income
  $ (59,227 )   $ 62,548     $ 16,178  
 
                 
     Net (Loss) Gain on Mortgage Loan Sales and Fees. Set forth below is certain information regarding the Company’s loan sale and securitization activities and resulting IO and MSR capitalization for the years ended December 31, 2006, 2005, and 2004.
                         
    For the year ended December 31,
(In thousands)   2006   2005   2004
Total loan sales and securitizations
  $ 4,191,364     $ 2,686,935     $ 2,531,345  
 
                       
Total loan sales and securitization (excluding sales relating to restructuring of prior mortgage loan transfers)
  $ 1,053,504     $ 2,686,935     $ 2,531,345  
 
                       
Total loans sales resulting in the recording of IOs
  $     $ 732,650     $ 1,063,052  
 
                       
IOs capitalized
  $     $ 10,981     $ 53,624  
 
                       
MSRs capitalized
  $ 55,394     $ 45,433     $ 27,520  
     2006 compared to 2005. Net gain from mortgage loan sales and fees decreased by 166% to a net loss of $34.5 million during the year ended December 31, 2006 compared to a net gain of $52.1 million for 2005. The net loss on mortgage loan sales and fees during 2006 was principally due to charges incurred in connection with the Company’s transfer of certain mortgage loans from its held for sale portfolio to its loans receivable portfolio. In particular, during the year ended December 31, 2006, the Company reassessed its plan to sell certain of its mortgage portfolio classified as held for sale, specifically loans with a low FICO score or with documentation and compliance issues, and transferred $961.5 million from its portfolio of mortgage loans held for sale to its loans receivable portfolio. This transfer resulted in a $27.2 million charge against earnings for the year ended December 31, 2006.
     During the year ended December 31, 2006, losses on sales of mortgage loans also include the impact of the Company’s decision to restructure certain previous mortgage loan transfers to local financial institutions. The previously reported restructuring of various loan transfer transactions with local financial institutions resulted in a net loss of approximately $8.2 million during the year ended December 31, 2006, consisting of a loss of $11.8 million in mortgage loan sales, partially offset by a gain of $3.6 million recognized as part of Other Income related to these transactions. See “—Critical Accounting Policies — Gain on Mortgage Loan Sales and Retained Interest Valuation.”

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     Net gain from mortgage loan sales and fees was also adversely impacted by a reduction in the volume of loan sales and securitizations (excluding sales related to the restructuring of prior mortgage loan transfers). The reduction in the volume of sales and securitizations was tied to the reduction of the Company’s loan production during the year.
     2005 compared to 2004. Net gain from mortgage loan sales and fees decreased by 38% during the year ended December 31, 2005 compared to 2004. The decrease for 2005 was the result of (1) lower gain-on-sale margins on sales involving floating rate IOs due to lower spreads between the weighted-average coupon of the mortgage loans sold and implied LIBOR rates and (2) a reduction in non-conforming mortgage loan sales involving the creation of IOs. The lower volume of sales was related to the Company’s inability to use its traditional secondary market channels to effect sales of non-conforming loans to local financial institutions because of the uncertainty surrounding the restatement process. See also “—Critical Accounting Policies — Gain on Mortgage Loan Sales and Retained Interest Valuation.”
      Trading Activities. Trading activities include gains and losses, whether realized or unrealized, in the market value of Doral Financial’s securities held for trading, including IOs, as well as options, futures contracts, interest rate swaps and other derivative instruments used for interest rate risk management purposes. Set forth below is a summary of the components of gains and losses from trading activities for the years ended December 31, 2006, 2005, and 2004.
Table C — Components of Trading Activities
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Net realized (losses) gains on sales of securities held for trading
  $ (8,554 )   $ 13,315     $ 18,665  
Losses on the IO valuation
    (41,967 )     (12,523 )     (3,137 )
Net unrealized (losses) and gains on trading securities, excluding IOs
    (2,662 )     (4,530 )     3,259  
Net realized and unrealized gains (losses) on derivative instruments
    15,955       332       (130,465 )
 
                 
Total
  $ (37,228 )   $ (3,406 )   $ (111,678 )
 
                 
     2006 compared to 2005. Net losses on securities held for trading for the year ended December 31, 2006 increased by $33.8 million, compared to 2005. The negative variance was principally due to losses on the value of the IO portfolio. Net losses on the value of the Company’s IOs for the period ended December 31, 2006 increased by $29.4 million, compared to 2005. Losses on the value of the Company’s IOs during 2006 were primarily related to losses suffered during the first half of 2006 from the impact of increases in short-term interest rates on IOs that did not have caps on the pass-through interest payable to investors. As interest rates increase during 2006, the interest rate payable to investors on the mortgage loans underlying the floating rate IOs exceeded the weighted-average coupon on such mortgage loans, which resulted in a loss on the IO valuation. The discount rate on the IOs based on the Company’s internal valuation model was 12.67% at December 31, 2006 compared to 10.46% at December 31, 2005. For an overview of the Company’s new risk management practices, as well as current exposure to changes in interest rates, see “—Risk Management” below.
     The Company had net realized losses on sales of securities held for trading for the year ended December 31, 2006 of $8.6 million compared to gains of $13.3 million during 2005. During 2006, sales of trading securities were $423.7 million, compared to $2.9 billion in 2005. The sale of securities was part of Doral Financial’s strategy to de-levarage its balance sheet.
     Net losses on securities held for trading for 2006 and 2005, also included $2.7 million and $4.5 million, respectively, of net unrealized losses on the value of Doral Financial’s securities held for trading, excluding IOs.
     Net gain on derivatives instruments for the period ended December 31, 2006 increased by $15.6 million compared to 2005. The gain on derivative instruments is primarily related to increases in the market value of interest rate swaps as long-term interest rates increased during 2006. The gain on derivative instruments includes a net unrealized gain of $1.0 million from derivatives resulting from certain gain sharing agreements created in connection with the previously reported restructuring of various loan transfer transactions. Pursuant to the

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agreements executed in connection with certain of those sales, the Company had the right to share, on a limited basis, the gains or losses realized by the buyers of such loans within specified time periods from subsequent sales or securitizations.
     During the year ended December 31, 2006, the Company entered into certain forward contracts (TBAs — FNMAs). As the price of the underlying securities on those forward contracts increased during the year, the Company realized a gain of approximately $3.1 million during 2006.
     2005 compared to 2004. Net losses on securities held for trading for the year ended December 31, 2005 decreased by $108.3 million, or 97%, compared to 2004. The decrease was principally due to decreases in losses on derivative instruments, partially offset by increased losses on the value of the Company’s IOs. In order to manage the Company’s sensitivity to changes in interest rates, Doral Financial generally enters into derivative instruments, including floating-to-fixed interest rate swap agreements. As medium- and long-term rates increased during 2005, the Company experienced an increase in the value of its derivative portfolio, which resulted in realized and unrealized gains for 2005 of $332,000, compared to a loss of $130.5 million in 2004. During 2004, the Company’s interest rate risk management program was designed to protect the value of the Company’s assets and income from instantaneous substantial increases in long-term interest rates that could not be absorbed in the normal course of business and was not adequately aligned with the sensitivity of the Company’s balance sheet composition to changes in interest rates. During the latter part of 2004 the yield curve continued to flatten and long-term interest rates did not increase as anticipated. Accordingly, the Company experienced significant losses on the value of its derivatives. For an overview of the Company’s new risk management practices, as well as current exposure to changes in interest rates, see “—Risk Management,” below.
     Net loss on the value of the Company’s IOs for the period ended December 31, 2005 was $12.5 million, compared to a net loss of $3.1 million for 2004. Higher losses during 2005 were recognized as a result of a 123-basis point decrease in spread, due to a lower weighted-average coupon on the underlying mortgage loans and higher implied LIBOR rates. The average implied 3-month LIBOR rate over the life of the loans, is represented by the 5-year swap rate. The five-year swap rate is used throughout the MD&A as a representative rate for parallel shifts in the yield curve to simplify the presentation of the results. However, expected cash flows of the variable IOs and discounting are based on the full swap curve. The weighted-average coupon received on the mortgage loans underlying the Company’s variable IO portfolio decreased 37 basis points from 7.42% as of December 31, 2004 to 7.05% as of December 31, 2005 and the 5-year swap rate increased 86 basis points from 4.02% to 4.88%. The value of the variable rate IOs is very sensitive to changes in interest rates, particularly to changes in short-term interest rates. As short-term interest rates increase, the value of the Company’s variable rate IOs is adversely affected. This may be offset, to some extent, by a reduction of prepayments and the extension of the asset’s life. Conversely, as short-term interest rates decrease, the fair value of the IOs increases, but this may be partially or fully offset by an acceleration of prepayments and associated reduction of the life of the asset.
     Net realized gains on sales of trading securities for the period ended December 31, 2005 decreased by $5.4 million, or 29%, compared to 2004. Lower gains in 2005 were recognized as a result of a lower volume of trading activities. During 2005, sales of trading securities were $2.9 billion, compared to $5.0 billion in 2004.
     Net losses on securities held for trading for 2005 and 2004, also included $4.5 million of net unrealized losses and $3.3 million of net unrealized gains, respectively, on the value of Doral Financial’s securities held for trading, excluding IOs.
     Net (Loss) Gain on Sale of Investment Securities. Net (loss) gain on sales of investment securities represents the impact on Doral Financial’s income of transactions involving the sale of securities classified as available for sale.

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     2006 compared to 2005. For the year ended December 31, 2006 the Company experienced a net loss on sales of investment securities of $27.7 million, compared to a net loss of $40.8 million for 2005. The net loss during 2006 was principally driven by the Company’s decision to sell $1.7 billion from its available-for-sale portfolio (of which $231 million settled during the first quarter of 2007) at a loss of $22.7 million, during the fourth quarter of 2006. The Company’s decision was designed as a measure to decrease interest rate risk, increase liquidity and strengthen its capital ratios.
     2005 compared to 2004. For the year ended December 31, 2005 the Company experienced a net loss on sales of investment securities of $40.8 million, compared to a gain of $12.0 million for 2004. The net loss during 2005 was principally driven by the Company’s decision to sell $1.2 billion from its available-for-sale portfolio at a loss of $45.3 million during the fourth quarter of 2005. The Company’s decision was designed as a measure to decrease interest rate risk, increase liquidity and strengthen its capital ratios.
     Net Loss on Extinguishment. Net loss on extinguishment represents the cancellation fees on early extinguishment of certain securities sold under agreements to repurchase and a net gain on the mortgage servicing rights recognized on the restructuring of a loan sale transaction with a local financial institution. The transaction, which was previously reported as a secured borrowing, was restructured and recognized as a mortgage loan.
     2006 compared to 2005. For the year ended December 31, 2006, net loss on extinguishment amounted to $4.2 million compared to a gain of $2.0 million at December 31, 2005. The loss recognized during 2006 was driven mainly by the Company’s decision to sell $1.7 billion from its available for sale securities portfolio during the fourth quarter of 2006. The net loss of $4.2 million loss includes a loss of $6.9 million related to early extinguishment on certain securities sold under agreements to repurchase and a gain of $2.7 million on the restructuring of a loan sale transaction with a local financial institution.
     Net Servicing Income. Servicing income represents revenues earned for administering mortgage loans for others. The main component of Doral Financial’s servicing income is loan servicing fees, which depend on the type of mortgage loan being serviced. The servicing fees on residential mortgage loans generally range from 0.25% to 0.50% of the outstanding principal balance of the serviced loan. As of December 31, 2006, the weighted-average gross servicing fee rate for the entire portfolio was 39%. Other components of net servicing income include late charges, prepayment penalties, interest loss, and amortization and impairment of servicing assets. Set forth below is a summary of the components of net servicing income (loss) for the years ended December 31, 2006, 2005, and 2004.
Table D — Components of Net Servicing Income (Loss)
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Servicing fees (net of guarantee fees)
  $ 36,557     $ 31,330     $ 29,398  
Late charges
    9,470       8,860       7,393  
Prepayment penalties
    1,024       2,502       2,247  
Interest loss
    (4,601 )     (3,551 )     (2,620 )
Other servicing fees
    251       438       923  
 
                 
Servicing income, gross
    42,701       39,579       37,341  
Amortization of servicing assets
    (31,211 )     (26,846 )     (29,213 )
Net (impairment) recovery of servicing assets
    (4,586 )     3,982       (8,146 )
 
                 
Servicing income (loss), net
  $ 6,904     $ 16,715     $ (18 )
 
                 

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     The following table shows the changes in Doral Financial’s mortgage-servicing assets for each of the years shown:
Table E — Capitalization of Mortgage-Servicing Assets
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Balance at beginning of year
  $ 156,812     $ 136,024     $ 133,237  
Capitalization of MSRs
    55,394       45,433       27,520  
Net servicing assets recognized as part of the mortgage loan sale transaction restructured
    5,985              
Purchases
    209       4,421       4,505  
Amortization
    (31,211 )     (26,846 )     (29,213 )
Application of valuation allowance to write-down permanently impaired servicing assets
    (410 )     (2,220 )     (25 )
 
                 
Balance before valuation allowance at end of year
    186,779       156,812       136,024  
Valuation allowance for temporary impairment
    (10,412 )     (6,236 )     (12,438 )
 
                 
Balance at end of year
  $ 176,367     $ 150,576     $ 123,586  
 
                 
     2006 compared to 2005. Loan servicing fees, net of guarantee fees, increased by $5.2 million, or 17%, for the year ended December 31, 2006, compared to 2005. The increase in servicing fees, net of guarantee fees, was principally due to an increase in the average servicing portfolio (excluding the Company’s owned portfolio). Doral Financial’s mortgage-servicing portfolio, including its own loan portfolio of $3.3 billion at December 31, 2006 and $5.9 billion at December 31, 2005, was approximately $15.3 billion at December 31, 2006, compared to $15.7 billion at December 31, 2005.
     Other servicing-related income for the year ended December 31, 2006 decreased by $2.1 million, or 26%, compared to 2005. Late fees for the year ended December 31, 2006 increased by approximately $610,000 compared to 2005, primarily because of increased delinquencies. Prepayment penalties decreased by approximately $1.5 million primarily because, during 2006, the Company sold loans on a servicing-retained basis to U.S. institutions in sales in which the Company did not retain the right to receive prepayment penalties as part of its servicing rights.
     For the year ended December 31, 2006, net servicing income amounted to $6.9 million, compared to $16.7 million for 2005. The decrease in net servicing income for 2006 was principally the result of increased impairment charges of mortgage-servicing assets of $4.6 million, mainly attributable to a decrease in mortgage interest rates and consequent increases in forecasted mortgage prepayment speeds at December 31, 2006. In contrast, Doral Financial recognized a net recovery in value of $4.0 million for 2005.
     2005 compared to 2004. Loan servicing fees, net of guarantee fees, increased by $1.9 million, or 7%, for the year ended December 31, 2005, compared to 2004. The increase in servicing fees, net of guarantee fees, was principally due to an increase in the average servicing portfolio. Doral Financial’s mortgage-servicing portfolio, including its own loan portfolio of $5.9 billion at December 31, 2005 and $5.2 billion at December 31, 2004, was approximately $15.7 billion at December 31, 2005, compared to $14.3 billion at December 31, 2004. Other servicing-related income for the year ended December 31, 2005 increased by $0.3 million, or 4%, compared to the 2004. The increase was principally attributable to a higher servicing portfolio, partially offset by a higher servicing interest loss attributable to an increase in the amount of interest paid to investors and not recovered from delinquent loans serviced by the Company.
     For the year ended December 31, 2005, net servicing income amounted to $16.7 million, compared to a servicing loss of $18,000 for 2004. The increase in net servicing income for 2005 was principally the result of reduced impairment charges of mortgage-servicing assets. The decrease in impairment charges was due to a decrease in anticipated mortgage prepayment rates as of December 31, 2005 that led to an increase in the valuation of the Company’s MSRs as of such date. As a result, for 2005, Doral Financial recovered $4.0 million of the Company’s previously recognized impairment valuation allowance.

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     Capitalization of MSRs. The value of the servicing asset retained in the sale of a mortgage loan reduces the basis of the mortgage loan and thereby results in increased “Net Gain on Mortgage Loan Sales and Fees” at the time of sale. See “—Critical Accounting Policies — Gain on Mortgage Loan Sales”. During 2006, 2005 and 2004, Doral Financial recognized servicing assets of $55.4 million, $45.4 million and $27.5 million, respectively, in connection with the sale of loans to third parties, including sales, during 2006, related to the restructuring of prior mortgage loan transfers that had been classified as secured borrowings as part of the restatement.
     Commissions, Fees and Other Income. Set forth below is a summary of Doral Financial’s principal sources of commissions, fees and other income for the year ended December 31, 2006, 2005, and 2004:
Table F – Commissions, Fees and Other Income
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Retail banking fees
  $ 19,323     $ 17,656     $ 13,578  
Securities brokerage and asset management fees and commissions
    1,011       1,208       1,945  
Insurance agency commissions
    8,813       12,396       11,852  
Other income
    8,231       4,646       4,958  
 
                 
Total
  $ 37,378     $ 35,906     $ 32,333  
 
                 
     2006 compared to 2005. Commissions, fees and other income for the year ended December 31, 2006 increased by $1.5 million, or 4%, compared to 2005. Doral Financial’s banking fees increased by $1.7 million, or 9%, compared to 2005, due to higher debit and credit card fees as well as higher service charges in checking accounts.
     Doral Financial’s insurance agency business is closely integrated with its mortgage origination business and insurance agency commissions are comprised principally of commissions on dwelling and title insurance policies sold to borrowers who obtain residential mortgage loans through Doral Financial. The decrease in insurance agency commissions during the year ended December 31, 2006 of $3.6 million, or 29%, compared to 2005, is attributable to the decrease in mortgage loans production experienced by the Company during 2006. Loan production decreased from $5.5 billion for 2005 to $2.0 billion for 2006.
     Doral Financial’s other income increased by $3.6 million, or 77%, compared to 2005. During the second quarter of 2006, Doral Financial entered into an agreement with a local financial institution to restructure all outstanding mortgage loan sale transactions between the parties. The restructuring resulted in a gain of $3.6 million that is included as part of Other Income for the year ended December 31, 2006. In addition, the Company sold certain residential units of a residential housing project that the Company took possession in 2005, resulting in revenues of approximately $3.1 million in 2006 and $2.2 million in 2005 that are included as part of Other Income.
     2005 compared to 2004. Commissions, fees and other income for the year ended December 31, 2005 increased by $3.6 million, or 11%, compared to 2004. The increase was due primarily to increased retail banking fees and commissions. In addition, during the fourth quarter of 2005, the Company sold on the open market certain residential units related with the development of a residential housing project (see “—Non-Performing Assets and Allowance for Loan and Lease Losses” below for additional information), which resulted in revenues of approximately $2.2 million, included as part of Other Income.

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Non-Interest Expenses
     A summary of non-interest expenses for the years ended December 31, 2006, 2005, and 2004 is provided below.
Table G — Non-Interest Expenses
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Compensation and employee benefits
  $ 95,243     $ 90,797     $ 90,284  
Taxes, other than payroll and income taxes
    12,552       10,918       9,363  
Advertising
    9,849       16,588       15,079  
Professional services — excluding restatement-related expenses
    40,365       15,801       13,711  
Professional services — restatement-related expenses
    23,993       29,373        
Communication and information systems
    18,493       18,553       13,812  
Occupancy and other office expenses
    27,430       31,548       27,242  
Depreciation and amortization
    22,028       20,923       17,683  
Provision for contingencies
    95,000       25,000        
Other
    29,389       28,992       26,940  
 
                 
Total non-interest expenses
  $ 374,342     $ 288,493     $ 214,114  
 
                 
     2006 compared to 2005. Non-interest expense for the year ended December 31, 2006 increased by $85.8 million, or 30%, compared to 2005. The increase in 2006 was primarily due to the establishment of a reserve of $95.0 million in connection with an agreement to settle the Company’s consolidated securities class action and shareholder derivative litigation relating to the restatement. During 2005, the Company recorded a $25 million expense relating to the settlement of the SEC’s investigation of the Company. The increase also reflects increases in professional services related to the resolution of legacy issues related to the restatement and the Company’s business transformation initiatives.
     Compensation and employee benefits during 2006 increased by $4.4 million, or 5%, compared to 2005. The increase in compensation and employee benefits was primarily due to increases in severance payments, offset in part by a decrease of 48% in headcount, which decreased from 2,522 as of December 31, 2005 to 1,311 employees as of December 31, 2006, with most of the reduction occurring in the late part of 2006. For the year ended December 31, 2006, compensation expense includes $20.4 million in severance payments associated with the reduction in headcount and $0.8 million associated with the expensing of stock-based compensation.
     Professional fees for 2006 increased by $19.2 million, or 42%, compared to 2005. The increase for 2006 was primarily due to consulting fees related to the Company’s non-restatement-related expenses. The increase primarily reflects fees incurred in connection with the resolution of ongoing legacy issues and the Company’s ongoing business transformation initiatives and recapitalization efforts. The increase was slightly offset by a decrease of $5.4 million in restatement-related expenses.
     Occupancy and other office expenses for 2006 decreased by $4.1 million, or 13%, compared to 2005. The decrease during 2006 was primarily due to decreased costs associated with Doral Financial’s decision to consolidate marketing brands and close non-strategic branches during 2006. As of December 31, 2006, the Company conducted its business through 44 retail banking offices, at which mortgage offices are co-located within Puerto Rico, and 11 offices at New York City, compared to 108 offices as of December 31, 2005.
     Depreciation and amortization expense during 2006 increased by $1.1 million, or 5%, compared to 2005. The increase in depreciation was principally related to the acceleration of leasehold improvements on vacated properties, increases in building depreciation and the purchase of software and computer systems upgrades.

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     Other expenses for the year ended December 31, 2006 decreased by $4.8 million, or 6%, compared to 2005. The decrease in the Company’s other expenses was due primarily to a decrease in advertising expenses of $6.7 million, or 41%, compared to 2005.
     On April 27, 2007, Doral Financial entered into an agreement to settle all claims in the consolidated securities class action and shareholder derivative litigation filed against the Company following the announcement in April 2005 of the need to restate its financial statements for the period of 2000 to 2004. The settlement is subject to notice and approval from the U.S. District Court for the Southern District of New York. Under the terms of the settlement agreement and a concurrent agreement entered into by insurers to the Company and its current and former directors and officers, the Company and insurers will pay an aggregate of $129 million, of which insurers will pay approximately $34 million. In addition, one or more individual defendants will pay an aggregate of $1 million (in cash or Doral Financial stock). As a result of this agreement, Doral Financial established a litigation reserve and recorded a charge to its full-year financial results for 2006 of $95.0 million. See Item 3. Legal Proceedings of this Annual Report on Form 10-K.
     2005 compared to 2004. Non-interest expense for the year ended December 31, 2005 increased by $74.4 million, or 35%, compared to 2004. The increase in 2005 was primarily due to increases in professional services related to the restatement and the establishment of a reserve in connection with a potential settlement of the ongoing SEC investigation of the Company. Compensation and employee benefits during 2005 increased by $0.5 million, compared to 2004. The departure of certain former members of senior management during 2005 resulted in the forfeiture of 535,000 unvested stock options. When unvested options are forfeited, any compensation expense previously recognized on the forfeited unvested options is reversed in the period of the forfeiture. The compensation expense associated with forfeited unvested stock options previously recognized and reversed during 2005 amounted to $4.2 million. Excluding the amount with respect to the forfeiture of unvested stock options, compensation and employee benefits during 2005 increased by $4.8 million, or 5%, compared to 2004. The increase in compensation and employee benefits was primarily due to increases in the average compensation and related fringe benefits, partially offset by a decrease of 3%, in headcount from 2,598 as of December 31, 2004 to 2,522 employees as of December 31, 2005.
     Professional fees for 2005 increased by $31.5 million, or 229%, compared to 2004. The increase for 2005 was primarily due to legal, accounting and consulting fees associated with the restatement process and related legal contingencies.
     Occupancy and other office expenses for 2005 increased by $4.3 million, or 16%, compared to 2004. The increase during 2005 was primarily due to increased costs associated with Doral Financial’s branch network expansion program as well as increased electric, water and other utility costs. As of December 31, 2005, the Company conducted its business through 112 offices within Puerto Rico and New York City, compared to 108 offices as of December 31, 2004.
     Depreciation and amortization expense during 2005 increased by $3.2 million, or 18%, compared to 2004. The increase in depreciation was principally related to increases in leasehold improvements and the purchase of office furniture and equipment as well as software and hardware, and computer systems upgrades related to the Company’s growth.
     Other expenses for the year ended December 31, 2005 increased by $9.9 million, or 15%, compared to 2004. The Company’s other expenses for 2004 included a $5.2 million provision for bad debts principally attributable to servicing advances from the sale of delinquent mortgage loans to third parties. During the fourth quarter of 2005, Doral wrote off goodwill of approximately $4.7 million associated with the acquisition of its subsidiary, Sana Mortgage Corporation, based on management’s analysis of the future profitability and prospects of this subsidiary.
     During the fourth quarter of 2005, Doral Financial recorded a reserve of $25 million related to the SEC investigation of the Company’s restatement. The Company paid a $25 million civil money penalty to the SEC in February 2007. Since the amount was reserved in 2005 no additional expense was recorded during 2006.

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Income Taxes
     Income taxes include Puerto Rico income taxes as well as applicable federal and state taxes. As Puerto Rico corporations, Doral Financial and all of its Puerto Rico subsidiaries are generally required to pay federal income taxes only with respect to their income derived from the active conduct of a trade or business in the United States (excluding Puerto Rico) and certain investment income derived from U.S. assets. Any such tax is creditable, with certain limitations, against Puerto Rico income taxes. Except for the operations of Doral Bank NY and Doral Money, substantially all of the Company’s operations are conducted through subsidiaries in Puerto Rico. Doral Bank NY and Doral Money are U.S. mainland corporations and are subject to U.S. federal income tax on their income derived from all sources.
     The maximum statutory corporate income tax rate in Puerto Rico is 41.5% for the taxable year ending December 31, 2006. In August 2005, the Government of Puerto Rico approved an increase in the maximum statutory tax rate from 39.0% to 41.5% for corporations and partnerships for a two-year period. The tax rate was applied retroactively effective January 1, 2005. The additional tax related to the income earned from January 1 to the date of enactment of the law was fully recorded in the third quarter of 2005, net of deferred taxes. In addition, in May 2006, the Government of Puerto Rico approved an additional transitory tax applicable only to depository institutions that raised the maximum statutory tax rate to 43.5% for taxable years commenced during calendar year 2006. For taxable years beginning after December 31, 2006, the maximum statutory tax rate will be 39%.
     Doral Financial enjoys an income tax exemption on interest income derived from FHA and VA mortgage loans financing the original acquisition of newly constructed housing in Puerto Rico and securities backed by such mortgage loans. Doral Financial also invests in U.S. Treasury and agency securities that are exempt from Puerto Rico taxation and are not subject to federal income taxation because of the portfolio interest deduction to which Doral Financial is entitled as a foreign corporation. In addition, Doral Financial uses its international banking entity subsidiary to invest in various U.S. securities and U.S. mortgage-backed securities, which interest income and gain on sale, if any, is exempt from Puerto Rico income taxation and excluded from federal income taxation on the basis of the portfolio interest deduction in the case of interest, and, in the case of capital gains, because the gains are sourced outside the United States.
     Under the PR Code, the statutory corporate tax rates ranges from 12.5% (20% effective July 1, 2005) for capital gain transactions to a maximum of 41.5% for regular income. The PR Code also includes an alternative minimum tax of 22% that applies if the Company’s regular income tax liability is less than the alternative minimum tax requirements. The provision for income taxes of the Company differs from amounts computed by applying the applicable Puerto Rico statutory rate to income before taxes. A reconciliation of the difference follows:

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(Dollars in thousands)   Year ended December 31,  
    2006     2005     2004  
(Loss) income before income taxes
  $(272,008)     $32,283     $129,303  
                                                 
            % of             % of             % of  
            Pre-tax             Pre-tax             Pre-tax  
    Amount     Income     Amount     Income     Amount     Income  
Tax at maximum statutory rates
  $ 112,883       41.5     $ (13,397 )     (41.5 )   $ (50,428 )     (39.0 )
Tax effect of exempt income, net of expense disallowance
    17,097       6.3       42,229       130.8       48,271       37.3  
Net tax benefit (expense) from capital gain transactions
                706       2.2       86,807       67.1  
Effect of net operating losses not used
    (29,881 )     (11.0 )     (30,420 )     (94.2 )            
Net Change in IOs tax differential basis
    70,541       25.9                          
Deferred tax valuation allowance
    (125,923 )     (46.2 )     (4,440 )     (13.8 )            
Non-tax deductible expenses
                (12,311 )     (38.1 )            
Other, net
    3,390       1.2       (1,458 )     (4.5 )     841       0.7  
 
                                   
Income tax benefit (provision)
  $ 48,107       17.7     $ (19,091 )     (59.1 )   $ 85,491       66.1  
 
                                   
     2006 compared to 2005. For the year ended December 31, 2006, Doral Financial recognized an income tax benefit of $48.1 million, compared to an income tax expense of $19.1 million for the comparable 2005 period. The decrease in the tax provision for the year ended December 31, 2006 is principally due to pre-tax losses recognized during 2006, combined with an increase in the Company’s net deferred tax asset as a result of agreements entered into with the Puerto Rico Treasury Department, which are described below.
     During 2006, the Company entered into two separate agreements with the Puerto Rico Treasury Department regarding the Company’s deferred tax asset related to prior intercompany transfers of IOs (the “IO Tax Asset”). The first agreement, executed during the first quarter, confirmed the previously established tax basis of all of the IO transfers within the Doral Financial corporate group. The second agreement, executed during the third quarter of 2006, clarified that for Puerto Rico income tax purposes, the IO Tax Asset is a stand-alone intangible asset subject to a straight-line amortization based on a useful life of 15 years. Furthermore, the agreement provided that the IO Tax Asset may be transferred to any entity within Doral Financial corporate group, including the Puerto Rico banking subsidiary. The confirmation of the previously established tax basis of all IO transfers within the Doral Financial corporate group and the ability to use the IO Tax Asset in the Company’s profitable subsidiaries resulted in an increase in the deferred tax asset, net of the valuation allowance, and in a net tax benefit, for the year ended December 31, 2006.
     In assessing the realization of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company considers the expected realization of its deferred tax assets and liabilities, projected future taxable income, and tax planning strategies in making this assessment. In assessing such projections, the Company did not consider the effects of the proposed transaction, as part of the plans to pay its $625 million floating senior notes that mature on July 20, 2007, as detailed in Note 2 to the Financial Statements. The effects that the proposed transaction would have on the projections would be considered after the conclusion of the transactions leading to the payment of the senior notes. In the case of the IO Tax Asset, the realization of the deferred tax asset is dependent upon the existence of, or generation of, taxable income during the 15 year period in which the amortization deduction is available.
     In determining the valuation allowance recorded, the Company considered both the positive and negative evidence regarding our ability to generate sufficient taxable income to realize our deferred tax assets. Positive evidence included projected earnings attributable to the core business through the projection period. Further positive evidence included the ability to isolate nonrecurring charges in historical losses and that it is objectively verifiable that such charges will not recur, core earnings of the business absent these nonrecurring items and the flexibility to move IO amortization to profitable entities according to our agreements with the Puerto Rico Treasury Department. Negative evidence included our recorded loss for the year ended December 31, 2006, the net operating loss short carry forward period of 7 years and the uncertainties surrounding the Company’s ability to continue as a going concern dependent on the ability to secure the needed outside financing for the payment of the $625 million floating senior notes that mature in July 2007. Negative evidence also included the Risks Factors described in Item 1a of our Annual Report on Form 10-K for the year ended December 31, 2006.
     In weighing the positive and negative evidence above, we considered the more likely than not criteria pursuant to SFAS 109 as well as the risk factors related to its future business described above. Based on this analysis we concluded that it was more likely than not that the net deferred tax assets of $262 million would be realized.
     Under the PR Code, Doral Financial is not permitted to file consolidated tax returns and, thus, Doral Financial is not able to utilize losses from one subsidiary to offset gains in another subsidiary. Accordingly, in order to obtain a tax benefit from a net operating loss, a particular subsidiary must be able to demonstrate sufficient taxable income within the applicable carry-forward period (seven years under the PR Code). As of December 31, 2006, net operating losses of $223.0 million were recognized at the subsidiary level that, based on the forecasted future taxable income, such subsidiaries could not utilize to offset future income. This resulted in an increase of the valuation allowance. At December 31, 2006, the deferred tax asset, net of its

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valuation allowance of $201.6 million, amounted to approximately $261.6 million, compared to $213.2 million at December 31, 2005.
     Failure to achieve sufficient projected taxable income might affect the ultimate realization of the net deferred tax asset. Factors that may affect the Company’s ability to achieve sufficient forecasted taxable income include, but are not limited to increased competition, a decline in margins and loss of market share.
     During 2006, pre-tax income from Doral Financial’s international banking entity subsidiary amounted to $28.3 million, compared to $85.2 million for 2005.
     2005 compared to 2004. For the year ended December 31, 2005, Doral Financial reported income tax expense of $19.1 million (representing an effective tax rate of 59.1%), as compared to a tax benefit of $85.5 million for 2004. During 2005, the Company’s effective tax rate was adversely affected by an increase in income tax rates in Puerto Rico, net operating losses at certain subsidiaries that could not be used to offset taxable income at other subsidiaries and certain expenses that were not deductible for tax purposes. These factors were offset, in part, by a high proportion of pre-tax income represented by tax exempt income derived from Doral Financial’s international banking entity subsidiary. During 2004, the Company benefited from a significant inter-company sale of IOs completed for the purpose of taking advantage of a temporary reduction in capital gain tax rates, as well as from the recognition of a deferred tax asset related to taxes paid on transfers of IOs based on their value prior to the restatement.
     On August 22, 2004, legislation was enacted in Puerto Rico to provide a temporary reduction in the long-term capital gain tax rates. The law amended the PR Code to reduce the long-term capital gain tax rates by fifty percent for transactions occurring from July 1, 2004, through June 30, 2005. The maximum long-term capital gain tax rate applicable to gains on sale of property located in Puerto Rico (as defined in the PR Code) during this period was reduced to 6.25% from 12.5% for corporations and partnerships. To take advantage of this reduction, during the fourth quarter of 2004 and the second quarter of 2005, the Company entered into two separate agreements with the local taxing authorities related to intercompany sales of IOs, which permitted the Company to accelerate the recognition for tax purposes of long-term capital gains of $536.6 million and $39.9 million, respectively, related to IOs created in previous transactions. The value of the IOs at the time of the agreements, after making all relevant adjustments pursuant to the restatement, approximates $49.1 million and $15.6 million, respectively. Refer to Note 1 “—Restatement of Previously Issued Financial Statements” to the consolidated financial statements accompanying the Company’s amended 2004 Annual Report on Form 10-K for additional information. The transactions executed during the second quarter of 2005 and the fourth quarter of 2004 resulted in the recognition of an income tax benefit of approximately $2.6 million and $9.1 million, respectively, representing the difference between the deferred tax liability originally accrued on the IOs at the higher rate and the reduced long-term capital gain rate of 6.25%.
     During 2004, as a result of the correction in the methodology used to determine the fair value of its portfolio of IOs and the recharacterization of certain mortgage loan transfers as secured borrowings, the Company recognized a deferred tax asset and deferred benefit of $190.1 million (before any valuation allowance). This benefit is attributable to the tax effect of the difference between the tax basis of the IOs and their restated book value. The basis differential arises from the fact that Doral Financial paid taxes on the book value of the IOs prior to the restatement, as opposed to the restated value, which would have resulted in a significant lower tax obligation. The Company accounted for this tax benefit pursuant to the guidance in EITF 98-11, “Accounting for Acquired Temporary Differences in Certain Purchase Transactions That Are Not Accounted for as Business Combinations.”
     As a result of the increase in deferred tax assets attributable to the restatement, the Company has evaluated its ability to realize the deferred tax asset and concluded, based on the evidence available, that it is more likely than not that some portion of the deferred tax asset will not be realized, and, as a result, established a valuation allowance. This evaluation included an analysis of the inability of the Company to file consolidated tax returns for its Puerto Rico subsidiaries and, therefore, to utilize losses in one of its subsidiaries to offset gains in another subsidiary. At December 31, 2005, the deferred tax asset, net of its valuation allowance of $75.7 million, amounted to approximately $213.2 million.
     During 2005, certain subsidiaries operated at a loss, and based on the forecast of future taxable income, Doral Financial determined that the associated deferred tax asset could not be realized. Specifically, for the year ended

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December 31, 2005, the Company expected that the tax benefit of $30.4 million attributable to losses at certain subsidiaries would not be realized and, as a result, it is not recognized in the financial statements. During 2004, all of Doral Financial’s subsidiaries operated at a profit.
     During 2005, Doral Financial’s results included non-tax deductible expenses of $29.7 million arising from goodwill impairment and a reserve for a potential settlement of the SEC’s ongoing investigation of the Company.
     During 2005, pre-tax income from Doral Financial’s international banking entity subsidiary amounted to $85.2 million, or 264%, of total consolidated pre-tax income, compared to $77.8 million, or 60%, for 2004.
     Refer to Note 23 to the consolidated financial statements for additional information on income taxes.
OPERATING SEGMENTS
     Doral Financial manages its business as four operating segments: mortgage banking, banking (including thrift operations), institutional securities operations and insurance agency activities. Management divided the business into these operating segments based on the existence of operating decisions particular to each operating segment and because each one targets different customers and requires different strategies. Refer to Note 34 of to the consolidated financial statements accompanying this Annual Report on Form 10-K for summarized financial information regarding these operating segments. The majority of the Company’s operations are conducted in Puerto Rico. The Company also operates in the mainland United States, principally in the New York City metropolitan area. However, as described below, Doral Financial has agreed to sell its existing branches in the New York City metropolitan area to a U.S. institution. Refer to Note 34 of to the consolidated financial statements accompanying this Annual Report on Form 10-K for summarized financial information for these operations. All figures shown in this section are based on balances before intersegment eliminations.
Banking
     The banking segment includes Doral Financial’s banking operations in Puerto Rico, currently operating through 44 retail bank branches, and its thrift operations in the New York City metropolitan area, currently operating through 11 branches. The investment activities by Doral Bank PR, conducted through its international banking entity, are also included within the banking segment. Doral Financial’s banking subsidiaries offer a variety of loan and deposit products, with an emphasis on residential, construction and commercial real estate-secured mortgage loan products. The mortgage loan origination activity of the banking segment is closely integrated with the mortgage-banking segment. Doral Financial’s banking subsidiaries have entered into master loan production agreements with their mortgage banking affiliates whereby the mortgage banking units help the banking subsidiaries originate loans by advertising to the general public and providing other origination and settlement infrastructures. These arrangements result in reduced expenses by avoiding the costs of maintaining duplicate origination systems. Net income for the banking segment amounted to $22.4 million during 2006, compared to $97.0 million and $165.5 million during 2005 and 2004, respectively. On March 15, 2007, Doral Financial announced that it had agreed to sell its 11 existing New York City branches to a U.S. institution pursuant to a definitive purchase and assumption agreement. The transaction, which is subject to regulatory approval and other customary conditions, is expected to be completed in the third quarter of 2007. Doral Financial will retain Doral Bank NY’s federal thrift charter and initially intends to maintain an internet-based deposit gathering operation as it evaluates other possible strategic business opportunities on the U.S. mainland.
     Net interest income for the banking segment was $192.9 million for 2006, compared to $191.2 million and $181.1 million for 2005 and 2004, respectively. The increase in net interest income for 2006 resulted primarily from a slight increase in net interest margin, which was partially offset by a slight decrease in interest-earning assets. Interest rate spread and margin for the banking segment for 2006 were 1.53% and 1.74%, respectively, compared to 1.58% and 1.71% for 2005 and 1.80% and 1.98% for 2004. Total average interest-earning assets for the banking segment for 2006 were $11.1 billion, compared to $11.2 billion for 2005 and $9.2 billion for 2004. The increase in net interest income for 2005 and 2004 resulted mainly from significant increases in the amount of interest-earning assets, particularly mortgage-backed and investment securities held by the banking subsidiaries, driven by the Company’s strategy to increase its tax-exempt income by investing in U.S. GNMAs and U.S. FHLMC/FNMA

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mortgage-backed securities, and by holding a significant amount of U.S. Treasury securities at its international banking entity subsidiary, as described in “Consolidated Results.”
     Non-interest loss for the banking segment was $9.1 million for 2006, compared to income of $56.8 million in 2005 and income of $116.9 million in 2004. The decrease in non-interest income during 2006 and 2005 reflected lower volume of loan sales, mainly to the parent company. Losses on mortgage loan sales and fees for this segment were $9.3 million in 2006, compared to gains of $36.3 million and $127.9 million in 2005 and 2004, respectively. Investment activities for this segment resulted in a loss of $14.6 million in 2006, compared to losses of $2.1 million and $28.4 million in 2005 and 2004, respectively. The net loss during 2006 was principally driven by the Company’s decision to sell $1.7 billion from its available for sale portfolio at a loss of approximately $25.4 million during the fourth quarter of 2006, of which $231 million settled during the first quarter of 2007. The Company’s decision was designed as a measure to increase future net interest income and liquidity, as well as to strengthen its capital ratios. On the other hand, banking fees and commissions also increased considerably during the period, from $13.6 million in 2004 to $17.7 million in 2005 and $19.3 million in 2006.
     Non-interest expenses for this segment increased to $127.0 million in 2006, compared to $122.2 million in 2005 and $105.7 million in 2004. The increase in non-interest expenses during 2006 was driven principally by increases in professional fees associated with the reengineering and recapitalization efforts, while during 2005 and 2004 it was driven by increases in compensation, professional fees, depreciation and amortization, occupancy and other expenses resulting from the expansion of Doral Bank PR and Doral Bank-NY banking operations. As of December 31, 2006, the segment had 55 bank branches compared to 52 and 46 branches as of December 31, 2005 and 2004, respectively.
Mortgage Banking
     This segment includes a wide range of activities, including the origination, sale, securitization and servicing of mortgage loans; the holding of mortgage-backed securities and other investment securities for sale or investment; and, to lesser extent, the origination of construction loans and mortgage loans secured by income-producing real estate or unimproved land. This segment also includes the results of most of the Company’s transactions with respect to derivative instruments used for risk management purposes. The mortgage-banking business is carried out primarily in Puerto Rico, and to a lesser extent in New York. Servicing operations generally perform better when mortgage rates are relatively high and consequently loan prepayments are low. Historically, this segment also conducted most of the Company’s risk management activities, including the use of derivative instruments.
     During 2006, the Company decided to consolidate its activities in this area that were previously conducted through four mortgage banking units – HF Mortgage Bankers, an operating division within the parent company, and three wholly owned subsidiaries, Doral Mortgage Corporation, Centro Hipotecario de Puerto Rico, Inc. and Sana Mortgage – under a single Doral brand. The mortgage loan origination and servicing activities of the mortgage banking segment are closely integrated with the banking segment through a Master Loan Production Agreement entered with Doral Financial’s banking subsidiary in Puerto Rico. Under the terms of the Master Loan Production Agreement, the mortgage banking unit assists Doral Bank PR in reaching its loan production goals by advertising to the general public and providing other origination and settlement services. In exchange for these services, Doral Bank PR remits to the mortgage banking unit a percentage of the origination fees charged to the borrowers under the mortgage loan agreements. The mortgage banking segment also services all residential mortgage loans for the banking segment. Residential mortgage loans originated by Doral Bank PR are usually sold through Doral Financial’s mortgage banking unit, after an intersegment transaction.
     The contingencies reserve of $95.0 million established in connection with an agreement to settle the Company’s consolidated securities class action and shareholder derivative litigation, realized losses of approximately $23.1 million on the sale of mortgage loans, losses of $42.0 million in the value of the IO portfolio, and increases in professional fees associated with ongoing legacy issues and business transformation process, negatively impacted the results of the mortgage banking segment in 2006 compared to 2005 and 2004. This segment experienced a net loss of $238.0 million in 2006 (including an income tax benefit of $47.4 million), compared to a net loss of $62.8 million in 2005 and net income of $30.5 million in 2004 (including an income tax benefit of $109.7 million).

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     Net interest income was $3.5 million in 2006, $82.9 million in 2005, and $138.2 million in 2004. The decrease in net interest income in 2006 was due to a significant reduction in net interest margin caused by an increase in interest expense, coupled with a 48% reduction in the average balance of interest-earning assets. Interest rate spread and margin for the mortgage banking segment for 2006 was (0.01%) and 0.11%, respectively, compared to 1.22% and 1.32%, respectively, for 2005 and 1.57% and 1.80% for 2004. The average balance of interest-earning assets for the segment was $3.3 billion, $6.3 billion and $7.7 billion for 2006, 2005 and 2004, respectively. The decrease in net interest income for 2005 was due to similar reasons. Also, during 2004, the Company recognized a yield adjustment on its mortgage-banking segment of $10.0 million related to deferred fees on construction loans that were repaid prior to their stated maturity.
     This segment experienced a non-interest loss of $40.1 million for 2006 compared to a non-interest income of $28.3 million for 2005, and a non-interest loss of $108.8 million for 2004. The non-interest loss for 2006 principally reflects a $42.0 million loss on the IOs valuation, which, in turn, is principally related to losses suffered during the first half of 2006 from the impact of increases in short-term interest rates on IOs that did not have caps on the pass-through interest payable to investors and an $8.2 million net loss in connection with the previously announced restructurings of prior loan sale transactions with local financial institutions. The increase in non-interest income in 2005 compared to 2004 was primarily due to higher net gain on mortgage loan sales and higher servicing income, partially offset by higher losses on the sale of investment securities. The loss during 2004 was related to a reduced net gain on mortgage loans sales and fees, reflecting higher premiums paid on the loans purchased from Doral Bank PR, coupled with losses sustained in its investment activities. Generally, the mortgage-banking segment realizes losses on the loans purchased from its affiliate when the loans are sold (generally at par) to a third party. This loss is offset in consolidated results by realized gains recognized in the banking segment for such transactions. Realized losses of $38.0 million for 2005 and $122.1 million for 2004 were recognized in the mortgage-banking segment related to such intercompany loan transactions. No realized losses were recognized in the mortgage banking segment for 2006. Net losses on mortgage loan sales and fees amounted to $23.1 million for 2006, compared to a net gain of $15.2 million for 2005, and a net loss of $41.8 million for 2004.
     Investment activities losses increased to $47.3 million in 2006, compared to losses of $42.3 million and $75.1 million for 2005 and 2004, respectively. Investment activities were adversely affected by a loss of $42.0 million on the IO valuation for 2006, compared to losses of $12.5 million and $3.1 million for 2005 and 2004, respectively. Investment activities were also affected by gains sustained with respect to derivative instruments undertaken for risk management purposes of $5.0 million for 2006, compared to losses of $1.6 million and $72.9 million for 2005 and 2004, respectively. Gains with respect to derivative instruments during 2005 were offset by a net loss on the sale of investment securities of $40.6 million during 2005 compared to a loss of $7.4 million for 2004. The net loss during 2005 was principally driven by the Company’s decision to sell $1.2 billion from its available-for-sale portfolio at a loss of $45.3 million during the fourth quarter of 2005. The Company’s decision was designed as a measure to increase future net interest income and liquidity, as well as to strengthen its capital ratios.
     Net servicing income decreased during 2006, driven by increased amortization and impairment charges of the Company’s servicing assets. The combined amortization and impairment charges for the mortgage-banking segment amounted to $35.8 million during 2006, compared to $22.8 million and $37.2 million during 2005 and 2004, respectively.
     Non-interest expenses for this segment increased to $248.8 million in 2006, compared to $166.1 million in 2005 and $107.5 million in 2004. The increase in non-interest expenses for this segment in 2006 was driven principally by a $95.0 million reserve established in connection with an agreement to settle the Company’s consolidated securities class action and shareholder derivative litigation related to the restatement and increases in professional fees associated with the ongoing legacy and transformation process. The increase in non-interest expenses for 2005 and 2004 was driven principally by professional fees associated with the restatement process, depreciation and amortization, occupancy and other expenses resulting from the expansion of Doral Financial’s mortgage banking and expenses related to increased lending activities and servicing. Also, during 2005, the Company’s reserve of $25.0 million established in connection with the settlement of the SEC’s investigation of the Company was recognized in the mortgage-banking segment operations, as well as a goodwill write-off of $4.7 million associated with the acquisition of Sana Mortgage Corporation based on management’s analysis of the future profitability and prospects of this subsidiary.

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     The results for the mortgage banking segment for the year ended December 31, 2004, include the results of Doral Overseas, an international banking entity organized as a division at the parent company level. Doral Financial phased out the operations of Doral Overseas, effective March 31, 2004. For the year ended December 31, 2004, the operations of Doral Overseas accounted for approximately $804,000 of the total non-interest income, and approximately $755,000 of the total net interest income of the mortgage banking segment.
     Doral Financial also operates another international banking entity, Doral International, Inc., a wholly owned subsidiary of Doral Bank PR. The operations of Doral International are included within the banking segment discussed above. Doral Financial has increased the investment activities of Doral International and, accordingly, the diminished contribution from Doral Overseas was counterbalanced to some extent by an increased contribution from Doral International.
Institutional Securities Operations
     This segment corresponds to the operations of Doral Financial’s institutional broker-dealer subsidiary, Doral Securities, Inc., which is headquartered in San Juan, Puerto Rico. Doral Securities sells securities to institutional customers, provides investment banking services, provides investment management services to a locally based investment company, and to a lesser extent, operates a repurchase lending operation involving short-term extensions of credit secured by highly liquid and marketable securities. During 2004, Doral Securities significantly reduced its repurchase lending operations. Net loss for this segment amounted to approximately $0.3 million for 2006, compared to $2.1 million for 2005 and $4.4 million for 2004. The decreases for 2006 and 2005 were principally related to losses on investment activities.
     As part of the Company’s expense reduction efforts, during the fourth quarter of 2005, the Company decided to terminate its institutional sales and investment banking services. Doral Securities’ operations are currently limited to acting as co-investment manager to a local fixed-income investment company. The Company is currently considering opportunities for this business unit within its community banking strategy.
Insurance Agency
     Doral Financial operates its insurance agency activities through its wholly-owned subsidiary Doral Insurance Agency. Doral Insurance Agency’s principal insurance products are hazard, title and flood insurance, which are sold primarily to Doral Financial’s mortgage customers. Doral Insurance Agency is diversifying its range of products to include other forms of insurance products such as auto, life and disability. Net income for this segment amounted to $4.2 million during 2006, compared to $8.4 million for 2005 and $10.9 million for 2004. The decrease in net income is the result of a decrease in the Company’s mortgage loan production during 2006, which directly affects the revenues of the insurance business. As noted in Table H, production decreased from 51,488 loans during 2005 to 15,548 loans during 2006. The decrease is also attributable to the Company’s decision in the second quarter of 2005 to transfer the investment portfolio of the mortgage banking subsidiaries and insurance agency operations to the parent company. As a result for the year ended December 31, 2005, net interest income for this segment amounted to $2.0 million, compared to $5.3 million in 2004. During 2006, Doral Insurance Agency did not recognize interest income. For the year ended December 31, 2006, insurance fees and commissions amounted to $8.8 million, compared to $12.4 million in 2005 and $11.9 million in 2004. The decrease in fees and commissions was related to the decrease in mortgage loan originations.
BALANCE SHEET AND OPERATING DATA ANALYSIS
Loan Production
     Loan production includes loans internally originated by Doral Financial as well as residential mortgage loans purchased from third parties with the related servicing rights. Purchases of mortgage loans from third parties were $88.7 million, $483.1 million, and $606.5 million for the years ended December 31, 2006, 2005 and 2004, respectively. The following table sets forth the number and dollar amount of Doral Financial’s loan production for the years indicated:

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Table H — Loan Production
                         
    Year ended December 31,  
(Dollars in thousands, except for average initial loan balance)   2006     2005     2004  
FHA/VA mortgage loans
                       
Number of loans
    2,001       3,881       5,116  
Volume of loans
  $ 200,495     $ 332,409     $ 446,551  
Percent of total volume
    10 %     6 %     8 %
Average initial loan balance
  $ 101,197     $ 85,650     $ 87,285  
 
                       
Conventional conforming mortgage loans
                       
Number of loans
    1,564       11,357       7,537  
Volume of loans
  $ 187,480     $ 1,355,136     $ 932,085  
Percent of total volume
    9 %     25 %     17 %
Average initial loan balance
  $ 119,872     $ 119,322     $ 123,668  
 
                       
Conventional non-conforming mortgage loans(1)
                       
Number of loans
    8,751       22,294       25,286  
Volume of loans
  $ 925,232     $ 2,438,285     $ 2,789,250  
Percent of total volume
    46 %     44 %     51 %
Average initial loan balance
  $ 105,729     $ 109,370     $ 110,308  
 
                       
Other(2)
                       
Number of loans
    3,232       13,956       12,460  
Volume of loans
  $ 703,999     $ 1,354,184     $ 1,297,911  
Percent of total volume
    35 %     25 %     24 %
 
                 
 
                       
Total loans
                       
Number of loans
    15,548       51,488       50,399  
 
                 
Volume of loans
  $ 2,017,206     $ 5,480,014     $ 5,465,797  
 
                 
 
(1)   Includes $73 million, $224 million, and $160 million in second mortgages for the years ended December 31, 2006, 2005 and 2004, respectively.
 
(2)   Consists of construction loans on residential projects and mortgage loans secured by multifamily and commercial properties, as well as other commercial, land, and consumer loans.
     The decrease in Doral Financial’s loan production is due to a number of factors including changes in underwriting standards, deteriorating economic conditions in Puerto Rico and competition from other financial institutions. Doral Financial decided to make certain adjustments to its underwriting standards designed to achieve uniform, automated and rules-based underwriting standards, as well as to take into consideration the worsening macroeconomic conditions in Puerto Rico. The implementation of these standards contributed to a significant reduction in the Company’s loan originations. The Company, however, believes that these changes will allow it to more efficiently underwrite assets with better credit quality and more appropriately price its loan products in the future.
     A substantial portion of Doral Financial’s total residential mortgage loan originations has consistently been composed of refinancings. For the years ended December 31, 2006, 2005, and 2004, refinancings represented approximately 55%, 53%, and 55%, respectively, of the total dollar volume of internally originated mortgage loans. Doral Financial’s future results could be adversely affected by a significant increase in mortgage interest rates that may reduce refinancing activity. However, the Company believes that refinancing activity in Puerto Rico is less sensitive to interest rate changes than in the mainland United States because a significant number of refinance loans in the Puerto Rico mortgage market are made for debt consolidation purposes rather than interest savings due to lower rates.

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Loan Origination Channels
     In Puerto Rico, Doral Financial relies primarily on its extensive branch network to originate loans. It supplements these originations with wholesale purchases from other financial institutions. Purchases generally consist of conventional mortgage loans. Doral Financial also originates consumer, commercial, construction and land loans primarily through its banking subsidiaries. In Puerto Rico, Doral Financial maintains a specialized unit that works closely with housing project developers and originates mortgage loans to finance the acquisition of homes in new residential developments.
     The following table sets forth the sources of Doral Financial’s loan production as a percentage of total loan originations for the years indicated:
Table I — Loan Origination Sources
                                                         
    Year ended December 31,
    2006   2005   2004
    Puerto Rico   U.S.   Total   Puerto Rico   U.S.   Total   Total
Retail
    60 %           60 %     70 %     1 %     71 %     68 %
Wholesale(1)
    4 %           4 %     8 %           8 %     11 %
New Housing
                                                       
Developments
    21 %     3 %     24 %     10 %     2 %     12 %     15 %
Multifamily
                                         
Other(2)
    8 %     4 %     12 %     7 %     2 %     9 %     6 %
 
(1)   Refers to purchases of mortgage loans from other financial institutions and mortgage lenders.
 
(2)   Refers to commercial, consumer and land loans originated through the banking subsidiaries and other specialized units.
Mortgage Loan Servicing
     Doral Financial’s principal source of servicing rights has traditionally been sales of loans from its internal mortgage loan production. However, Doral Financial also purchases mortgage loans on a servicing-released basis as well as servicing rights in bulk. During the years ended December 31, 2006, 2005, and 2004, Doral Financial purchased servicing rights to approximately $16.4 million, $229.0 million, and $266.6 million, respectively, in principal amount of mortgage loans. Doral Financial intends to continue growing its mortgage-servicing portfolio primarily by internal loan originations, but may also continue to seek and consider attractive opportunities for wholesale purchases of loans with the related servicing rights and bulk purchases of servicing rights from third parties.

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     The following table sets forth certain information regarding the total mortgage loan servicing portfolio:
Table J — Mortgage Loan Servicing
                         
    Year ended December 31,  
(Dollars in thousands, except for average size of loans prepaid)   2006     2005     2004  
Composition of Servicing Portfolio at Year End:
                       
GNMA
  $ 2,154,476     $ 2,193,541     $ 2,451,039  
FHLMC/FNMA
    4,041,920       4,209,561       3,656,712  
Doral Financial grantor trusts
                12,999  
Other conventional mortgage loans(1)(2)
    9,090,724       9,324,502       8,143,617  
 
                 
Total servicing portfolio
  $ 15,287,120     $ 15,727,604     $ 14,264,367  
 
                 
 
                       
Servicing Portfolio Activity:
                       
Beginning servicing portfolio
  $ 15,727,604     $ 14,264,367     $ 12,690,244  
Add:
                       
Loans funded and purchased(3)
    1,315,930       4,224,348       4,141,931  
Bulk servicing acquired
    16,376       229,022       266,638  
Less:
                       
Loans sold with servicing released
    40,924       15,032       4,029  
Run-off(4)
    1,731,866       2,975,101       2,830,417  
 
                 
Ending servicing portfolio
  $ 15,287,120     $ 15,727,604     $ 14,264,367  
 
                 
 
                       
Selected Data Regarding Mortgage Loans Serviced:
                       
Number of loans
    168,717       173,956       162,196  
Weighted-average interest rate
    6.59 %     7.02 %     6.76 %
Weighted-average remaining maturity (months)
    252       257       258  
Weighted-average gross servicing fee rate
    0.3854 %     0.4026 %     0.4133 %
Average-servicing portfolio
  $ 15,598,967     $ 15,168,446     $ 13,558,766  
Principal prepayments
  $ 1,401,001     $ 2,348,000     $ 2,333,000  
Constant prepayment rate
    8 %     13 %     15 %
Average size of loans
  $ 90,608     $ 90,411     $ 87,945  
Servicing assets, net
  $ 176,367     $ 150,576     $ 123,586  
 
                       
Delinquent Mortgage Loans and Pending Foreclosures at Year End:
                       
60-89 days past due
    1.69 %     1.24 %     1.01 %
90 days or more past due
    1.75 %     1.71 %     1.55 %
 
                 
Total delinquencies excluding foreclosures
    3.44 %     2.95 %     2.56 %
 
                 
Foreclosures pending
    2.46 %     1.64 %     1.62 %
 
                 
 
(1)   Includes $3.3 billion, $5.9 billion, and $5.2 billion of loans owned by Doral Financial at December 31, 2006, 2005 and 2004, respectively, which represented 22%, 38%, and 37%, respectively, of the total servicing portfolio as of such dates.
 
(2)   Includes portfolios of $242.2 million, $286.1 million, and $333.7 million at December 31, 2006, 2005 and 2004, respectively, of delinquent FHA/VA and conventional mortgage loans sold to third parties.
 
(3)   Excludes approximately $701.3 million, $1.3 billion, and $1.3 billion for the years ended December 31, 2006, 2005 and 2004, respectively, of commercial, consumer, construction and other non-mortgage loans originated by Doral Financial but not considered part of the mortgage-servicing portfolio.
 
(4)   Run-off refers to regular amortization of loans, prepayments and foreclosures.
     Most of the mortgage loans in Doral Financial’s servicing portfolio are secured by single (one-to-four) family residences located in Puerto Rico. At December 31, 2006, 2005 and 2004, approximately 1% of Doral Financial’s mortgage-servicing portfolio was related to mortgages secured by real property located on the U.S. mainland.
     The amount of principal prepayments on mortgage loans serviced by Doral Financial was $1.4 billion, $2.3 billion, and $2.3 billion for the years ended December 31, 2006, 2005 and 2004, respectively. Doral Financial

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attempts to mitigate the sensitivity of its servicing income to increases in prepayment rates through a strong retail origination network.
Mortgage Loans Held for Sale
     Mortgage loans held for sale are carried on Doral Financial’s Consolidated Statements of Financial Condition at the lower of net cost or market value on an aggregate portfolio basis. Market values are determined by reference to market prices for comparable mortgage loans, adjusted by the portfolio credit risk. The amount by which costs exceed market value, if any, is accounted for as a loss during the period in which the change in valuation occurs. Given traditional consumer preferences in Puerto Rico, substantially all of Doral Financial’s residential mortgage loans held for sale are fixed-rate loans. Note 9 to the consolidated financial statements accompanying this Annual Report on Form 10-K contains additional information with respect to Doral Financial’s portfolio of mortgage loans held for sale.
     As of December 31, 2006, Doral Financial owned approximately $1.8 billion in mortgage loans held for sale, of which approximately $1.5 billion consisted of residential mortgage loans. This amount includes $442.2 million of mortgage loans pledged to secure financing agreements with local financial institutions.
     GNMA programs allow financial institutions to buy back individual delinquent mortgage loans that meet certain criteria from the securitized loan pool for which the Company provides servicing. At the Company’s option and without GNMA prior authorization, Doral Financial may repurchase such delinquent loans for an amount equal to 100% of the loan’s remaining principal balance. This buy-back option is considered a conditional option until the delinquency criteria are met, at which time the option becomes unconditional. When the loans backing a GNMA security are initially securitized, the Company treats the transaction as a sale for accounting purposes and the loans are removed from the balance sheet because the conditional nature of the buy-back option means that the Company does not maintain effective control over the loans. When individual loans later meet GNMA’s specified delinquency criteria and are eligible for repurchase, Doral Financial is deemed to have regained effective control over these loans. In such case, for financial reporting purposes, the delinquent GNMA loans are brought back into the Company’s portfolio of mortgage loans held for sale, regardless of whether the Company intends to exercise the buy-back option. An offsetting liability is also recorded. As of December 31, 2006, the portfolio of mortgage loans held for sale includes $100.3 million related to GNMA defaulted loans, compared to $74.0 million as of December 31, 2005.
Loans Receivable
     Doral Financial originates mortgage loans secured by income-producing residential and commercial properties, construction loans, land loans, certain residential mortgage loans and other commercial and consumer loans that are held for investment and classified as loans receivable. Loans receivable are originated primarily through Doral Financial’s banking subsidiary. During 2006, the Company experienced a significant increase in loans receivable due principally to the reclassification of $961.5 million of loans from mortgage loans held for sale to loans receivable. During the fourth quarter of 2006, the Company entered into an agreement with a local financial institution that resulted in the extinguishment of commercial loans in exchange for the mortgage loans that collateralized such commercial loan. As a result of this transaction, an equivalent amount of residential mortgage loans that previously served as collateral for the commercial loan was included as part of the residential mortgage loan portfolio. A significant portion of Doral Financial’s loans receivable consists of loans made to entities or individuals located in Puerto Rico.
     The maximum aggregate amount in unsecured loans that Doral Bank PR could make to a single borrower under Puerto Rico banking regulations as of December 31, 2006, was approximately $66.9 million. Puerto Rico banking regulations permit larger loans to a single borrower to the extent secured by qualifying collateral. The maximum aggregate amount in loans that Doral Bank NY could make to a single borrower under the OTS banking regulations as of December 31, 2006, was $9.5 million. Doral Financial’s largest aggregated indebtedness to a single borrower or a group of related borrowers as of December 31, 2006 was $58.4 million.
     The following table sets forth certain information regarding Doral Financial’s loans receivable:

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Table K — Loans Receivable, Net
                                         
    As of December 31,  
(In thousands)   2006     2005     2004     2003     2002  
Construction loans
  $ 817,352     $ 795,848     $ 629,913     $ 603,909     $ 465,020  
Residential mortgage loans
    1,785,454       514,164       409,005       529,147       282,059  
Commercial – secured by real estate
    541,891       891,795       568,842       152,016       138,270  
Consumer – secured by real estate
                320       375       821  
Consumer – other
    86,961       81,464       70,579       66,516       62,279  
Lease financing receivable
    43,565       44,636       7,488              
Commercial non-real estate
    158,963       142,909       36,848       22,006       13,291  
Loans on savings deposits
    16,811       15,082       9,354       8,769       8,720  
Land secured
    42,769       50,358       51,853       65,818       79,996  
 
                             
Loans receivable, gross
    3,493,766       2,536,256       1,784,202       1,448,556       1,050,456  
 
                             
Less:
                                       
Discount on loans
    (22,016 )                        
Unearned interest and deferred loan fees, net
    (14,580 )     (23,252 )     (15,622 )     (21,052 )     (18,777 )
Allowance for loan and lease losses
    (67,233 )     (35,044 )     (20,881 )     (14,919 )     (7,364 )
 
                             
 
    (103,829 )     (58,296 )     (36,503 )     (35,971 )     (26,141 )
 
                             
Loans receivable, net
  $ 3,389,937     $ 2,477,960     $ 1,747,699     $ 1,412,585     $ 1,024,315  
 
                             
     The following table sets forth certain information as of December 31, 2006, regarding the dollar amount of Doral Financial’s loans receivable portfolio based on the remaining contractual maturity. Expected maturities may differ from contractual maturities because of prepayments and other market factors. Loans having no stated schedule of repayments and no stated maturity are reported as due in one year or less.
Table L — Loans Receivable by Contractual Maturities
                                 
    As of December 31, 2006  
    1 year     1 to 5     Over 5        
(In thousands)   or Less     Years     Years     Total  
Construction loans
  $ 573,350     $ 154,102     $ 89,900     $ 817,352  
Residential mortgage loans
    13,757       124,162       1,647,535       1,785,454  
Commercial – secured by real estate
    144,483       219,631       177,777       541,891  
Consumer – other
    64,754       8,912       13,295       86,961  
Lease financing receivable
    41       1,457       42,067       43,565  
Commercial non-real estate
    45,693       109,429       3,841       158,963  
Loans on savings deposits
    9,044       6,304       1,463       16,811  
Land secured
    1,116       21,248       20,405       42,769  
 
                       
Loans receivable, gross
  $ 852,238     $ 645,245     $ 1,996,283     $ 3,493,766  
 
                       
     Scheduled contractual amortization of loans receivable does not reflect the expected life of Doral Financial’s loans receivable portfolio. The average life of these loans is substantially less than their contractual terms because of prepayments and, with respect to conventional mortgage loans, due-on-sale clauses, which give Doral Financial the right to declare a conventional mortgage loan immediately due and payable in the event, among other things, that the borrower sells the real property subject to the mortgage and the loan is not repaid. The average life of mortgage loans tends to increase when current mortgage loan rates are higher than rates on existing mortgage loans and, conversely, decrease when current mortgage loan rates are lower than rates on existing mortgage loans. Under the latter circumstance, the weighted-average yield on loans decreases as higher-yielding loans are repaid or refinanced at lower rates.

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     The following table sets forth the dollar amount of total loans receivable at December 31, 2006, as shown in the preceding table, which have fixed interest rates or which have floating or adjustable interest rates that have a contractual maturity of more than one year.
Table M — Loans Receivable by Fixed and Floating or Adjustable Rates
                                 
            Due After One Year        
                    Floating or        
    1 Year             Adjustable-        
(In thousands)   or Less     Fixed-Rate     Rate     Total  
Construction loans
  $ 573,350     $ 97,229     $ 146,773     $ 817,352  
Residential mortgage loans
    13,757       1,771,697             1,785,454  
Commercial – secured by real estate
    144,483       325,846       71,562       541,891  
Consumer – other
    64,754       22,047       160       86,961  
Lease financing receivable
    41       43,524             43,565  
Commercial non-real estate
    45,693       108,384       4,886       158,963  
Loans on savings deposits
    9,044       5,632       2,135       16,811  
Land secured
    1,116       21,202       20,451       42,769  
 
                       
Loans receivable, gross
  $ 852,238     $ 2,395,561     $ 245,967     $ 3,493,766  
 
                       
     Doral Financial originates floating or adjustable and fixed interest-rate loans. Unlike its portfolio of residential mortgage loans, which is comprised almost entirely of fixed rate mortgage loans, a significant portion of Doral Financial’s construction, land, and other commercial loans classified as loans receivable carry adjustable rates. At December 31, 2006, 2005 and 2004, approximately 26%, 44%, and 52%, respectively, of Doral Financial’s gross loans receivable were adjustable rate loans. The decrease in the percentage of adjustable rate loans is related to the reclassification during 2006 of $961.5 million of loans from mortgage loans held for sale to loans receivable. The adjustable rate construction, commercial and land loans have interest rate adjustment limitations and are generally tied to the prime rate, and often provide for a maximum and minimum rate beyond which the applicable interest rate will not fluctuate. Future market factors may affect the correlation of the interest rate adjustment with the rate Doral Financial pays on the different funding sources used to finance these loans. Substantially all construction, commercial and land loans held by Doral Financial are adjustable rate loans maturing, generally, within 10 to 70 months. Note 11 to the consolidated financial statements accompanying this Annual Report on Form 10-K contains additional information with respect to Doral Financial’s portfolio of loans receivable.
Investment and Trading Activities
     As part of its mortgage securitization activities, Doral Financial is involved in the purchase and sale of mortgage-backed securities. In the past, Doral Financial also engaged in purchases and sales of whole loans and securities primarily through its international banking entity subsidiary. During the third quarter of 2005, Doral Financial made the determination to terminate its program of purchasing loans in bulk without the associated servicing rights. At December 31, 2006, Doral Financial, principally through its mortgage banking subsidiaries, held securities for trading with a fair market value of $183.8 million, approximately $53.0 million of which consisted of Puerto Rico tax-exempt GNMA securities. These tax-exempt securities are generally held by Doral Financial for longer periods prior to sale in order to maximize the tax-exempt interest received thereon. Securities held for trading are reflected on Doral Financial’s consolidated financial statements at their fair market value with resulting gains or losses included in current period earnings as part of net gain (loss) on securities held for trading. The fair values of Doral Financial’s tax-exempt GNMA securities are based on quotes obtained from local broker-dealers. See “Critical Accounting Policies — Valuation of Trading Securities and Derivatives” above for additional information on how Doral Financial determines the fair values of its trading securities.
     As part of its strategy to diversify its revenue sources and maximize net interest income, Doral Financial also invests in securities that are classified as available for sale or held to maturity. As of December 31, 2006, Doral Financial, principally through its banking subsidiaries, held $2.4 billion of investment securities that were classified as available for sale and reported at fair value based on quoted market prices, with unrealized gains or losses included in stockholders’ equity and reported as accumulated other comprehensive income (loss), net of income tax

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(expense) benefit in Doral Financial’s consolidated financial statements. Of this amount, approximately 98.0% was held at Doral Financial’s banking subsidiaries. At December 31, 2006, Doral Financial had unrealized losses in AOCI of $106.9 million, compared to unrealized losses of $125.5 million at December 31, 2005 related to its available for sale portfolio. The Company evaluates for impairment its investment securities at least quarterly or earlier if other factors indicative of potential impairment exist. An impairment charge in the consolidated statements of income is recognized when the decline in the fair value of the securities below their cost basis is judged to be other than temporary. The Company evaluates for other than temporary impairment in accordance with FASB Staff Position FAS115-1/124-1: “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments,” which requires that the Company consider various factors in determining whether it should recognize an impairment charge, including, but not limited to, the length of time and extent to which the fair value has been below cost basis, the expectations for the security’s performance, the creditworthiness of the issuer, and the Company’s intention and ability to hold the security until maturity. The unrealized losses in the Company’s investment securities are almost entirely related to increases in interest rates, which tend to reduce the value of fixed rate securities, and are not related to credit concerns. Most of the Company’s securities are either U.S. government agency or mortgage-backed securities that are highly rated. Moreover, the Company understands that it has adequate liquidity at its banking subsidiaries, where most of the securities are held, to continue to hold these securities. Based on these factors, management has concluded that the existing impairments as of December 31, 2006 were temporary and no impairment charge was reported in the Consolidated Statements of Income.
     As of December 31, 2006, Doral Financial, principally through its banking subsidiaries, held approximately $2.1 billion in securities that are classified as held to maturity and reported at amortized cost.
     The following table summarizes Doral Financial’s securities holdings as of December 31, 2006.
Table N — Investment Securities
                                 
                            Total  
    Held for     Available     Held to     Investment  
(In thousands)   Trading     For Sale     Maturity     Securities  
Mortgage-backed securities
  $ 106,574     $ 1,520,457     $ 304,362     $ 1,931,393  
Variable interest-only strips
    48,864                   48,864  
Fixed interest-only strips
    1,062                   1,062  
U.S. Treasury
          815,021       673,559       1,488,580  
U.S. government sponsored agency obligation
          73,208       1,072,831       1,146,039  
Puerto Rico government obligations
                12,235       12,235  
Other
    27,305             19,950       47,255  
 
                       
Total
  $ 183,805     $ 2,408,686     $ 2,082,937     $ 4,675,428  
 
                       
     For additional information regarding the composition of Doral Financial’s investment securities, please refer to Notes 6, 7 and 8 to the consolidated financial statements accompanying this Annual Report on Form 10-K.
LIQUIDITY AND CAPITAL RESOURCES
     Doral Financial has an ongoing need for capital to finance its lending, servicing and investing activities. Doral Financial’s cash requirements arise mainly from loan originations and purchases, purchases and holding of securities, repayments of debt upon maturity, payments of operating and interest expenses, servicing advances and loan repurchases pursuant to recourse or warranty obligations.
Liquidity of the Holding Company
     Doral Financial’s liquidity and capital position at the holding company differ from the liquidity and capital positions of the Company’s banking subsidiaries. Doral Financial’s banking subsidiaries rely primarily on deposits,

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short-term borrowings under FHLB advances and repurchase agreements secured by pledges of their mortgage loans and mortgage-backed securities as their primary sources of liquidity. These sources of liquidity for Doral Financial’s banking subsidiaries have generally not been adversely impacted in material respects by the restatement of the Company’s consolidated financial statements or by the deterioration in the consolidated financial condition of the Company. On the other hand, the holding company’s traditional sources of funding through repurchase agreements or the issuance of debt or equity instruments in the capital markets have been significantly disrupted because of the restatement and the deterioration in the consolidated financial condition of the Company. Since the restatement, the holding company has had to rely primarily on loan servicing fees and sales of mortgage loans in the secondary markets to agencies or U.S. financial institutions as its principal sources of liquidity. The holding company also has two short-term repurchase facilities with outstanding balances totaling approximately $86 million. These facilities are secured by whole loans and subordinated mortgage securities and may be terminated upon demand or short notice by the lender. If these facilities are terminated, the holding company’s financial position may be adversely affected. The holding company’s access to the liquidity at its banking subsidiaries is significantly restricted by statutory and regulatory restrictions.
     The holding company’s capital resources and financing costs have been adversely affected by a number of factors associated with the restatement process, including:
    the downgrades of its credit ratings;
 
    its inability to access the capital markets;
 
    the decision of a substantial majority of its unsecured creditors not to renew committed credit facilities;
 
    the inability to sell non-conforming mortgage loans in the local market, and reliance on sales in the U.S. secondary markets, which have stricter underwriting requirements;
 
    legal, accounting and other professional expenses associated with the ongoing legacy and transformation process, which amounted to an average of $2.4 million per month during 2006;
 
    regulatory consent orders that, as from March 17, 2006, prohibit the Company’s banking subsidiaries from paying dividends to the holding company, without prior regulatory approval; and
 
    the settlement of the SEC’s investigation of the Company, which required the payment of a $25 million civil penalty in February 2007.
     In addition, the liquidity of the holding company has been adversely affected by an increased demand for loan repurchases pursuant to recourse or representation and warranty obligations. During 2006, the Company repurchased approximately $81.8 million in mortgage loans pursuant to existing recourse obligations. The Company also was required to substitute collateral of approximately $32.2 million in mortgage loans under a secured commercial facility for failure to meet collateral eligibility requirements. In addition, certain institutions have approached the Company alleging violations of representations and warranties relating to documentation issues (primarily loan file deficiencies) involving mortgage loans sold to these institutions. Doral Financial is working with these financial institutions to review the claims and to correct alleged documentation deficiencies, which relate primarily to loan file deficiencies. While the parties are currently cooperating with each other and Doral Financial will seek to minimize required repurchases, if any, by correcting flaws, no assurance can be given that any required repurchase will not adversely affect the Company’s liquidity.
     As a result of the liquidity pressures facing the holding company, FNMA and other parties could take steps to terminate their business of contractual relationship with the Company, including the termination of mortgage servicing agreements, which would have a material adverse effect on the holding company’s liquidity and on its ability to generate sufficient cash flow to operate its business. See Item 1A. Risk Factors, “— Risks Relating to the Holding Company’s Deteriorated Financial Condition — Doral Financial’s deteriorated earnings have resulted in a reduction of Doral Financial’s capital position and, together with the pending debt maturity and downgrades to its credit ratings, have adversely affected its operations and the ability to the holding company to access funding,” in this Annual Report on Form 10-K.
     In connection with its efforts to facilitate the necessary investments required to satisfy the Company’s capital and liquidity needs, the Company engaged in discussions with the lead plaintiff in the consolidated securities class

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action lawsuits pending against Doral Financial. On April 27, 2007, Doral Financial entered into an agreement to settle all claims in the consolidated securities class action and shareholder derivative litigation filed against the Company following the announcement in April 2005 of the need to restate its financial statements for the period of 2000 to 2004. The settlement is subject to notice and approval from the U.S. District Court for the Southern District of New York. Under the terms of the settlement agreement and a concurrent agreement entered into by insurers to the Company and its current and former directors and officers, the Company and insurers will pay an aggregate of $129 million, of which insurers will pay approximately $34 million. In addition, one or more individual defendants will pay an aggregate of $1 million (in cash or Doral Financial stock). The Company’s payment obligations under the settlement agreement are subject to the closing and funding of one or more transactions through which the Company obtains outside financing during 2007 to meet its liquidity and capital needs, including the repayment of the Company’s $625 million senior notes due on July 20, 2007, payment of the amounts due under the settlement agreement and certain other working capital and contractual needs. Either side may terminate the settlement agreement if the Company has not raised the necessary funding by September 30, 2007 or if the settlement has not been fully funded within 30 days from the receipt of such funding.
     On April 25, 2006, Doral Financial announced that, as a prudent capital management decision designed to preserve and strengthen the Company’s capital, the Board of Directors voted to suspend the quarterly dividend on the Company’s common stock. The holding company has continued to pay dividends on its preferred stock, and the Company continues to pay its debts as they become due.
Recapitalization of the Holding Company
     Doral Financial will need significant outside financing during 2007, principally for the payment of its $625 million floating rate senior notes that mature on July 20, 2007 and of amounts required under the settlement agreement dated April 27, 2007 in respect of the consolidated securities class action and shareholder derivative litigation brought against the Company following the announcement of the restatement of its financial statements in 2005. The Company currently estimates that these external funding needs for 2007 will range between approximately $700 million and $800 million (without considering the distribution of any proceeds from the sale of Doral Bank NY’s branches). The Company’s consolidated financial statements included in this annual report have been prepared assuming Doral Financial will continue as a going concern. In light of the holding company’s liquidity needs and the risks and uncertainties surrounding its recapitalization process, the holding company’s liquidity position raises substantial doubts about the holding company’s ability to continue operating as a going concern without such recapitalization.
     Doral Financial is in active negotiations with a private equity firm (the “lead sponsor”) regarding a substantial investment in the Company by a new bank holding company. The new holding company would be capitalized by a number of private equity and other sophisticated financial investors, and their investment would take into account the various ownership restrictions imposed by banking regulations. The lead sponsor is actively engaged in discussions with a number of potential investors to raise the contemplated capital for the new holding company to invest in Doral.
     Based on its discussions to date, the Company believes that the proposed transaction, if executed, would be accomplished predominantly through the issuance of new equity securities at a discount to market price and would result in very significant dilution to the Company’s existing shareholders. If the Company is successful in entering into the proposed transaction and it is consummated on a timely basis, the Company believes that the proposed transaction would adequately satisfy its capital and liquidity needs. However, the Company cannot provide assurances that it will ultimately be able to enter into an agreement with respect to the proposed transaction.
     The proposed transaction would be subject to various conditions precedent, including but not limited to the receipt of regulatory and shareholder approvals, the receipt of sufficient equity commitments from other investors, final district court approval of the settlement agreement in respect of the consolidated securities class action and shareholder derivative claims brought against the Company, the absence of certain adverse developments and other customary closing conditions.

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     Although the Company would attempt to enter into an alternative transaction that would provide it with the liquidity and capital needed to continue its business in the event that it is unable to enter into the proposed transaction, the Company cannot provide assurance that it would succeed in entering into such a transaction, especially in the limited time available prior to the July 20, 2007 maturity of the senior notes. The failure to refinance the senior notes and recapitalize the holding company would have a material adverse effect on, and impair, the holding company’s financial condition and ability to operate as going concern. See Item 1A. Risk Factors, “— Risks Relating to the Recapitalization Process”, of this Annual Report on Form 10-K.
Uses of Cash
     Servicing agreements relating to the mortgage-backed securities programs of FNMA, FHLMC and GNMA, and to mortgage loans sold to certain other investors, require Doral Financial to advance funds to make scheduled payments of principal, interest, taxes and insurance, if such payments have not been received from the borrowers. While Doral Financial generally recovers funds advanced pursuant to these arrangements within 30 days, it must absorb the cost of the funds it advances during the time the advance is outstanding. During 2006, the monthly average amount of funds advanced by Doral Financial under such servicing agreements was approximately $47.9 million, compared to $36.0 million for 2005. The decrease during 2006 was mainly related to the previously reported restructuring of various loan transfer transactions with local financial institutions during the second quarter of 2006 and new terms with respect to remittance schedules. To the extent the mortgage loans underlying Doral Financial’s servicing portfolio experience increased delinquencies, Doral Financial would be required to dedicate additional cash resources to comply with its obligation to advance funds as well as incur additional administrative costs related to increases in collection efforts. In recent years, Doral Financial has sold pools of delinquent FHA and VA and conventional mortgage loans. Under these arrangements, Doral Financial is required to advance the scheduled payments whether or not collected from the underlying borrower. While Doral Financial expects to recover the amounts advanced through foreclosure or, in the case of FHA/VA loans, under the applicable FHA and VA insurance and guarantee programs, the amounts advanced tend to be greater than normal arrangements because of the delinquent status of the loans. As of December 31, 2006 and 2005, the outstanding principal balance of such delinquent loans was $242.2 million and $286.1 million, respectively, and the aggregate monthly amount of funds advanced by Doral Financial was $20.2 million and $21.9 million, respectively.
     When Doral Financial sells mortgage loans to third parties it generally makes customary representations and warranties regarding the characteristics of the loans sold. To the extent the loans do not meet specified characteristics, investors are generally entitled to cause Doral Financial to repurchase such loans. During 2006, Doral Financial experienced increased demands for repurchase associated with documentation and compliance issues. To the extent this trend continues, it would place increased demands on the Company’s liquidity.
     In addition to its servicing and warranty obligations, in the past Doral Financial’s loan sale activities have included the sale of non-conforming mortgage loans subject to recourse arrangements that generally require Doral Financial to repurchase or substitute the loans if the loans are 90 days or more past due or otherwise in default up to a specified amount or limited to a period of time after the sale. To the extent the delinquency ratios of the loans sold subject to recourse are greater than anticipated and Doral Financial is required to repurchase more loans than anticipated, Doral Financial’s liquidity requirements would increase. See “—Off-Balance Sheet Activities” below for additional information on these arrangements.
     From time to time, Doral Financial also sells or securitizes mortgage loans with FNMA on a partial or full recourse basis. Doral Financial’s contractual agreements with FNMA authorize FNMA to require Doral Financial to post collateral in the form of cash or marketable securities to secure such recourse obligation to the extent Doral Financial does not maintain an investment grade rating. As of December 31, 2006, Doral Financial’s maximum recourse exposure with FNMA amounted to $821.7 million and FNMA required the posting of approximately $44.0 million in cash collateral to secure recourse obligations. While deemed unlikely by Doral Financial, FNMA has the contractual right to request collateral for the full amount of Doral Financial’s recourse obligations. Any such request by FNMA would have a material adverse effect on Doral Financial’s liquidity and business.

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Sources of Cash
     The following table shows Doral Financial’s sources of borrowings and the related average interest rates as of December 31, 2006 and 2005:
Table O — Sources of Borrowings
                                 
    As of December 31,  
    2006     2005  
    Outstanding     Average     Outstanding     Average  
(Dollars in thousands)   Balance     Rate     Balance     Rate  
Deposits
  $ 4,250,760     3.90%   $ 4,237,269     2.98%
Repurchase agreements
    3,899,365     4.25%     6,054,598     4.08%
Advances from the FHLB
    1,034,500     4.78%     969,500     4.08%
Loans payable
    444,443     6.92%     3,578,230     5.75%
Notes payable
    923,913     6.57%     965,621     5.86%
     In the past, Doral Financial also obtained liquidity in the capital markets through public and private offerings of its debt securities, although it has not offered debt securities since April 2005 when it announced the decision to restate its financial statements, and does not expect to be able to do so until at least after it is current in its SEC filings.
     Under Doral Financial’s repurchase lines of credit and derivative contracts, Doral Financial is required to deposit cash or qualifying securities to meet margin requirements. To the extent that the value of securities previously pledged as collateral declines because of changes in interest rates, Doral Financial will be required to deposit additional cash or securities to meet its margin requirements, thereby adversely affecting its liquidity.
     A considerable amount of Doral Financial’s liquidity is derived from the sale of mortgage loans in the secondary mortgage market. The U.S. (including Puerto Rico) secondary mortgage market is the most liquid in the world in large part because of the sale or guarantee programs maintained by FHA, VA, HUD, FNMA and FHLMC. To the extent these programs are curtailed or the standard for insuring or selling loans under such programs is materially increased, or, for any reason, Doral Financial were to fail to qualify for such programs, Doral Financial’s ability to sell mortgage loans and consequently its liquidity would be materially adversely affected.
     Doral Financial’s banking subsidiaries obtain funding for their lending activities through the receipt of deposits, through advances from the FHLB and from other borrowings, such as term notes backed by Federal Home Loan Bank of new York (“FHLB-NY”) letters of credit. For additional information regarding deposit accounts and advances from the FHLB, see Notes 17 and 19 to the consolidated financial statements accompanying this Annual Report on Form 10-K.

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     The following table presents the average balance and the annualized average rate paid on each deposit type for the years indicated.
Table P — Average Deposit Balance
                                                 
    Year ended December 31,  
(Dollars in thousands)   2006   2005   2004
    Average     Average   Average     Average   Average     Average
    Balance     Rate   Balance     Rate   Balance     Rate
Certificates of deposit
  $ 2,945,920       4.27 %   $ 2,248,530       3.56 %   $ 1,829,370       3.15 %
Regular passbook savings
    449,732       3.28 %     476,600       2.34 %     416,928       2.27 %
NOW accounts
    527,163       2.80 %     673,755       2.22 %     634,486       2.15 %
Non-interest bearing
    340,772             442,940             359,212        
 
                             
Total deposits
  $ 4,263,587       3.65 %   $ 3,841,825       2.76 %   $ 3,239,996       2.49 %
 
                             
     The following table sets forth the maturities of certificates of deposit having principal amounts of $100,000 or more at December 31, 2006.
Table Q – Certificates of Deposit Maturities
         
(In thousands)   Amount  
Certificates of deposit maturing:
       
Three months or less
  $ 273,137  
Over three through six months
    1,378,892  
Over six through twelve months
    22,221  
Over twelve months
    650,477  
 
     
Total
  $ 2,324,727  
 
     
     As of December 31, 2006 and 2005, Doral Financial’s retail banking subsidiaries had approximately $2.0 billion and $1.9 billion, respectively, in brokered deposits obtained through broker-dealers. Brokered deposits are used by Doral Financial’s banking subsidiaries as a source of long-term funds. Brokered deposits, however, are generally considered a less stable source of funding than core deposits obtained through retail bank branches. Brokered-deposit investors are generally very sensitive to interest rates and will generally move funds from one depository institution to another based on minor differences in rates offered on deposits.
     Doral Financial’s banking subsidiaries, as members of the FHLB-NY, have access to collateralized borrowings from the FHLB-NY up to a maximum of 30% of total assets. Advances and reimbursement obligations with respect to letters of credit must be secured by qualifying assets with a market value of 110% of the advances or reimbursement obligations. At December 31, 2006, Doral Financial’s banking subsidiaries had $1.0 billion in outstanding advances from the FHLB-NY at a weighted-average interest rate cost of 4.78%. See Note 19 to the consolidated financial statements accompanying this Annual Report on Form 10-K for additional information regarding such advances.
Regulatory Capital Ratios
     As of December 31, 2006, Doral Financial, Doral Bank PR and Doral Bank NY were in compliance with all the regulatory capital requirements that were applicable to them as a financial holding company, state non-member bank and federal savings bank, respectively, (i.e., total capital and Tier 1 capital to risk-weighted assets of at least 8% and 4%, respectively, and Tier 1 capital to average assets of at least 4%). However, as described below, Doral Financial and Doral Bank PR are subject to consent orders pursuant to which they have submitted a capital plan in which they have agreed to maintain higher ratios. As a result of the losses incurred in 2006, Doral Financial fell below the capital ratios included in the capital plan. Set forth below are Doral Financial’s, and its banking subsidiaries’ regulatory capital ratios as of December 31, 2006, based on existing Federal Reserve, FDIC and OTS guidelines.

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Table R — Regulatory Capital Ratios
                                 
            Banking Subsidiaries
                            Well-
    Doral   Doral   Doral   Capitalized
    Financial   Bank-PR   Bank NY   Minimum
Total capital ratio (Total capital to risk-weighted assets)
    13.7 %     21.1 %     16.3 %     10.0 %
Tier 1 capital ratio (Tier 1 capital to risk-weighted assets)
    10.3 %     19.8 %     15.8 %     6.0 %
Leverage ratio(1)
    4.5 %     6.8 %     10.3 %     5.0 %
 
(1)   Tier 1 capital to average assets in the case of Doral Financial and Doral Bank PR and Tier 1 capital to adjusted total assets in the case of Doral Bank NY.
     Doral Financial’s regulatory capital ratios as of December 31, 2006 declined, when compared to 2005, due to the decrease in the Company’s capital driven by the net loss of $223.9 million experienced during 2006. The impact of the loss on the Company’s capital ratios was partially offset by a decrease in the volume of risk-weighted assets. The lower volume of risk-weighted assets during 2006, which decreased by 33% compared to 2005, was principally attributable to significant decreases in the Company’s loan portfolios, in particular the commercial and residential loan portfolios as a result of the restructuring of the Company’s previous transfer of residential and commercial mortgage loans to local financial institutions, coupled with a decrease of its investment securities portfolio, as part of the Company’s de-leveraging strategies, resulting from the sale of approximately $1.7 billion of the Company’s securities available for sales, of which $231 million settled during the first quarter of 2007.
     As of December 31, 2006, Doral Bank PR and Doral Bank NY were considered well-capitalized banks for purposes of the prompt corrective action regulations adopted by the FDIC pursuant to the FDICIA. As a result of the losses incurred during 2006, Doral Financial’s leverage ratio fell below the minimum threshold for the holding company to classify as well-capitalized. To be considered a well-capitalized institution under the FDIC’s regulations, an institution must maintain a Leverage Ratio of at least 5%, a Tier 1 Capital Ratio of at least 6% and a Total Capital Ratio of at least 10%, and not be subject to any written agreement or directive to meet a specific capital ratio.
     Failure to meet minimum regulatory capital requirements could result in the initiation of certain mandatory and additional discretionary actions by banking regulators against Doral Financial and its banking subsidiaries that, if undertaken, could have a material adverse effect on Doral Financial.
     On March 17, 2006, Doral Financial and its principal Puerto Rico Banking subsidiary, Doral Bank PR, entered into consent orders with the Federal Reserve, the FDIC and the Office of the Commissioner. For a detailed description of these orders, please refer to Part I, Item 3. Legal Proceedings, in this Annual Report on Form 10-K. Pursuant to the requirements of the existing cease and desist orders, the Company submitted a capital plan to the Federal Reserve, pursuant to which the Company and Doral Bank PR have agreed to maintain minimum leverage ratios of 5.5% and 6.0%, respectively. While the Tier 1 and Total capital ratios have risk weighting components that take into account the low level of risk associated with the Company’s mortgage and securities portfolios, the Leverage Ratio is significantly lower because it is based on total average assets without any risk weighting. As a result of the loss incurred during 2006, the holding company’s Leverage Ratio decreased below 5.5%. As required by the capital plan, the Company is taking steps to raise additional capital in order to increase the Leverage Ratio to the agreed upon levels. See “Recent Significant Events — Recapitalization Process” in Part I, Item 1. Business, in this report.
     Doral Securities is subject to regulatory capital requirements imposed by the SEC. At December 31, 2006, Doral Securities was in compliance with its applicable regulatory capital requirement.

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Assets and Liabilities
     At December 31, 2006, Doral Financial’s total assets were $11.9 billion, compared to $17.3 billion at December 31, 2005. The decrease in total assets for 2006 was due primarily to a decrease in the Company’s net loan portfolio of $2.6 billion, which resulted principally from the sale during 2006 of approximately $3.1 billion in loans as part of a restructuring of loan transfer transaction with local financial institutions, coupled with a decrease in the Company’s securities available for sale of $2.2 billion, which resulted principally from the sale during the fourth quarter of 2006 of approximately $1.7 billion in securities, of which $231 million settled during the first quarter of 2007. This transaction is part of the Company’s efforts to restructure its balance sheet to improve its future earnings potential and reduce the high level of interest rate risk and volatility inherent in its balance sheet.
     On May 25, 2006, Doral Financial entered into a series of credit agreements with FirstBank Puerto Rico, a wholly-owned subsidiary of First Bancorp, to document as secured borrowings the loan transfers between the parties that prior to the restatement had been accounted for as sales. The aggregate amount of the borrowings documented under the credit agreements was approximately $2.9 billion. Most of the borrowings accrue interest at a floating rate based on a spread over the applicable 90-day LIBOR subject to a cap and are subject to amortization schedules tied to the scheduled amortizations of the underlying mortgage loans subject to a maximum maturity of 10 years. The borrowings are subject to mandatory prepayments as a result of actual prepayments on, or sales of, the underlying mortgage loans, and the Company may prepay the borrowings at any time, without premium or penalty. On May 30, 2006, Doral Financial sold to a U.S. financial institution on a servicing-retained basis approximately $2.4 billion of the loans securing these borrowings and reduced the outstanding principal balance of the borrowings to $450 million. As of December 31, 2006, the outstanding principal balance of these borrowings was $426.8 million. No IOs were created by Doral Financial as part of the subsequent sale of the mortgage loans.
     On October 3, 2006, Doral Financial completed the restructuring of the terms of certain prior mortgage loan transfers between the Company and R-G Premier Bank of Puerto Rico (“R-G Premier”), a wholly-owned subsidiary of R&G Financial Corporation. Under the agreements with R-G Premier, Doral Financial transferred to R-G Premier title to the mortgage loans underlying the recharacterized borrowing as payment in full of such borrowing and entered into a servicing agreement pursuant to which the Company will continue servicing the mortgage loans in exchange for an annual servicing fee of 25 basis points of the unpaid principal balance of the mortgage loans. The outstanding principal balance of the mortgage loans transferred by the Company to R-G Premier was approximately $408.9 million. Similarly, R-G Premier transferred title to Doral Bank PR to the mortgage loans underlying the commercial loan recognized by Doral Bank PR as payment in full of the loan and Doral Bank PR entered into a servicing agreement with R&G Mortgage Corporation pursuant to which R&G Mortgage Corporation will continue servicing the mortgage loans on a non-recourse basis in exchange for an annual servicing fee of 25 basis points of the unpaid principal balance of the mortgage loans. The outstanding principal balance of the mortgage loans transferred by R-G Premier to Doral Bank PR was approximately $386.4 million. In connection with the restructuring, the parties agreed to terminate in full any outstanding recourse obligations (except with respect to certain representations and warranties, which will survive for a limited time).
     Total liabilities were $11.0 billion at December 31, 2006, compared to $16.1 billion at December 31, 2005. The decrease in liabilities was largely the result of a decrease in loans payable as a result of the loan sales discussed above, as well as a decrease in repurchase agreements. The decrease in repurchase agreements was related to the de-leveraging of the banking subsidiaries’ investment portfolio. As of December 31, 2006, Doral Financial’s banking subsidiaries had $9.8 billion in assets, including assets of Doral International, an international banking entity and wholly-owned subsidiary of Doral Bank PR, compared to $11.6 billion at December 31, 2005. The decrease in assets was principally due to the de-leveraging of the banking subsidiaries’ investment portfolio by selling a significant amount of investment securities during the fourth quarter of 2006 and not reinvesting the proceeds of investments at maturity or repayment.

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Off-Balance Sheet Activities
     In the past, the Company normally sold loans that did not qualify for the insurance or guarantee programs of FHA and VA, or the sale or exchange programs of FNMA or FHLMC (“non-conforming loans”) to local financial institutions on a recourse basis pursuant to which Doral Financial retained part of the credit risk associated with such loans after sale. Recourse is generally limited to a period of time (generally from five to seven years) or up to a specified percentage (generally 10% to 15%) of the principal amount of the loans sold. In addition, certain loans were sold to, or securitized through, FNMA and FHLMC on a full or partial recourse basis. Pursuant to the restructuring of certain transactions consummated during 2006, the Company’s outstanding principal balance of loans sold subject to recourse decreased by approximately $1.2 billion, from $2.4 billion as of December 31, 2005 to approximately $1.2 billion as of December 31, 2006. As of December 31, 2006, the maximum contractual exposure in principal amount of loans that Doral Financial would have if all loans subject to recourse defaulted was $956.2 million (see Table U — “Other Commercial Commitments” for a breakdown of recourse obligation by expiration period). Doral Financial’s contingent obligation with respect to such recourse provision is not reflected on Doral Financial’s consolidated financial statements, except for a liability of $9.5 million, as of December 31, 2006, for estimated losses from such recourse agreements, which is included as part of “Accrued expenses and other liabilities.” As of December 31, 2006, approximately $78.9 million or 7% of the principal amount in loans sold with recourse were 60 days or more past due, of which $52.1 million were 90 days or more past due, compared to $66.2 million 90 days or more past due as of December 31, 2005. Loans past due over 90 days without insurance and with a loan-to-value over 80% amounted to $10.9 million as of December 31, 2006 compared to $9.8 million for 2005. Doral Financial’s current strategy is to sell loans on a non-recourse basis, except recourse for certain early payment defaults.
     Set forth below is a breakdown of Doral Financial’s loans subject to recourse, quantitative information about its components and delinquencies as of December 31, 2006.
Table S – Loans Subject to Recourse
                                                                                         
                                                                                    90 or more  
    Loan             Outstanding     Full     6%     7%     10%     4%             Total     Days  
(Dollars in thousands)   Count     LTV     Balance     Recourse     Limit     Limit     Limit     Limit     Other     Exposure     Delinquent  
FNMA sales
    7,516       84     $ 876,026     $ 796,096     $ 12,853     $ 9,177     $     $ 3,530     $     $ 821,656     $ 26,009  
Non-conforming loans
    7,329       52       252,711                         90,316             2,572       92,888       25,100  
FHLMC sales
    1,163       48       41,609       41,609                                     41,609       1,034  
 
                                                                 
Total
    16,008       76     $ 1,170,346     $ 837,705     $ 12,853     $ 9,177     $ 90,316     $ 3,530     $ 2,572     $ 956,153     $ 52,143  
 
                                                                 
     From time to time, the Company has sold pools of delinquent loans on a servicing retained basis. Following these transactions, the loans are not reflected on Doral Financial’s Consolidated Statements of Financial Condition. Under these arrangements, as part of its servicing responsibilities, Doral Financial is required to advance the scheduled payments of principal and interest whether or not collected from the underlying borrower. For additional information regarding sales of delinquent loans refer to “Liquidity and Capital Resources” above.
     Doral Financial is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments may include commitments to extend credit and sell mortgage-backed securities and loans. These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the statement of financial position.
     The contractual amounts of these instruments reflect the extent of involvement the Company has in particular classes of financial instruments. The Company’s exposure to credit losses in the event of nonperformance by the other party to the financial instrument for commitments to extend credit or for forward sales is represented by the contractual amount of these instruments. Doral Financial uses the same credit policies in making these commitments as it does for on-balance sheet instruments. At December 31, 2006, commitments to extend credit and commercial and financial standby letters of credit amounted to approximately $319.8 million and $5.5 million, respectively, and commitments to sell mortgage-backed securities and loans at fair value amounted to approximately $230.6 million.

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Commitments to extend credit are agreements to lend to a customer as long as the conditions established in the contract are met. Commitments generally have fixed expiration dates or other termination clauses.
     In the ordinary course of business, Doral Financial makes certain representations and warranties to purchasers and insurers of mortgage loans. If there is a breach of representations and warranties, Doral Financial may be required to repurchase the mortgage loan and bear any subsequent loss related to the loan. See Item 1A. Risk Factors, “Risks Relating to Doral Financial’s Business — Defective and Repurchased Loans May Harm Doral Financial’s Business and Financial Condition.”
Contractual Obligations and Other Commercial Commitments
     The following tables summarize Doral Financial’s contractual obligations, on the basis of contractual maturity or first call date, whichever is earlier, and other commercial commitments as of December 31, 2006.
Table T — Contractual Obligations
                                         
(In thousands)   Payments Due by Period  
            Less than                     After 5  
Contractual Obligations(1)   Total     1 Year     1-3 Years     3-5 Years     Years  
Deposits
  $ 4,250,760     $ 3,531,409     $ 649,934     $ 58,223     $ 11,194  
Repurchase agreements (2)
    3,899,365       1,454,565       1,694,800       750,000        
Advances from the FHLB (2)
    1,034,500       734,500       200,000       100,000        
Loans payable(3)
    444,443       70,296       111,006       80,394       182,747  
Notes payable
    923,913       637,075       1,770       400       284,668  
Other liabilities
    303,850       301,850       2,000              
Non-cancelable operating leases
    68,199       8,014       15,086       12,394       32,705  
 
                             
Total Contractual Cash Obligations
  $ 10,925,030     $ 6,737,709     $ 2,674,596     $ 1,001,411     $ 511,314  
 
                             
 
(1)   Amounts included in the table above do not include interest.
 
(2)   Includes $2.6 billion of repurchase agreements with an average rate of 4.01% and $567.5 million in advances from the FHLB-NY with an average rate of 4.73%, which the lenders have the right to call before their contractual maturities. The majority of such repurchase agreements and advances from the FHLB-NY are included in the less-than-one-year category in the above table but have actual contractual maturities ranging from July 2007 to November 2012. They are included on the first call date basis because increases in interest rates over the average rate of the Company’s callable borrowings may induce the lenders to exercise their call right.
 
(3)   Secured borrowings with local financial institutions, collateralized by real estate mortgage loans at variable interest rates tied to 3-month LIBOR. These loans are not subject to scheduled payments, but are expected to be repaid according to the regular amortization and prepayments of the underlying mortgage loans. For purposes of the table above, the Company used a CPR of 6.92% to estimate the repayments.
Table U — Other Commercial Commitments(1)
                                         
(In Thousands)   Amount of Commitment Expiration Per Period  
    Total Amount     Less than                     After 5  
Other Commercial Commitments   Committed     1 year     1-3 years     3-5 years     Years  
Commitments to extend credit
  $ 319,784     $ 231,804     $ 72,411     $ 15,355     $ 214  
Commitments to sell mortgage-backed securities and loans
    230,637       230,637                    
Commercial and financial standby letters of credit
    5,544       1,657       3,887              
Maximum contractual recourse exposure
    942,615       221,335       491,508             229,772  
 
                             
Total
  $ 1,498,580     $ 685,433     $ 567,806     $ 15,355     $ 229,986  
 
                             
 
(1)   Refer to “Off-Balance Sheet Activities” for additional information regarding other commercial commitments of the Company.

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RISK MANAGEMENT
     Doral Financial’s business is subject to four broad categories of risks: interest rate risk, credit risk, operational risk and liquidity risk. Doral Financial has adopted policies and procedures which have been designed to identify and manage risks to which the company is exposed specifically those relating to interest rate risk, credit risk, and operational risks.
Interest Rate Risk Management
     Interest rate risk includes the risk that changes in interest rates may adversely affect the value of Doral Financial’s assets and liabilities. Interest rate risk also includes the risk that Doral Financial’s net interest income from its loan and investment portfolio will change in response to changes in interest rates.
     Doral Financial’s risk management policies are designed with the goal of maximizing long-term shareholder value and minimizing the impact of interest rate volatility. These policies are also designed to ensure the maintenance of adequate capitalization, liquidity, and other regulatory requirements. The objectives of Doral Financial’s risk management policies are pursued within the limits established by the Board of Directors of the Company. The Board of Directors has delegated the monitoring of interest rate and market risk to its Risk Policy Committee.
     Doral Financial’s Asset/Liability Management Committee (“ALCO”) has been created under the authority of the Board of Directors to manage the Company’s interest rate and market risk. The ALCO is primarily responsible for ensuring that Doral Financial operates within the Company’s established asset/liability management policy guidelines and procedures. The ALCO reports directly to the Risk Policy Committee of the Board of Directors.
     The ALCO is responsible for:
    developing the Company’s asset/liability management and liquidity strategy;
 
    recommending for Board approval asset/liability and liquidity risk limits that are consistent with the Company’s policies;
 
    overseeing product pricing and volume objectives for customer-related activities;
 
    overseeing the Company’s secondary sales activities;
 
    monitoring compliance with risk limits and judging adequacy of the execution of tactics by the Funds Management Group; and
 
    overseeing the maintenance of management information systems that supply, on a timely basis, the information and data necessary for the ALCO to fulfill its role as the Company’s asset/liability manager.
Risk Identification and Measurement
     Doral Financial manages interest rate exposure related to its assets and liabilities on a consolidated basis. Changes in interest rates can affect the volume of Doral Financial’s mortgage loan originations, the net interest income earned on Doral Financial’s portfolio of loans and securities, the amount of gain on the sale of loans and the value of Doral Financial’s servicing assets, IOs, and loans and securities holdings.
     As part of its interest rate risk management practices, Doral Financial has implemented measures to better identify the interest rate risk associated with the Company’s assets and liabilities and sources of income, and has developed policies and procedures to better manage these risks. Doral Financial continues to explore ways to improve its interest rate risk management practices. The Company currently manages its interest rate risk by principally focusing on the following metrics:
    Net Interest Income Sensitivity. In determining the appropriate measure of Doral Financial’s exposure to net interest income sensitivity, the Company uses simulations to measure the risk of changes in interest rates on the Company’s net interest income. These simulations assume a static balance sheet, in which every maturing asset or liability is reinvested or refunded in the same type of instrument with the same tenor. Simulation modeling includes “what if” analyses to determine the

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      effect of different interest scenarios on Doral Financial’s risk profile and profitability. The primary scenario used for risk measurement purposes is based on instantaneous changes in interest rates across contractual maturities.
 
      In using these simulations, the Company considers the impact of changes in interest rates on the interest rate spreads between deposits, CD rates, loans and investments, among others. The impact of prepayment rates on loans and mortgage securities, interest rate caps and floors, and other options are also taken into account.
 
    Market Value of Equity. While simulations can adequately assess short-term (1-2 years) interest rate risk, Doral Financial does not rely entirely on this tool to capture and identify the risks associated with longer-term re-pricing imbalances. To complement and broaden the risk analysis, the Company uses duration and convexity analysis to measure the sensitivity of the market value of equity to changes in interest rates. Duration measures the linear change in market value of equity caused by changes in interest rates, while, convexity measures the non-linear change in market value of equity caused by changes in interest rates. The analysis of duration and convexity combined provide a better understanding of the sensitivity of the market value of equity to changes in interest rates.
 
    Leverage. The Company measures and monitors the Company’s leverage by targeting and setting limits to the following two ratios: (1) Tangible Equity to Tangible Assets, and (2) Risk-Based Capital Ratio.
 
    Yield Curve Twist. Under a “normal yield curve,” longer term interest rates are higher than shorter term rates. A change of interest rates by the same amount along all maturities of the curve is called a “parallel shift” in the yield curve, since the shape of the curve stays the same, even though rates might be higher or lower across the curve. A change in the yield curve where interest rates change differently for different terms of the curve is called a “twist.” Yield curve twist, also called rotation risk or yield curve risk, is the risk associated with non-parallel rate shifts in the yield curve. These changes in the shape of the yield curve are more commonly known as flattening or steepening. The Company measures market value of equity sensitivity to yield curve twist by shifting the 3-month LIBOR and 10-year LIBOR rates by 55 and 14 basis points, respectively, in opposite directions. LIBOR rate shifts between the 3-month LIBOR and 10-year LIBOR are interpolated in a linear fashion.
Interest Rate Risk Management Strategy
     Prior to the second half of 2005, the Company’s interest rate risk strategy was designed to protect the value of the Company’s assets and income from instantaneous substantial increases in long-term rates that could not be absorbed in the normal course of business and was not adequately aligned to the sensitivity of the Company’s balance sheet composition to interest rate changes. In implementing this strategy the Company entered into a substantial volume of short-term derivatives transactions. At December 31, 2005, based on the previous risk management strategy, the Company had outstanding open derivative positions of $14.6 billion.
     Doral Financial’s current interest rate management strategy is implemented by the ALCO and is designed to reduce the volatility of the Company’s net interest income and to protect the market value of equity. While the current strategy will also use a combination of derivatives and balance sheet management, more emphasis is being placed on balance sheet management. At December 31, 2006, under the Company’s new risk management strategy, the Company’s outstanding open derivative positions had decreased to $5.1 billion.
     Net Interest Income Risk. In order to protect net interest income against interest rate risk, the ALCO employs a number of strategies, which are adjusted in relation to prevailing market conditions.
     Internal balance sheet management practices are designed to reduce the re-pricing gaps of the Company’s assets and liabilities. These techniques seek longer term funds through the use of long-term repurchase agreements, FHLB-NY advances and brokered deposits.

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     Currently, the Company mainly uses interest rate swaps as part of its interest rate risk management activities. Interest rate swaps represent a mutual agreement to exchange interest rate payments; one party pays fixed rate and the other pays a floating rate. For net interest income protection, Doral Financial typically pays a fixed rate of interest and receives a floating rate of interest.
     Market Value of Equity Hedging Strategies. Due to the composition of Doral Financial’s assets and liabilities, the Company has a positive duration gap (i.e., on average the maturity of the Company’s assets is greater than the maturity of its liabilities) which causes the market value of equity to decrease with increases in interest rates. Management uses duration and convexity strategies with the goal of bringing the Company’s duration gap within the long-term targets established by the Board of Directors of the Company.
     Duration Risk. In order to bring duration measures within the long-term target of the Company, management may use a combination of internal liabilities management techniques and derivative instruments. Doral Financial primarily uses the following derivatives for such purposes:
    Interest rate swaps
 
    Payor swaptions
 
    Eurodollar futures
 
    Treasury futures
     Doral Financial also enters into forward commitments to sell mortgage-backed securities by setting the price in advance to protect the Company against increases in interest rates and concurrent reductions in the price of mortgage-backed securities.
     Convexity Risk. Convexity is a measure of how much duration changes as interest rates change. For Doral Financial, convexity risk primarily results from mortgage prepayment risk. In order to bring convexity measures within the long-term targets of the Company, management primarily uses a combination of internal balance sheet management and the following derivatives:
    Payor swaptions
 
    Call and put options on eurodollar futures
 
    Put and call options on agency mortgage-backed securities
 
    Put and call options on Treasury futures
     Call options represent the right to buy a specified security at a specified price in the future. Their value generally increases as interest rates fall. Put options represent the right to sell a specified security in the future. Their value generally increases as interest rates rise. These instruments enable the Company to hedge against adverse changes in market value of equity due to unexpected movements in interest rates, taking into consideration the duration and interest rate sensitivity of the Company’s loan and investment portfolio.
Doral Financial’s Risk Profile
     Doral Financial’s goal is to manage market and interest rate risk within targeted levels. The Company’s management seeks to modify the risk profile of the balance sheet through hedging activities to achieve targeted levels.
     The interest rate risk exposure can be segregated into linear and non-linear risk components based on the varying changes to the market value of equity due to changes in interest rates. The linear risk is managed through interest rate swaps. The non-linear risk arises primarily from embedded optionality in our products and transactions which allows clients and counterparties to modify the maturity of loans, securities, deposits and/or borrowings. Examples of non-linear risks include the ability of a mortgagee to prepay his/her mortgage or a counterparty exercising its puttable option on a structured transaction. The embedded optionality is primarily managed by purchasing or selling options or by other active risk management strategies involving the use of derivatives, including the forward sale of mortgage-backed securities.

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     The tables below show the risk profile of Doral Financial under 100-basis point parallel and instantaneous increases and decreases of interest rates, as of December 31, 2006 and 2005.
                 
    Market Value   Net Interest
As of December 31, 2006   of Equity Risk   Income Risk(1)
+ 100 BPS
    (24.0 %)     5.3 %
 - 100 BPS
    7.8 %     (7.5 %)
                 
    Market Value   Net Interest
As of December 31, 2005   of Equity Risk   Income Risk
+ 100 BPS
    (24.7 %)     (3.7 %)
 - 100 BPS
    12.8 %     6.8 %
 
(1)   Based on a 12-month forward change in net interest income.
     The decrease in Net Interest Income Risk as of December 31, 2006, compared to December 31, 2005, primarily relates to the restructuring of previous transfers of residential and commercial mortgage loans to local financial institutions and the sale of $1.7 billion in investment securities during the fourth quarter of 2006, of which $231 million settled during the first quarter of 2007. The assets were long-term fixed assets that were funded with short-term variable liabilities, creating interest income risk.
     The increase in Market Value of Equity Risk from December 31, 2005 to December 31, 2006 primarily relates to increases in long-term interest rates during the first half of 2006. During the first half of 2006, as interest rates increased, the duration of the Company’s mortgage-related assets also increased. However, this increase was not offset by a proportional increase in value of the Company’s instruments used for interest rate risk management purposes. In addition, the duration of the Company’s structured borrowings, comprised of FHLB advances and repurchase agreements, decreased due to the fact that many of these instruments have call options in favor of the lender requiring Doral Financial to prepay the borrowing at the lender’s option. In a rising rate environment, as lenders exercise their call rights, Doral Financial is required to replace lower-cost funding with higher-cost funding. The increase in the duration of the assets coupled with the decrease in duration of liabilities led to an increase in the duration of equity, which in turn led to higher sensitivity and higher Market Value of Equity Risk.
     The following table shows the Company’s investment portfolio sensitivity to changes in interest rates. The table below assumes parallel and instantaneous increases and decreases of interest rates as of December 31, 2006 and December 31, 2005.
                                 
(In thousands)   As of December 31, 2006   As of December 31, 2005
    Change in Fair   Change in   Change in Fair   Change in
    Value of   Fair Value of   Value of   Fair Value of
    Available for   Held to   Available for   Held to
Change in yield   Sale Securities   Maturity   Sale Securities   Maturity
curve (basis points)   and FHLB Stock   Securities   and FHLB Stock   Securities
+200
  $ (200,632 )   $ (329,435 )   $ (425,632 )   $ (290,743 )
+100
    (97,882 )     (152,734 )     (200,611 )     (140,570 )
+50
    (47,546 )     (73,206 )     (94,944 )     (68,916 )
Base
                       
-50
    43,007       64,452       79,585       62,654  
-100
    78,189       121,483       137,066       121,809  
-200
    131,641       219,065       212,629       232,626  
     Doral Financial’s balance sheet includes a large portfolio of long-term investment securities with fixed interest rates, mostly mortgage-backed and U.S. Treasury securities. These securities were purchased as part of prior management’s strategy to maximize tax-exempt income. The investment portfolio was mostly financed with short-

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term or callable liabilities. In a steep yield curve environment, the strategy increased net interest income but exposed the Company to higher interest rate risk from increasing rates and changes in the shape of the yield curve.
     Because of the current composition of Doral Financial’s assets and liabilities, the Company believes that its net interest margin over a 2-year horizon would compress in certain rising or declining interest rate environments, assuming parallel and instantaneous increases or decreases of interest rates. Under certain rising interest rate scenarios, the duration of the Company’s fixed-rate mortgage loans and securities would extend and the Company would be locked into lower-yielding assets for longer periods. At the same time, due to the callable features of the Company’s liabilities, the duration of the Company’s callable liabilities would shorten and the Company would have to refinance its liabilities at higher rates. Under certain declining interest rate scenarios, the duration of the Company’s fixed-rate mortgage loans and securities would shorten as mortgage refinancings increased (this tendency is referred to as negative convexity) and the Company would have to reinvest principal prepayments at lower rates. Conversely, the duration of the Company’s callable liabilities would extend, as lenders would not exercise such options, and the Company would be locked into higher borrowing rates. The Company, with the help of financial advisers, is examining alternatives to restructure its balance sheet in order to enhance the Company’s future earnings potential and to reduce the high level of interest risk and volatility inherent in its balance sheet. The Company sold $1.7 billion in investment securities during the fourth quarter of 2006 as part of its efforts to reduce its interest rate risk, of which $231 million settled during the first quarter of 2007.
     Derivatives. As described above, Doral Financial uses derivatives to manage its exposure to interest rate risk caused by changes in interest rates. Derivatives are generally either privately negotiated over-the-counter (“OTC”) contracts or standard contracts transacted through regulated exchanges. OTC contracts generally consist of swaps, caps and collars, forwards and options. Exchange-traded derivatives include futures and options.
     The Company has entered into interest rate swap agreements to manage its interest rate exposure. Interest rate swap agreements generally involve the exchange of fixed and floating rate interest payment obligations without the exchange of the underlying principal. Non-performance by the counterparty exposes Doral Financial to interest rate risk. The following table summarizes the Company’s interest rate swaps outstanding at December 31, 2006. The interest rate to be received on the swap agreements is 100% of the 3-month LIBOR.
Table V — Interest Rate Swaps
(Dollars in Thousands)
                                         
                            Interest    
    Notional   Maturity       Interest   Rate   Fair
    Amount   Date   Purpose   Rate Received   Paid   Value
 
  $ 550,000     August, 2007   To fix the cost of short-term funding sources in a rising interest rate environment     5.375 %     4.430 %   $ 3,362  
 
 
  $ 550,000     August, 2007   To fix the cost of short-term funding sources in a rising interest rate environment     5.373 %     4.443 %   $ 3,342  
 
 
  $ 100,000     September, 2007   To fix the cost of short-term funding sources in a rising interest rate environment     5.353 %     3.688 %   $ 1,181  
 
 
  $ 100,000     September, 2007   To fix the cost of short-term funding sources in a rising interest rate environment     5.356 %     3.655 %   $ 1,208  
 
 
  $ 200,000     November, 2009   To protect the spread of the variable IOs     5.375 %     3.773 %   $ 7,054  
 
 
  $ 200,000     November, 2009   To protect the spread of the variable IOs     5.375 %     3.975 %   $ 6,029  
 
     Although Doral Financial uses derivatives to manage market risk, for financial reporting purposes, its general policy is to account for such instruments on a mark-to-market basis with gains or losses charged to current

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operations as part of net gain (loss) on securities held for trading as they occur. Contracts with positive fair values are recorded as assets and contracts with negative fair values as liabilities, after the application of netting arrangements. Fair values of derivatives such as interest rate futures contracts or options are determined by reference to market prices. Fair values for derivatives purchased in the over-the-counter market are determined by prices provided by external sources or valuation models. The notional amounts of derivatives totaled $5.1 billion and $14.6 billion, respectively, as of December 31, 2006 and 2005. Notional amounts indicate the volume of derivatives activity, but do not represent Doral Financial’s exposure to market or credit risk. Historically, the high volume of derivatives used by Doral Financial was associated with the Company’s economic hedging strategy. Doral Financial’s current risk management strategy is more focused on internal balance sheet management and the use of interest rate swaps for interest rate risk management purposes. The increased focus on internal balance sheet management has resulted in a smaller volume of derivatives. Doral Financial’s ability to use derivatives in the future, however, could be adversely affected by a number of factors, including the downgrades of it credit ratings. As a result of the ratings downgrades affecting Doral Financial, counterparties to derivatives contracts used for interest rate risk management purposes could increase the applicable margin requirements under such contracts. See Item 1A, Risk Factors, “—Risks Relating to the Holding Company’s Deteriorated Financial Condition—Doral Financial’s deteriorated earnings have resulted in a reduction of Doral Financial’s capital position and, together with the pending debt maturity and downgrades to its credit ratings, have adversely affected its operations and the ability of the holding company to access funding” in this Form 10-K.
     The following tables summarize the fair values of Doral Financial’s derivatives as well as the source of the fair values.
Table W — Fair Value Reconciliation
         
    Year ended  
(In thousands)   December 31, 2006  
Fair value of contracts outstanding at the beginning of the year
  $ 25,241  
Contracts realized or otherwise settled during the year
    (8,246 )
Fair value of new contracts entered into during the year
    705  
Changes in fair values during the year
    8,582  
 
     
Fair value of contracts outstanding at the end of the year
  $ 26,282  
 
     
Table X — Source of Fair Value
                                         
(In thousands)   Payment Due by Period  
    Maturity                     Maturity        
    less than     Maturity     Maturity     in excess        
As of December 31, 2006   1 Year     1-3 Years     3-5 Years     of 5 Years     Total Fair Value  
Source of Fair Value
                                       
 
                                       
Prices actively quoted
  $ 5,106     $     $     $     $ 5,106  
Prices provided by other external sources
    8,092       13,084                   21,176  
 
                             
 
  $ 13,198     $ 13,084     $     $     $ 26,282  
 
                             
     The use of derivatives involves market and credit risk. The market risk of derivatives arises principally from the potential for changes in the value of derivative contracts based on changes in interest rates. Doral Financial generally manages its risks by taking risk-offsetting positions.
     The credit risk of derivatives arises from the potential of counterparties to default on their contractual obligations. To manage this credit risk, Doral Financial deals with counterparties of good credit standing, enters into master netting agreements whenever possible and, when appropriate, obtains collateral. Master netting agreements incorporate rights of set-off that provide for the net settlement of contracts with the same counterparty in the event of default. The credit risk associated with futures contracts is also limited due to daily cash settlement of the net change in the value of open contracts with the exchange on which the contract is traded.

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Table Y — Derivative Counterparty Credit Exposure
                                                 
(Dollars in thousands)   December 31, 2006  
                                            Weighted Average  
    Number of             Total Exposure     Negative Fair             Contractual Maturity  
Rating(1)   Counterparties(2)     Notional     At Fair Value(3)     Values     Total Fair Value     (in years)  
AA-
    2     $ 1,428,649     $ 15,763     $ (2,080 )   $ 13,683       1.15  
A+
    3       1,202,764       3,938       (2,262 )     1,676       0.30  
 
                                   
Subtotal
    5       2,631,413     $ 19,701     $ (4,342 )   $ 15,359       0.76  
 
                                     
 
                                               
Other derivatives(4)
            2,500,000                                  
 
                                             
Total Derivatives
          $ 5,131,413                                  
 
                                             
 
(1)   Based on the S&P Long-Term Issuer Credit Ratings.
 
(2)   Based on legal entities. Affiliated legal entities are reported separately.
 
(3)   For each counterparty, this amount includes derivatives with a positive fair value including the related accrued interest receivable/payable (net).
 
(4)   For the year ended December 31, 2006, the Company recognized a realized gain of $2.5 million and an unrealized loss of $1.0 million from a derivative resulting from certain gain-sharing agreements created in connection with certain mortgage loan sales. The Company has the right to share, on a limited basis, the gains realized by the buyers of such loans within specified time periods from subsequent sales or securitizations.
                                                 
(Dollars in thousands)   December 31, 2005  
                                            Weighted Average  
    Number of             Total Exposure     Negative Fair             Contractual Maturity  
Rating(1)   Counterparties(2)     Notional     At Fair Value(3)     Values     Total Fair Value     (in years)  
AA-
    1     $ 400,000     $ 13,939     $     $ 13,939       3.87  
A+
    2       1,000,000       1,958       (3,909 )     (1,951 )     1.24  
A
    1       550,000             (2,864 )     (2,864 )     1.63  
 
                                   
Subtotal
    4       1,950,000     $ 15,897     $ (6,773 )   $ 9,124       1.89  
 
                                     
Other derivatives(4):
                                               
Treasury futures
            12,600,000                                  
 
                                             
Total Derivatives
          $ 14,550,000                                  
 
                                             
 
(1)   Based on the S&P Long Term Issuer Credit Ratings.
 
(2)   Based on legal entities. Affiliated legal entities are reported separately.
 
(3)   For each counterparty, this amount includes derivatives with a positive fair value including the related accrued interest receivable/payable (net).
 
(4)   Consists of exchange-traded contracts. Exchange-traded contracts do not measurably increase our exposure to counterparty credit risk because changes in value of exchange-traded contracts are settled daily through a financial clearinghouse established by each exchange.
Credit Risk
     Doral Financial is subject to credit risk with respect to its portfolio of loans receivable. Loans receivable are loans that Doral Financial holds for investment and, therefore, Doral Financial is at risk for the term of the loans. Loans secured by income-producing residential and commercial properties involve greater credit risk because they are larger in size and more risk is concentrated in a single borrower. The properties securing these loans are also more difficult to dispose in foreclosure.
     With respect to mortgage loans originated for sale as part of its mortgage banking business, Doral Financial is generally at risk for any mortgage loan default from the time it originates the mortgage loan until the time it sells the loan or packages it into a mortgage-backed security. With respect to FHA loans, Doral Financial is fully insured as to principal by the FHA against foreclosure loss. VA loans are guaranteed within a range of 25% to 50% of the principal amount of the loan subject to a maximum, ranging from $22,500 to $50,750, in addition to the mortgage collateral. Loan-to-value ratios for residential mortgage loans, excluding FHA/VA loans, generally do not exceed 80% (100% for certain qualifying home purchase transactions), unless private mortgage insurance is obtained.
     In the ordinary course of business, prior to 2006, the Company sold loans on a recourse basis. When the Company sells a loan with recourse, it commits, if the loan defaults, to make payments to remedy the default or to repurchase the defaulted loan. See “Off-Balance Sheet Activities” above for more information regarding recourse

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obligations. The Company has generally discontinued the practice of selling mortgage loans with recourse, except for recourse related to early payment defaults.
     In connection with the transformation of Doral Financial’s business strategies, the Company’s current management determined that Doral Financial’s underwriting procedures and controls were not sufficiently robust or effective to enable the Company to readily sell non-conforming loans in the U.S. institutional secondary mortgage market and were not consistent with the Company’s goals of retaining a greater portion of loan production and improving the quality of its loan portfolio. Accordingly, Doral Financial’s current management, with the assistance of outside experts, is implementing a number of changes in the Company’s loan application and underwriting standards and controls. Doral Financial has adopted a number of changes to its underwriting procedures designed to achieve uniform, automated and rules-based underwriting standards, as well as to take into consideration worsening macroeconomic conditions in Puerto Rico. The implementation of these standards contributed to a significant reduction in the Company’s loan originations. The Company believes that these changes will allow it to more efficiently underwrite assets with better credit quality and more appropriately price its loan products in the future.
     Because most of Doral Financial’s loans are made to borrowers located in Puerto Rico and secured by properties located in Puerto Rico, Doral Financial is subject to credit risks tied to adverse economic, political or business developments and natural hazards, such as hurricanes, that may affect Puerto Rico. For example, if Puerto Rico’s real estate market were to experience an overall decline in property values, the Company’s rates of loss on foreclosure would probably increase.
     During 2006 and the first quarter of 2007, a number of key economic indicators suggest that the Puerto Rico economy is suffering a slowdown, as a result of, among other things, high levels of oil prices, the upward trend in short-term interest rates and the flattening of the yield curve, the depreciation of the dollar and the deceleration of public investment due to the Commonwealth’s current fiscal situation. In particular, the increase in short-term rates and the reduction in public investment have had an adverse effect on construction activity, which has been a key contributor to economic growth in recent years. Doral Financial will continue to monitor the impact of macro-economic conditions in Puerto Rico on its loan portfolio when assessing the adequacy of its provision for loan and lease losses.
     Doral Financial also provides land acquisition, development, and construction financing to developers for residential housing projects. Construction loans extended to developers are typically adjustable rate loans, indexed to the prime interest rate with terms ranging generally from 12 to 36 months. Doral Financial principally targets developers of residential construction for single-family primary-home occupancy.
     During the year ended December 31, 2006, Doral Financial entered into $481.9 million of commitments to disburse construction loans, compared to $570.8 million for 2005. The following table presents further information on the Company’s construction portfolio.

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(In thousands)   As of December 31  
    2006     2005  
Construction loans(1)
  $ 817,352     $ 795,848  
 
           
Total undisbursed funds under existing commitments
  $ 250,422     $ 375,694  
 
           
 
               
Non-performing construction loans
  $ 75,868     $ 9,212  
 
           
Net charge offs – Construction loans
  $ 826     $ 4,938  
 
           
Allowance for loan losses – Construction loans
  $ 37,829     $ 20,748  
 
           
Non-performing construction loans to total construction loans
    9.28 %     1.16 %
Allowance for loan losses – construction loans to total construction loans
    4.63 %     2.61 %
Net charge-offs to total construction loans
    0.10 %     0.62 %
 
(1)   Includes $680.6 million and $670.3 million of construction loans for residential housing projects as of December 31, 2006 and 2005, respectively. Also includes $136.8 million and $125.5 million of construction loans for commercial, condominiums and multi-family projects as of December 31, 2006 and 2005, respectively.
Non-performing Assets and Allowance for Loan and Lease Losses
     Non-performing assets consist of loans on a non-accrual basis and other real estate owned. Loans are placed on a non-accrual basis after they are delinquent for more than 90 days. When the loan is placed on non-accrual, all accrued but unpaid interest to date is reversed. Such interest, if collected, is credited to income in the period of the recovery, and the loan returns to accrual when the principal and interest income become current and collectibility is reasonable assured. As of December 31, 2006, 2005 and 2004, Doral Financial would have recognized $21.8 million, $14.6 million and $4.8 million, respectively, in additional interest income had all delinquent loans been accounted for on an accrual basis. For the year ended December 31, 2006, the Company reversed interest income amounting to $0.3 million for certain substandard construction loans that were not yet delinquent for more than 90 days due to concerns as to collectibility of the loans.
     The Company experienced an increase in non-performing commercial and construction loans due to the overall deterioration of economic conditions in Puerto Rico, the slowdown in construction permits issued by the Government of Puerto Rico and an overall deterioration in the housing market. Even though the majority of these loans are collateralized by real estate, such macro-economic factors have contributed to increased delinquencies in both the construction and commercial portfolios.
     The Company evaluates impaired loans and the related valuation allowance based on SFAS No. 114, “Accounting by Creditors for Impairment of a Loan.” Commercial and construction loans over $2.0 million that are classified as substandard ratings are evaluated individually for impairment. Loans are considered impaired when, based on current information and events, it is probable that the borrower will not be able to fulfill its obligation according to the contractual terms of the loan agreement. During the year ended December 31, 2006, Doral Financial evaluated a total of approximately $139.6 million construction and commercial loans for impairment for which there are specific allowances amounting to approximately $22.6 million.
     Doral Financial records an allowance for small-balance homogeneous loans (including residential mortgages, consumer, commercial and construction loans under $2.0 million) on a group basis under the provisions of SFAS No. 5 “Accounting for Contingencies”. For such loans, the allowance is determined considering the historical charge-off experience of each loan category and delinquency levels as well as charge-off and delinquency trends and economic data, such as interest rate levels, inflation and the strength of the housing market in the areas where the Company operates.
     The following table sets forth information with respect to Doral Financial’s non-accrual loans, other real estate-owned (“OREO”) and other non-performing assets as of the dates indicated. Doral Financial did not have any troubled debt restructuring as of any of the years presented.

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Table Z — Non-performing Assets
                                         
    As of December 31,  
(Dollars in thousands)   2006     2005     2004     2003     2002  
Non-accrual loans:
                                       
Residential mortgage loans – held for sale(1)
  $ 62,466     $ 171,298     $ 14,537     $ 28,206     $ 23,293  
Residential mortgage loans – held for sale past due 90 days and still accruing(1) (2)
                85,075       97,816       79,925  
Residential mortgage loans – held for
investment(3)
    110,332       3,904       3,644       4,691       2,790  
 
                             
 
                                       
Total non-accrual residential mortgage loans
    172,798       175,202       103,256       130,713       106,008  
 
                             
 
                                       
Other lending activities:
                                       
 
                                       
Construction loans
    75,868       9,042       16,639       4,404       1,135  
Commercial real estate loans
    47,162       8,594       4,786       2,582       2,484  
Commercial real estate loans – held for sale
    3,384       2,923       3,749       2,584       2,668  
Consumer loans
    2,813       1,932       1,457       1,681       1,152  
Commercial non-real estate loans
    5,571       1,056       512       586       676  
Lease financing receivable
    1,075       158                    
 
                             
 
                                       
Total non-accrual other lending activities(4)
    135,873       23,705       27,143       11,837       8,115  
 
                             
 
                                       
Total non-accrual loans
    308,671       198,907       130,399       142,550       114,123  
 
                                       
Construction loans past due 90 days and still accruing
          170       128             2,413  
 
                             
 
                                       
Total non-performing loans(5)
    308,671       199,077       130,527       142,550       116,536  
 
                                       
OREO
    33,197       17,662       20,072       19,253       13,057  
 
                             
 
                                       
Total NPAs of Doral Financial (consolidated)
  $ 341,868     $ 216,739     $ 150,599     $ 161,803     $ 129,593  
 
                             
 
                                       
Total NPAs as a percentage of the loans portfolio, net and OREO
    6.63 %     2.77 %     2.26 %     3.13 %     2.98 %
Total NPAs of Doral Financial as a percentage of consolidated total assets
    2.88 %     1.25 %     0.84 %     1.38 %     1.39 %
Total non-performing loans to total loans (excluding GNMA defaulted loans)
    6.02 %     2.57 %     1.97 %     2.75 %     2.68 %
Ratio of allowance for loan and lease losses to total non-performing loans (excluding non-performing residential mortgage loan and other non-performing loans held for sale) at end of period (4) (6)
    46.70 %     162.18 %     84.63 %     146.80 %     80.71 %
 
(1)   Does not include approximately $100.3 million, $74.0 million and $71.2 million of GNMA defaulted loans (for which the Company has the option to buy-back from the pools serviced), included as part of the mortgage loans held for sale portfolio as of December 31, 2006, 2005 and 2004, respectively. Also excludes $10.2 million, of 90-days-past-due FHA/VA loans as of December 31, 2004 respectively, which were not considered non-performing assets by Doral Financial because the principal balance of these loans is insured or guaranteed under applicable FHA and VA programs and interest is, in most cases, fully recovered in foreclosure proceedings. Under the new estimates, which were modified during the first quarter of 2005, all FHA/VA loans 90 days past due are placed in non-accrual and therefore considered non-performing assets.
 
(2)   During the first quarter of 2005, the Company changed its estimates for non-accrual loans as a result of conforming the non-accrual policies of its mortgage banking units to that of its banking subsidiaries, pursuant to which mortgage loans held for sale are placed on a non-accrual basis after they are delinquent for more than 90 days. Prior to 2005, mortgage loans held for sale by Doral Financial’s mortgage banking units were placed on a non-accrual status if they had been delinquent for more than 180 days to the extent that the loan-to-value ratio indicated concern as to the collectibility of the loan. From the second quarter of 2002 until 2004, mortgage loans held for sale by the Company’s mortgage banking units were placed on a non-accrual basis after they were delinquent for more than 180 days to the extent that the loan-to-value ratio indicated that there was a concern as to ultimate collectibility of the loan.
 
(3)   During 2006, the Company reclassified $961.5 million from its mortgage loans held for sale portfolio to its loans receivable portfolio. The loans transferred were recognized in the Company’s loan receivable portfolio at the lower of cost or market.
 
(4)   Refer to non-performing asset and allowance for loan and lease losses above for additional information regarding the Company’s methodology for assessing the adequacy of the allowance for loan and lease losses.
 
(5)   As of December 31, 2006 total non-performing loans exclude $51.8 million on certain construction loans, classified as substandard loans and placed on a non-accrual status, but not more than 90 days in arrears.
 
(6)   The proportion of the allowance for loan losses allocated to the residential mortgage loans portfolio historically has been lower than in other lending portfolios. A substantial part of the amounts due on delinquent residential mortgage loans has been historically recovered through sale of the property after foreclosure or negotiated settlements with borrowers. For purposes of comparability with the industry, the ratio of allowance for loan and lease losses to total non-performing loans excludes the allowance allocated to residential mortgage loans from the numerator and the total residential mortgage loans portfolio and other non-performing loans held for sale from the denominator.

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     Doral Financial believes that the value of the OREO reflected on its Consolidated Statements of Financial Condition represents a reasonable estimate of the properties’ fair values, net of disposition costs. The fair value of the OREO is normally determined on the basis of internal and external appraisals and physical inspections.
     The following table summarizes certain information regarding Doral Financial’s allowance for loan and lease losses for both Doral Financial’s banking and mortgage banking businesses for the years indicated.
Table AA — Allowance for Loan and Lease Losses
                                         
    As of December 31,  
(Dollars in thousands)   2006     2005     2004     2003     2002  
Allowance for loan and lease losses:
                                       
Balance at beginning of year
  $ 35,044     $ 20,881     $ 14,919     $ 7,364     $ 4,459  
 
                             
Provision (recovery) for loan and lease losses:
                                       
Construction loans
    17,907       13,212       5,364       5,530       1,407  
Residential mortgage loans
    4,298       368       332       511       243  
Commercial real estate loans
    8,703       2,557       1,834       955       711  
Consumer loans — secured by mortgage
                (4 )     4        
Consumer loans
    5,810       4,729       2,060       3,141       1,904  
Lease financing
    1,022       788       150              
Commercial non-real estate loans
    1,839       775       933       634       118  
Land secured loans
    250       (60 )     (285 )     804        
Other
                            105  
 
                             
Total provision for loan and lease losses
    39,829       22,369       10,384       11,579       4,488  
 
                             
 
                                       
Charge-offs:
                                       
Construction loans
    (1,050 )     (4,938 )     (831 )            
Residential mortgage loans
          (223 )     (20 )     (13 )      
Commercial real estate loans
    (965 )     (29 )           (699 )      
Consumer loans
    (4,612 )     (2,744 )     (2,521 )     (2,956 )     (1,500 )
Commercial non-real estate loans
    (1,665 )     (827 )     (723 )     (417 )     (103 )
Land secured loans
    (170 )                        
Other
                            (116 )
 
                             
Total charge-offs
    (8,462 )     (8,761 )     (4,095 )     (4,085 )     (1,719 )
 
                             
 
                                       
Recoveries:
                                       
Construction loans
    224             100              
Residential mortgage loans
                            14  
Commercial real estate loans
    14       173             2       1  
Consumer loans
    260       255       202       234       155  
Commercial non-real estate loans
    324       219       45       8       15  
Other
                            11  
 
                             
Total recoveries
    822       647       347       244       196  
 
                             
Net charge-offs
    (7,640 )     (8,114 )     (3,748 )     (3,841 )     (1,523 )
 
                             
Other
          (92 )     (674 )     (183 )     (60 )
 
                             
Balance at end of year
  $ 67,233     $ 35,044     $ 20,881     $ 14,919     $ 7,364  
 
                             
Allowance for loan and lease losses as a percentage of loans receivable outstanding, at the end of year(1)(2)
    1.94 %     1.39 %     1.18 %     1.05 %     0.71 %
Provision for loan losses to net charge- offs on an annualized basis
    521.31 %     275.68 %     298.56 %     301.46 %     294.68 %
Net charge-offs to average loans receivable outstanding on an annualized basis
    0.23 %     0.39 %     0.23 %     0.31 %     0.20 %
 
(1)   For purpose of this ratio, the denominator includes loans secured by real estate of $448.0 million and $200.1 million as of December 31, 2005 and 2004, respectively, resulting from mortgage transfers from local institutions that were recharacterized as commercial loans for accounting and financial reporting purposes and for which no allowance for loan losses was provided.
(2)   During 2006, the Company transferred $961.5 million from mortgage loans held for sale to the loans receivable portfolio. The loans transferred were recognized in the Company’s loans receivable portfolio discounted at its market value. As of December 31, 2006, the unamortized balance of mortgage loans transferred amounted to $880.7 million.

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The following table sets forth information concerning the allocation of Doral Financial’s allowance for loan and lease losses by loan category and the percentage of loans in each category to total loans as of the dates indicated:
Table BB — Allocation of Allowance for Loan and Lease Losses
                                                                                 
    2006     2005     2004     2003     2002  
(Dollars in thousands)   Amount     Percent     Amount     Percent     Amount     Percent     Amount     Percent     Amount     Percent  
Loans receivable:
                                                                               
Construction
  $ 37,829       24 %   $ 20,748       31 %   $ 12,510       35 %   $ 7,877       42 %   $ 2,347       45 %
Residential mortgage loans
    5,361       52 %     1,063       20 %     974       23 %     1,336       36 %     1,021       27 %
Commercial – secured by real estate
    14,550       16 %     6,798       35 %     4,097       32 %     2,263       10 %     2,005       13 %
Consumer — secured by mortgage
          0 %           0 %           0 %     4       0 %           0 %
Consumer – other
    5,730       1 %     4,272       3 %     2,032       4 %     2,291       5 %     1,872       6 %
Lease financing receivable
    1,960       1 %     938       2 %     150       0 %           0 %           0 %
Commercial non-real estate
    1,264       5 %     766       6 %     599       2 %     344       2 %     119       1 %
Loans on savings deposits
          0 %           1 %           1 %           0 %           1 %
Land secured
    539       1 %     459       2 %     519       3 %     804       5 %           7 %
 
                                                           
Total
  $ 67,233       100 %   $ 35,044       100 %   $ 20,881       100 %   $ 14,919       100 %   $ 7,364       100 %
 
                                                           
     The allowance for loan and lease losses relating to loans held by Doral Financial was $67.2 million at December 31, 2006, compared to $35.0 million at December 31, 2005 and $20.9 million as of December 31, 2004. The Company analyzes the credit quality of the portfolio, the growth and change in composition of its portfolio, and loan loss experience to evaluate the appropriateness of its allowance. For 2006, the increase in the allowance for loan and lease losses reflects principally the increased risk profile of the Company’s construction and commercial loan portfolios reflected by the increase in delinquencies and the deterioration in asset classification. To a lesser extent, the increase in the allowance was due to increased delinquencies in the Company’s residential loan portfolio. See “—Credit Risks—Credit Risks Related to Loan Activities” above for further information on the Company’s construction loan portfolio and the related allowance for loan losses. As of December 31, 2006, non-residential mortgage loans composed 49% of the total gross loan portfolio, compared to 80% and 77% for 2005 and 2004, respectively.
     The percentage of the allowance for loan and lease losses to non-performing loans will not remain constant due to the nature of Doral Financial’s portfolio of loans, which are primarily collateralized by real estate. The collateral for each non-performing mortgage loan is analyzed to determine potential loss exposure, and, in conjunction with other factors, this loss exposure contributes to the overall assessment of the adequacy of the allowance for loan and lease losses. On an ongoing basis, management monitors the loan portfolio and evaluates the adequacy of the allowance for loan and lease losses. In determining the adequacy of the allowance, management considers such factors as default probabilities, internal risk ratings (based on borrowers’ financial stability, external credit ratings, management strength, earnings and operating environment) probable loss and recovery rates, and the degree of risk inherent in the loan portfolios. The Company evaluates homogeneous loan portfolios, including residential mortgage loans, consumer loans and commercial and construction loans under $2.0 million, for general valuation allowances by reference to historical charge-off experiences of each loan category and delinquency levels as well as charge-offs and delinquency trends and economic data, such as interest rate levels, inflation and the strength of the housing market in the areas where the Company operates. Construction and commercial loans over $2.0 million that are classified as substandard are evaluated individually for impairment. A loan is considered impaired when, based on current information and events, it is probable that the borrower will not be able to fulfill its obligation according to the contractual terms of the loan agreement. Allocated specific and general reserves are supplemented by a

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macroeconomic or emerging risk reserve. This portion of the total allowance for loan and lease losses reflects management’s evaluation of conditions that are not directly reflected in the loss factors used in the determination of the allowance. The conditions evaluated in connection with the macroeconomic and emerging risk allowance include national and local economic trends, industry conditions within the portfolios, recent loan portfolio performance, loan growth, changes in underwriting criteria and the regulatory and public policy environment. As of December 31, 2006, the total for this allowance was $67.2 million ($35.0 million and $20.9 million in 2005 and 2004, respectively). Loans deemed by management to be uncollectible are charged to the allowance for loan and lease losses. Recoveries on loans previously charged-off are credited to the allowance. Provisions for loan and lease losses are charged to expenses and credited to the allowance in amounts deemed appropriate by management based upon its evaluation of the known and inherent risks in the loan portfolio. While management believes that the current allowance for loan and lease losses is sufficient, future additions to the allowance may be necessary if economic conditions change substantially from the expectations used by Doral Financial in determining the allowance for loan and lease losses.
Operational Risk
     Operational risks include the potential for financial losses resulting from failed or inadequate controls. Operational risks are inherent in every aspect of business operations, and can result from a range of factors including human judgments, process or system failures, or business interruptions. Operational risks are present in all of Doral Financial’s business processes, including financial reporting.
Overview of Operational Risk Management
     Doral Financial is in the process of instituting an operational risk management program which will encompass the use of a more structured approach for the identification, assessment, measurement, mitigation, monitoring and reporting of events that may have an impact on Doral Financial’s exposure to operational risk. The proposed framework defines operational risk as the risk of loss resulting from inadequate or failed internal processes, people, systems, or from external events.
     Doral Financial intends to retain a corporate level Enterprise Risk Officer, who will be responsible for the analysis of non-credit and non-market risks faced by the Company. The Enterprise Risk Officer will coordinate with the Company’sInternal Audit group on risk identification and monitoring throughout Doral Financial. In addition, the Internal Audit function will provide support to ensure compliance with Doral Financial’s system of policies and controls and to ensure that adequate attention is given to correct issues identified.
Internal Control Over Financial Reporting
     Doral Financial’s management has identified several material weaknesses in Doral Financial’s internal control over financial reporting. For a detailed discussion of the material weaknesses that have been identified by management, please refer to Part II, Item 9A. Controls and Procedures, of this Annual Report on Form 10-K.
Liquidity Risk
     For a discussion of the risks associated with Doral Financial’s ongoing need for capital to finance its lending, servicing and investing activities, please refer to “— Liquidity and Capital Resources” above.
     Doral Financial will need significant outside financing during 2007, principally for the payment of its $625 million floating rate senior notes that mature on July 20, 2007 and of amounts required under the settlement agreement dated April 27, 2007 in respect of the consolidated securities class action and shareholder derivative litigation filed against the Company following the announcement of the restatement of its financial statements in 2005. The Company currently estimates that these external funding needs for 2007 will range between approximately $700 million and $800 million (without considering the distribution of any proceeds from the sale of Doral Bank NY’s branches).

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     Doral Financial is in active negotiations with a private equity firm (the “lead sponsor”) regarding a substantial investment in the Company by a new bank holding company. The new holding company would be capitalized by a number of private equity and other sophisticated financial investors, and their investment would take into account the various ownership restrictions imposed by banking regulations. The lead sponsor is actively engaged in discussions with a number of potential investors to raise the contemplated capital for the new holding company to invest in Doral.
      Based on its discussions to date, the Company believes that the proposed transaction, if executed, would be accomplished predominantly through the issuance of new equity securities at a discount to market price and would result in very significant dilution to the Company’s existing shareholders. If the Company is successful in entering into the proposed transaction and it is consummated on a timely basis, the Company believes that the proposed transaction would adequately satisfy its capital and liquidity needs. However, the Company cannot provide assurances that it will ultimately be able to enter into an agreement with respect to the proposed transaction.
      The proposed transaction would be subject to various conditions precedent, including but not limited to the receipt of regulatory and shareholder approvals, the receipt of sufficient equity commitments from other investors, final district court approval of the settlement agreement in respect of the consolidated securities class action and shareholder derivative claims brought against the Company, the absence of certain adverse developments and other customary closing conditions.
      Although the Company would attempt to enter into an alternative transaction that would provide it with the liquidity and capital needed to continue its business in the event that it is unable to enter into the proposed transaction, the Company cannot provide assurance that it would succeed in entering into such a transaction, especially in the limited time available prior to the July 20, 2007 maturity of the senior notes. The failure to refinance the senior notes and recapitalize the holding company would have a material adverse effect on, and impair, the holding company’s financial condition and ability to operate as going concern. See Item 1A. Risk Factors, “— Risks Relating to the Recapitalization Process,” of this Annual Report on Form 10-K.
General Business, Economic and Political Conditions
     The Company’s business and earnings are sensitive to general business and economic conditions in Puerto Rico and the United States. Significant business and economic conditions include short- and long-term interest rates, inflation and the strength of the Puerto Rico and U.S. economies and housing markets. If any of these conditions deteriorate, the Company’s business and earnings could be adversely affected. For example, business and economic conditions that negatively impact household income could decrease the demand for residential mortgage loans and increase the number of customers who become delinquent or default on their loans; or, a dramatically rising interest rate environment could decrease the demand for loans.
     For information on the current fiscal situation of the Commonwealth of Puerto Rico, please refer to Part I, Item 1. Business, “The Commonwealth of Puerto Rico — Current Fiscal Situation” and Item 1A. Risk Factors, in Part I of this report.
     In addition, general and administrative expenses generally increase with inflation. However, the increase in real estate values in Puerto Rico in recent years has been a positive factor for Doral Financial’s mortgage banking business. The average size of loans originated tends to increase as home values appreciate, which serves to increase loan origination fees and servicing income faster than the cost of providing such services. Additionally, appreciation in real estate property values reduces the loan-to-value ratio of existing loans, thereby reducing credit exposure. Interest rates normally increase during periods of high inflation and decrease during periods of low inflation. See “— Risk Management” above for a discussion of the effects of changes in interest rates on Doral Financial’s operations.
     The Company operates in a highly competitive industry that could become even more competitive as a result of economic, legislative, regulatory and technological changes. The Company faces competition in such areas as mortgage and banking product offerings, rates and fees, and customer service. In addition, technological advances and increased e-commerce activities have, generally, increased accessibility to products and services for customers which has intensified competition among banking and non-banking companies in the offering of financial products and services, with or without the need for a physical presence.

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MISCELLANEOUS
Changes in Accounting Standards Adopted in the 2006 Financial Statements
     Share-Based Payments. In December 2004, the FASB issued SFAS 123R, “Share-Based Payments.” This statement is a revision of SFAS No. 123, “Accounting for Stock-Based Compensation” and it also supersedes APB No. 25, “Accounting for Stock Issued to Employees,” and its related implementation guidance. This statement focuses primarily on accounting for transactions in which an entity obtains employee services in share-based payment transactions. SFAS 123R requires companies to (1) use fair value to measure stock-based compensation awards and (2) cease using the “intrinsic value” method of accounting, which APB 25 allowed and resulted in no expense for many awards of stock options for which the exercise price of the option did not exceed the price of the underlying stock at the grant date. In addition, SFAS 123R retains the modified grant date model from SFAS No. 123. Under that model, compensation cost is measured at the grant date fair value of the award and is adjusted to reflect anticipated forfeitures and the expected outcome of certain conditions. The fair value of an award is not remeasured after its initial estimation on the grant date, except in the case of a liability award or if the award is modified, based on specific criteria included in SFAS 123R. Also, SFAS 123R clarifies the financial impact of vesting and/or acceleration clauses due at retirement. Under the revised SFAS, the expense should be fully accrued for any employee that is eligible to retire regardless of the actual retirement experience of the employer. The adoption of this statement on January 1, 2006 did not have a material effect on the Consolidated Financial Statements of the Company since in 2003, Doral Financial started to expense the fair value of stock options granted to employees using the “modified prospective” method under SFAS 148. Under this method, the Company expenses the fair value of all employee stock options granted after January 1, 2003, as well as the unvested portions of previously granted options.
     Exchanges of Nonmonetary Assets. In December 2004, the FASB issued SFAS No. 153, “Exchanges of Nonmonetary Assets, an amendment of APB Opinion No. 29, Accounting for Nonmonetary Transactions.” This statement amends Opinion 29 to eliminate the exception for nonmonetary exchanges of similar productive assets and replaces it with a general exception for exchanges of nonmonetary assets that do not have commercial substance. A nonmonetary exchange has commercial substance if the future cash flows of the entity are expected to change significantly as a result of the exchange. The entity’s future cash flows are expected to significantly change if either of the following criteria is met: a) The configuration (risk, timing, and amount) of the future cash flows of the asset(s) received differs significantly from the configuration of the future cash flows of the asset(s) transferred; b) The entity-specific value of the asset(s) received differs from the entity-specific value of the asset(s) transferred, and the difference is significant in relation to the fair values of the assets exchanged. A qualitative assessment will, in some cases, be conclusive in determining that the estimated cash flows of the entity are expected to significantly change as a result of the exchange. This statement is effective for nonmonetary asset exchanges occurring in fiscal periods beginning after June 15, 2005. This statement did not have a material impact on the Company’s Consolidated Financial Statements upon adoption in 2006.
     Accounting Changes and Error Corrections. In May 2005, the FASB issued SFAS No. 154, “Accounting Changes and Errors Corrections.” This Statement replaces APB Opinion No. 20, “Accounting Changes,” and SFAS No. 3, “Reporting Accounting Changes in Interim Financial Statements,” and changes the requirements for the accounting for and reporting of a change in accounting principle. This statement requires retrospective application to prior periods’ financial statements of changes in accounting principle, unless it is impracticable to determine either the period-specific effects or the cumulative effect of the change. This statement also requires that a change in depreciation, amortization, or depletion method for long-lived, nonfinancial assets be accounted for as a change in accounting estimate effected by a change in accounting principle. Opinion 20 previously required that such changes in accounting principle be reported as a change in accounting principle by including in net income of the period of the change the cumulative effect of changing to the new accounting principle. This statement does not change the transition provisions of any existing accounting pronouncements, including those that are in a transition phase as of the effective date of this Statement. SFAS No. 154 did not have a significant impact on the Company’s Consolidated Financial Statements upon adoption in 2006.

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Recently Issued Accounting Standards Not Yet Adopted
Accounting for Certain Hybrid Financial Instruments. On February 16, 2006, the FASB issued SFAS No. 155, “Accounting for Certain Hybrid Financial Instruments an amendment of FASB Statements No. 133 and 140” (“SFAS 155”), which resolves issues addressed in Statement 133 Implementation Issue No. D1, “Application of Statement 133 to Beneficial Interests in Securitized Financial Assets (“DIG Issue D1”). SFAS 155 amends SFAS 133 to simplify the accounting for certain derivatives embedded in other financial instruments (a hybrid financial instrument) by permitting fair value remeasurement for any hybrid financial instrument that contains an embedded derivative that otherwise required bifurcation, provided that the entire hybrid financial instrument is accounted for on a fair value basis. SFAS 155 also establishes the requirement to evaluate interests in securitized financial assets to identify interests that are freestanding derivatives or that are hybrid financial instruments that contain an embedded derivative requiring bifurcation, which replaces the interim guidance in DIG Issue D1. SFAS 155 amends SFAS 140 to allow a qualifying special-purpose entity to hold a derivative financial instrument that pertains to beneficial interests other than another derivative financial instrument. SFAS 155 is effective for all financial instruments acquired or issued after the beginning of the first fiscal year that begins after September 15, 2006. Earlier adoption is permitted as of the beginning of an entity’s fiscal year, provided the entity has not yet issued financial statements for any period of the fiscal year. The Company is currently evaluating the effect, if any, that the adoption of SFAS 155 will have on its financial statements.
Accounting for Servicing of Financial Assets. In March 2006, the FASB issued SFAS No. 156, “Accounting for Servicing of Financial Assets” (“SFAS 156”). This statement amends SFAS 140 with respect to the accounting for separately recognized servicing assets and liabilities. This statement: (1) requires an entity to recognize a servicing asset or liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract, (2) requires all separately recognized servicing assets and servicing liabilities to be initially measured at fair value, if practicable, (3) permits en entity to choose between an amortization method or a fair value measure for subsequent recognition for each class of separately recognized servicing assets and servicing liabilities, (4) at its initial adoption, permits a one-time reclassification of available-for-sale securities to trading securities by entities with recognized servicing rights, (5) requires separate presentation of servicing assets and servicing liabilities subsequently measured at fair value in the statement of financial position, and additional disclosures. SFAS 156 is effective as of the beginning of the Company’s first fiscal year that begins after September 16, 2006. Earlier adoption is permitted as of the beginning of an entity’s fiscal year, provided the entity has not yet issued financial statements, including interim financial statements, for any period of that fiscal year. The Company is currently evaluating the possible impact of the adoption of SFAS 156 on its financial statements, commencing on January 1, 2007.
Accounting for Uncertainty in Income Taxes. In June 2006, the FASB issued Interpretation No. 48, “Accounting for Uncertainty in Income Taxes- an Interpretation of FASB Statement 109” (“FIN 48”), which prescribes a comprehensive model for how a company should recognize, measure, present, and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return (including a decision whether to file or not to file a return in a particular jurisdiction). Under the Interpretation, the financial statements will reflect expected future tax consequences of such positions presuming the taxing authorities’ full knowledge of the position and all relevant facts, but without considering time values. FIN 48 is applicable to all uncertain positions for taxes accounted for under SFAS 109, “Accounting for Income Taxes,” and is not intended to be applied by analogy to other taxes, such as sales taxes, value-added taxes, or property taxes. Significant elements of the new guidance include the following:
    Recognition: A tax benefit from an uncertain position may be recognized only if it is “more likely than not” that the position is sustainable, based on its technical merits.
 
    Measurement: The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information.
 
    Change in judgment: The assessment of the recognition threshold and the measurement of the associated tax benefit might change as new information becomes available. Unrecognized tax benefits should be recognized in the period that the position reaches the recognition

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      threshold, which might occur prior to absolute finality of the matter. Similarly, recognized tax benefits should be derecognized in the period in which the position falls below the threshold.
 
    Interest/Penalties: A taxpayer is required to accrue interest and penalties that, under relevant tax law, the taxpayer would be regarded as having incurred. Accordingly, under FIN 48, interest would start to accrue in the period that it would begin accruing under the relevant tax law, and penalties should be accrued in the first period for which a position is taken (or is expected to be taken) on a tax return that would give rise to the penalty. How a company classifies interest and penalties in the income statement is an accounting policy decision. The company should disclose that policy and the amounts recognized.
 
    Disclosures: FIN 48 requires qualitative and quantitative disclosures, including discussion of reasonably possible changes that might occur in the recognized tax benefits over the next 12 months; a description of open tax years by major jurisdictions; and a roll-forward of all unrecognized tax benefits, presented as a reconciliation of the beginning and ending balances of the unrecognized tax benefits on a worldwide aggregated basis.
After considering other applicable guidance (such as the guidance that the Emerging Issues Task Force specifies in Issue 93-7, “Uncertainties Related to Income Taxes in a Purchase Business Combination”), a company should record the change in net assets that results from the application of FIN 48 as an adjustment to retained earnings.
The accounting provisions of FIN 48 will be effective for the Company beginning January 1, 2007. The Company does not expect that the adoption of this accounting interpretation will have a material impact on its financial condition and results of operations.
Fair Value Measurements. In September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements” (“SFAS 157”). This Statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. This Statement applies under other accounting pronouncements that require or permit fair value measurements, the FASB having previously concluded in those accounting pronouncements that fair value is the relevant measurement attribute. Accordingly, this Statement does not require any new fair value measurements.
The definition of fair value retains the exchange price notion in earlier definitions of fair value. This Statement clarifies that the exchange price is the price in an orderly transaction between market participants to sell the asset or transfer the liability in the principal (or most advantageous) market for the asset or liability. The transaction to sell the asset or transfer the liability is a hypothetical transaction at the measurement date, considered from the perspective of a market participant that holds the asset or owes the liability. Therefore, the definition focuses on the price that would be received to sell the asset or paid to transfer the liability at the measurement date (an exit price), not the price that would be paid to acquire the asset or received to assume the liability at the measurement date (an entry price).
This Statement emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, this Statement establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) the reporting entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The notion of unobservable inputs is intended to allow for situations in which there is little, if any, market activity for the asset or liability at the measurement date. In those situations, the reporting entity need not undertake all possible efforts to obtain information about market participant assumptions. However, the reporting entity must not ignore information about market participant assumptions that is reasonably available without undue cost and effort.

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This Statement expands disclosures about the use of fair value to measure assets and liabilities in interim and annual periods subsequent to initial recognition. The disclosures focus on the inputs used to measure fair value and for recurring fair value measurements using significant unobservable inputs (within Level 3 of the fair value hierarchy), the effect of the measurements on earnings (or changes in net assets) for the period. This Statement encourages entities to combine the fair value information disclosed under this Statement with the fair value information disclosed under other accounting pronouncements, including FASB Statement No. 107, “Disclosures about Fair Value of Financial Instruments,” where practicable.
This Statement is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. Earlier application is encouraged, provided that the reporting entity has not yet issued financial statements for that fiscal year, including financial statements for an interim period within that fiscal year. The Company is currently evaluating the effect, if any, of the adoption of this Statement on its financial statements, commencing on January 1, 2008.
Accounting for Defined Benefit Pension and Other Postretirement Plans. In September 2006, the FASB issued SFAS No. 158, “Employers’Accounting for Defined Benefit Pension and Other Postretirement Plans”(“SFAS 158”). This accounting standard requires employers to fully recognize the obligations associated with single-employer defined benefit pension, retiree healthcare and other post-retirement plans in their financial statements. Under past accounting standards, the funded status of an employer’s post-retirement benefit plan (i.e., the difference between the plan assets and obligations) was not always completely reported in the balance sheet. Past standards only required an employer to disclose the complete funded status of its plans in the notes to the financial statements. Specifically, SFAS 158 requires an employer to:
    Recognize in its statement of financial position an asset for a plan’s overfunded status or a liability for a plan’s underfunded status.
 
    Measure a plan’s assets and its obligations that determine its funded status as of the end of the employer’s fiscal year (with limited exceptions).
 
    Recognize changes in the funded status of a defined benefit postretirement plan in the year in which the changes occur. Those changes will be reported in comprehensive income of a business entity and in changes in net assets of a not-for-profit organization.
The requirement to recognize the funded status of a benefit plan and the disclosure requirements are effective for the Company as of December 31, 2006. The Company had no defined benefit or post-employment benefit plans. As of December 31, 2006, the adoption of SFAS 158 will not have an impact on the Company’s consolidated financial statements.
Taxes Collected from Customers and Remitted to Governmental Authorities. In June 2006, the Emerging Issues Tax Force (“EITF”) reached a consensus on EITF Issue No. 06-03, “How Taxes Collected from Customers and Remitted to Governmental Authorities Should Be Presented in the Income Statement (That Is, Gross versus Net Presentation” (“EITF 06-03”). EITF 06-03 provides that the presentation of taxes assessed by a governmental authority that is directly imposed on a revenue-producing transaction between a seller and a customer on either a gross basis (included in revenues and costs) or on a net basis (excluded from revenues) is an accounting policy decision that should be disclosed. The provisions of EITF 06-03 will be effective for the Company as of January 1, 2007. The adoption of EITF 06-03 is not expected to have a material impact on the Company’s consolidated financial statements.
Accounting for Purchases of Life Insurance. In September 2006, the EITF reached a consensus on EITF Issue No. 06-5 “Accounting for Purchases of Life Insurance – Determining the Amount That Could Be Realized in Accordance with FASB Technical Bulletin No. 85-4, Accounting for Purchases of Life Insurance” (“EITF 06-5”). EITF 06-5 focuses on how an entity should determine the “amount that could be realized under the insurance contract” at the balance sheet date in applying FTB 85-4, and whether the determination should be on an individual or group policy basis.

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At the September 2006 meeting, the EITF affirmed as a final consensus that the cash surrender value and any additional amounts provided by the contractual terms of the insurance policy that are realizable at the balance sheet date should be considered in determining the amount that could be realized under FTB 85-4, and any amounts that are not immediately payable to the policyholder in cash should be discounted to their present value. Additionally, the EITF affirmed as a final consensus the tentative conclusion that in determining “the amount that could be realized” companies should assume that policies will be surrendered on an individual-by-individual basis, rather than surrendering the entire group policy. Also, the EITF reached a consensus that contractual limitations on the ability to surrender a policy do not affect the amount to be reflected under FTB 85-4, but, if significant, the nature of those restrictions should be disclosed.
The Company is currently evaluating any impact that the adoption of Issue 06-5 may have on its statement of financial condition or results of operations.
     Issuer’s Accounting for a Previously Bifurcated Conversion Option in a Convertible Debt Instrument. In November 2006, the FASB ratified the consensus reached by the EITF on EITF Issue No. 06-7, “Issuer’s Accounting for a Previously Bifurcated Conversion Option in a Convertible Debt Instrument When the Conversion Option No Longer Meets the Bifurcation Criteria in FASB Statement No. 133, Accounting for Derivative Instruments and Hedging Activities” (“EITF 06-07”). The consensus provides that a previously bifurcated conversion option in a convertible debt instrument for which the embedded conversion option no longer meets the bifurcation criteria in SFAS No. 133, “Accounting for Derivative Instruments and Hedging Activities” (“SFAS 133”), should be reclassified (at its fair value on the date of reclassification) to stockholders’ equity. Any debt discount recognized when the conversion option was bifurcated from the convertible dent instrument should continue to be amortized. EITF 06-07 should be applied to all previously bifurcated conversion options in convertible dent instruments that no longer meet the bifurcation criteria in SFAS 133, in interim or annual periods beginning after December 15, 2006. As of December 31, 2006 the Company does not have any convertible debt instrument.
     SFAS No. 159 “Statement of Financial Accounting Standards No. 159, The Fair Value Option for Financial Assets and Financial Liabilities.” In February 2007, the FASB issued SFAS No. 159, which provides companies with an option to report selected financial assets and liabilities at fair value. The statement also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities. It also requires entities to display the fair value of those assets and liabilities for which the company has chosen to use fair value on the face of the balance sheet. The new statement does not eliminate disclosure requirements included in other accounting standards, including requirements for disclosures about fair value measurements included in FASB Statements No. 157, Fair Value Measurements, and No. 107, Disclosures about Fair Value of Financial Instruments. SFAS No. 159 is effective as of the beginning of an entity’s first fiscal year beginning after November 15, 2007. Early adoption is permitted as of the beginning of the previous fiscal year provided that the entity makes that choice in the first 120 days of that fiscal year and also elects to apply the provisions of SFAS No. 157. Management will be evaluating the impact that this recently issued accounting standard may have on its consolidated financial statements.
CEO and CFO Certifications
     Doral Financial’s Chief Executive Officer and Chief Financial Officer have filed with the Securities and Exchange Commission the certifications required by Section 302 of the Sarbanes-Oxley Act of 2002 as Exhibits 31.1 and 31.2 to this Annual Report on Form 10-K.
     In addition, in 2006, Doral Financial’s Chief Executive Officer certified to the New York Stock Exchange that he was not aware of any violation by the Company of the NYSE corporate governance listing standards.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
     The information required by this Item is incorporated by reference to the information included under the subcaption “Risk Management” in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section in this Form 10-K.
Item 8. Financial Statements and Supplementary Data.
     The consolidated financial statements of Doral Financial, together with the report thereon of PricewaterhouseCoopers LLP, Doral Financial’s independent registered public accounting firm, are included herein beginning on page F-1 of this Form 10-K.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
     None.

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Item 9A. Controls and Procedures.
Disclosure Controls and Procedures
      Doral Financial’s management, with the participation of its Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of December 31, 2006. Disclosure controls and procedures are defined under SEC rules as controls and other procedures that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to the company's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.
      Based on the identification of the material weaknesses in the Company’s internal control over financial reporting described below, the Chief Executive Officer and the Chief Financial Officer have concluded that the Company’s disclosure controls and procedures were not effective as of December 31, 2006.
Management’s Report on Internal Control Over Financial Reporting
      The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, and for the assessment of the effectiveness of internal control over financial reporting. The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles (“GAAP”) and includes controls over the preparation of financial statements in accordance with the instructions for the Consolidated Financial Statements for Bank Holding Companies (Form FR Y-9C) to comply with the reporting requirements of Section 112 of FDICIA.
           A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit the preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
      Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
      In making its assessment, management, including the Chief Executive Officer and Chief Financial Officer, used the criteria set forth in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).
      A material weakness is a control deficiency, or combination of control deficiencies, that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. As of December 31, 2006, Doral Financial’s management has identified the following material weaknesses in the Company’s internal control over financial reporting.

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     1. The Company did not design and maintain effective controls, including monitoring controls, over its financial close and reporting process. Specifically, the following material weaknesses were identified:
    The Company did not design effective controls to allow for complete and accurate financial statement information to be presented to management and the Board of Directors for their review on a timely and recurring basis. Specifically, the Company’s controls and procedures were not designed to ensure (i) the systematic and accurate execution of account-level analyses and reconciliations, (ii) the systematic review and approval of journal entries, and (iii) the review of significant variances in account balances.
 
    The Company did not maintain a sufficient complement of personnel with an appropriate level of knowledge, experience and training in the application of GAAP and internal control over financial reporting. Specifically, it did not maintain sufficient personnel to assist the Chief Accounting Officer with the analysis and review of complex transactions and accounting pronouncements.
 
    The Company did not maintain or adequately disseminate accounting policies and procedures in certain critical areas to allow personnel to completely and accurately analyze transactions in order to determine their appropriate accounting treatment under GAAP.
 
    The Company did not maintain effective controls over the communication of certain non-recurring transactions in order to allow for a complete and accurate analysis of the appropriate accounting treatment under GAAP. Specifically, the Company did not maintain effective controls for the communication of information regarding non-recurring transactions from the business units to the accounting and financial reporting units.
      The material weaknesses in the Company’s financial close and reporting process described above contributed to the existence of the material weakness described in the next paragraph. Additionally, these material weaknesses resulted in audit adjustments to the Company’s 2006 consolidated financial statements and could result in misstatements of any of the Company’s financial statement accounts and disclosures that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected.
     2.  The Company did not maintain effective controls over the completeness and valuation of its allowance for loan and lease losses and the related provision for loan and lease losses accounts. Specifically, the Company did not maintain effective controls over the analysis of impaired loans in order to determine that probable losses were completely and accurately estimated in accordance with GAAP. This control deficiency resulted in audit adjustments to the Company’s 2006 consolidated financial statements and could result in a misstatement of the Company’s allowance for loan and lease losses and the related provision for loan and lease losses accounts that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected. Accordingly, management has determined that this control deficiency constitutes a material weakness.
      As a result of the existence of the material weaknesses discussed above as of December 31, 2006, management has concluded that the Company did not maintain effective internal control over financial reporting as of December 31, 2006, based on the criteria established in Internal Control — Integrated Framework issued by the COSO.
      Management’s assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2006 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears under Item 8 of this Annual Report on Form 10-K.
Remediation of Material Weaknesses
      In connection with the restatement of Doral Financial’s audited financial statements for the years ended December 31, 2004, 2003 and 2002, and the unaudited selected quarterly financial information for each of the four quarters of 2004, 2003 and 2002, and the consequent delays in the filing of the Company’s subsequent reports, Doral Financial fell significantly behind in its SEC reporting obligations. As a result, during 2006, Doral Financial’s

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internal control over financial reporting was subject to significant stress and demands largely related to the extraordinary amount of work related to the Company’s efforts to file the delayed reports.
      Doral Financial is actively engaged in the implementation of remediation efforts to improve its internal control over financial reporting and disclosure controls and procedures. As discussed below, Doral Financial improved its internal control over financial reporting during 2006. During 2007, Doral Financial’s Audit and Risk Policy committees have implemented revised processes to monitor the progress of the Company’s remediation efforts.
      Doral Financial expects that the completion of its delayed financial statements and filings with the SEC during 2007 will enable the Company to devote its resources to a more efficient regular financial close and reporting process, with the benefit of enhanced internal controls.
     Remediation Efforts of Material Weaknesses that Existed as of December 31, 2005
      The following paragraphs describe the ongoing changes to Doral Financial’s internal control over financial reporting subsequent to December 31, 2005 that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
     1.  While Doral Financial has not fully remediated the weaknesses related to its controls over the financial close and reporting process, Doral Financial took important steps toward remediating these material weaknesses. Specifically, during 2006, Doral Financial hired a new Chief Accounting Officer. The Chief Accounting Officer is primarily responsible for the development and implementation of the Company’s accounting policies and practices and is in charge of reviewing and monitoring critical accounts and transactions to ensure that they are recorded in accordance with GAAP and the Company’s accounting policies and practices.
     2.  During 2006, Doral Financial implemented controls to ensure that the capitalization of its portfolio of MSRs be performed in accordance with GAAP. Specifically, Doral Financial developed new procedures requiring that the capitalization of its portfolio of MSRs is performed at least on a monthly basis.
     3.  While Doral Financial has not fully remediated the weakness related to the controls over the completeness and valuation of its allowance for loan and lease losses and the related provision for loan and lease losses, during 2006, Doral Financial designed and implemented controls to ensure an adequate segregation of duties between the personnel responsible for the establishment of the allowance for loan losses relating to its commercial and construction loan portfolio and the origination and underwriting functions with respect to this portfolio. In particular, Doral Financial hired a loan reviewer who is primarily responsible for assessing the quality of Doral Financial’s commercial and construction loan portfolio.
     4.  During 2006, Doral Financial implemented controls to ensure that the accounting and disclosure for employee stock options and the related compensation and benefit expense is performed in accordance with GAAP. The enhancements included, among others, the creation of a formal log of outstanding stock options and the redesign of the accounting and reporting process related to employee stock options.
     5.  During 2006, Doral Financial implemented controls to ensure that its loans receivable, loans held for sale and related accounts are reconciled on a timely basis. Specifically, Doral Financial allocated additional resources, including the hiring of external consultants, to the reconciliation of its loan disbursement and other loan-related clearing accounts. In addition, the Company is in the process of implementing new technologies in the reconciliation process to ensure that the timeliness of the reconciliations is not affected by increases in volume of loan-related activities. Although Doral Financial implemented these controls prior to the closing of the accounting records for the year ended December 31, 2006, Doral Financial is still in the process of testing their effectiveness.
     6. During 2006, Doral Financial implemented controls to ensure the completeness and accuracy of the valuation allowance for its deferred income tax assets and the related provision for income taxes. Specifically, Doral Financial, with assistance of external consultants, enhanced the methods and procedures used for the calculations of the valuation allowance, including developing a more granular analysis for forecasting future income.

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     Plan for Remediation of Material Weaknesses that Existed as of December 31, 2006
      The following describes the continuing remediation efforts that are being undertaken by Doral Financial, in addition to the measures described above, to address the material weaknesses in the Company’s internal control over financial reporting that existed as of December 31, 2006.
     1.  Doral Financial is in the process of reestablishing its recurring financial close and reporting process. As part of this process, the Company is strengthening its current controls over the financial close and reporting process and using process-reengineering techniques and technology to simplify the accounting closing process and implement additional controls. These include, among others:
    redistributing accounting and reporting tasks by functional teams and areas of expertise rather than by reporting entity;
 
    developing ongoing permanent training programs in the application of GAAP and the valuation and accounting of financial assets;
 
    creating a technical accounting and process enhancement team within the Accounting Department to oversee the accounting treatment of all non-recurrent transactions and implementing new technologies to enhance Doral Financial’s processes with respect to journal entries and financial statement disclosures;
 
    enhancing the documentation and dissemination of accounting policies, including policies for the determination and support of material accounting conclusions, assumptions and estimates, and the timing and levels of supervision over the reconciliation of balance sheet accounts; and
 
    implementing formal communication channels between the business and functional departments and the accounting function in order to ensure timely and accurate communication of the existence and nature of recurring and non-recurring transactions.
     2.  Doral Financial intends to continue enhancing its process for evaluating troubled loans and recording the loss exposure as part of the allowance for loan and lease losses in accordance with GAAP. In particular, the Company intends to design controls to ensure that loans are analyzed by the loan review function using complete and accurate information. As part of this initiative, the Company is in the process of enhancing its loan workout function for its commercial and construction loan portfolio.
      Doral Financial believes that the remediation and other efforts described above have improved and will continue to improve Doral Financial’s internal control over financial reporting and its disclosure controls and procedures. During 2007, Doral Financial’s management, with the oversight of the Audit Committee, will continue to take steps to remedy the identified material weaknesses in the Company’s internal control over financial reporting as expeditiously as possible.
Changes in Internal Control Over Financial Reporting
      Changes in the Company’s internal control over financial reporting during the quarter ended December 31, 2006 that have materially affected, or are reasonably likely to materially affect, Doral Financial’s internal control over financial reporting are as described in the section above entitled “Remediation of Material Weaknesses-Remediation Efforts of Material Weaknesses that Existed as of December 31, 2005.” These consist of the completion of the remediation efforts of the material weaknesses related to the capitalization of mortgage servicing rights, employee stock options and the reconciliation of loans receivable and related accounts.
Item 9B. Other Information.
     On April 24, 2007, Doral Financial adopted the Doral Financial Corporation Key Employee Incentive Plan (the “Plan”), which the Company believes is essential to motivate its management and other key employees to commit significant additional time and effort to the implementation and consummation of the Company’s turnaround efforts (the “Turnaround”), and to align the Company’s goals and targets with their own.

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     The Plan provides for the creation and establishment of incentive pools based on the Company’s overall performance in the following initiatives that are critical to the Turnaround: business development and continuity, regulatory compliance, resolution of legal contingencies, capital raising efforts and the timely filing of the Company’s financial reports. The Compensation Committee of the Board of Directors of the Company (the “Compensation Committee”) will determine the Company’s level of achievement in each of these areas and establish monthly bonus pools in each of April, May, June and July under the Plan on the basis of its determinations, taking into account, among other things, the Company’s financial condition.
     There are approximately 100 participants in the plan, which include each of the Company’s named executive officers. Target award opportunities were established for participants, taking into account market compensation levels for similarly situated employees in the Company’s peer group and the practices of other companies in turnaround conditions. A participant’s actual award may be greater than or less than his or her suggested target opportunity, subject to the maximum opportunity applicable to that participant of 200% of target and an aggregate cap for all awards of 125% of each pool. Based on these guidelines, the aggregate target incentive award opportunity under the Plan for all performance pools is approximately $3.5 million for the chief executive officer, $875,000 for the chief financial officer, $1.05 million for the chief executive officer of Doral Bank Puerto Rico, $607,500 for the chief operations officer and $540,000 for the general counsel.
     On April 24, 2007, the Compensation Committee approved the payment of the performance pools corresponding to April and May, for an aggregate amount of $10.1 million. Of this aggregate amount, $4.2 million is payable to the chief executive officer, $1.05 million to the chief financial officer, $630,000 to the chief executive officer of Doral Bank-PR, $364,500 to the chief operating officer and $486,000 to the general counsel. The maximum aggregate amount payable under the Plan is $17.0 million.
     Individual awards will be made from the pools according to each participant’s role, target award and performance of pre-established tasks and objectives with respect to the stated Company goals, as determined by such participant’s supervisors and senior executives. The Compensation Committee alone will evaluate our chief executive officer’s performance.
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
     The Bylaws of Doral Financial provide that the Board of Directors shall consist of not less than five nor more than eleven directors as shall be fixed from time to time by the Board of Directors. The number of Directors of Doral Financial is currently fixed at eleven, with no current vacancies. The members of the Board of Directors are elected annually to serve for a one year term until their successors are duly elected and qualified.
     There are no arrangements or understandings between Doral Financial and any person pursuant to which such person was elected a director, except for Mr. Wakeman’s employment agreement with Doral Financial.
     The directors of Doral Financial Corporation are identified below.
             
Name   Principal Occupation and Other Information   Director Since
Dennis G. Buchert
  Chairman of the Board of Directors of Doral Financial since January 2007. Chairman of the Audit Committee of Doral Financial since January 2007. Chief Executive Officer of Crédit Agricole Indosuez from (2003 — 2004); President of IBJ Whitehall Bank & Trust Company, N.Y. from (1997 — 2002); Executive Vice President of IBJ Whitehall Bank & Trust Company, N.Y. from (1994 — 1997). Age 60.     2006  
 
           
Edgar M. Cullman, Jr (1)
  Managing Member of Culbro LLC, a private equity group in the consumer products field, since April 2005; President and Chief Executive Officer of General Cigar Holdings, Inc. from December 1996 to April 2005. Age 61.     1988  
 
           
John L. Ernst (1)
  Chairman of the Board and President of Bloomingdale Properties, Inc., since September 1984. Age 66.     1989  

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Name   Principal Occupation and Other Information   Director Since
Peter A. Hoffman
  Director HGH Associates (Financial Consulting) since April 2003; Self-employed consultant from June 2002 to March 2003; Partner with Deloitte & Touche LLP from 1975 to 2002; Director of Doral Bank FSB from April 2003 to July 2006. Age 67.     2004  
 
           
John B. Hughes
  Partner of The Markgraf Group, Ltd., a real estate company in New York City, since January 2006; Vice President – Risk Management of the American Express Company from January 2002 to September 2005; Vice President and Assistant Treasurer, American Express International Bank from 1995 to 2001; Director of Doral Bank FSB from October 2000 to December 2002. Age 51.     2002  
 
           
Efraim Kier
  President and Chief Executive Officer of A&M Holdings, Inc., San Juan, Puerto Rico (real estate development) since 1962. Age 77.     1998  
 
           
Adolfo Marzol
  Manager Member of Marzol Enterprises, LLC, a mortgage advisory services firm, since September 2006; Interim Chief Risk Officer of the Federal National Mortgage Association (“Fannie Mae”) from January 2005 to October 2005; Senior Vice President, Corporate Strategy of Fannie Mae from September 2004 to December 2004; Executive Vice President and Chief Credit Officer of Fannie Mae from July 1998 to September 2004; Senior Vice President, Single Family Marketing of Fannie Mae from July 1996 to July 1998. Age 46.     2006  
 
           
Manuel Peña-Morros
  President and member of the Board of Directors of Banco León, S.A (previously knows as Banco Nacional de Crédito) since June 2003; Member of the Board of Directors of VISA Latin America and Caribbean since August 2003; Executive Vice President and General Manager of Banco Profesional, S.A. (2001 — 2003); Executive Vice President and Chief Operating Officer of Credicorp Financial Group, Inc. since 1999. Senior Vice President, General Manager and Regional Director for the Caribbean and Central American Region of the Chase Manhattan Bank — Puerto Rico (1996 — 1998); Senior Vice President and Country Manager of The Chase Manhattan Bank — Mexico (1988 — 1996); Vice President and Country Manager of The Chase Manhattan Bank — Colombia (1988 — 1996). Age 61.     2006  
 
           
Harold D. Vicente
  Attorney in private practice with the law firm of Vicente & Cuebas, San Juan, Puerto Rico, for more than the past five years. Age 61.     2000  
 
           
Glen R. Wakeman
  President, Chief Executive Officer and member of the Board of Directors of Doral Financial since August 15, 2006; President and Chief Operating Officer of Doral Financial from May 2006 to August 2006; Chief Executive Officer of General Electric Consumer Finance Latin America (1999 — 2006). Age 47.     2006  
 
(1)   Edgar M. Cullman, Jr. and John L. Ernst are cousins.

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     The executive officers of the Doral Financial who do not serve on Doral Financial’s Board of Directors are identified below. There are no arrangements or understandings with Doral Financial pursuant to which any of these executive officers was selected as an officer, except for their employment agreements. None of the executive officers shown below is related to any other director or executive officer of Doral Financial by blood, marriage or adoption.
             
Name   Principal Occupation and Other Information   Age
Lesbia Blanco
  Executive Vice President — Chief Talent & Administration Officer of Doral Financial Corporation since August 15, 2006; Human Resources Director — Worldwide Operations of Ethicon, Johnson & Johnson (2001 – 2006); Human Resources Director for the Americas of The Coca-Cola Company (1999 – 2001).     60  
 
           
Marangal I. Domingo
  Executive Vice President — Chief Financial Officer, effective November 2006, Chief Investment Officer and Treasurer, effective September 25, 2006; Executive Vice President, Finance & Strategy at Countrywide Bank, N.A. (2005 – 2006); President and Chief Executive Officer of Downey Financial Corporation (2004 – 2005); Executive Vice President — Capital Markets, Home Loans & Insurance Services Group of Washington Mutual, Inc. (2001 – 2004); Executive Vice President and Chief Financial Officer — Home Loans & Insurance Services Group (1999 – 2001).     46  
 
           
Calixto García-Velez
  Executive Vice President and President of the Consumer Banking Division of Doral Financial since September 4, 2006; Chairman and Chief Executive Officer of Doral Bank Puerto Rico since September 4, 2006; President of Citibank West, FSB (2005 – 2006); President of Citibank Florida (1999 – 2003).     40  
 
           
Gerardo Leiva
  Executive Vice President — Chief Operations Officer of Doral Financial since October, 2006; Chief Information Officer and Quality Leader of GE Consumer Finance Mexico, (2004 – 2006); Project Manager Officer of GE Consumer Finance Mexico (2001 – 2004); Senior Project Manager in Compaq Global Services (2000 – 2001); Production Support and Quality Assurance Director for Citibank Latin America Consumer Bank (1994 – 2000).     37  
 
           
Olga Mayoral-Wilson
  Executive Vice President and Corporate Communications Director of Doral Financial Corporation effective September 18, 2006; Senior Vice President and Manager — Public Relations and Communications of Banco Popular de Puerto Rico (2002 to 2006); Associate Managing Director of PLUS Public Relations (1997 — 2002).     56  
 
           
Frederick C. Teed
  Executive Vice President – Banking Operations of Doral Financial since March 1996; Director of Doral Bank and Doral Money, Inc. since 1998 in both cases, Federal Thrift Regulator, Office of Thrift Supervision, Department of the U.S. Treasury, for more than five years prior thereto.     49  
 
           
César A. Ortiz
  Senior Vice President and Chief Accounting Officer of Doral Financial since October 2006; Senior Vice President and Controller of Santander Financial Services, Inc. (2006); Audit Senior Manager—PricewaterhouseCoopers LLP (1996-2006).     32  

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Name   Principal Occupation and Other Information   Age
Enrique R. Ubarri-Baragaño
  Executive Vice President and General Counsel of Doral Financial Corporation effective October 2, 2006; Vice President and General Counsel of Triple-S Management Corporation (September 2005 — September 2006); Senior Vice President, General Counsel and Director of Compliance of Santander BanCorp (October 2000 — September 2005).     35  
Corporate Governance
     Doral Financial’s affairs are managed by, or are under the direction of, the Board of Directors pursuant to the General Corporations Law of the Commonwealth of Puerto Rico and Doral Financial’s Bylaws. Members of the Board of Directors are kept informed of the company’s business through discussions with the Chairman, with the President, the Chief Financial Officer, the Internal Auditor and with other key members of management, by reviewing materials provided to them and by participating in meetings of the Board of Directors and its committees.
Corporate Governance Guidelines
     Doral Financial has adopted a set of Corporate Governance Guidelines and a Code of Business Conduct and Ethics that the Board of Directors believes are the appropriate corporate governance policies and practices for Doral Financial. In addition, the Company has adopted an Information Disclosure Policy, as well as comprehensive written charters for each of its board committees and has committed increased resources to its internal audit department. Copies of Doral Financial’s Corporate Governance Guidelines and Code of Business Conduct and Ethics as well as the written charters of its Board committees and the Information Disclosure Policy may be found on the Company’s website at www.doralfinancial.com. A written copy of these documents may be obtained by requesting them from the Company’s General Counsel at 1451 F.D. Roosevelt Avenue, San Juan, Puerto Rico 00920-2717.
     The Board of Directors has adopted several procedures by which shareholders and employees, as well as other interested parties, can send communications to the Board of Directors or report possible legal or ethical violations. The Board of Directors has implemented a 24-hour toll-free hotline by which shareholders and employees may contact the Board of Directors. The number for the 24-hour toll-free hotline is 1-866-393-6725. Shareholders or employees may also direct their communications to Doral Financial’s non-management directors to either of the following addresses:
             
 
      or   Doral Financial Corporation
 
  Doral Financial Corporation       P.O. Box 564
 
  387 Park Avenue South       Murray Hill Station
 
  New York, NY 10016       New York, New York 10156
 
  Attention: Chairman of the Audit Committee       Attention: Chairman of the Audit Committee
Board Independence
     The Board of Directors is composed of a majority of directors who qualify as independent directors (“independent directors”) pursuant to the rules adopted by the New York Stock Exchange. Currently, ten out of the eleven members of the Board of Directors are independent directors. Doral Financial’s Board structure includes audit, compensation, risk policy, corporate governance and nominating, special litigation and transaction committees consisting entirely of independent directors.
     In determining independence, the Board of Directors has affirmatively determined whether directors have a “material relationship” with Doral Financial. When assessing the “materiality” of a director’s relationship with Doral Financial, the Board of Directors considers all relevant facts and circumstances, not merely from the director’s standpoint, but from that of the persons or organizations with which the director has an affiliation. If a person or organization affiliated with a director provides to or receives services from Doral Financial, the Board of Directors considers the frequency or regularity of the services, whether the services are being carried out at arm’s length in the

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ordinary course of business and whether the services are being provided substantially on the same terms to Doral Financial as those prevailing at the time from unrelated parties for comparable transactions. Material relationships can include commercial, banking, consulting, legal, accounting, charitable and familial relationships. Independence means (1) not being, or having an immediate family member who is, a present or former executive officer of Doral Financial; (2) not personally receiving or having an immediate family member who receives more than $100,000 per year in direct compensation from Doral Financial other than director and committee fees and pension or other forms of deferred compensation for prior service; (3) not being employed, or having an immediate family member employed, as an executive officer of another company where any current executive of Doral Financial serves on that company’s compensation committee; (4) not being employed by or affiliated with or having an immediate family member employed by or affiliated with a present or former internal or external auditor of Doral Financial within the three previous years; and (5) not being a director who is an executive officer or employee, or whose immediate family member is an executive officer, of a company that makes payments to or receives payments from Doral Financial for property or services in an amount which exceeds the greater of $1 million, or 2% of Doral Financial’s or the other persons’ consolidated gross revenues.
     Applying these standards, the Board of Directors has determined that the following majority of directors, other than Efraim Kier, are independent — Dennis G. Buchert, Edgar M. Cullman, Jr., John L. Ernst, Peter A. Hoffman, John B. Hughes, Efraim Kier, Adolfo Marzol, Manuel Peña-Morros and Harold D. Vicente.
Directors’ Meetings
     The Board of Directors held 26 meetings during the year ended December 31, 2006. Each director, other than Efraim Kier (who attended more than 71%), attended at least 75% of the total number of meetings of the Board and of all committees on which he or she served during such period.
     All directors, except for Efraim Kier, attended last year’s annual stockholders’ meeting. While Doral Financial encourages directors to attend annual stockholders meetings it has not adopted a formal policy that all directors must attend annual stockholder’s meetings. As a practical matter, directors are expected to attend, because Doral Financial regularly schedules a regular Board of Directors meeting following the annual stockholders’ meeting.
Indemnification of Directors
     Doral Financial has obtained directors’ and officers’ liability insurance for its directors and officers. Doral Financial’s Restated Certificate of Incorporation contains a provision that exempts directors from personal liability for monetary damages to Doral Financial or its shareholders for violations of the duty of care, to the fullest extent permitted by the Puerto Rico General Corporations Law. Doral Financial has also agreed to indemnify its directors and officers for certain liabilities to the fullest extent permitted by Puerto Rico law.
Executive Sessions
     Doral Financial’s independent directors meet regularly in executive sessions without management. The Board has not appointed a lead independent director. Instead, the chairman of the Audit Committee generally presides over executive sessions.
Board Committees
     The Board of Directors has standing Audit, Compensation, Corporate Governance and Nominating, and Risk Policy committees. Current copies of the charters of each of these committees may be found on the Company’s website at www.doralfinancial.com and will be provided to shareholders upon written request to the General Counsel of Doral Financial at 1451 F.D. Roosevelt Avenue, San Juan, Puerto Rico 00920-2717.
     The Audit Committee met 37 times, the Compensation Committee met 6 times, the Risk Policy Committee met 7 times and the Corporate Governance and Nominating Committee met two times during 2006.

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Audit Committee
     The members of the Audit Committee are Messrs. Buchert (Chairman), Marzol, Cullman Jr., Hoffman and Vicente. The Board of Directors has determined that all members of the Audit Committee meet the New York Stock Exchange’s standards for independence. The Board of Directors has also determined that each member is financially literate and has designated Mr. Hoffman as “audit committee financial expert” as such term is defined in the SEC rules adopted pursuant to the Sarbanes-Oxley Act of 2002. Under New York Stock Exchange rules, audit committee members may not receive any advisory or consulting fees for services to Doral Financial.
Corporate Governance and Nominating Committee
     The functions of the Corporate Governance and Nominating Committee include: making recommendations to the Board of Directors as to the size of the Board of Directors, recommending to the Board of Directors nominees for election as directors and making recommendations to the Board of Directors from time to time as to matters of corporate governance. The current members of the Corporate Governance and Nominating Committee are Messrs. Cullman, Jr. (Chairman), Kier, Buchert and Marzol, each of whom has been determined to be independent by the Board of Directors.
     The Corporate Governance and Nominating Committee has not established any specific, minimum qualifications that the Committee believes must be met by a committee-recommended nominee for a position on Doral Financial’s Board of Directors. The Committee instead considers a variety of factors, including judgment, skill, diversity, experience with businesses and other organizations of comparable size, the interplay of the candidate’s experience with the experience of other Board members, and the extent to which the candidate would be a desirable addition to the Board and any committees of the Board.
     The Corporate Governance and Nominating Committee generally identifies qualified candidates on the basis of recommendations made by existing independent directors or management. In the past, it has also evaluated prospective candidates that serve as independent directors on the Board of Directors of Doral Financial’s federal savings bank subsidiary. The Committee and the Board’s policy is to evaluate potential nominees for election in the same manner regardless of whether the nominee is recommended by shareholders, a non-management Board member or Doral Financial’s management. The Committee will consider potential nominees from all these sources, develop information from a variety of sources regarding the potential nominee, evaluate the potential nominee’s qualifications and make a decision whether to nominate any potential nominees to the Board.
     The Corporate Governance and Nominating Committee will consider qualified candidates suggested by shareholders upon written submission by a shareholder in writing to the Corporate Secretary of the names of such nominees, together with their qualifications for service and evidence of their willingness to serve. Shareholder nominations to the Board must be made by not more than 180 days and not less than 90 days in advance of the anniversary date of the immediately preceding annual meeting in accordance with provisions of Doral Financial’s bylaws. Doral Financial’s bylaws contain certain additional information requirements related to shareholder nominations. You can obtain a copy of Doral Financial’s bylaws by writing to the Corporate Secretary at 1451 F.D. Roosevelt Avenue, San Juan, Puerto Rico 00920-2717.
Compensation Committee
     The Compensation Committee is charged with reviewing Doral Financial’s general compensation strategy, reviewing benefit programs, administering Doral Financial’s stock option and omnibus plans, approving the compensation of the Chief Executive Officer and approving certain other employment contracts for senior executive officers. The members of the Compensation Committee are Messrs. Ernst (Chairman), Peña-Morros, Hoffman and Hughes, each of whom has been determined to be independent by the Board of Directors.
Risk Policy Committee
     The Risk Policy Committee is responsible for oversight of the CEO’s and senior management’s responsibilities to assess and manage Doral Financial’s interest rate risk, market risk and credit risk and is also responsible for the

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review of Doral Financial’s hedging and derivatives activities. The members of the Risk Policy Committee are Messrs. Marzol (Chairman), Hoffman, Hughes and Peña-Morros.
Special Litigation Committee
     In response to the number of civil actions filed against Doral Financial in connection with the restatement, which are described in this Annual Report on Form 10-K, Doral Financial’s Board of Directors appointed a Special Litigation Committee of directors to review the matters asserted in the complaints. The Special Litigation Committee was established in July 18, 2005. The members of the Special Litigation Committee are Messrs. Vicente (Chairman), Buchert and Ernst.
Transaction Committee
     In connection with the recapitalization of Doral Financial and the restructuring of its balance sheet, on December 21, 2006, the Board of Directors of Doral Financial appointed a Transaction Committee to provide supervisory oversight of the process. The members of the Transaction Committee are Messrs. Buchert (Chairman), Cullman, Jr., Marzol, Peña-Morros and Vicente.
Compensation Committee Interlocks and Insider Participation
     None of Directors Ernst, Hughes or Kier is or was during 2006 an executive officer of Doral Financial. Since January 1, 2006, none of the executive officers of Doral Financial has served as a director, executive officer or compensation committee member of another entity which had an executive officer who served as a compensation committee member or director of Doral Financial.
Section 16(a) Beneficial Ownership Reporting Compliance
     Section 16(a) of the Securities Exchange Act of 1934 requires Doral Financial’s directors and executive officers, and persons who own more than 10% of a registered class of our equity securities, to file with the SEC initial reports of ownership and reports of changes in ownership of common stock and other equity securities of Doral Financial. Officers, directors and greater than 10% stockholders are required by SEC regulation to furnish Doral Financial with copies of all Section 16(a) forms they file.
     To the Company’s knowledge, based solely on a review of the copies of such reports furnished to the Company and written representations that no other reports were required, during the fiscal year ended December 31, 2005, all Section 16(a) filing requirements applicable to its officers, directors and greater than 10% beneficial owners were complied with, except for the Initial Statements of Beneficial Ownership of Securities for each of Lesbia Blanco, Calixto García-Vélez, Marangal I. Domingo, Gerardo Leiva, Olga Mayoral-Wilson, César A. Ortiz, Arturo Tous and Glen R. Wakeman, which were filed on a delayed basis.
Item 11. Executive Compensation.
COMPENSATION DISCUSSION AND ANALYSIS
     This Compensation Discussion and Analysis describes the material elements of compensation for Doral Financial’s executive officers identified in the Summary Compensation Table, who are referred to as named executive officers in this Form 10-K.
The Compensation Committee
     The Compensation Committee is appointed by the Board of Directors to assist the Board in fulfilling its responsibilities relating to compensation of the Company’s directors and executive officers. Each of the members of the Compensation Committee is independent pursuant to the corporate governance listing standard adopted by the New York Stock Exchange.

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     The Compensation Committee is charged with reviewing Doral Financial’s general compensation philosophy and strategy, reviewing benefit programs, administering Doral Financial’s stock option and omnibus plans, approving the compensation of the Chief Executive Officer and approving certain other employment contracts for senior executive officers. The Compensation Committee’s responsibilities are outlined in its written charter, which is available in the “Corporate Governance” section of the “Investor Relations” page of Doral Financial’s website at www.doralfinancial.com.
Compensation Philosophy and Objectives
     The compensation policy of Doral Financial is to provide its executive officers and managers with a level of pay and benefits that will assure Doral Financial’s competitiveness and continued growth. Doral Financial’s ability to hire and retain employees and executives with the requisite skills and experience to develop, expand and execute business opportunities is essential to the success of Doral Financial and the increase of shareholder value. Doral Financial’s compensation program is designed to attract, retain and motivate key executives of superior ability who are critical to Doral Financial’s future success.
     The Compensation Committee evaluates Doral Financial’s performance and compensation to ensure that the Company maintains its ability to attract highly qualified executives for key positions and that its compensation levels remain competitive relative to the compensation paid to similarly situated executives of Doral Financial’s peer group.
     To that end, Doral Financial believes that executive compensation packages provided by Doral Financial to its executives, including its named executive officers, should be structured to ensure that a significant portion of the executives’ compensation opportunities is directly related to performance as measured against established goals. The Company seeks to achieve this goal by using both short- and long-term incentives that reward individual and institutional performance.
2006 Executive Compensation
     During 2006, following the restatement of its prior-period financial statements, the Company recruited a group of top management professionals with the goal of maximizing the strengths of the Company’s franchise for the benefit of customers, employees and stockholders.
     In 2006, Doral Financial recruited Glen R. Wakeman, a 20-year veteran of General Electric Company with a strong background in global consumer finance, as the company’s Chief Executive Officer. Under the direction of Mr. Wakeman, the Company commenced the process of strengthening the Company’s senior leadership team. During the second half of 2006, the Company appointed:
    Calixto Garcia-Velez as Executive Vice President and President of Doral Financial’s Consumer Banking Division and as Chairman and Chief Executive Officer of Doral Bank Puerto Rico;
 
    Marangal I. Domingo as Executive Vice President, Chief Investment Officer, Treasurer and Chief Financial Officer;
 
    Enrique R. Ubarri as Executive Vice President and General Counsel;
 
    Lesbia Blanco as Executive Vice President and Chief Talent and Administration Officer;
 
    Olga Mayoral-Wilson as Executive Vice President and Chief Communications Officer; and
 
    Gerardo Leiva as Executive Vice President and Chief Operations Officer.
          Chief Executive Officer.
     During 2005, Doral Financial undertook the task of searching for a new Chief Executive Officer. To assist in the process, Doral Financial engaged the firms of Spencer Stuart, a leading executive search consulting firm, and

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Frederic W. Cook & Co., Inc., a leading executive compensation consulting firm. In May 2006, Doral Financial announced the appointment of Mr. Wakeman as the Company’s President and Chief Operating Officer. Following the filing of Doral Financial’s Annual Report on Form 10-K for 2005 on August 15, 2006, Mr. Wakeman was appointed as Chief Executive Officer of the Company and a member of the Board of Directors.
     With the assistance of its outside consultants, Doral Financial developed a total compensation package for Mr. Wakeman designed to provide a level of compensation that accurately reflected Mr. Wakeman’s competence and experience and his ability to have an immediate impact in his role as Chief Executive Office, in light of Doral Financial’s business and strategic goals. In developing Mr. Wakeman’s compensation package, Doral Financial took into consideration Mr. Wakeman’s strong leadership background and record of building multi-product, consumer financial services businesses, as well as Mr. Wakeman’s significant international experience. Doral Financial also took into consideration the compensation levels of similarly situated executives and the risks inherent to leaving an established career at one of the world’s best-know employers.
     The principal terms of Mr. Wakeman’s compensation package include:
    an annual base salary of $1.0 million;
 
    contractually guaranteed cash bonuses of $1.5 million for each of the first two years of employment;
 
    a grant of 200,000 restricted stock units; and
 
    stock options, vesting annually over four years, to purchase an aggregate of 400,000 shares of the Company’s common stock at the closing price on the New York Stock Exchange ($7.60) on Mr. Wakeman’s first day of employment.
     Pursuant to his employment agreement, Mr. Wakeman will also receive $6.0 million payable in sixteen quarterly installments of $375,000 (adjusted for investment results) for as long as he is employed by the Company, from monies deposited by Doral Financial with an escrow agent. This amount is designed to compensate Mr. Wakeman for the loss of substantial pension opportunities with his prior employer, the General Electric Company, and as an additional inducement for Mr. Wakeman to assume the career risks associated with accepting his current position at Doral Financial.
     Other Named Executive Officers. Based on the recommendation of Mr. Wakeman, the Compensation Committee approved compensation packages for other named executives officers designed to attract individuals of the caliber and with the qualifications the Compensation Committee felt were necessary to maximize the potential of the Company’s franchise. The principal terms of the compensation packages for these executive officers, included contractually guaranteed cash bonuses for the year ended December 31, 2006, designed to compensate the executives’ lost bonus opportunities with their prior employers, and negotiated signing bonuses to compensate the executives for the risks of leaving established careers and joining the Company. As part of the recruiting process, Doral Financial also agreed to reimburse its new senior executives for relocation expenses, including temporary living expenses. The Company also granted these new recruits options to acquire shares of Doral Financial’s common stock. The amounts paid by Doral Financial related to the 2006 guaranteed performance bonus and signing bonus to each of the named executive officers are reflected in the table below:
                 
            Guaranteed 2006
            Performance
Name   Signing Bonus   Bonus
Marangal I. Domingo
  $ 250,000     $ 300,000  
Calixto Garcia-Velez
  $ 550,000     $ 500,000  
Enrique R. Ubarri
  $ 150,000     $ 240,000  
Lesbia Blanco
  $ 150,000     $ 180,000  
Olga Mayoral-Wilson
  $ 100,000     $ 180,000  
Gerardo Leiva
  $ 200,000     $ 270,000  

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     These payments are included in column (b) of the Summary Compensation Table.
     Salaries paid to Doral Financial’s named executives are set forth in the 2006 Summary Compensation Table. For 2006, salaries paid to Doral Financial’s named executives accounted for the following percentages of their total compensation: Mr. Wakeman (16%), Mr. Domingo (15%), Mr. García-Vélez (13%), Mr. Leiva (13%), Mr. Ubarri (18%), Ms. Blanco (23%) and Ms. Mayoral-Wilson (21%).
Overview of Executive Compensation Components
     Doral Financial has established an executive compensation program consisting of the following principal components:
    base salary;
 
    short-term performance-based incentive compensation;
 
    long-term equity incentive compensation;
 
    retirement and other fringe benefits; and
 
    additional benefits and perquisites.
     The Compensation Committee has broad discretion to review and approve, for the Chief Executive Officer and the senior executives officers of the Company, (a) the annual base salary level, (b) the short-term incentive opportunity level, (c) the long-term incentive opportunity level, (d) employment agreements, severance arrangements, and change in control agreements/provisions, in each case as, when and if appropriate, and (e) any special or supplemental benefits, as the Compensation Committee may deem appropriate.
Base Salary
     Doral Financial provides named executive officers and other employees with a base salary to compensate them for services rendered during the fiscal year. The base salary provides the foundation of the named executive officer’s or employee’s total compensation and is designed to provide the executive’s fixed compensation based on a number of factors including:
    competitive pay levels relative to the peer group;
 
    the executive’s experience and business qualifications; and
 
    the executive’s performance and responsibilities.
     As described above, the current base salary levels for Doral Financial’s named executive officers are established contractually as part of their employment agreements. Base salaries may also be reviewed following promotions and other changes in the executive’s responsibilities.
     During 2006, Doral Financial established pay grades for other executives and salaried positions. Each pay grade has a salary range that is generally commensurate with the employee’s responsibilities and qualifications. The Compensation Committee expects to review salary grades on an annual basis and make those adjustments that it deems necessary or appropriate to maintain competitiveness.
Performance-Based Incentive Compensation
     Short-term Incentive Compensation. Doral Financial’s short-term incentive compensation provides named executive officers with an opportunity to earn annual cash bonuses based on Doral Financial’s achievement of certain pre-established performance goals. Doral Financial’s cash-based annual incentive compensation is designed

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to align the executive’s goals with the Company’s short-term earnings and growth objectives. For 2006, the Compensation Committee established target (and maximum) award opportunities as a percentage of the executive’s base salary. As mentioned above, the 2006 performance bonuses for each of the named executive officers were guaranteed pursuant to the terms of their respective employment agreements, and were meant to compensate the named executive officers for lost bonus opportunities with prior employers.
     For 2007, the Compensation Committee established the following targets:
                 
    Annual Cash Bonus
    (Percentage of 2007 Base Salary)
Named Executive Office   Target Award   Maximum Amount
Marangal I. Domingo
    100 %     N/A  
Calixto García-Vélez
    100 %     200 %
Gerardo Leiva
    60 %     200 %
Enrique R. Ubarri
    60 %     200 %
Lesbia Blanco
    60 %     200 %
Olga Mayoral-Wilson
    60 %     200 %
     For 2007, the Compensation Committee set the criteria for incentive awards based upon the achievement of financial objectives related to net income and return on equity, with each component accounting for 25% of the incentive opportunity. The remaining 50% of the incentive opportunity is based upon individual performance as measured by the Compensation Committee with the assistance of the Chief Executive Officer and the Chief Talent and Administration Officer.
     By correlating incentive opportunities to the achievement of net income and return on equity targets, the Company seeks to:
    increase levels of operating income; and
 
    reward the achievement of short-term operating income levels, which the Company believes are significant to strengthen its franchise and successfully implement its business plan.
     Long-Term Incentive Compensation. Doral Financial regards a long-term incentive compensation program as a key retention tool. Accordingly, it granted stock options (and restricted stock units in the case of Mr. Wakeman) to the named executive officers retained in 2006 as an added incentive to join Doral Financial.
     While Doral Financial understands that equity awards should constitute an important component of a total compensation package, it has deemed advisable to suspend further grants of equity awards until the Company completes the refinancing of its $625 million floating rate senior notes due on July 20, 2007. Doral Financial is in the process of developing a long-term incentive compensation program designed to align long-term executive compensation of named executive officers and other key employees with the interests of shareholders and the creation of shareholder value by encouraging and providing for the acquisition of an ownership interest in the Company.
     On April 24, 2004, shareholders of Doral Financial approved the Doral Financial Corporation Omnibus Incentive Plan, which the Company expects will provide the framework to support its long-term executive compensation program. Awards granted under Doral Financial’s Omnibus Incentive Plan may include stock options, restricted stock, restricted stock units and performance shares or units, among others.
    A stock option gives the holder an opportunity to purchase a certain number of shares of Doral Financial common stock from Doral Financial at a purchase price per share, which is fixed on the date the option is granted, for a specified period of time in the future, no matter what the market price of the common stock is when the holder exercises the option.

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    Restricted stock is common stock awarded to an executive officer which cannot be transferred and may have to be forfeited if the executive officer does not satisfy the specified vesting requirements.
 
    A restricted stock unit gives an executive officer an opportunity to receive a share of common stock of Doral Financial, or at the election of the Compensation Committee, cash, or a combination of cash and common stock, at the end of a specified period which may have to be forfeited if the executive officer does not satisfy the specified vesting requirements.
 
    A performance share or unit gives an executive officer an opportunity to receive common stock of Doral Financial, or at the election of the Compensation Committee, cash, or a combination of cash and common stock, to the extent that certain performance goals or other conditions established by the Compensation Committee are satisfied.
     Stock option awards are granted by the Compensation Committee based on the executive’s and the Company’s performance, as well as other considerations. Doral Financial has adopted an Employee Equity Award Policy pursuant to which the Board of Directors of the Company has delegated to the Compensation Committee the authority to approve equity awards under the Company’s equity incentive plans. Under the policy, unless otherwise approved by the Compensation Committee, the grant date of any equity award will be the date of the meeting in which the award is approved and the grant price will be the closing price of Doral Financial’s common stock as reported on the New York Stock Exchange on the date of grant. In no event, however, will the date of grant of an equity award precede the date of the meeting. Doral Financial has not adopted a policy with respect to the timing of the grant of stock-related awards in coordination with the release of material non-public information.
     In recent years, options granted by the Company have vested at a rate of 25% per year over the first four years of the ten-year option term. Prior to the exercise of an option, the holder has no right as a stockholder with respect to the shares underlying such option, including voting rights and the right to receive dividends or dividend equivalents.
New Incentive Plan
     On April 24, 2007, Doral Financial adopted the Doral Financial Corporation Key Employee Incentive Plan (the “Plan”), which the Company believes is essential to motivate its management and other key employees to commit significant additional time and effort to the implementation and consummation of the Company’s turnaround efforts (the “Turnaround”), and to align the Company’s goals and targets with their own.
     The Plan provides for the creation and establishment of incentive pools based on the Company’s overall performance in the following initiatives that are critical to the Turnaround: business development and continuity, regulatory compliance, resolution of legal contingencies, capital raising efforts and the timely filing of the Company’s financial reports. The Compensation Committee of the Board of Directors of the Company (the “Compensation Committee”) will determine the Company’s level of achievement in each of these areas and establish monthly bonus pools in each of April, May, June and July under the Plan on the basis of its determinations, taking into account, among other things, the Company’s financial condition.
     There are approximately 100 participants in the plan, which include each of the Company’s named executive officers. Target award opportunities were established for participants, taking into account market compensation levels for similarly situated employees in the Company’s peer group and the practices of other companies in turnaround conditions. A participant’s actual award may be greater than or less than his or her suggested target opportunity, subject to the maximum opportunity applicable to that participant of 200% of target and an aggregate cap for all awards of 125% of each pool. Based on these guidelines, the aggregate target incentive award opportunity under the Plan for all performance pools is approximately $3.5 million for the chief executive officer, $875,000 for the chief financial officer, $1.05 million for the chief executive officer of Doral Bank Puerto Rico, $607,500 for the chief operations officer and $540,000 for the general counsel.
     On April 24, 2007, the Compensation Committee approved the payment of the performance pools corresponding to April and May, for an aggregate amount of $10.1 million. Of this aggregate amount, $4.2 million is payable to the chief executive officer, $1.05 million to the chief financial officer, $630,000 to the chief executive officer of Doral Bank-PR, $364,500 to the chief operating officer and $486,000 to the general counsel. The maximum aggregate amount payable under the Plan is $17.0 million.

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     Individual awards will be made from the pools according to each participant’s role, target award and performance of pre-established tasks and objectives with respect to the stated Company goals, as determined by such participant’s supervisors and senior executives. The Compensation Committee alone will evaluate our chief executive officer’s performance.
Stock Ownership Guidelines
     While Doral Financial has not adopted stock ownership guidelines for its directors and senior executive officers, it recognizes such guidelines may be an important tool to better align the interests of directors and executive officers with those of its stockholders. As such, Doral Financial is currently evaluating whether the adoption of stock ownership guidelines is appropriate at this time and whether they should be adopted in the future.
Retirement and Other Fringe Benefits
     All of Doral Financial’s employees in Puerto Rico and the mainland United States are eligible to participate in the Puerto Rico and United States Retirement and Incentive Savings Plans (the “Retirement and Savings Plans”), respectively.
     Under the Retirement and Savings Plans, Doral Financial employees who are at least 18 years of age and have completed one year of employment with Doral Financial, including the named executive officers, are able to contribute up to 10% of their annual base salary on a pre-tax basis. Doral Financial matches 50% of the employee contributions up to the lesser of 3% of base salary or $4,000. All contributions to the Retirement and Savings Plans, as well as any matching contributions, are fully vested upon contribution.
     Doral Financial also provides its active employees, including named executive officers, with health care benefits, as well as with a life insurance and disability plans.
Perquisites
     Doral Financial provides named executive officers with perquisites and other personal benefits that it believes are reasonable and consistent with its compensation program. Doral Financial’s named executive officers are generally provided with a car allowance. In addition, in connection with the recruiting of Doral Financial’s new senior management team, the Company agreed to reimburse its new senior executives for relocation expenses and certain temporary living expenses in Puerto Rico, as well as commissions, fees and closing costs relating to the sale of their primary residence and fees and expenses associated with purchase of a home in Puerto Rico, including mortgage points and other closing costs, and any U.S. federal, Puerto Rico and other taxes payable by executive on any of the foregoing. In certain cases, Doral Financial also agreed to pay reasonable legal fees and expenses incurred by its named executive officers in connection with the negotiation and documentation of their respective employment agreements, subject to a cap.
     Pursuant to Mr. Wakeman’s employment agreement, he is provided with the use of a company automobile and driver. Mr. Wakeman is also reimbursed for reasonable expenses associated with one club membership in Puerto Rico.
Tax Consideration of Executive Compensation
     Section 162(m) of the Internal Revenue Code of 1986, as amended (the “Code”), provides that compensation paid to a corporation’s chief executive officer or its four other most highly compensated executive officers may not be deducted for federal income tax purposes unless, in general, such compensation is performance based, is established by an independent committee of directors, is objective and the plan or agreement providing for such performance based compensation has been approved in advance by stockholders. Because, as a Puerto Rico corporation, Doral Financial is not required to pay federal income taxes except on any income related to the conduct of a trade or business in the United States, Section 162(m) should not limit the tax deductions available to Doral Financial for executive compensation in the near future.

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     For Puerto Rico income tax purposes, compensation paid to Doral Financial’s executive officers may be deducted so long as it is considered an ordinary and necessary expense. It is the Compensation Committee’s intention that all compensation paid to the Company’s executive officers be fully deductible by Doral Financial for Puerto Rico income tax purposes. While unlikely, in certain instances the Compensation Committee may approve compensation that will not be deductible for Puerto Rico income tax purposes in order to ensure competitive levels of compensation for its executive officers.
Establishing Executive Compensation
     In structuring its executive compensation program for named executive officers, the Company takes into consideration three key factors:
    Benchmarking;
 
    Executive qualifications; and
 
    Risk premium.
     These factors provide the Company with relevant market data and other information that it may consider when making compensation decisions with respect to its named executive officers. The Company also takes into consideration recommendations made by the Chief Executive Officer and other senior executives in establishing compensation for other executive officers and key employees.
     The Company benchmarks its total compensation package against a peer group of publicly-held banking institutions for which Puerto Rico is their principal market. The Company believes that these are the companies with which it most closely competes for talent and investment opportunities. These companies include:
         
 
  Popular, Inc.   Oriental Financial Group Inc.
 
  Santander BanCorp   R&G Financial Corporation
 
  FirstBancorp   W Holding Company, Inc.
     Peer group data used by Doral Financial is generally limited to publicly-available data. The Company uses peer group data on a limited basis to analyze the competitiveness of its compensation and to put into perspective the Company’s compensation philosophy. In addition, the Company uses this information to assist in the determination of the appropriate mix between the several components of incentive compensation.
     In recruiting the most effective management team to implement the Company’s new business model, the Company takes into consideration the qualifications and background of its executive officers and designs its total compensation package so that it is commensurate with the quality that the Company expects from its senior management team.
     In addition, in light of the significant challenges facing the Company’s future and business prospects, the Company has added a risk premium component to its total compensation package for named executive officers. In particular, the Company’s short-term incentive compensation for its named executive officers was contractually guaranteed for fiscal year 2006 to compensate the named executive officers for lost bonus opportunities with prior employers. The Company also paid up-front bonuses upon execution of the employment agreements to compensate the named executive officers for the risk of leaving established careers and joining Doral Financial.

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Compensation Committee Report
     We reviewed and discussed the Compensation Discussion and Analysis required by Item 402(b) of Regulation S-K with Doral Financial’s management and, based on such review and discussions, we recommended to the Board that the Compensation Discussion and Analysis be included in this Annual Report on Form 10-K.
Compensation Committee of the Board of Directors
John L. Ernst (Chairman)
Manuel Peña-Morros
Peter A. Hoffman
John B. Hughes
SUMMARY COMPENSATION TABLE
     The following table sets forth the compensation paid or earned by each of the named executive officers for the year ended December 31, 2006.
                                                                         
                                                    Change in        
                                                    Pension        
                                                    Value and        
                                            Non-Equity   Nonqualified        
                                            Incentive   Deferred        
                            Stock   Option   Plan   Compensation   All Other    
            Salary   Bonus   Awards   Awards   Compensation   Earnings   Compensation   Total
Name and Principal Position   Year   ($)   ($)(1)   ($)(2)   ($)(3)   ($)   ($)   ($)(4)   ($)
Glen R. Wakeman(5)
    2006       553,846       1,500,000       175,507       178,497                   1,001,688       3,409,538  
Chief Executive Officer
                                                                       
 
                                                                       
Marangal I. Domingo
    2006       115,385       550,000             25,215                   61,234       751,834  
Executive Vice President and
Chief Financial Officer
                                                                       
 
                                                                       
Lesbia Blanco
    2006       103,847       330,000             8,567                         442,414  
Executive Vice President and
Chief Talent and Administration
Officer
                                                                       
 
                                                                       
Calixto García-Velez
    2006       175,385       1,050,000             51,637                   76,019       1,353,041  
Executive Vice President
Chairman of the Board and
Chief Executive Officer of
Doral Bank — PR
                                                                       
 
                                                                       
Gerardo Leiva
    2006       77,885       470,000             5,650                   50,168       603,703  
Executive Vice President and
Chief Operations Officer
                                                                       
 
                                                                       
Olga Mayoral-Wilson
    2006       75,000       280,000             8,405                         363,405  
Executive Vice President
and Corporate Communications
Director
                                                                       
 
                                                                       
Enrique R. Ubarri-Baragaño
    2006       84,616       390,000             7,810                         482,426  
Executive Vice President and
Chief Financial Officer
                                                                       
 
                                                                       
John A. Ward
    2006       625,000       250,000             221,251                         1,096,251  
Former Chairman of the Board
and Interim Chief Executive
Officer
                                                                       
 
                                                                       
Lidio V. Soriano(6)
    2006       895,527       125,300                                     1,020,827  
Former Executive Vice President and Chief Financial Officer
                                                                       

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(1)   Bonuses paid to NEO’s include signing bonus and performance bonus. Please refer to “Performance-based incentive compensation” above, for additional information.
 
(2)   This amount represents the expense recognized for accounting purposes in 2006 of restricted stock grants made in 2006 to named executive officers pursuant to the Doral Financial Corporation Omnibus Incentive Plan (the “Omnibus Plan”) as determined in accordance with FAS 123R. Assumptions made in valuing these awards are disclosed in Note 28 to the Consolidated Financial Statements.
 
(3)   These amounts represent the expense recognized for accounting purposes in 2006 of stock options grants made in 2006 to NEO’s, and in the case of Mr. John A. Ward, of stock options grants made in 2005, pursuant to the Omnibus Plan as determined in accordance with FAS 123R. Assumptions made in valuing these awards are disclosed in Note 28 to the Consolidated Financial Statements.
 
(4)   These amounts represents additional compensation paid by Doral Financial to NEO’s:
                                 
    Mr. Wakeman   Mr. Domingo   Mr. García-Vélez   Mr. Leiva
Moving ($)
    39,306       16,670       46,493       13,588  
Travel and hotel($)
    86,356             27,321       13,699  
Rent($)
          42,674             13,000  
Transportation($)
    72,108       1,890       2,205       1,418  
Legal services associated with employment negotiations expense($)
    50,529                    
Other($)
    753,389                   8,463  
(5)   Mr. Wakeman’s compensation included under “All Other Compensation” includes $750,000 related to installments paid to him from monies deposited by Doral Financial with an escrow agent pursuant to his employment agreement.
(6)   Salary amount includes the amount of $480,000 paid to Mr. Soriano pursuant to the transition agreement entered with the Company on November 4, 2006.
GRANTS OF PLAN-BASED AWARDS
                                                                                 
                                                            All Other   All Other    
                                                            Stock   Stock    
                                                Awards:   Awards:   Exercise
            Estimated Possible Payouts                           Number   Number of   or Base
            Under Non-Equity Incentive   Estimated Possible Payouts   of Shares   Securities   Price of
            Plan Awards   Under Incentive Plan Awards   of Stock   Underlying   Option
    Grant   Threshold   Target   Maximum   Threshold   Target   Maximum   or Units   Options   Awards
                Name   Date   ($)   ($)(1)   ($)   (#)   (#)   (#)   (#)   (#)   ($/Sh)
                    (a)   (b)   (c)   (d)   (e)   (f)   (g)   (h)   (i)   (j)   (k)
Glen R. Wakeman
    05/23/06           $ 1,500,000                               200,000                  
 
    05/30/06                                                               400,000     $ 7.60  
 
                                                                               
Marangal I. Domingo
    09/25/06           $ 300,000                                     150,000     $ 6.44  
 
                                                                               
Lesbia Blanco
    09/25/06           $ 180,000                                     25,000     $ 6.44  
 
    09/26/06                                                               25,000     $ 6.75  
 
                                                                               
Calixto García-Vélez
    09/01/06           $ 500,000                                     300,000     $ 5.23  
 
                                                                               
Gerardo Leiva
    10/16/06           $ 270,000                                     50,000     $ 5.51  
 
                                                                               
Olga Mayoral- Wilson
    09/25/06           $ 180,000                                     50,000     $ 6.44  
 
                                                                               
Enrique R. Ubarri-Baragaño
    10/02/06           $ 240,000                                     50,000     $ 6.45  
 
(1)   The amounts shown in column (d) reflect the guaranteed bonus payments for the fiscal year ended December 31, 2006, pursuant to each executive officer’s employment agreement.

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OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END
                                                                         
    Option Awards     Stock Awards
                        Equity   Equity
                    Equity                                   Incentive   Incentive
                    Incentive                                   Plan Awards:   Plan Awards:
                Plan Awards:                                   Number of   Market or
    Number of   Number of   Number of                   Number of   Market Value   Unearned   Payout Value
    Securities   Securities   Securities                   Shares or   of Shares or   Shares, Units   of Unearned
    Underlying   Underlying   Underlying                   Units of   Units of   or Other   Shares, Units
    Unexercised   Unexercised   Unexercised   Option           Stock That   Stock That   Rights That   or Other
    Options   Options   Unearned   Exercise   Option   Have Not   Have Not   Have Not   Rights That
    (#)   (#)   Options   Price   Expiration   Vested   Vested   Vested   Have Not Vested
             Name   Exercisable   Unexercisable(1)   (#)   ($)   Date   (#)   ($)(2)   (#)   ($)
Glen R. Wakeman
          400,000             7.60       05/30/2016       200,000       574,000              
 
                                                                       
Marangal I. Domingo
          150,000             6.44       09/25/2016                          
 
                                                                       
Lesbia Blanco
          25,000             6.44       09/25/2016                          
 
            25,000             6.75       09/26/2016                                  
 
                                                                       
Calixto García-Vélez
          300,000             5.23       09/01/2016                          
 
                                                                       
Gerardo Leiva
          50,000             5.51       10/16/2016                                  
 
                                                                       
Olga Mayoral- Wilson
          50,000             6.44       09/25/2016                          
 
                                                                       
Enrique R. Ubarri-Baragaño
          50,000             6.45       10/02/2016                          
 
                                                                       
John A. Ward(3)
    100,000                   12.76       05/30/2016                          
 
                                                                       
Lidio V. Soriano
                                                     
 
(1)   These awards are all time-vesting only and, unless otherwise noted, the remaining vesting dates and numbers of shares scheduled to vest with respect to these stock options are as follows:
                                                         
                                            Ms.    
                                            Mayoral-    
         Vesting Dates   Mr. Wakeman   Mr. Domingo   Ms. Blanco   Mr. García-Vélez   Mr. Leiva   Wilson   Mr. Ubarri
Last Business of 2007
    100,000       37,500       12,500       75,000       12,500       12,500       12,500  
Last Business of 2008
    100,000       37,500       12,500       75,000       12,500       12,500       12,500  
Last Business of 2009
    100,000       37,500       12,500       75,000       12,500       12,500       12,500  
Last Business of 2010
    100,000       37,500       12,500       75,000       12,500       12,500       12,500  
     
(2)   Based on $2.87 per share closing price on December 29, 2006.
 
(3)   Mr. John A. Ward resigned all his position effective 01/02/2007.

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Board Compensation
     Effective January 1, 2007, the Compensation Committee of Doral Financial revised the compensation package for the directors. In considering its determination, the Compensation Committee evaluated data provided by the National Association of Directors and a recent study done by Frederick W. Cook & Co. on director compensation. Under the new compensation package, the compensation for Doral Financial’s non-management directors is as follows:
             
        Committee or
        Meeting Attendance
                             Position   Retainer   Fee
Non-Executive Chairman
  $250,000 annual retainer(1)   None
Other non-management directors
  $60,000 annual retainer   None
Additional compensation for membership in committees
  $3,000 monthly retainer per committee(2)   None
 
(1)   Includes compensation for membership in all committees of the Board of Directors.
 
(2)   Transaction Committee members are entitled to receive a $5,000 monthly retainer.
DIRECTOR COMPENSATION
                                                         
                                    Change in        
                                    Pension        
                                    Value and        
                            Non-Equity   Nonqualified        
    Fees Earned   Stock   Options   Incentive Plan   Deferred   All Other    
    or Paid in Cash   Awards   Awards   Compensation   Compensation   Compensation   Total
            Name   ($)   ($)   ($)   ($)   Earnings   ($)   ($)
Dennis G. Buchert
    19,500                                     19,500  
Edgar M. Cullman, Jr.
    62,000                                     62,000  
John L. Ernst
    39,000                                     39,000  
Peter A. Hoffman
    80,000                               20,750       100,750  
John B. Hughes
    81,000                                     81,000  
Efraim Kier
    64,000                                     64,000  
Adolfo Marzol
    19,500                                     19,500  
Manuel Peña-Morros
    13,000                                     13,000  
Harold D. Vicente
    83,000                                     83,000  
Richard F. Bonini(1)
                                         
Zoila Levis(1)
    27,000                                     27,000  
 
(1)   Mr. Bonini and Ms. Levis ceased to be directors effective October 24, 2006.
Item 12.   Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
     The following table shows, as of April 16, 2007, the amount of Doral Financial’s common stock beneficially owned (unless otherwise indicated in the footnotes) by each director, nominee for director, executive officer named in the Summary Compensation Table and 5% shareholder of Doral Financial, and by all directors and executive officers of Doral Financial as a group. The information is based on reports filed with the SEC and information provided by the persons named below. No director, nominee or executive officer owned shares of preferred stock of Doral Financial as of such date.

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    Amount and Nature   Percent
Name of Beneficial Owner   of Beneficial Ownership(1)(2)   of Class
Directors
               
Dennis G. Buchert
          **  
Edgar M. Cullman, Jr.(3)
    11,565,299       10.7 %
John L. Ernst(4)
    11,565,299       10.7 %
Peter A. Hoffman
    1,800          
John B. Hughes
          **  
Efraim M. Kier
    18,780       **  
Adolfo Marzol
          **  
Manuel Peña-Morros
    1,000       **  
Harold D. Vicente
    33,525       **  
 
               
Management
               
Glen R. Wakeman
    150,000       **  
Lesbia Blanco
          **  
Marangal I. Domingo
          **  
Calixto García-Vélez
          **  
Gerardo Leiva
          **  
Olga Mayoral-Wilson
          **  
César A. Ortiz
          **  
Enrique R. Ubarri-Baragaño
          **  
 
               
All directors, nominees and executive officers as a group, consisting of 17 persons, including those named above
    11,770,404       10.9 %
 
               
Other Principal Holders
               
Edgar M. Cullman(3)
    11,565,299       10.7 %
641 Lexington Avenue
New York, N.Y 10022
               
 
               
Louise B. Cullman(3)
    11,565,299       10.7 %
641 Lexington Avenue
New York, NY 10022
               
 
               
Susan R. Cullman(3)
    11,565,299       10.7 %
641 Lexington Avenue
New York, NY 10022
               
 
               
Frederick M. Danziger(3)
    11,565,299       10.7 %
641 Lexington Avenue
New York, NY 10022
               
 
               
Lucy C. Danziger(3)
    11,565,299       10.7 %
641 Lexington Avenue
New York, NY 10022
               
 
               
Cullman and Ernst Group(4)
    11,565,299       10.7 %
641 Lexington Avenue
New York, NY 10022
               
 
               
 
               
Select Equity Group, Inc.(5)
    5,630,965       5.22 %
Select Offshore Advisors, LLC
George S. Loening
380 Lafayette Street, 6th Floor
New York, New York 10003
               

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**   Represents less than 1% of Doral Financial’s outstanding common stock.
 
(1)   Except as noted in the footnotes below, the information is based on the SEC’s definition of “beneficial ownership,” which is broader than ownership in the usual sense. For example, under SEC rules you beneficially own stock not only if you hold it directly, but also if you indirectly (through a relationship, a position as a director or trustee or a contract or an understanding) have or share the power to vote the stock or to sell it, or if you have the right to acquire it within 60 days. Where more than one person shares investment and voting power in the same shares or if such shares are owned by any member of the Cullman and Ernst Group, such shares are shown more than once. Such shares are reflected only once, however, in the total for all directors and officers as a group.
Certain of the persons named in the table disclaim beneficial ownership of some of the shares included in the table as follows:
    Edgar M. Cullman, Jr. — 5,036,888 shares in which he holds shared investment and/or voting power and 6,187,313 shares in which he holds no investment or voting power other than the understanding referred to in footnote(6).
 
    John Ernst — 1,128,438 shares in which he holds shared investment and/or voting power and 10,334,810 shares in which he holds no investment or voting power other than the understanding referred to in footnote(6).
 
    Edgar M. Cullman — 5,467,091 shares in which he holds shared investment and/or voting power and 5,786,899 shares in which he holds no investment and/or voting power other than the understanding referred to in footnote(6).
 
    Louise B. Cullman — 4,417,637 shares in which she holds shared investment and/or voting power and 6,811,397 shares in which she holds no investment or voting power other than the understanding referred to in footnote(6).
 
    Susan R. Cullman — 5,102,608 shares in which she holds shared investment and/or voting power and 6,173,881 shares in which she holds no investment or voting power other than the understanding referred to in footnote(6).
 
    Frederick M. Danziger — 887,112 shares in which he holds shared investment and/or voting power and 10,598,536 shares in which he holds no investment or voting power other than the understanding referred to in footnote(6).
 
    Lucy C. Danziger — 5,450,462 shares in which she holds shared investment and/or voting power and 5,722,679 shares over which she holds no investment or voting power other than the understanding referred to in footnote(6).
(2)   Includes 100,000 shares of Mr. Glen R. Wakeman that could be purchased by exercise of stock options exercisable at April 16, 2007 or within 60 days after that date under Doral Financial’s stock option plan.
 
(3)   Member of the Cullman and Ernst Group. Edgar M. Cullman is the father of Edgar M. Cullman, Jr., Susan R. Cullman and Lucy C. Danziger, the husband of Louise B. Cullman, and the uncle of John L. Ernst. Lucy C. Danziger is the wife of Frederick M. Danziger.
 
(4)   As of June 22, 2006, a group consisting of Edgar M. Cullman, his son Edgar M. Cullman, Jr., a director of Doral Financial, direct members of their families and trusts for their benefit, Mr. John L. Ernst, also a director of Doral Financial, his sister and direct members of their families and trusts for their benefit owned an aggregate of 11,565,299 shares of common stock or approximately 10.7% of the outstanding common stock. Among others, Messrs. Cullman and Cullman, Jr. and their wives, Mr. Ernst and to a lesser extent Mr. Danziger (who is a member of the Cullman and Ernst Group), hold investment and voting power or shared investment and voting power over such shares. Mr. Danziger is the brother-in-law of Mr. Edgar M. Cullman, Jr. and a former director of Doral Financial. A Schedule 13D filed with the SEC on behalf of the Cullman and Ernst Group states that there is no formal agreement governing the group’s holding and voting of such shares, but that there is an informal understanding that the persons and trusts included in the group will hold and vote together the shares owned by each of them in each case subject to any applicable fiduciary responsibilities.
 
(5)   Based on information contained in a Schedule 13G filed with the SEC jointly by Select Equity Group, Inc. (“Select”), Select Offshore Advisors, LLC (“Select Offshore”) and George S. Loening, Select and Select Offshore are the beneficial owners of 5,630,965 shares or approximately 5.22% of the outstanding common stock of Doral Financial. According to the Schedule 13G, as President and controlling shareholder of Select and the Manager of select Offshore, Mr. Loening has the power to vote and to direct the voting of and the power to dispose and direct the disposition of the shares owned by Select and Select offshore.

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Equity Compensation Plan Information
     The following table provides information as of December 31, 2005, regarding shares of common stock that may be issued to all Doral Financial employees under its 1997 Employee Stock Option Plan and its Omnibus Incentive Plan, its only equity-based compensation plans currently in effect.
                             
                        Number of
                        Securities Remaining
                        Available for
                        Future Issuance
                        Under Equity
        Number of           Compensation
        Securities   Weighted-   Plans
        to be Issued Upon   Average   (Excluding
        Exercise of   Exercise Price of   Securities Reflected
        Outstanding   Outstanding   in the Second
    Plan Category   Options   Options   Column)
Equity compensation plans approved by security holders
  1997 Employee Stock Option Plan(1)     22,050     $ 5.63       -0-  
 
  Omnibus Incentive Plan(2)     1,673,000     $ 6.46       2,025,000  
 
                           
Equity compensation plans not approved by security holder
  None                  
Total
        1,695,050     $ 6.45       2,025,000  
 
(1)   The 1997 Employee Stock Plan was approved by the shareholders of Doral Financial on April 16, 1998. On April 18, 2001, Doral Financial’s shareholders voted to increase the total number of shares authorized to he issued under the plan to 6,750,000 shares.
 
(2)   The Omnibus Incentive Plan was approved by shareholders of Doral Financial on April 21, 2004.
    Item 13. Certain Relationships and Related Transactions.
     From time to time, Doral Financial or its subsidiaries make mortgage loans to persons who purchase homes in residential housing projects developed by Arturo Madero, the spouse of Zoila Levis, the former President of Doral Financial and a former director of Doral Financial. All such loans have been made in the ordinary course of business on substantially the same terms, including interest rates and collateral, as those prevailing at the same time for comparable transactions for persons purchasing homes in projects developed by unaffliliated persons.
     Doral Bank — PR and Doral Bank — NY have had, and expect to have in the future banking transactions in the ordinary course of business with directors and executive officers of Doral Financial as well as their affiliated entities. In particular, Doral Bank – PR has made construction loans to development entities controlled by Arturo Madero, the spouse of Zoila Levis, the former President and a former Director of Doral Financial. All extensions of credit to any of these persons by Doral Bank – PR or Doral Bank — NY have been made in the ordinary course of business on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with other persons. As part of a credit analysis, the Company classified as sub-standard a construction loan extended to a partnership controlled by Arturo Madero with an outstanding balance of $14.9 million and assigned a credit reserve of $5.0 million related to that loan.
     Pursuant and subject to its bylaws, Doral Financial is reimbursing the legal expenses of its current and former officers and directors with respect to the lawsuits and other legal proceedings initiated in connection with the restatement of the Company’s financial statements, in advance of their final disposition.

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Item 14. Principal Accountant Fees and Services.
     The aggregate fees billed for professional services by PricewaterhouseCoopers LLP in 2006 and 2005 for the various services provided to Doral Financial were:
                 
Type of Fees   2006     2005  
Audit Fees
  $ 6,126,500     $ 5,480,000  
Audit-Related Fees
    96,000       308,000  
Tax Fees
          100,000  
All Other Fees
    3,000       2,000  
 
           
Total
  $ 6,225,500     $ 5,890,000  
 
           
     In the above table, in accordance with SEC definitions and rules, “audit fees” are fees paid by Doral Financial to PricewaterhouseCoopers LLP for professional services rendered for the audits of Doral Financial’s internal control over financial reporting as required by Section 404 of the Sarbanes-Oxley Act of 2002 and of the consolidated financial statements included in the Form 10-K and for the review of financial statements included in Form 10-Qs, or for services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements. For 2006 “audit fees” includes approximately $3.5 million of fees for services rendered in connection with Doral Financial’s restatement. “Audit-related fees” are fees billed by PricewaterhouseCoopers LLP for assurance and related services that are reasonably related to the performance of the audit or review of Doral Financial’s financial statements and consisted of employee benefit plan audits, accounting consultations, SAS 70 engagement and Sarbanes-Oxley, Section 404 implementation assistance. “Tax fees” are fees for tax compliance, tax advice and assistance with tax audits. “All other fees” are fees billed by PricewaterhouseCoopers LLP to Doral Financial for any services not included in the first three categories. During 2006, the Company paid approximately $3,000 related to the use of an electronic library of authoritative research accounting and SEC literature.
PART IV
    Item 15. Exhibits and Financial Statement Schedules.
     (a) List of documents filed as part of this report.
          (1) Financial Statements.
     The following consolidated financial statements of Doral Financial, together with the report thereon of Doral Financial’s independent registered public accounting firm, PricewaterhouseCoopers LLP, dated April 27, 2007, are included herein beginning on page F-1:
    Report of Independent Registered Public Accounting Firm
 
    Consolidated Statements of Financial Condition as of December 31, 2006 and 2005
 
    Consolidated Statements of Income for each of the three years in the period ended December 31, 2006
 
    Consolidated Statements of Changes in Stockholders’ Equity for each of the three years in the period ended December 31, 2006
 
    Consolidated Statements of Comprehensive Income for each of the three years in the period ended December 31, 2006
 
    Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, 2006
 
    Notes to consolidated financial statements

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          (2) Financial Statement Schedules.
     All financial schedules have been omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.
          (3) Exhibits.

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Exhibit    
Number   Description
 
   
3.1(a)
  Second Restated Certificate of Incorporation of Doral Financial. (Incorporated herein by reference to exhibit number 3.1(c) of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1997.)
 
   
3.1(b)
  Certificate of Designation creating the 7% Noncumulative Monthly Income Preferred Stock, Series A (Incorporated herein by reference to exhibit number 3.4 of Doral Financial’s Registration Statement on Form 8-A filed with the Commission on February 17, 1999.)
 
   
3.1(c)
  Certificate of Amendment, dated May 13, 1999, to Restated Certificate of Incorporation. (Incorporated herein by reference to exhibit number 3.1(f) of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended March 31, 1999.)
 
   
3.1(d)
  Certificate of Designation creating the 8.35% Noncumulative Monthly Income Preferred Stock, Series B, (Incorporated herein by reference to exhibit number 3.3 of Doral Financial’s Registration Statement on Form 8-A filed with the Commission on August 30, 2000.)
 
   
3.1(e)
  Certificate of Designation creating the 7.25% Noncumulative Monthly Income Preferred Stock, Series C. (Incorporated herein by reference to exhibit number 3.3 of Doral Financial’s Registration Statement on Form 8-A filed with the Commission on May 30, 2002.)
 
   
3.1(f)
  Certificate of Designation creating the 4.75% Perpetual Cumulative Convertible Preferred Stock, including form of stock certificate (Incorporated herein by reference to Exhibit 4 to Doral Financial’s Current Report on Form 8-K filed with the Commission on September 30, 2003.)
 
   
3.1(g)
  Certificate of Amendment, dated April 27, 2004, to Second Restated Certificate of Incorporation. (Incorporated herein by reference to the exhibit number 3(a) of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2004.)
 
   
3.1(h)
  Certificate of Incorporation of Doral Financial, as currently in effect. (Incorporated by reference to exhibit number 3.1(h) of Doral Financial’s Annual Report on Form 10-K for the year ended December 31, 2004.)
 
   
3.2
  Bylaws of Doral Financial Corporation, as amended on August 8, 2006. (Incorporated by reference to exhibit number 3.2 of Doral Financial’s Annual Report on Form 10-K for the year ended December 31, 2005.)
 
   
4.1
  Common Stock Certificate. (Incorporated herein by reference to the same exhibit number of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1997.)
 
   
4.2
  Loan and Guaranty Agreement among Puerto Rico Industrial, Tourist, Educational, Medical and Environmental Control Facilities Financing Authority (“AFICA”), Doral Properties, Inc. and Doral Financial. (Incorporated herein by reference to exhibit number 4.1 of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1999.)
 
   
4.3
  Trust Agreement between AFICA and Citibank, N.A. (Incorporated herein by reference to exhibit number 4.2 of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1999.)
 
   
4.4
  Form of Serial and Term Bond. (included in Exhibit 4.3 hereof).
 
   
4.5
  Deed of Constitution of First Mortgage over Doral Financial Plaza. (Incorporated herein by reference to exhibit number 4.4 of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1999.)
 
   
4.6
  Mortgage Note secured by First Mortgage referred to in Exhibit 4.5 hereto. (included in Exhibit 4.5 hereof).
 
   
4.7
  Pledge and Security Agreement. (Incorporated herein by reference to exhibit number 4.6 of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1999.)
 
   
4.8
  Indenture, dated May 14, 1999, between Doral Financial and U.S. Bank National Association, as trustee, pertaining to senior debt securities. (Incorporated by reference to exhibit number 4.1 of Doral Financial’s Current Report on Form 8-K filed with the Commission on May 21, 1999.)
 
   
4.9
  Indenture, dated May 14, 1999, between Doral Financial and Bankers Trust Company, as trustee, pertaining to subordinated debt securities. (Incorporated by reference to exhibit number 4.3 of Doral Financial’s Current Report on Form 8-K filed with the Commission on May 21, 1999.)
 
   
4.10
  Form of Stock Certificate for 7% Noncumulative Monthly Income Preferred Stock, Series A. (Incorporated herein by reference to exhibit number 4.1 of Doral Financial’s Registration Statement on Form 8-A filed with the Commission on February 17, 1999.)
 
   
4.11
  Form of Stock Certificate for 8.35% Noncumulative Monthly Income Preferred Stock, Series B. (Incorporated herein by reference to exhibit number 4.1 of Doral Financial’s Registration Statement on Form 8-A filed with the Commission on August 30, 2000.)
 
   
4.12
  First Supplemental Indenture, dated as of March 30, 2001, between Doral Financial and Deutsche

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Exhibit    
Number   Description
 
  Bank Trust Company Americas (formerly known as Bankers Trust Company), as trustee. (Incorporated herein by reference to exhibit number 4.9 to Doral Financial’s Current Report on Form 8-K filed with the Commission on April 2, 2001.)
 
   
4.13
  Form of 7.65% Senior Note of Doral Financial. (Incorporated by reference to exhibit number 4.10 to Doral Financial’s Current Report on Form 8-K filed with the Commission on April 2, 2001.)
 
   
4.14
  Form of Stock Certificate for 7.25% Noncumulative Monthly Income Preferred Stock, Series C. (Incorporated herein by reference to exhibit number 4.1 of Doral Financial’s Registration Statement on Form 8-A filed with the Commission on May 30, 2002.)
 
   
4.15
  Form of Stock Certificate for 4.75% Perpetual Cumulative Convertible Preferred Stock. (Included in Exhibit 3.1(f) hereof.)
 
   
4.16
  Floating Rate Senior Note due December 7, 2005. (Incorporated herein by reference to exhibit number 4.1 to Doral Financial’s Current Report on Form 8-K filed with the Commission on June 7, 2004.)
 
   
4.17
  Floating Rate Senior Note due July 20, 2007. (Incorporated herein by reference to exhibit number 4.1 to Doral Financial’s Current Report on Form 8-K filed with the Commission on July 20, 2004.)
 
   
4.18
  Floating Rate Senior Note due July 20, 2007. (Incorporated herein by reference to exhibit number 4.1 to Doral Financial’s Current Report on Form 8-K filed with the Commission on September 1, 2004.)
 
   
4.19
  Floating Rate Senior Note due July 20, 2007. (Incorporated herein by reference to exhibit number 4.1 to Doral Financial’s Current Report on Form 8-K filed with the Commission on September 20, 2004.)
 
   
10.1
  Stipulation and Agreement of Partial Settlement, dated as of April 27, 2007.
 
   
10.2
  Amended and Restated Master Production Agreement, dated as of October 1, 1995, between Doral Financial, Doral Mortgage and Doral Bank. (Incorporated herein by reference to exhibit number 19.3 of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1993 (File No. 0-17224).)
 
   
10.3
  Master Purchase, Servicing and Collection Agreement, dated as of September 15, 1993, between Doral Financial and Doral Bank. (Incorporated herein by reference to exhibit number 19.4 of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 1993 (File No. 0-17224).)
 
   
10.4
  Master Servicing and Collection Agreement dated October 1, 1995, between Doral Financial and Doral Bank. (Incorporated herein by reference to exhibit number 10.64 of Doral Financial’s Annual Report on Form 10-K for the year ended December 31, 1995.)
 
   
10.5
  First Amendment to Master Servicing and Collection Agreement, dated as of March 1, 1996, between Doral Financial and Doral Bank. (Incorporated herein by reference to exhibit number 10.66 of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended March 31, 1996.)
 
   
10.6
  First Amendment to Amended and Restated Master Production Agreement, dated as of March 1, 1996, between Doral Financial, Doral Mortgage Corporation and Doral Bank. (Incorporated herein by reference to exhibit number 10.67 of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended March 31, 1996.)
 
   
10.7
  Indenture, dated as of October 10, 1996, between Doral Financial and U.S. Bank National Association, as trustee, including form of Senior Note. (Incorporated herein by reference to exhibit number 10.69 of Doral Financial’s Quarterly Report as Form 10-Q for the quarter ended September 30, 1996.)
 
   
10.8
  1997 Employee Stock Option Plan (Incorporated herein by reference to the exhibit number 4.2 of Doral Financial’s Registration Statement on Form S-8 (No. 333-31283) filed with the Commission on July 15, 1997.)
 
   
10.9
  Form of Stock Option Agreement for use under 1997 Employee Stock Option Plan. (Incorporated herein by reference to exhibit number 10.78 of Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended June 30, 1998.)

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Exhibit    
Number   Description
10.10
  First Supplemental Indenture, dated as of October 19, 1998, between Doral Financial and Deutsche Bank Trust Company Americas (formerly known as Bankers Trust Company). (Incorporated herein by reference to exhibit number 10.79 of Doral Financial’s Current Report on Form 8-K filed with the Commission on October 23, 1998.)
 
   
10.11
  Purchase Agreement, dated September 23, 2003, between Doral Financial Corporation and Wachovia Securities LLC, as Representative of the Initial Purchasers of Doral Financial’s 4.75% Perpetual Cumulative Convertible Preferred Stock named therein. (Incorporated by reference to Exhibit 1 to Doral Financial’s Current Report on Form 8-K filed with the Commission on September 30, 2003.)
 
   
10.12
  Employment Agreement, dated as of May 23, 2006, between Doral Financial and Glen Wakeman. (Incorporated herein by reference to Exhibit 10.1 to Doral Financial’s Current Report on Form 8-K filed with the Commission on May 30, 2006.)
 
   
10.13
  Employment Agreement, dated as of August 14, 2006, between Doral Financial Corporation and Lesbia Blanco. (Incorporated herein by reference to Exhibit 10.1 to Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006 filed with the Commission on December 29, 2006.)
 
   
10.14
  Employment Agreement, dated as of August 21, 2006, between Doral Financial Corporation and Calixto García-Vélez. (Incorporated herein by reference to Exhibit 10.2 to Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006 filed with the Commission on December 29, 2006.)
 
   
10.15
  Employment Agreement, dated as of September 25, 2006, between Doral Financial Corporation and Marangal I. Domingo. (Incorporated herein by reference to Exhibit 10.3 to Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006 filed with the Commission on December 29, 2006.)
 
   
10.16
  Employment Agreement, dated as of September 18, 2006, between Doral Financial Corporation and Olga Mayoral-Wilson. (Incorporated herein by reference to Exhibit 10.4 to Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006 filed with the Commission on December 29, 2006.)
 
   
10.17
  Employment Agreement, dated as of October 16, 2006, between Doral Financial Corporation and Gerardo Leiva. (Incorporated herein by reference to Exhibit 10.5 to Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006 filed with the Commission on December 29, 2006.)
 
   
10.18
  Employment Agreement, dated as of October 2, 2006, between Doral Financial Corporation and Enrique R. Ubarri, Esq. (Incorporated herein by reference to Exhibit 10.6 to Doral Financial’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006 filed with the Commission on December 29, 2006.)
 
   
12.1
  Computation of Ratio of Earnings to Fixed Charges.
 
   
12.2
  Computation of Ratio of Earnings to Fixed Charges and Preferred Stock Dividends.
 
   
21
  List of Doral Financial’s subsidiaries.
 
   
31.1
  CEO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 
   
31.2
  CFO Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 
   
32.1
  CEO Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to the Sarbanes-Oxley Act of 2002.
 
   
32.2
  CFO Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to the Sarbanes-Oxley Act of 2002.

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SIGNATURES
     Pursuant to the requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, Doral Financial Corporation has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
         
  DORAL FINANCIAL CORPORATION
 
 
  By:   /s/ Glen R. Wakeman    
    Glen R. Wakeman   
    Chief Executive Officer   
 
Date: April 30, 2007
     Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated:
         
/s/ Glen R. Wakeman
 
Glen R. Wakeman
  Chief Executive Officer    April 30, 2007
         
/s/ Marangal I. Domingo
 
Marangal I. Domingo
  Executive Vice President and
Chief Financial Officer 
  April 30, 2007
         
/s/ Dennis G. Buchert
 
Dennis G. Buchert
  Director    April 30, 2007
         
/s/ Edgar M. Cullman, Jr.
 
Edgar M. Cullman, Jr.
  Director    April 30, 2007
         
/s/ John L. Ernst
 
John L. Ernst
  Director    April 30, 2007
         
/s/ Peter A. Hoffman
 
Peter A. Hoffman
  Director    April 30, 2007
         
/s/ John B. Hughes
 
John B. Hughes
  Director    April 30, 2007
         
/s/ Efraim Kier
 
Efraim Kier
  Director    April 30, 2007
         
/s/ Adolfo Marzol
 
Adolfo Marzol
  Director    April 30, 2007
         
/s/ Manuel Peña-Morros
 
Manuel Peña-Morros
  Director    April 30, 2007
         
/s/ Harold D. Vicente
 
Harold D. Vicente
  Director    April 30, 2007
         
/s/ César A. Ortiz
 
César A. Ortiz
  Chief Accounting Officer    April 30, 2007

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Report of Independent Registered Public Accounting Firm
To the Board of Directors and
Shareholders of Doral Financial Corporation:
We have completed integrated audits of Doral Financial Corporation’s consolidated financial statements and of its internal control over financial reporting as of December 31, 2006, in accordance with the standards of the Public Company Accounting Oversight Board (United States). Our opinions, based on our audits, are presented below.
Consolidated financial statements
In our opinion, the consolidated financial statements listed in the index appearing under Item 15(a)(1) present fairly, in all material respects, the financial position of Doral Financial Corporation and its subsidiaries at December 31, 2006 and 2005, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2006 in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit of financial statements includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company will need significant outside financing to meet liquidity needs during 2007. These needs, which arise primarily due the maturity of the Company’s $625 million senior notes in July 2007, raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plan in regard to this matter is also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Internal control over financial reporting
Also, we have audited management’s assessment, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A, that Doral Financial Corporation did not maintain effective internal control over financial reporting as of December 31, 2006, because 1) the Company did not design and maintain effective controls, including monitoring controls, over its financial close and reporting process (including that: a) the Company did not design effective controls

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to allow for complete and accurate financial statement information to be presented to management and the Board of Directors for their review on a timely and recurring basis, b) the Company did not maintain a sufficient complement of personnel with an appropriate level of knowledge, experience and training in the application of generally accepted accounting principles and internal control over financial reporting, c) the Company did not maintain or adequately disseminate accounting policies and procedures in certain critical areas to allow personnel to completely and accurately analyze transactions in order to determine their appropriate accounting treatment under generally accepted accounting principles, and d) the Company did not maintain effective controls over the communication of certain non-recurring transactions in order to allow for a complete and accurate analysis of the appropriate accounting treatment under generally accepted accounting principles); and 2) the Company did not maintain effective controls over the completeness and valuation of its allowance for loan and lease losses and the related provision for loan and lease losses accounts, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express opinions on management’s assessment and on the effectiveness of the Company’s internal control over financial reporting based on our audit. We conducted our audit of internal control over financial reporting in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. An audit of internal control over financial reporting includes obtaining an understanding of internal control over financial reporting, evaluating management’s assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we consider necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinions.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Management’s assessment and our audit of Doral Financial Corporation’s internal control over financial reporting also included controls over the preparation of financial statements in accordance with the instructions to the Consolidated Financial Statements for Bank Holding Companies (Form FR Y-9C) to comply with the reporting requirements of Section 112 of the Federal Deposit Insurance Corporation Improvement Act (FDICIA). A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
A material weakness is a control deficiency, or combination of control deficiencies, that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. The following material weaknesses have been identified and included in management’s assessment as of December 31, 2006.

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1.   The Company did not design and maintain effective controls, including monitoring controls, over its financial close and reporting process. Specifically:
    The Company did not design effective controls to allow for complete and accurate financial statement information to be presented to management and the Board of Directors for their review on a timely and recurring basis. Specifically, the Company’s controls and procedures were not designed to ensure (i) the systematic and accurate execution of account-level analyses and reconciliations, (ii) the systematic review and approval of journal entries, and (iii) the review of significant variances in account balances.
 
    The Company did not maintain a sufficient complement of personnel with an appropriate level of knowledge, experience and training in the application of generally accepted accounting principles and internal control over financial reporting. Specifically, it did not maintain sufficient personnel to assist the Chief Accounting Officer with the analysis and review of complex transactions and accounting pronouncements.
 
    The Company did not maintain or adequately disseminate accounting policies and procedures in certain critical areas to allow personnel to completely and accurately analyze transactions in order to determine their appropriate accounting treatment under generally accepted accounting principles.
 
    The Company did not maintain effective controls over the communication of certain non-recurring transactions in order to allow for a complete and accurate analysis relative to determining the appropriate accounting treatment under generally accepted accounting principles. Specifically, the Company did not maintain effective controls for the communication of information regarding non-recurring transactions from the business units to the accounting and financial reporting units.
    The material weaknesses in the Company’s financial close and reporting process described above contributed to the existence of the material weakness described in item 2 below. Additionally, these material weaknesses resulted in audit adjustments to the Company’s 2006 consolidated financial statements and could result in misstatements of any of the Company’s financial statement accounts and disclosures that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected.
 
2.   The Company did not maintain effective controls over the completeness and valuation of its allowance for loan and lease losses and the related provision for loan and lease losses accounts. Specifically, the Company did not maintain effective controls over the analysis of impaired loans in order to determine that probable losses were completely and accurately estimated in accordance with generally accepted accounting principles. This control deficiency resulted in audit adjustments to the Company’s 2006 consolidated financial statements and could result in a misstatement of the Company’s allowance for loan and lease losses and the related provision for loan and lease losses accounts that would result in a material misstatement to the annual or interim consolidated financial statements that would not be prevented or detected. Accordingly, the Company’s management has determined that this control deficiency constitutes a material weakness.

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These material weaknesses were considered in determining the nature, timing, and extent of audit tests applied in our audit of the 2006 consolidated financial statements, and our opinion regarding the effectiveness of the Company’s internal control over financial reporting does not affect our opinion on those consolidated financial statements.
In our opinion, management’s assessment that Doral Financial Corporation did not maintain effective internal control over financial reporting as of December 31, 2006, is fairly stated, in all material respects, based on criteria established in Internal Control — Integrated Framework issued by the COSO. Also, in our opinion, because of the effects of the material weaknesses described above on the achievement of the objectives of the control criteria, Doral Financial Corporation has not maintained effective internal control over financial reporting as of December 31, 2006, based on criteria established in Internal Control — Integrated Framework issued by the COSO.
/s/ PricewaterhouseCoopers LLP
San Juan, Puerto Rico
April 27, 2007
CERTIFIED PUBLIC ACCOUNTANTS
(OF PUERTO RICO)
License No. 216 Expires Dec. 1, 2007
Stamp 2212682 of the P.R. Society of
Certified Public Accountants has been
affixed to the file copy of this report

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CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                 
    December 31,  
(Dollars in thousands, except share information)   2006     2005  
Assets
               
Cash and due from banks
  $ 227,127     $ 192,141  
 
           
Money market investments:
               
Money market investments with creditors’ right to repledge
    234,296       141,391  
Other money market investments
    684,438       1,212,970  
 
           
Total money market investments
    918,734       1,354,361  
 
           
 
               
Pledged investment securities that can be repledged:
               
Securities held for trading, at fair value (includes fair value of IOs of $1,062 in 2006; $11,257 in 2005)
    72,218       202,759  
Securities available for sale, at fair value
    2,209,439       4,219,153  
Securities held to maturity, at amortized cost (market value of $1,746,760 in 2006; $1,659,237 in 2005)
    1,823,661       1,698,264  
 
           
Total pledged investment securities that can be repledged
    4,105,318       6,120,176  
 
           
 
               
Other investment securities:
               
Securities held for trading, at fair value (includes fair value of IOs of $48,864 in 2006; $62,777 in 2005)
    111,587       185,917  
Securities available for sale, at fair value
    199,247       412,420  
Securities held to maturity, at amortized cost (market value of $254,592 in 2006; $392,214 in 2005)
    259,276       401,430  
Federal Home Loan Bank of NY (FHLB) stock, at cost
    70,533       72,205  
 
           
Total other investment securities
    640,643       1,071,972  
 
           
Total investment securities
    4,745,961       7,192,148  
 
           
 
               
Loans:
               
Mortgage loans held for sale, at lower of cost or market, pledged with creditors’ right to repledge
    442,161       3,515,156  
Other mortgage loans held for sale, at lower of cost or market
    1,326,929       1,807,039  
Loans receivable, net of allowance for loan and lease losses (2006-$67,233; 2005-$35,044)
    3,389,937       2,477,960  
 
           
Total loans
    5,159,027       7,800,155  
 
           
 
               
Receivables and mortgage-servicing advances
    58,187       66,909  
Accrued interest receivable
    64,363       85,338  
Servicing assets, net
    176,367       150,576  
Premises and equipment, net
    138,805       150,450  
Real estate held for sale, net
    33,197       17,662  
Deferred tax asset
    261,645       213,217  
Other assets
    73,011       75,792  
 
           
Total assets
  $ 11,856,424     $ 17,298,749  
 
           
 
               
Liabilities
               
Deposits:
               
Non-interest-bearing deposits
  $ 327,186     $ 425,788  
Interest-bearing deposits
    3,923,574       3,811,481  
Securities sold under agreements to repurchase
    3,899,365       6,054,598  
Advances from FHLB
    1,034,500       969,500  
Loans payable
    444,443       3,578,230  
Notes payable
    923,913       965,621  
Accrued expenses and other liabilities
    400,039       343,722  
 
           
Total liabilities
    10,953,020       16,148,940  
 
           
 
               
Commitments and contingencies (Note 26)
               
 
               
Stockholders’ Equity
               
Preferred stock, $1 par value; 40,000,000 shares authorized; 9,015,000 shares issued and outstanding in 2006 and 2005, respectively, at aggregate liquidation preference value:
               
Perpetual noncumulative nonconvertible preferred stock (Series A, B and C)
    228,250       228,250  
Perpetual cumulative convertible preferred stock
    345,000       345,000  
Common stock, $1 par value; 500,000,000 shares authorized; 107,948,236 and 107,930,236 shares issued and outstanding in 2006 and 2005, respectively
    107,948       107,930  
Additional paid-in capital
    166,495       165,609  
Legal surplus
    23,596       23,596  
Retained earnings
    139,051       404,885  
Accumulated other comprehensive loss, net of income tax benefit of $1,829 in 2006 and $3,809 in 2005
    (106,936 )     (125,461 )
 
           
Total stockholders’ equity
    903,404       1,149,809  
 
           
Total liabilities and stockholders’ equity
  $ 11,856,424     $ 17,298,749  
 
           
The accompanying notes are an integral part of these financial statements.

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CONSOLIDATED STATEMENTS OF INCOME
                         
    Year ended December 31,  
(Dollars in thousands, except per share information)   2006     2005     2004  
Interest income:
                       
Loans
  $ 458,307     $ 496,806     $ 423,908  
Mortgage-backed securities
    186,697       224,930       103,491  
Interest-only strips (“IOs”)
    6,522       10,854       13,454  
Investment securities
    119,415       142,601       158,379  
Other interest-earning assets
    50,954       72,588       23,477  
 
                 
Total interest income
    821,895       947,779       722,709  
 
                 
 
                       
Interest expense:
                       
Deposits
    155,418       106,164       80,683  
Securities sold under agreements to repurchase
    240,787       256,542       120,635  
Advances from FHLB
    46,455       48,631       49,842  
Loans payable
    118,491       197,902       88,413  
Notes payable
    59,354       57,943       45,513  
 
                 
Total interest expense
    620,505       667,182       385,086  
 
                 
 
                       
Net interest income
    201,390       280,597       337,623  
 
                       
Provision for loan and lease losses
    39,829       22,369       10,384  
 
                 
 
                       
Net interest income after provision for loan and lease losses
    161,561       258,228       327,239  
 
                 
 
                       
Non-interest (loss) income:
                       
Net (loss) gain on mortgage loan sales and fees
    (34,456 )     52,131       83,585  
Net loss on securities held for trading, including gains and losses on the fair value of IOs
    (37,228 )     (3,406 )     (111,678 )
Net (loss) gain on sale of investment securities
    (27,668 )     (40,798 )     11,956  
Net (loss) gain on extinguishment
    (4,157 )     2,000        
Servicing income (loss), net of amortization and impairment/recovery
    6,904       16,715       (18 )
Commissions, fees and other income
    37,378       35,906       32,333  
 
                 
Total non-interest (loss) income
    (59,227 )     62,548       16,178  
 
                 
 
                       
Non-interest expenses:
                       
Compensation and benefits
    95,243       90,797       90,284  
Taxes, other than payroll and income taxes
    12,552       10,918       9,363  
Advertising
    9,849       16,588       15,079  
Professional services
    64,358       45,174       13,711  
Communication and information systems
    18,493       18,553       13,812  
Occupancy and other office expenses
    27,430       31,548       27,242  
Depreciation and amortization
    22,028       20,923       17,683  
Provision for contingency
    95,000       25,000        
Other
    29,389       28,992       26,940  
 
                 
Total non-interest expenses
    374,342       288,493       214,114  
 
                 
 
                       
(Loss) income before income taxes
    (272,008 )     32,283       129,303  
 
                       
Income tax benefit (expense)
    48,107       (19,091 )     85,491  
 
                 
 
                       
Net (loss) income
  $ (223,901 )   $ 13,192     $ 214,794  
 
                 
 
                       
Net (loss) income attributable to common shareholders
  $ (257,200 )   $ (20,107 )   $ 181,495  
 
                 
 
                       
Net (loss) income per common share:
                       
 
                       
Basic
  $ (2.38 )   $ (0.19 )   $ 1.68  
 
                 
 
                       
Diluted
  $ (2.38 )   $ (0.19 )   $ 1.63  
 
                 
 
                       
Dividends per common share
  $ 0.08     $ 0.62     $ 0.60  
 
                 
The accompanying notes are an integral part of these financial statements.

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CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Preferred stock
  $ 573,250     $ 573,250     $ 573,250  
 
                 
 
                       
Common stock:
                       
Balance at beginning of year
    107,930       107,909       107,904  
Common stock issued under stock option plan
    18       21       5  
 
                 
Balance at end of year
    107,948       107,930       107,909  
 
                 
 
                       
Additional paid-in capital:
                       
Balance at beginning of year
    165,609       161,639       151,902  
Shares issued under stock option plan
    77       98       28  
Stock-based compensation recognized
    872       8,118       9,709  
Stock-based compensation reversed due to forfeited unvested options
    (63 )     (4,246 )      
 
                 
Balance at end of year
    166,495       165,609       161,639  
 
                 
 
                       
Legal surplus:
                       
Balance at beginning of year
    23,596       22,716       14,155  
Transfer from retained earnings
          880       8,561  
 
                 
Balance at end of year
    23,596       23,596       22,716  
 
                 
 
                       
Retained earnings:
                       
Balance at beginning of year
    404,885       492,786       384,596  
Net (loss) income
    (223,901 )     13,192       214,794  
Cash dividends declared on common stock
    (8,634 )     (66,914 )     (64,744 )
Cash dividends declared on preferred stock
    (33,299 )     (33,299 )     (33,299 )
Transfer to legal surplus
          (880 )     (8,561 )
 
                 
Balance at end of year
    139,051       404,885       492,786  
 
                 
 
                       
Accumulated other comprehensive loss, net of tax:
                       
Balance at beginning of year
    (125,461 )     (73,683 )     (49,445 )
Other comprehensive gain (loss), net of deferred tax
    18,525       (51,778 )     (24,238 )
 
                 
Balance at end of year
    (106,936 )     (125,461 )     (73,683 )
 
                 
 
                       
Total stockholders’ equity
  $ 903,404     $ 1,149,809     $ 1,284,617  
 
                 
The accompanying notes are an integral part of these financial statements.

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Net (loss) income
  $ (223,901 )   $ 13,192     $ 214,794  
 
                 
 
                       
Other comprehensive income (loss), before tax:
                       
Unrealized losses on securities arising during the period
    (6,506 )     (91,837 )     (13,147 )
 
                       
Amortization of unrealized loss on securities reclassified to held to maturity
    43       43       36  
 
                       
Reclassification of realized losses (gains) included in net income (loss)
    27,668       40,798       (11,956 )
 
                 
 
                       
Other comprehensive income (loss) before tax
    21,205       (50,996 )     (25,067 )
 
                       
Income tax (expense) benefit related to items of other comprehensive income (loss)
    (2,680 )     (782 )     829  
 
                 
 
                       
Other comprehensive gain (loss)
    18,525       (51,778 )     (24,238 )
 
                 
 
                       
Comprehensive (loss) income, net of tax
  $ (205,376 )   $ (38,586 )   $ 190,556  
 
                 
The accompanying notes are an integral part of these financial statements.

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CONSOLIDATED STATEMENTS OF CASH FLOWS
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Cash flows from operating activities:
                       
Net (loss) income
  $ (223,901 )   $ 13,192     $ 214,794  
 
                 
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities:
                       
Stock-based compensation
    809       3,872       9,709  
Depreciation and amortization
    22,028       20,923       17,683  
Amortization and impairment of servicing assets
    35,797       22,864       37,359  
Deferred tax benefit (expense)
    51,995       1,371       (172,629 )
Provision for loan and lease losses
    39,829       22,369       10,384  
Amortization of premium and accretion of discount on loans, investment securities and debt
    3,827       21,303       7,428  
Unrealized (gain) loss on mortgage loans held for sale
    27,243              
Origination and purchases of mortgage loans held for sale
    (1,754,474 )     (4,454,345 )     (4,436,783 )
Principal repayment and sales of mortgage loans held for sale
    4,256,962       2,582,082       2,306,027  
(Gain) loss on sale of securities
    36,222       27,483       (30,621 )
Unrealized loss (gain) on securities held for trading
    2,661       4,530       (3,259 )
Purchases of securities held for trading
    (37,409 )     (2,219,720 )     (3,148,529 )
Principal repayment and sales of securities held for trading
    426,243       3,340,005       5,207,195  
Amortization and net loss in the fair value of IOs
    58,487       64,308       54,829  
Unrealized (gain) loss on derivative instruments
    (8,582 )     (40,550 )     4,537  
Net proceeds (payments) on derivative instruments
    7,541       20,981       (4,278 )
(Increase) decrease in receivables and mortgage servicing advances
    (3,468 )     32,818       (14,292 )
Decrease (increase) in accrued interest receivable
    20,975       (11,791 )     (7,308 )
(Increase) decrease in other assets
    (99,453 )     (19,826 )     7,589  
Increase in accrued expenses and other liabilities
    29,085       97,042       29,379  
 
                 
Total adjustments
    3,116,318       (484,281 )     (125,580 )
 
                 
 
                       
Net cash provided by (used in) operating activities
    2,892,417       (471,089 )     89,214  
 
                 
 
                       
Cash flows from investing activities:
                       
Purchases of securities available for sale
    (46,023 )     (5,595,630 )     (13,439,594 )
Principal repayments and proceeds from sales of securities available for sale
    2,244,280       5,818,821       10,468,567  
Purchases of securities held to maturity
    (13,000 )     (100,000 )     (1,082,613 )
Principal repayment and maturities of securities held to maturity
    44,578       317,245       435,042  
Decrease (increase) in FHLB stock
    1,672       13,915       (4,400 )
Origination of loans receivable
    (865,326 )     (1,074,543 )     (1,065,741 )
Principal repayment of loans receivable
    633,529       359,088       671,276  
Purchase of servicing assets
    (209 )     (4,421 )     (4,505 )
Purchases of premises and equipment
    (10,382 )     (24,822 )     (28,544 )
Proceeds from sales of real estate held for sale
    12,601       44,315       20,803  
 
                 
 
                       
Net cash provided by (used in) investing activities
    2,001,720       (246,032 )     (4,029,709 )
 
                 
(Continues)
                       
The accompanying notes are an integral part of these financial statements.

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CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Cash flows from financing activities:
                       
Net increase in deposits
  $ 13,491     $ 594,189     $ 671,808  
(Decrease) increase in securities sold under agreements to repurchase
    (2,155,233 )     (250,565 )     2,702,221  
Proceeds from advances from FHLB
    500,000       50,000       205,000  
Repayment of advances from FHLB
    (435,000 )     (375,000 )     (117,000 )
Increase (decrease) in loans payable:
                       
(Decrease) increase in warehousing lines and other credit facilities
          (279,560 )     101,226  
Proceeds from secured borrowings
          880,746       1,950,210  
Repayment of secured borrowings
    (3,092,141 )     (661,463 )     (427,112 )
Proceeds from issuance of notes payable
                739,311  
Repayment of notes payable
    (82,760 )     (130,356 )     (206,155 )
Payment of consent solicitation to bondholders
    (1,297 )            
Issuance of common stock, net
    95       119       33  
Dividends paid
    (41,933 )     (100,213 )     (98,043 )
 
                 
Net cash (used in) provided by financing activities
    (5,294,778 )     (272,103 )     5,521,499  
 
                 
 
                       
Net (decrease) increase in cash and cash equivalents
    (400,641 )     (989,224 )     1,581,004  
Cash and cash equivalents at beginning of year
    1,546,502       2,535,726       954,722  
 
                 
 
                       
Cash and cash equivalents at end of year
  $ 1,145,861     $ 1,546,502     $ 2,535,726  
 
                 
 
                       
Cash and cash equivalents includes:
                       
Cash and due from banks
  $ 227,127     $ 192,141     $ 64,940  
Money market investments
    918,734       1,354,361       2,470,786  
 
                 
 
  $ 1,145,861     $ 1,546,502     $ 2,535,726  
 
                 
 
                       
Supplemental Schedule of Non-cash Activities:
                       
 
                       
Loan securitizations
  $ 251,626     $ 1,338,939     $ 914,226  
 
                 
 
                       
Loans foreclosed
  $ 16,816     $ 42,728     $ 22,881  
 
                 
 
                       
Reclassification of mortgage loans held for sale to loans receivable
  $ 961,459     $ 86,294     $  
 
                 
 
                       
Capitalization of servicing assets
  $ 61,379     $ 45,433     $ 27,520  
 
                 
 
                       
Capitalization of IOs from loan sales
  $     $ 10,981     $ 53,624  
 
                 
 
                       
Supplemental Information for Cash Flows:
                       
 
                       
Cash used to pay interest
  $ 635,560     $ 650,733     $ 375,059  
 
                 
 
                       
Cash used to pay income taxes
  $ 5,015     $ 60,697     $ 57,141  
 
                 
The accompanying notes are an integral part of these financial statements.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED
DECEMBER 31, 2006, 2005 AND 2004
1. Reporting Entity
Doral Financial Corporation (“Doral,” “Doral Financial” or the “Company”) is a financial holding company engaged in mortgage banking, banking (including thrift operations), institutional securities operations and insurance agency activities through its wholly owned subsidiaries Doral Mortgage Corporation, Doral Bank (“Doral Bank — PR”), Doral Bank, FSB (“Doral Bank–NY”), Doral Insurance Agency, Inc. (“Doral Insurance Agency”), Doral Securities, Inc. (“Doral Securities”) and Doral Properties, Inc. (“Doral Properties”). Doral Bank PR in turn operates its three wholly owned subsidiaries Doral Money, Inc. (“Doral Money”), engaged in commercial lending in the New York metropolitan area, Doral International, Inc., a Puerto Rico based international banking entity, and CB, LLC, an entity formed to dispose of a real estate project of which Doral Bank PR took possession during 2006. Doral Financial also has two other mortgage banking subsidiaries, Centro Hipotecario de Puerto Rico, Inc. (“Centro Hipotecario”) and Sana Mortgage Corporation (“Sana Mortgage”), although these operations have been consolidated with those of Doral Mortgage.
The Company is primarily engaged in the origination, purchase, securitization and sale of FHA, VA, conventional conforming and non-conforming first and second mortgage loans, and in providing and/or arranging for interim financing for the construction of residential and other types of real estate development and permanent financing on multifamily and commercial real estate. The Company services FHA-insured, VA-guaranteed and conventional mortgage loans pooled for the issuance of GNMA, FNMA and FHLMC mortgage-backed securities and CMO certificates issued by grantor trusts established by the Company. The Company also services loans for private investors, originates loans for investment and provides banking services through Doral Bank — PR, a Puerto Rico commercial bank, and Doral Bank-NY, a federal savings bank in New York, and insurance and institutional securities services through Doral Insurance Agency and Doral Securities, respectively.
The Company operates primarily in Puerto Rico, but it also has one mortgage banking office and 11 branches of Doral Bank — NY, a federal savings bank in New York City.
2. Going Concern and Management Plan
The Consolidated Financial Statements of Doral Financial Corporation (the “Company”) have been prepared on a going concern basis, which contemplates the realization of assets and the discharge of liabilities in the normal course of business for the foreseeable future. The Company will need significant outside financing during 2007, principally for the payment of its $625 million floating senior notes that mature on July 20, 2007 and of amounts required under the settlement agreement dated April 27, 2007 in respect of the consolidated securities class action and shareholder derivative litigation brought against the Company following the announcement of the restatement of its financial statements in 2005. The Company’s ability to continue as a going concern is dependent on its ability to secure the needed outside financing.
Over the last several months, the Company, with the assistance of financial advisors, has analyzed and explored a number of potential sources of liquidity to repay the $625 million floating rate notes that mature on July 20, 2007. As part of the process, the Company engaged in discussions with private equity firms, hedge funds, strategic investors and certain of its bondholders.
Doral Financial is in active negotiations with a private equity firm (the “lead sponsor”) regarding a substantial investment in the Company by a new bank holding company. The new holding company would be capitalized by a number of private equity and other sophisticated financial investors, and their investment would take into account the various ownership restrictions imposed by banking regulations. The lead sponsor is actively engaged in discussions with a number of potential investors to raise the contemplated capital for the new holding company to invest in Doral.

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Based on its discussions to date, the Company believes that the proposed transaction, if executed, would be accomplished predominantly through the issuance of new equity securities at a discount to market price and would result in very significant dilution to the Company’s existing shareholders. The proposed transaction would be subject to various conditions precedent, including but not limited to the receipt of regulatory and shareholder approvals, the receipt of sufficient equity commitments from other investors, final district court approval of the settlement agreement in respect of the consolidated securities class action and shareholder derivative claims brought against the Company, the absence of certain adverse developments and other customary closing conditions. If the Company is successful in entering into the proposed transaction and it is consummated on a timely basis, the Company believes that the proposed transaction would satisfy its capital and liquidity needs. However, the Company cannot provide assurances that it will ultimately be able to enter into an agreement with respect to the proposed transaction.
Although the Company would attempt to enter into an alternative transaction that would provide it with the liquidity and capital needed to continue its business in the event that it is unable to enter into the proposed transaction, the Company cannot provide assurance that it would succeed in entering into such a transaction, especially in the limited time available prior to the July 20, 2007 maturity of the senior notes. The failure to refinance the senior notes and recapitalize the holding company would have a material adverse effect on, and impair, the holding company’s financial condition and ability to operate as going concern. This would likely cause the holding company to seek protection under applicable bankruptcy laws, which would likely result in the elimination of all value of the holding company’s common stock. Banking regulators could take actions to protect interests of the depositors of the company’s banking subsidiaries, which actions could have a material adverse effect on the value that the holding company may realize on its investment in Doral Bank PR and other subsidiaries. Until such time as the Company has received this investment or has secured alternative sources of financing, there will be substantial doubts as to its ability to continue as a going concern.
These consolidated financial statements do not give effect to any adjustments which would be necessary should the Company be unable to continue as a going concern and, therefore, be required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in the consolidated financial statements.
3. Summary of Significant Accounting Policies
The accompanying Consolidated Financial Statements include the accounts of Doral Financial Corporation and its wholly owned subsidiaries. The Company’s accounting and reporting policies conform with the accounting principles generally accepted in the United States of America (“GAAP”). All significant intercompany accounts and transactions have been eliminated in consolidation.
The following summarizes the most significant accounting policies followed in the preparation of the accompanying Consolidated Financial Statements:
Use of Estimates in the Preparation of Financial Statements
The preparation of the Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount in assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements as well as the reported amounts of revenues and expenses during the reporting periods. Because of uncertainties inherent in the estimation process, it is possible that actual results could differ from those estimates.
A significant estimate that is prevalent in the Company’s financial statements is the estimation of fair value for financial instruments, including derivative instruments, required to be recorded at fair value under GAAP. The measurement of fair value is fundamental to the presentation of Doral Financial’s financial condition and results of operations and, in many instances, requires management to make complex judgments. In general, Doral Financial records financial instruments at an estimate of the amount at which the instrument could be exchanged in a current

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transaction between willing parties, other than in a forced or liquidation sale. Fair value is generally based on quoted prices, including dealer marks or direct market observations. If quoted prices or market parameters are not available, fair value is based on internal and external valuation models using market data inputs adjusted by the Company’s particular characteristics, when appropriate. The use of different models and assumptions could produce materially different estimates of fair value. The accounting policies that have a significant impact on Doral Financial’s statements and that require the most judgment are those relating to the assumptions underlying the valuation of its MSRs, IOs, income taxes and the allowance for loan and lease losses.
Money Market Investments
Money market investments consist of fixed-income securities whose original maturity is less than three months. These investments are carried at cost, which approximates fair value due to their short-term nature. In the case of securities purchased under resale agreements, it is the Company’s policy to require and take possession of collateral whose fair value exceeds the balance of the related receivable. Collateral is valued daily, and the Company may require counterparties to deposit additional collateral or return collateral pledged when appropriate. The securities underlying the agreements are not recorded in the asset accounts of the Company since the counterparties retain effective control of such securities.
Investment Securities
Investment securities transactions are recorded on the trade date basis, except for securities underlying forward purchases and sales contracts that are not exempt from the requirements of Statement of Financial Accounting Standard No. 133, “Accounting for Derivative Instruments and Hedging Activities” (“SFAS 133”) which are recorded on contractual settlement date. At the end of the period, unsettled purchase transactions exempt from the requirements of SFAS 133 are recorded as part of the Company’s investments portfolio and as a liability, while unsettled sale transactions are deducted from the Company’s investments portfolio and recorded as an asset. Investment securities are classified as follows:
Securities Held for Trading: Securities that are bought and held principally for the purpose of selling them in the near term are classified as securities held for trading and reported at fair value generally based on quoted market prices. For securities without quoted prices, fair value represents quoted market prices for comparable instruments. In certain other cases, fair values have been estimated based on assumptions concerning the amount and timing of estimated future cash flows and assumed discount rates reflecting appropriate degrees of risk. Realized and unrealized changes in market value are recorded in the securities trading activities as a part of net gain (loss) on securities held for trading in the period in which the changes occur. Interest income and expense arising from trading instruments are included in the Consolidated Statements of Income as part of net interest income.
In the past, the Company generally sold mortgage loans that did not conform to GNMA, FNMA or FHLMC requirements (non-conforming loans) as whole loans to local financial institutions or to FNMA or FHLMC and other financial institutions in negotiated transactions. Many of Doral Financial’s whole loan sales to local financial institutions historically were structured similarly to securitization transactions. When Doral Financial sold a pool of loans to an investor, it retained the servicing rights and agreed to pay the purchaser a specified pass-through rate for the entire pool that was below the weighted-average coupon of the underlying mortgage loans. Any amounts received on the mortgages above the pass-through rate were retained by Doral Financial. The pass-through rate paid to the investors was normally a variable rate generally based on a spread over the three-month LIBOR. The present value of the future cash flows retained by Doral Financial above any contractual servicing fees are recognized on Doral Financial’s financial statements as IOs. Since July 2005, Doral Financial no longer structures its whole loan sales in this manner and has been selling its non-conforming loans in the U.S. secondary market for cash without any retained interest, other than retained mortgage servicing rights.
IOs represent the estimated present value of the cash flows retained by the Company that are generated by the underlying fixed rate mortgages (as adjusted for expected losses and prepayments, as well as by the estimated market value of any embedded cap, if applicable) after subtracting: (1) the interest rate payable to the investor; and (2) a contractual servicing fee. Prior to the first half of 2005, in connection with its whole loan sales of non-conforming loans, the Company generally agreed to pay investors a variable pass-through rate based on a spread over the 3-month LIBOR that resets quarterly, while the underlying mortgages generate interest at a fixed rate.

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Generally, the loans sold under a floating rate arrangement are subject to interest rate caps or calls set at or below the weighted-average coupon (less the servicing fee) on the pools of loans and to a lesser extent based on a spread above the initial contractual pass-through rate at the time of sale, which does not exceed the weighted-average coupon on the loans. For mortgage loan sale contracts that are not subject to interest rate caps, to the extent that the interest rate payable to investors on the mortgage loans underlying the floating rate IOs exceeds the weighted-average coupon on such mortgage loans, the change in the fair value of the Company’s floating rate IOs may exceed the carrying value of the IOs, creating a liability instead of an asset. Since July 2005, the Company has refrained from structuring loan sales that generated IOs based on variable rates.
To determine the value of its portfolio of variable IOs, Doral Financial uses an internal valuation model that forecasts expected cash flows using forward LIBOR rates derived from the LIBOR/Swap yield curve at the date of the valuation. Prepayment assumptions and discount rates incorporated into the valuation model for variable and fixed IOs are based on publicly available, independently verifiable, market data and statistically derived relationships between the Company’s and U.S. mainland FNMA’s mortgage pool prepayment experience.
To determine prepayment assumptions on the IOs, Doral Financial calculates its prepayment forecasts based on the median of 14 static prepayment forecasts by mortgage-backed securities dealers obtained from Bloomberg. This median is then adjusted using a regression analysis that correlates the prepayment experiences of the Company’s non-conforming loan portfolio with that of U.S. mainland FNMA mortgages. To estimate the adjustment equation between the U.S. mainland and the Company’s portfolio, the Company calculates a quarterly constant prepayment rate (“CPR”) for each pool of its non-conforming loan portfolio and compares it to that of a generic FNMA pool with similar coupon and seasonality. To mitigate risks of misestimating the equation, the Company updates its regression analysis on a quarterly basis as new data become available.
The IO internal valuation model utilizes a Z-spread approach to calculate discount rates. The Z-spread is the market recognized spread over the swap curve that takes into consideration additional yield requirements based on the risk characteristics of a particular instrument. As a result, the discount rates used by the Company in the valuation of its IOs change according to its components; the swap curve and the Z-spread. The Z-spread incorporates a premium for prepayment optionality and liquidity risk over the period-end swap curve. As a result of a review by management of current liquidity conditions in the Puerto Rico secondary market for non-conforming loans, the liquidity premium incorporated in the model was increased by 300 basis points in light of the more stringent requirements of the U.S. secondary mortgage market which has now become the principal outlet for this type of loan. Doral Financial obtains the Z-spread from major investment banking firms.
The valuation model values fixed and floating rate IOs on a contract-by-contract basis. For fixed IOs, the valuation model projects a fixed spread cash flow through the life of the underlying mortgages and applies a discount rate to obtain the present value of the projected cash flows. For the valuation of variable IOs, each contract is segregated into unhedged cash flows and the contract’s embedded optionality (calls, caps and floors). Each component, except embedded calls, is valued independently. For the unprotected cash flows from the IO, the model incorporates widely used financial techniques, such as cubic spline and bootstrapping, to estimate forward LIBOR rates. Cubic spline is an interpolation technique used to make a continuous curve out of the quoted yields. Using the continuous set of yields to maturity estimated using cubic spline, the spot rate curve (or zero-coupon curve) is derived with the bootstrapping methodology. Once a complete set of spot rates is obtained, the model generates the implied forward rates used in the valuation.
The model uses the Black 76 option valuation formula to value interest rate caps and floors. The Black formula uses as inputs the strike price of the floor or cap, forward LIBOR rates, volatilities and discount rates to estimate the option value. With respect to the embedded calls, Doral Financial made the determination that due to the characteristics of the portfolio and the expected terms for any sale of such portfolio in the secondary market, its value was not significant. Consequently, the Company has not developed a valuation model for embedded calls and the value of such calls, if any, is not included in the Company’s financial statements.
For IOs, the Company recognizes interest income using the effective yield method in accordance with EITF 99-20 “Recognition of Interest Income and Impairment on Purchased and Retained Beneficial Interests in Securitized Financial Assets.” The Company recognizes the excess of the cash collected from the borrowers over the yield promised to investors less a servicing fee (“retained spread”), up to the amount where the cash collections equal the

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expected yield on the IOs. Doral accounts for the excess of the retained spread over the maximum interest income as an amortization to the gross IO capitalized at inception. The Company updates its estimates of expected cash flows periodically and recognizes changes in calculated effective yield on a prospective basis.
Gains and losses on the value of the IOs are recognized as part of the Company’s net gain (loss) on securities held for trading in the Consolidated Financial Statements.
Forward contracts that are not exempt from the requirements of SFAS 133 are accounted for as derivate instruments. Doral recognizes the creation of the derivative at the time of the execution of the contract and marks to market the contracts against current operations until settlement as part of its trading activities. The securities underlying the forward contracts are recorded at settlement at their market value and generally classified as available for sale or held to maturity.
Securities Held to Maturity: Securities that the Company has the ability and intent to hold until their maturities are classified as held to maturity and reported at amortized cost.
Securities Available for Sale: Securities not classified as either securities held to maturity or securities held for trading are classified as available for sale and reported at fair value based on quoted market prices, with unrealized gains and losses excluded from net income and reported, net of tax, in other comprehensive income, which is a separate component of stockholders’ equity. Cost of securities sold is determined on the specific identification method.
When securities are transferred from available for sale to held to maturity, any unrealized gain or loss at the time of transfer remains in accumulated other comprehensive income and is amortized over the remaining term of the securities.
For most of the Company’s investment securities (except for Residual CMO certificates), deferred items, including premiums, and discounts, are amortized into interest income over the contractual life of the securities adjusted for actual prepayments using the effective interest method.
For Residual CMO certificates, the Company uses a cash flow model to value the securities. Doral utilizes the collateral’s historical statistics available on Bloomberg such as forecasted prepayment speed, weighted-average remaining maturity, weighted-average coupon and age. Based on the Bloomberg information, the Company forecasts the cash flow and then discounts it at the period’s discount rate. For purposes of discounting, the Company uses the same Z-spread methodology used for the valuations of Doral’s floating rate IOs.
Doral Financial reviews securities for other-than- temporary impairment whenever the security’s fair value is less than its amortized cost. Impairment is evaluated considering a number of indicators which include the severity of the decline in fair value, credit ratings and the length of time the investment has been in an unrealized loss position. In addition, Doral Financial may recognize impairment when qualitative factors indicate that the Company may not recover the unrealized loss. When evaluating the impairment indicators and qualitative factors, Doral Financial considers its intent and ability to hold the investments until a point in time at which recovery can be reasonably expected to occur. When a security is deemed to be impaired the cost basis of the security is written down to fair value, with the loss recorded in the Consolidated Statements of Income in the period that the other-than-temporary impairment is determined. The security cost basis is not changed to reflect subsequent recoveries in fair value.
Mortgage Loans Held for Sale
Mortgage loans held for sale are carried at the lower of net cost or market value on an aggregate portfolio basis. The amount, by which cost exceeds market value, if any, is accounted for as a loss through a valuation allowance. Changes in the valuation allowance are included in the determination of income in the period in which those changes occur and are reported under net gain on mortgage loan sales and fees in the Consolidated Statements of Income. Loan origination fees and direct loan origination costs related to loans held for sale are deferred as an adjustment to the carrying basis of such loans until these are sold or securitized. Premiums and discounts on loans classified as held for sale are not amortized as interest income while such loans are classified as held-for-sale. See “Servicing Assets and Servicing Activities,” below for a description of the sales and securitization process. The

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market value of mortgage loans held for sale is generally based on quoted market prices for mortgage-backed securities adjusted by particular characteristics like guarantee fees, servicing fees, actual delinquency and the credit risk associated to the individual loans.
The Company recognizes interest income on mortgage loans on an accrual basis, except when management believes the collection of principal or interest is doubtful. Mortgage loans held for sale are placed on a non-accrual basis after they have been delinquent for more than 90 days. When the loan is placed on non-accrual, all accrued but unpaid interest to date is reversed against interest income. Such interest, if collected, is credited to income in the period of the recovery. Loans return to accrual status when principal and interest become current.
The Company regularly reviews its mortgage loans held for sale portfolio and may transfer loans from the mortgage loans held for sale portfolio to its loan receivable portfolio. For such transfers, the Company recognizes a market value adjustment charge against earnings based on the lower of aggregate cost or market value.
Loans Receivable
Loans receivable are those held principally for investment purposes. These consist of construction loans for new housing development, certain residential mortgage loans which the Company does not expect to sell in the near future, commercial real estate, commercial non-real estate, leases, land, and consumer loans.
Loans receivable are carried at their unpaid principal balance, less unearned interest, net of deferred loan fees or costs (including premiums and discounts), undisbursed portion of construction loans and an allowance for loan and lease losses. These items are deferred at inception and amortized into interest income through the lives of the loans underlying using the effective interest method.
The Company recognizes interest income on loans receivable on an accrual basis, except when management believes the collection of principal or interest is doubtful. Loans receivable are placed on a non-accrual basis after they have been delinquent for more than 90 days. When the loan is placed on non-accrual, all accrued but unpaid interest to date is reversed against interest income. Such interest, if collected, is credited to income in the period of the recovery. Loans return to accrual status when principal and interest become current.
Certain construction loans, classified as substandard, are placed on a non-accrual status even when these loans are not more than 90 days in delinquent.
Allowance for Loan and Lease Losses
An allowance for loan and lease losses is established to provide for probable credit losses inherent in the portfolio of loans receivable as of the balance sheet date. The allowance for loan and lease losses is established based on management’s assessment of probabilities of default, internal risk ratings (based on the borrowers’ financial stability, external credit ratings, management strength, earnings and operating environment), probable loss and recovery rates, and the degree of risk inherent in the loan portfolio. Loan losses are charged and recoveries are credited to the allowance for loan and lease losses, while increases to the allowance are charged to operations.
The Company evaluates impaired loans and their related valuation allowance based on SFAS No. 114, “Accounting by Creditors for Impairment of a Loan.” Commercial and construction loans over $2.0 million, classified as substandard, are evaluated individually for impairment. Loans are considered impaired when, based on management’s evaluation, it is likely that the borrower will not be able to fulfill its obligation under the original terms of the loan. Impaired value of a loan is either based on the present value of expected future cash flows discounted at the loan’s effective interest rate, based on the loan’s observable market price or based on the fair value of the collateral, if the loan is collateral dependent. In assessing the reserves under the discounted cash flows, the Company considers the estimate of future cash flows based on reasonable and supportable assumptions and projections. All available evidence, including estimated costs to sell if those costs are expected to reduce the cash flows available to repay or otherwise satisfy the loan, are considered in developing those estimates. The likelihood of the possible outcomes is considered in determining the best estimate of expected future cash flows.

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Doral Financial also provides an allowance for small-balance homogeneous loans (including residential mortgage, auto, personal, credit cards, construction and commercial loans under $2.0 million, among others) on a group basis under the provisions of SFAS No. 5 “Accounting for Contingencies.” For such loans, an allowance is determined considering the historical charge-off experience of each loan category and delinquency levels as well as charge-off and delinquency trends and economic data, such as interest levels, inflation and the strength of the housing market in the areas where the Company operates.
Servicing Assets and Servicing Activities
The Company pools FHA-insured and VA-guaranteed mortgages for issuance of GNMA mortgage-backed securities. Conventional loans are pooled and issued as FNMA or FHLMC mortgage-backed securities and CMO certificates as well as sold in bulk to investors with servicing retained.
When the Company securitizes or sells mortgage loans, it allocates the cost of the mortgage loans between the mortgage-backed security or mortgage loan pool sold and the retained interests, based on their relative fair values. The reported gain is the difference between the proceeds from the sale of the security or mortgage loan pool, the cost allocated to the security or loans sold (after allocating a portion of the cost to the retained interests) and the fair value of any recourse assumed by the Company.
Servicing rights (“MSRs”or “servicing assets”) retained in a sale or securitization arise from contractual agreements between the Company and investors in mortgage securities and mortgage loans. The value of MSRs is derived from the net positive cash flows associated with the servicing contracts. Under these contracts, the Company performs loan servicing functions in exchange for fees and other remuneration. The servicing functions typically include: collecting and remitting loan payments, responding to borrower inquiries, accounting for principal and interest, holding custodial funds for payment of property taxes and insurance premiums, supervising foreclosures and property dispositions, and generally administering the loans. The servicing rights entitle the Company to annual servicing fees based on the outstanding principal balance of the mortgage loans and the contractual servicing rate. The annual servicing fees generally fluctuate between 25 and 50 basis points. The servicing fees are credited to income on a monthly basis when collected. In addition, the Company generally receives other remuneration consisting of mortgagor-contracted fees as late charges and prepayment penalties, which are credited to income when collected.
Considerable judgment is required to determine the fair value of the Company’s servicing assets. Unlike highly liquid investments, the market value of servicing assets cannot be readily determined because these assets are not actively traded in securities markets. The initial carrying value of the servicing assets is generally determined based on an allocation of the carrying amount of the loans sold (adjusted for deferred fees and costs related to loan origination activities) and the retained interests (MSRs and IOs) based on their relative fair value. Doral Financial receives, as of the end of each reporting period, a third party market valuation of its MSRs for its entire servicing portfolio (governmental, conforming and non-conforming portfolios) stratified by predominant risk characteristics – loan type and coupon. The fair value of the MSRs is determined based on a combination of market information on trading activity (MSRs trades and broker valuations), benchmarking of servicing assets (valuation surveys) and cash flow modeling. The valuation of the Company’s MSRs incorporate two sets of assumptions: (1) market derived assumptions for discount rates, servicing costs, escrow earnings rate, float earnings rate and cost of funds and (2) market assumptions calibrated to the Company’s loan characteristics and portfolio behavior for escrow balances, delinquencies and foreclosures, late fees, prepayments and prepayment penalties.
Once recorded, MSRs are periodically evaluated for impairment. Impairment occurs when the current fair value of the MSRs is less than its carrying value. If MSRs are impaired, the impairment is recognized in current-period earnings and the carrying value of the MSRs is adjusted through a valuation allowance. If the value of the MSRs subsequently increases, the recovery in value is recognized in current period earnings and the carrying value of the MSRs is adjusted through a reduction in the valuation allowance. For purposes of performing the MSR impairment evaluation, the servicing portfolio is stratified on the basis of certain risk characteristics including loan type (e.g., governmental and conventional loans) and coupon. An other-than-temporary impairment analysis is prepared to evaluate whether a loss in the value of the MSRs, if any, is other than temporary or not. When the recovery of the value is unlikely in the foreseeable future, a write-down of the MSRs in the stratum to its estimated recoverable value is charged to the valuation allowance. MSRs cannot be carried above their amortized cost.

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The servicing assets are amortized over the estimated life of the underlying loans based on an income forecast method as a reduction of servicing income. The income forecast method of amortization is based on the projected cash flows returned by the third party market valuation. A particular periodic amortization is calculated by applying to the carrying amount of the MSRs the ratio of the cash flows projected for the current period to total remaining net MSR forecasted cash flow.
Servicing and warranty obligations
In the ordinary course of business, Doral Financial makes certain representations and warranties to purchasers and insurers of mortgage loans at the time of the loans sales to third parties regarding the characteristics of the loans sold. To the extent the loans do not meet specified characteristics, Doral Financial may be required to repurchase the mortgage loan and record any probable losses at the time the loan is repurchased.
Real Estate Held for Sale
The Company acquires real estate through foreclosure proceedings. Legal fees and other direct costs incurred in a foreclosure are expensed as incurred. These properties are held for sale and are stated at the lower of cost or fair value (after deduction of estimated disposition costs). A loss is recognized for any initial write down to fair value less costs to sell. Gains and losses not previously recognized that result from disposition of real estate held for sale are recorded in non-interest expenses within the other expenses caption in the accompanying Consolidated Statements of Income.
Premises and Equipment
Premises, equipment and leasehold improvements are carried at cost, less accumulated depreciation and amortization. Depreciation and amortization are provided on the straight-line method over the lesser of the estimated useful lives of the assets or the terms of the leases. The lease term is defined as the contractual term plus lease renewals that are considered to be “reasonably assured.” Useful lives range from three to ten years for leasehold improvements and equipment, and thirty to forty years for retail branches and office facilities.
The Company measures impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If identified, an impairment loss is recognized through a charge to earnings based on the fair value of the property.
Rent expense under operating leases is recognized on a straight-line basis over the lease term taking into consideration contractual rent increases. The difference between rent expense and the amount actually paid during a period is charged to a “Deferred rent obligation” account, included as part of accrued expenses and other liabilities in the Consolidated Statements of Financial Condition.
Accounting for Transfers and Servicing of Financial Assets and Extinguishment of Liabilities
The Company recognizes the financial and servicing assets it controls and the liabilities it has incurred, derecognizes financial assets when control has been surrendered, and derecognizes liabilities when extinguished.
From time to time, the Company sells mortgage loans and mortgage-backed securities subject to recourse provisions. Pursuant to these recourse arrangements, the Company agrees to retain or share the credit risk with the purchaser of such mortgage loans for a specified period or up to a certain percentage of the total amount in loans sold. The Company estimates the fair value of the retained recourse obligation or any liability incurred at the time of sale and includes such obligation with the net proceeds from the sale, resulting in a lower gain on sale recognition. Doral recognizes the fair value of its recourse obligation by estimating the amount that the Company would be required to pay for mortgage insurance from a third party in order to be relieved of its obligation under the contracts.
According to SFAS No. 140, “Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities,” a transfer of financial assets (or all or a portion of the financial asset) in which Doral surrenders control

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over these financial assets shall be accounted for as a sale to the extent that consideration, other than beneficial interests in the transferred assets, is received in exchange. Doral has surrendered control over transferred assets if and only if all of the following conditions are met:
          a. The transferred assets have been isolated from Doral – put presumptively beyond the reach of Doral and its creditors, even in bankruptcy or other receivership.
          b. Each transferee has the right to pledge or exchange the assets it received, and no condition both constrains the transferee from taking advantage of its rights to pledge or exchange and provided more than a trivial benefit to Doral.
          c. Doral does not maintain effective control over the transferred assets through either (1) an agreement that both entitled and obligates Doral to repurchase or redeem them before their maturity, or (2) the ability to unilaterally cause the holder to return specific assets other than through a cleanup call.
If a transfer of financial assets in exchange for cash or other consideration (other than beneficial interests in the transferred assets) does not meet the criteria for a sale as described above, Doral accounts for the transfer as a secured borrowing with pledge of collateral.
GNMA programs allow financial institutions to buy back individual delinquent mortgage loans that meet certain criteria from the securitized loan pool for which the Company provides servicing. At the Company’s option and without GNMA prior authorization, Doral may repurchase such delinquent loan for an amount equal to 100% of the loan’s remaining principal balance. This buy-back option is considered a conditional option until the delinquency criteria are met, at which time the option becomes unconditional. When the loan backing a GNMA security are initially securitized, the Company treats the transaction as a sale for accounting purposes because the conditional nature of the buy-back option means that the Company does not maintain effective control over the loans and the loans are derecognized from the balance sheet. When individual loans later meet GNMA’s specified delinquency criteria and are eligible for repurchase, Doral is deemed to have regained effective control over these loans and must be brought back onto the Company’s books as assets at fair value, regardless of whether the Company intends to exercise the buy-back option. An offsetting liability is also recorded as part of “Accrued Expenses and Other Liabilities.”
Securities Sold under Agreements to Repurchase
As part of its financing activities the Company enters into sales of securities under agreements to repurchase the same or substantially similar securities. The Company retains control over such securities according to the provisions of SFAS 140. Accordingly, the amounts received under these agreements represent borrowings, and the securities underlying the agreements remain in the asset accounts. These transactions are carried at the amounts at which transactions will be settled. The counterparties to the contracts generally have the right to repledge the securities received as collateral. Those securities are presented in the Consolidated Statements of Financial Condition as part of pledged investment securities.
Insurance Agency Commissions
Commissions generated by the Company’s insurance agency operation are recorded when earned. The Company’s insurance agency earns commissions when the insurance policies are issued by unaffiliated insurance companies.
Interest Rate Risk Management
The Company has various mechanisms to reduce its exposure to interest rate fluctuations including, among others, entering into transactions dealing with financial derivatives such as futures contracts, options, interest rate swaps and interest rate caps and collars. Generally, derivatives are financial instruments with little or no initial net investment in comparison to their notional amount and whose value is based upon an underlying asset, index, reference rate or other variable. Derivatives may be standardized contracts executed through organized exchanges or privately negotiated contractual agreements that can be customized to meet specific needs, including certain commitments to purchase and sell mortgage loans and mortgage related securities. All derivatives are reported at their fair value on

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the Consolidated Statements of Financial Condition, netted by counterparty, provided that a legally enforceable master netting agreement exists. Derivatives in a net asset position are reported as part of securities held for trading, at fair value. Similarly, derivatives in a net liability position are reported as part of accrued expenses and other liabilities, at fair value.
Currently, none of the Company’s derivatives are designated as hedge accounting relationships. Fair value gains and losses are reported as part of net gain (loss) on securities held for trading in the Consolidated Statements of Income.
From time to time, the Company has designated derivatives as hedges of the fair value of recognized fixed rate assets (“fair value” hedges). During 2004, certain hedging activities related to certain available-for-sale securities were accounted for as fair value hedges. In qualifying fair value hedges, both the changes in fair value of the hedged item (in this case, available-for-sale securities) that are attributable to the hedged risk and changes in fair value of the derivatives, are included in net gains (losses) on securities held for trading in the Consolidated Statements of Income. As a result, any hedge ineffectiveness is reflected immediately in earnings. At the inception of a hedge transaction, the Company formally documents the hedge relationship and the risk management objective and strategy for undertaking the hedge. This process includes identification of the hedging instrument, hedged item, risk being hedged and the methodology for measuring effectiveness. The Company also formally assesses, both at the inception of the hedge and on an ongoing basis, whether the derivative instruments used are highly effective in offsetting changes in fair values of hedged items. If it is determined that the derivative instrument is not highly effective as a hedge, then hedge accounting is discontinued.
The Company discontinues a fair value hedge designation when (1) it determines that a derivative instrument is no longer effective in offsetting changes in the fair value of a hedged item attributable to the hedged risk; or (2) a derivative instrument expires or is sold, terminated, or exercised. When a fair value hedge is discontinued, the derivative instrument continues to be carried on the Consolidated Statement of Financial Condition at its fair value, with changes in its fair value recognized in current period earnings. However, changes in fair value of the previously hedged asset or liability attributable to the hedged risk will no longer be reflected in earnings. In the case of available-for-sale securities, such changes will again be reported in other comprehensive income. Changes to the carrying value of the available-for-sale securities attributable to the hedged risk during the period the hedging relationship qualified for hedge accounting are amortized over the remaining term of the securities as an adjustment to interest yield using the effective interest method.
The periodic interest rate cash flows related to derivative contracts currently accrued, which are derived primarily from interest rate swap contracts, are also classified as part of net gains (losses) on securities held for trading.
Income Taxes
Doral Financial recognizes deferred tax assets and liabilities based upon the expected future tax consequences of existing temporary differences between the carrying amounts and the tax bases of assets and liabilities based on applicable tax laws. To the extent tax laws change, deferred tax assets and liabilities are adjusted, when necessary, in the period that the tax change is enacted and recognizes income tax benefits when the realization of such benefits is probable. A valuation allowance is recognized for any deferred tax asset for which, based on management’s evaluation, it is more likely than not (a likelihood of more than 50%) that some portion or all of the deferred tax asset will not be realized. Significant management judgment is required in determining the provision for income taxes and, in particular, any valuation allowance recorded against our deferred tax assets. The amount of the valuation allowance has been determined based on our estimates of taxable income over the periods in which the deferred tax assets will be recoverable. Our methodology for determining the realizability of deferred tax assets involves estimates of future taxable income for the Company, as well as estimated operating expenses to support that anticipated level of business and the expiration dates and amounts of net operating loss carryforwards. These estimates are projected through the life of the related deferred tax assets based on assumptions that we believe to be reasonable and consistent with current operating results. In the determination of the realizability of the deferred tax asset, the Company evaluates both positive and negative evidence regarding the ability of the Company to generate sufficient taxable income. Changes in future operating results not currently forecasted may have a significant impact on the realization of deferred tax assets.
Income tax benefit or expense include: (a) deferred tax expense or benefit, which represents the net change in the deferred tax liability or asset during the year plus any change in the valuation allowance, if any, and (b) current tax expense. Income tax expense excludes the tax effects related to adjustments recorded to accumulated other comprehensive income.

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During 2006, the Company entered into various agreements with the Puerto Rico Treasury Department. Refer to Note 23 for additional information on income taxes.
Legal Surplus
The Banking Act of the Commonwealth of Puerto Rico requires that a minimum of 10% of Doral Bank–PR’s net income for the year be transferred to a legal surplus account until such surplus equals its paid-in capital. The surplus account is not available for payment of dividends.
Statements of Cash Flows
Cash and cash equivalents include cash and due from banks and money market instruments, which include securities purchased under agreements to resell, time deposits and other short-term investments with maturities of three months or less when purchased.
Earnings per Share
Basic net income per share is determined by dividing net income, after deducting any dividends on preferred stock, by the weighted-average number of common shares outstanding during the period.
Diluted net income per share has been computed based on the assumption that all of the shares of convertible instruments will be converted into common stock, if dilutive, and considers the dilutive effect of stock options using the Treasury stock method.
In the fourth quarter of 2004, the Company adopted a new accounting pronouncement that addresses the matter of when the dilutive effect of contingently convertible preferred stock with a market price trigger should be included in diluted earnings per share (“EPS”). These securities should be treated as convertible securities and included in a dilutive EPS calculation (if dilutive), regardless of whether the market price trigger has been met.
As of December 31, 2006, December 31, 2005, and December 31, 2004, the Company had outstanding 1,380,000 shares of its 4.75% perpetual cumulative convertible preferred stock issued in the second half of 2003. Each share of convertible preferred stock is currently convertible into 6.2856 shares of common stock, subject to adjustment under specific conditions. Such shares were excluded from the computation of diluted earnings per share, for all periods, because their effect would have been antidilutive. Refer to Note 31 to Doral Financial’s Consolidated Financial Statements for additional information regarding specific conditions for the convertible preferred stock.
Stock Option Plan
Effective January 1, 2003, Doral Financial expenses the fair value of stock options granted to employees using the “modified prospective” method under SFAS No. 148, “Accounting for Stock-Based Compensation-Transition and Disclosure,” (“SFAS 148”). Under this method, the Company expenses the fair value of all employee stock options granted after January 1, 2003, as well as the unvested portions of previously granted options. When unvested options are forfeited, any compensation expense previously recognized on such options is reversed in the period of the forfeiture.
Effective January 1, 2006, the Doral Financial adopted SFAS No. 123R “Share-Based Payment” (“SFAS 123R”), without a material effect on the Consolidated Financial Statements of the Company. SFAS 123R requires the Company to estimate the pre-vesting forfeiture rate, for grants that are forfeited prior to vesting, beginning on the grant date and to true-up forfeiture estimates through the vesting date so that compensation expense is recognized only for grants that vest. When unvested grants are forfeited, any compensation expense previously recognized on the forfeited grants is reversed in the period of the forfeiture. Accordingly, periodic compensation expense will include adjustments for actual and estimated pre-vesting forfeitures and changes in the estimated pre-vesting forfeiture rate.

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Comprehensive Income
Comprehensive income includes net income and other transactions, except those with stockholders, which are recorded directly in equity. In the Company’s case, in addition to net income, other comprehensive income results from the changes in the unrealized gains and losses on securities that are classified as available for sale.
Segment Information
The Company reports financial and descriptive information about its reportable segments (see Note 34). Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by management in deciding how to allocate resources and in assessing performance. Doral’s management determined that the segregation that best fulfills the segment definition described above is by line of business.
Reclassifications
Certain amounts reflected in the 2004 Consolidated Financial Statements have been reclassified or revised to conform to the presentation for 2005 and 2006. In particular for 2004, Doral Financial has revised the presentation of prepayment fee income related to its loan portfolio on the Statements of Income. Previously, prepayment fee income from the Company’s loan portfolio was included as part of servicing income. These amounts have been revised and were included in interest income for 2005 and 2006. Also for 2004, the Company has revised the classification for amounts paid in the purchase of servicing assets and for gains and losses on sale of investment securities on the Statement of Cash Flows. Previously, the amount paid in the purchase of servicing assets was classified as part of operating activities and gains and losses on sale of investment securities were included as part of investing activities. These amounts have been reclassified and the amount paid in the purchase of servicing assets are included as part of investing activities and gains and losses on sale of investment securities are included as part of operating activities. The changes to revise prior amounts were not material to the Statements of Income and Statements of Cash Flows in any prior period.
Recent Accounting Pronouncements
Share-Based Payments. In December 2004, the FASB issued SFAS 123R, “Share-Based Payments.” This statement is a revision of SFAS No. 123, “Accounting for Stock-Based Compensation” and it also supersedes APB No. 25, “Accounting for Stock Issued to Employees,” and its related implementation guidance. This statement focuses primarily on accounting for transactions in which an entity obtains employee services in share-based payment transactions. SFAS 123R requires companies to (1) use fair value to measure stock-based compensation awards and (2) cease using the “intrinsic value” method of accounting, which APB 25 allowed and resulted in no expense for many awards of stock options for which the exercise price of the option did not exceed the price of the underlying stock at the grant date. In addition, SFAS 123R retains the modified grant date model from SFAS No. 123. Under that model, compensation cost is measured at the grant date fair value of the award and is adjusted to reflect anticipated forfeitures and the expected outcome of certain conditions. The fair value of an award is not remeasured after its initial estimation on the grant date, except in the case of a liability award or if the award is modified, based on specific criteria included in SFAS 123R. Also, SFAS 123R clarifies the financial impact of vesting and/or acceleration clauses due at retirement. Under the revised SFAS, the expense should be fully accrued for any employee that is eligible to retire regardless of the actual retirement experience of the employer. The adoption of this statement on January 1, 2006 did not have a material effect on the Consolidated Financial Statements of the Company since in 2003, Doral Financial started to expense the fair value of stock options granted to employees using the “modified prospective” method under SFAS 148. Under this method, the Company expenses the fair value of all employee stock options granted after January 1, 2003, as well as the unvested portions of previously granted options.
Exchanges of Nonmonetary Assets. In December 2004, the FASB issued SFAS No. 153, “Exchanges of Nonmonetary Assets, an amendment of APB Opinion No. 29, Accounting for Nonmonetary Transactions.” This statement amends Opinion 29 to eliminate the exception for nonmonetary exchanges of similar productive assets and replaces it with a general exception for exchanges of nonmonetary assets that do not have commercial substance. A nonmonetary exchange has commercial substance if the future cash flows of the entity are expected to change

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significantly as a result of the exchange. The entity’s future cash flows are expected to significantly change if either of the following criteria is met: a) The configuration (risk, timing, and amount) of the future cash flows of the asset(s) received differs significantly from the configuration of the future cash flows of the asset(s) transferred; b) The entity-specific value of the asset(s) received differs from the entity-specific value of the asset(s) transferred, and the difference is significant in relation to the fair values of the assets exchanged. A qualitative assessment will, in some cases, be conclusive in determining that the estimated cash flows of the entity are expected to significantly change as a result of the exchange. This statement is effective for nonmonetary asset exchanges occurring in fiscal periods beginning after June 15, 2005. This statement did not have a material impact on the Company’s Consolidated Financial Statements upon adoption in 2006.
Accounting Changes and Error Corrections. In May 2005, the FASB issued SFAS No. 154, “Accounting Changes and Errors Corrections.” This Statement replaces APB Opinion No. 20, “Accounting Changes,” and SFAS No. 3, “Reporting Accounting Changes in Interim Financial Statements,” and changes the requirements for the accounting for and reporting of a change in accounting principle. This statement requires retrospective application to prior periods’ financial statements of changes in accounting principle, unless it is impracticable to determine either the period-specific effects or the cumulative effect of the change. This statement also requires that a change in depreciation, amortization, or depletion method for long-lived, nonfinancial assets be accounted for as a change in accounting estimate effected by a change in accounting principle. Opinion 20 previously required that such changes in accounting principle be reported as a change in accounting principle by including in net income of the period of the change the cumulative effect of changing to the new accounting principle. This statement does not change the transition provisions of any existing accounting pronouncements, including those that are in a transition phase as of the effective date of this Statement. SFAS No. 154 did not have a significant impact on the Company’s Consolidated Financial Statements upon adoption in 2006.
Accounting for Certain Hybrid Financial Instruments. On February 16, 2006, the FASB issued SFAS No. 155, “Accounting for Certain Hybrid Financial Instruments an amendment of FASB Statements No. 133 and 140” (“SFAS 155”), which resolves issues addressed in Statement 133 Implementation Issue No. D1, “Application of Statement 133 to Beneficial Interests in Securitized Financial Assets (“DIG Issue D1”). SFAS 155 amends SFAS 133 to simplify the accounting for certain derivatives embedded in other financial instruments (a hybrid financial instrument) by permitting fair value remeasurement for any hybrid financial instrument that contains an embedded derivative that otherwise required bifurcation, provided that the entire hybrid financial instrument is accounted for on a fair value basis. SFAS 155 also establishes the requirement to evaluate interests in securitized financial assets to identify interests that are freestanding derivatives or that are hybrid financial instruments that contain an embedded derivative requiring bifurcation, which replaces the interim guidance in DIG Issue D1. SFAS 155 amends SFAS 140 to allow a qualifying special-purpose entity to hold a derivative financial instrument that pertains to beneficial interests other than another derivative financial instrument. SFAS 155 is effective for all financial instruments acquired or issued after the beginning of the first fiscal year that begins after September 15, 2006. Earlier adoption is permitted as of the beginning of an entity’s fiscal year, provided the entity has not yet issued financial statements for any period of the fiscal year. The Company is currently evaluating the effect, if any, that the adoption of SFAS 155 will have on its financial statements.
Accounting for Servicing of Financial Assets. In March 2006, the FASB issued SFAS No. 156, “Accounting for Servicing of Financial Assets” (“SFAS 156”). This statement amends SFAS 140 with respect to the accounting for separately recognized servicing assets and liabilities. This statement: (1) requires an entity to recognize a servicing asset or liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract, (2) requires all separately recognized servicing assets and servicing liabilities to be initially measured at fair value, if practicable, (3) permits en entity to choose between an amortization method or a fair value measure for subsequent recognition for each class of separately recognized servicing assets and servicing liabilities, (4) at its initial adoption, permits a one-time reclassification of available-for-sale securities to trading securities by entities with recognized servicing rights, (5) requires separate presentation of servicing assets and servicing liabilities subsequently measured at fair value in the statement of financial position, and additional disclosures. SFAS 156 is effective as of the beginning of the Company’s first fiscal year that begins after September 16, 2006. Earlier adoption is permitted as of the beginning of an entity’s fiscal year, provided the entity has not yet issued financial statements, including interim financial statements, for any period of that fiscal year. The Company is currently evaluating the possible impact of the adoption of SFAS 156 on its financial statements, commencing on January 1, 2007.

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Accounting for Uncertainty in Income Taxes. In June 2006, the FASB issued Interpretation No. 48, “Accounting for Uncertainty in Income Taxes- an Interpretation of FASB Statement 109” (“FIN 48”), which prescribes a comprehensive model for how a company should recognize, measure, present, and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return (including a decision whether to file or not to file a return in a particular jurisdiction). Under the Interpretation, the financial statements will reflect expected future tax consequences of such positions presuming the taxing authorities’ full knowledge of the position and all relevant facts, but without considering time values. FIN 48 is applicable to all uncertain positions for taxes accounted for under SFAS 109, “Accounting for Income Taxes,” and is not intended to be applied by analogy to other taxes, such as sales taxes, value-added taxes, or property taxes. Significant elements of the new guidance include the following:
    Recognition: A tax benefit from an uncertain position may be recognized only if it is “more likely than not” that the position is sustainable, based on its technical merits.
 
    Measurement: The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information.
 
    Change in judgment: The assessment of the recognition threshold and the measurement of the associated tax benefit might change as new information becomes available. Unrecognized tax benefits should be recognized in the period that the position reaches the recognition threshold, which might occur prior to absolute finality of the matter. Similarly, recognized tax benefits should be derecognized in the period in which the position falls below the threshold.
 
    Interest/Penalties: A taxpayer is required to accrue interest and penalties that, under relevant tax law, the taxpayer would be regarded as having incurred. Accordingly, under FIN 48, interest would start to accrue in the period that it would begin accruing under the relevant tax law, and penalties should be accrued in the first period for which a position is taken (or is expected to be taken) on a tax return that would give rise to the penalty. How a company classifies interest and penalties in the income statement is an accounting policy decision. The company should disclose that policy and the amounts recognized.
 
    Disclosures: FIN 48 requires qualitative and quantitative disclosures, including discussion of reasonably possible changes that might occur in the recognized tax benefits over the next 12 months; a description of open tax years by major jurisdictions; and a roll-forward of all unrecognized tax benefits, presented as a reconciliation of the beginning and ending balances of the unrecognized tax benefits on a worldwide aggregated basis.
After considering other applicable guidance (such as the guidance that the Emerging Issues Task Force specifies in Issue 93-7, “Uncertainties Related to Income Taxes in a Purchase Business Combination”), a company should record the change in net assets that results from the application of FIN 48 as an adjustment to retained earnings.
The accounting provisions of FIN 48 will be effective for the Company beginning January 1, 2007. The Company is currently assessing the impact that the adoption of this accounting interpretation will have on its financial condition and results of operations.
Fair Value Measurements. In September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements” (“SFAS 157”). This Statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. This Statement applies under other accounting pronouncements that require or permit fair value measurements, the FASB having previously concluded in those accounting pronouncements that fair value is the relevant measurement attribute. Accordingly, this Statement does not require any new fair value measurements.

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The definition of fair value retains the exchange price notion in earlier definitions of fair value. This Statement clarifies that the exchange price is the price in an orderly transaction between market participants to sell the asset or transfer the liability in the principal (or most advantageous) market for the asset or liability. The transaction to sell the asset or transfer the liability is a hypothetical transaction at the measurement date, considered from the perspective of a market participant that holds the asset or owes the liability. Therefore, the definition focuses on the price that would be received to sell the asset or paid to transfer the liability at the measurement date (an exit price), not the price that would be paid to acquire the asset or received to assume the liability at the measurement date (an entry price).
This Statement emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, this Statement establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) the reporting entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The notion of unobservable inputs is intended to allow for situations in which there is little, if any, market activity for the asset or liability at the measurement date. In those situations, the reporting entity need not undertake all possible efforts to obtain information about market participant assumptions. However, the reporting entity must not ignore information about market participant assumptions that is reasonably available without undue cost and effort.
This Statement expands disclosures about the use of fair value to measure assets and liabilities in interim and annual periods subsequent to initial recognition. The disclosures focus on the inputs used to measure fair value and for recurring fair value measurements using significant unobservable inputs (within Level 3 of the fair value hierarchy), the effect of the measurements on earnings (or changes in net assets) for the period. This Statement encourages entities to combine the fair value information disclosed under this Statement with the fair value information disclosed under other accounting pronouncements, including FASB Statement No. 107, “Disclosures about Fair Value of Financial Instruments,” where practicable.
This Statement is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. Earlier application is encouraged, provided that the reporting entity has not yet issued financial statements for that fiscal year, including financial statements for an interim period within that fiscal year. The Company is currently evaluating the effect, if any, of the adoption of this Statement on its financial statements, commencing on January 1, 2008.
Accounting for Defined Benefit Pension and Other Postretirement Plans. In September 2006, the FASB issued SFAS No. 158, “Employers’Accounting for Defined Benefit Pension and Other Postretirement Plans”(“SFAS 158”). This accounting standard requires employers to fully recognize the obligations associated with single-employer defined benefit pension, retiree healthcare and other post-retirement plans in their financial statements. Under past accounting standards, the funded status of an employer’s post-retirement benefit plan (i.e., the difference between the plan assets and obligations) was not always completely reported in the balance sheet. Past standards only required an employer to disclose the complete funded status of its plans in the notes to the financial statements. Specifically, SFAS 158 requires an employer to:
    Recognize in its statement of financial position an asset for a plan’s overfunded status or a liability for a plan’s underfunded status.
 
    Measure a plan’s assets and its obligations that determine its funded status as of the end of the employer’s fiscal year (with limited exceptions).
 
    Recognize changes in the funded status of a defined benefit postretirement plan in the year in which the changes occur. Those changes will be reported in comprehensive income of a business entity and in changes in net assets of a not-for-profit organization.
The requirement to recognize the funded status of a benefit plan and the disclosure requirements are effective for the Company as of December 31, 2006. The Company had no defined benefit or post-employment benefit plans as of December 31, 2006. The adoption of SFAS 158 will not have an impact on the Company’s consolidated financial statements.

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Taxes Collected from Customers and Remitted to Governmental Authorities. In June 2006, the Emerging Issues Tax Force (“EITF”) reached a consensus on EITF Issue No. 06-03, “How Taxes Collected from Customers and Remitted to Governmental Authorities Should Be Presented in the Income Statement (That Is, Gross versus Net Presentation)” (“EITF 06-03”). EITF 06-03 provides that the presentation of taxes assessed by a governmental authority that is directly imposed on a revenue-producing transaction between a seller and a customer on either a gross basis (included in revenues and costs) or on a net basis (excluded from revenues) is an accounting policy decision that should be disclosed. The provisions of EITF 06-03 will be effective for the Company as of January 1, 2007. The adoption of EITF 06-03 is not expected to have a material impact on the Company’s consolidated financial statements.
Accounting for Purchases of Life Insurance. In September 2006, the EITF reached a consensus on EITF Issue No. 06-5 “Accounting for Purchases of Life Insurance – Determining the Amount That Could Be Realized in Accordance with FASB Technical Bulletin No. 85-4, Accounting for Purchases of Life Insurance” (“EITF 06-5”). EITF 06-5 focuses on how an entity should determine the “amount that could be realized under the insurance contract” at the balance sheet date in applying FTB 85-4, and whether the determination should be on an individual or group policy basis.
At the September 2006 meeting, the EITF affirmed as a final consensus that the cash surrender value and any additional amounts provided by the contractual terms of the insurance policy that are realizable at the balance sheet date should be considered in determining the amount that could be realized under FTB 85-4, and any amounts that are not immediately payable to the policyholder in cash should be discounted to their present value. Additionally, the EITF affirmed as a final consensus the tentative conclusion that in determining “the amount that could be realized” companies should assume that policies will be surrendered on an individual-by-individual basis, rather than surrendering the entire group policy. Also, the EITF reached a consensus that contractual limitations on the ability to surrender a policy do not affect the amount to be reflected under FTB 85-4, but, if significant, the nature of those restrictions should be disclosed.
The Company is currently evaluating any impact that the adoption of Issue 06-5 may have on its statement of financial condition or results of operations.
Issuer’s Accounting for a Previously Bifurcated Conversion Option in a Convertible Debt Instrument. In November 2006, the FASB ratified the consensus reached by the EITF on EITF Issue No. 06-7, “Issuer’s Accounting for a Previously Bifurcated Conversion Option in a Convertible Debt Instrument When the Conversion Option No Longer Meets the Bifurcation Criteria in FASB Statement No. 133, Accounting for Derivative Instruments and Hedging Activities” (“EITF 06-07”). The consensus provides that a previously bifurcated conversion option in a convertible debt instrument for which the embedded conversion option no longer meets the bifurcation criteria in SFAS No. 133, “Accounting for Derivative Instruments and Hedging Activities” (“SFAS 133”), should be reclassified (at its fair value on the date of reclassification) to stockholders’ equity. Any debt discount recognized when the conversion option was bifurcated from the convertible dent instrument should continue to be amortized. EITF 06-07 should be applied to all previously bifurcated conversion options in convertible dent instruments that no longer meet the bifurcation criteria in SFAS 133, in interim or annual periods beginning after December 15, 2006. As of December 31, 2006 the Company does not have any convertible debt instruments.
SFAS No. 159 “Statement of Financial Accounting Standards No. 159, The Fair Value Option for Financial Assets and Financial Liabilities.” In February 2007, the FASB issued SFAS No. 159, which provides companies with an option to report selected financial assets and liabilities at fair value. The statement also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities. It also requires entities to display the fair value of those assets and liabilities for which the company has chosen to use fair value on the face of the balance sheet. The new statement does not eliminate disclosure requirements included in other accounting standards, including requirements for disclosures about fair value measurements included in FASB Statements No. 157, Fair Value Measurements, and No. 107, Disclosures about Fair Value of Financial Instruments. SFAS No. 159 is effective as of the beginning of an entity’s first fiscal year beginning after November 15, 2007. Early adoption is permitted as of the beginning of the previous fiscal year provided that the entity makes that choice in the first 120 days of that fiscal year and also elects to apply the provisions of SFAS No. 157. Management will be evaluating the impact that this recently issued accounting standard may have on its consolidated financial statements.
4. Regulatory Requirements
Holding Company Requirements
Doral Financial has elected to be treated as a financial holding company as permitted by the Gramm-Leach-Bliley Act. Under the Gramm-Leach-Bliley Act, bank holding companies, such as Doral Financial, all of whose depository institutions are “well capitalized” and “well managed,” as defined in the BHC Act, and which obtain satisfactory Community Reinvestment Act ratings, may elect to be treated as financial holding companies (“FHCs”). FHCs are permitted to engage in a broader spectrum of activities than those permitted to other bank holding companies. FHCs can engage in any activities that are “financial” in nature, including insurance underwriting and brokerage, and

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underwriting and dealing in securities without a revenue limit or other limits applicable to foreign securities affiliates (which include Puerto Rico securities affiliates for these purposes). On October 3, 2006, Doral Financial was notified by the Federal Reserve that it no longer satisfies the financial holding company requirements for purposes of the Gramm-Leach-Bliley Act. In accordance with applicable regulations, Doral Financial has submitted a plan with the Federal Reserve on how it intends to satisfy the applicable requirements to remain a financial holding company.
Subject to certain limitations, under new merchant banking rules, FHCs are also permitted to make investments in companies that engage in activities that are not financial in nature without regard to the existing 5% limit for domestic investments and 20% limit for overseas (including Puerto Rico) investments applicable to bank holding companies that are not FHCs.
Under the Gramm-Leach-Bliley Act, if Doral Financial fails to meet the requirements for being an FHC and is unable to correct such deficiencies within certain prescribed time periods, the Federal Reserve could require Doral Financial to divest control of its depository institution subsidiaries or alternatively to cease conducting activities that are not permissible for bank holding companies that are not FHCs.
The Gramm-Leach-Bliley Act also modified other laws, including laws related to financial privacy and community reinvestment. The new financial privacy provisions generally prohibit financial institutions, including Doral Financial’s mortgage banking and banking subsidiaries from disclosing non-public personal financial information to third parties unless customers have the opportunity to “opt out” of the disclosure.
Banking Charters
Doral Bank–PR is a commercial bank chartered under the laws of the Commonwealth of Puerto Rico regulated by the Office of the Commissioner of Financial Institutions (the “CFI”), pursuant to the Puerto Rico Banking Act of 1933, as amended, and subject to supervision and examination by the Federal Deposit Insurance Corporation (“FDIC”). Its deposits are insured by the FDIC through the Savings Association Insurance Fund (“SAIF”).
Doral Bank–NY is a federally chartered savings bank regulated by the Office of Thrift Supervision (“OTS”). Its deposit accounts are also insured by the FDIC.
On March 15, 2007, Doral Financial announced that it had agreed to sell its 11 existing New York City branches to a U.S. institution pursuant to a definitive purchase and assumption agreement. The transaction, which is subject to regulatory approval and other customary conditions, is expected to be completed in the third quarter of 2007. Doral Financial will retain Doral Bank NY’s federal thrift charter and initially intends to maintain an internet-based deposit gathering operation as it evaluates other possible strategic business opportunities on the U.S. mainland.
Regulatory Capital Requirements
The Company is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements by banking subsidiaries can result in certain mandatory actions, as well as additional discretionary actions, by regulators that, if undertaken, could have a direct material effect on the Company. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and its banking subsidiaries must meet specific capital guidelines that involve quantitative measures of its assets, liabilities, and certain off-balance sheet items as calculated under regulatory guidelines. The Company’s and its banking subsidiaries’ capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.
Quantitative measures, established by regulation to ensure capital adequacy, require the Company and its banking subsidiaries to maintain minimum amounts and ratios (set forth in the following table) of Total and Tier I capital (as defined in the regulations) to risk-weighted assets (as defined), and of Tier I capital (as defined) to average assets (as defined).
Under the consent order entered into with the Federal Reserve, the Company filed a capital plan with the Federal Reserve in which it agreed to maintain a leverage ratio of at least 5.5% and 6.0% for Doral Financial and Doral

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Bank, respectively. As a result of the loss recorded during 2006, Doral Financial’s leverage ratio fell below 5.5%. As required by the capital plan, the Company is taking steps to increase its leverage ratio. The loss of “well capitalized” status may adversely affect the holding company’s access to liquidity.
As of December 31, 2006, Doral Bank–PR was considered “well capitalized” under the regulatory framework for prompt corrective action. To be categorized as “well capitalized”, Doral Bank–PR must maintain minimum Total risk-based, Tier I risk-based and Tier I leverage ratios as set forth in the following table.
Doral Bank — NY is subject to substantially the same regulatory capital requirements of Doral Bank–PR as set forth above. As of December 31, 2006, Doral Bank — NY was in compliance with the capital requirements for a “well-capitalized” institution.
Doral’s, Doral Bank — PR’s and Doral Bank — NY’s actual capital amounts and ratios are presented in the following table. Totals of approximately $404.4 million (2005 — $252.0 million), $25.4 million (2005 — $46,000), and $1.0 million (2005 — $1.1 million) representing non-qualifying perpetual preferred stock and non-allowable assets such as deferred tax asset, goodwill and other intangible assets, were deducted from the capital of Doral, Doral Bank–PR and Doral Bank–NY, respectively.
                                                 
                                    To be well capitalized
                                    under prompt corrective
    Actual   For capital adequacy purposes   action provisions
(Dollars in thousands)   Amount   Ratio (%)   Amount   Ratio (%)   Amount   Ratio (%)
As of December 31, 2006:
                                               
Total capital (to risk-weighted assets):
                                               
Doral Financial Consolidated
  $ 805,946       13.7     $ 470,496       ³8.0       N/A       N/A  
Doral Bank–PR
  $ 737,175       21.1     $ 279,605       ³8.0     $ 349,507       ³10.0  
Doral Bank–NY
  $ 63,272       16.3     $ 31,078       ³8.0     $ 38,847       ³10.0  
Tier 1 capital (to risk-weighted assets):
                                               
Doral Financial Consolidated
  $ 605,971       10.3     $ 235,248       ³4.0       N/A       N/A  
Doral Bank–PR
  $ 692,954       19.8     $ 139,803       ³4.0     $ 209,704       ³6.0  
Doral Bank–NY
  $ 61,336       15.8     $ 15,539       ³4.0     $ 23,308       ³6.0  
Leverage Ratio:(1)
                                               
Doral Financial Consolidated
  $ 605,971       4.5     $ 533,733       ³4.0       N/A       N/A  
Doral Bank–PR
  $ 692,954       6.8     $ 410,010       ³4.0     $ 512,513       ³5.0  
Doral Bank–NY
  $ 61,336       10.3     $ 23,921       ³4.0     $ 29,901       ³5.0  
 
                                               
As of December 31, 2005:
                                               
Total capital (to risk-weighted assets):
                                               
Doral Financial Consolidated
  $ 1,110,449       12.7     $ 700,106       ³8.0       N/A       N/A  
Doral Bank–PR
  $ 729,802       19.9     $ 293,057       ³8.0     $ 366,321       ³10.0  
Doral Bank–NY
  $ 60,570       17.2     $ 28,100       ³8.0     $ 35,125       ³10.0  
Tier 1 capital (to risk-weighted assets):
                                               
Doral Financial Consolidated
  $ 1,023,256       11.7     $ 350,053       ³4.0       N/A       N/A  
Doral Bank–PR
  $ 698,403       19.1     $ 146,528       ³4.0     $ 219,793       ³6.0  
Doral Bank–NY
  $ 58,865       16.7     $ 14,050       ³4.0     $ 21,075       ³6.0  
Leverage Ratio:(1)
                                               
Doral Financial Consolidated
  $ 1,023,256       5.5     $ 738,910       ³4.0       N/A       N/A  
Doral Bank–PR
  $ 698,403       6.3     $ 441,207       ³4.0     $ 551,508       ³5.0  
Doral Bank–NY
  $ 58,865       9.5     $ 24,706       ³4.0     $ 30,883       ³5.0  
 
(1)   Tier 1 capital to average assets in the case of Doral Financial and Doral Bank–PR, and Tier 1 capital to adjusted total assets in the case of Doral Bank–NY.
Housing and Urban Development Requirements
The Company’s mortgage operation is a U.S. Department of Housing and Urban Development (“HUD”) approved non-supervised mortgagee and is required to maintain an excess of current assets over current liabilities and minimum net worth, as defined by the various regulatory agencies. Such equity requirement is tied to the size of the Company’s servicing portfolio and ranged up to $1.0 million. The Company is also required to maintain fidelity

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bonds and errors and omissions insurance coverage based on the balance of its servicing portfolio. Except for its failure to submit audited financial statements required by HUD, on a timely basis, the Company is in compliance with these regulatory requirements.
Registered Broker-Dealer Requirements
Doral Securities is registered as a broker-dealer with the SEC and the CFI. Doral Securities is also a member of the National Association of Securities Dealers (the “NASD”). As a registered broker-dealer, Doral Securities is subject to regulation by the SEC, the NASD and the CFI in matters relating to the conduct of its securities business, including record-keeping and reporting requirements, supervision and licensing of employees and obligations to customers. In particular, Doral Securities is subject to net capital rules, which specify minimum net capital requirements for registered broker-dealers. These are designed to ensure that such institutions maintain adequate regulatory capital in relation to their liabilities and the size of their customer business. As of December 31, 2006, the Company was in compliance with these regulatory requirements, except for the failure to submit audited financial statements on a timely basis.
5. Money Market Investments
At December 31, 2006 and December 31, 2005, money market investments included $234.3 million and $141.4 million, respectively, in time deposits and other short-term money market investments pledged as collateral for securities sold under agreement to repurchase, which the counterparty can repledge.
6. Securities Held for Trading
Securities held for trading consisted of:
                 
    December 31,  
(In thousands)   2006     2005  
Mortgage-backed securities:
               
GNMA exempt
  $ 52,969     $ 206,406  
GNMA taxable
    19,374       43,155  
CMO certificates
    24,888       1,846  
FHLMC and FNMA
    9,343       21,305  
Variable rate interest-only strips
    48,864       72,550  
Fixed rate interest-only strips
    1,062       1,484  
FHLB Notes
          11,156  
Puerto Rico Government and Agencies
          5,510  
Derivatives
    27,282       25,241  
Other
    23       23  
 
           
 
  $ 183,805     $ 388,676  
 
           
Net unrealized gain on trading securities, as of December 31, 2006, amounted to approximately $27.2 million (excluding losses on the value of the IOs of $42.0 million). At December 31, 2005, net unrealized gain on trading securities amounted to $30.8 million (excluding losses on the value of the IOs of $12.5 million). The weighted-average yield on securities held for trading, including IOs, as of December 31, 2006 was 8.22% (2005 – 6.82%).

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Set forth below is a summary of the components of net loss from securities held for trading:
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Net realized (losses) gains on sales of securities held for trading
  $ (8,554 )   $ 13,315     $ 18,665  
Losses on the value of IOs
    (41,967 )     (12,523 )     (3,137 )
Net unrealized (losses) and gains on trading securities, excluding IOs and derivatives
    (2,662 )     (4,530 )     3,259  
Net realized and unrealized gains (losses) on derivative instruments
    15,955       332       (130,465 )
 
                 
Total
  $ (37,228 )   $ (3,406 )   $ (111,678 )
 
                 

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7. Securities Available for Sale
The amortized cost, gross unrealized gains and losses, approximate market value, weighted-average yield and contractual maturities of securities available for sale as of December 31, 2006 and 2005 (2004 — only market value and weighted-average yield are presented), were as follows:
                                         
    2006  
                                    Weighted-  
    Amortized     Unrealized     Unrealized     Market     Average  
(Dollars in thousands)   Cost     Gains     Losses     Value     Yield  
Mortgage-Backed Securities
                                       
GNMA
                                       
Due over ten years
  $ 1,346,927     $ 17     $ 36,794     $ 1,310,150       4.62 %
 
                                       
FHLMC and FNMA
                                       
Due over ten years
    217,638             7,331       210,307       4.94 %
 
                                       
Debt Securities
                                       
FHLB Notes
                                       
Due over ten years
    27,901             404       27,497       5.50 %
 
                                       
FNMA Notes
                                       
Due from one to five years
    46,011             300       45,711       4.60 %
 
                                       
U.S. Treasury
                                       
Due within a year
    100,032             376       99,656       1.97 %
Due from five to ten years
    761,100             45,735       715,365       3.65 %
 
                             
 
  $ 2,499,609     $ 17     $ 90,940     $ 2,408,686       4.26 %
 
                             
                                                         
    2005     2004  
                                    Weighted-             Weighted-  
    Amortized     Unrealized     Unrealized     Market     Average     Market     Average  
(Dollars in thousands)   Cost     Gains     Losses     Value     Yield     Value     Yield  
Mortgage-Backed Securities
                                                       
GNMA
                                                       
Due over ten years
  $ 2,585,231     $ 41     $ 43,591     $ 2,541,681       4.76 %   $ 2,935,910       5.62 %
 
                                                       
FHLMC and FNMA
                                                       
Due over ten years
    975,960       233       18,744       957,449       5.32 %     389,357       5.18 %
 
                                                       
Debt Securities
                                                       
FHLB Notes
                                                       
Due over ten years
    111,961             1,909       110,052       5.50 %     114,206       5.51 %
 
                                                       
U.S. Treasury
                                                       
Due from one to five years
    199,933             1,206       198,727       1.58 %     491,586       1.66 %
Due from five to ten years
    100,310             2,685       97,625       1.97 %     835,293       3.71 %
Due over ten years
    762,573             36,534       726,039       3.65 %     216,156       4.71 %
 
                                         
 
  $ 4,735,968     $ 274     $ 104,669     $ 4,631,573       4.52 %   $ 4,982,508       4.83 %
 
                                         
The weighted-average yield is computed based on amortized cost and, therefore, does not give effect to changes in fair value.
Proceeds from sales of securities available for sale during 2006 were approximately $1.4 billion (2005 — $4.6 billion and 2004 — $10.0 billion). For 2006, gross gains of $0.7 million (2005 - $13.4 million and 2004 — $61.8 million) were realized on those sales. For 2006, gross losses of $28.4 million (2005 — $54.2 million and 2004 — $49.8 million) were realized on those sales.

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Expected maturities of mortgage-backed securities and certain debt securities might differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
During 2006, the Company’s sold $1.7 billion in available for sale securities (of which $231 million settled during the first quarter of 2007) at a loss of $22.7 million. As part of this transaction, repurchase agreements amounting to $1.7 billion were terminated and a loss of $6.9 million was recorded as loss on sale extinguishment for the year ended December 31, 2006. Also, during 2005 the Company sold $1.2 billion in available for sale securities at a loss of $45.3 million. The Company’s decision was designed as a measure to increase future net interest income and liquidity, as well as to strengthen its capital ratios.
Under SFAS No. 133, as amended, the Company may designate a derivative as a hedge of the fair value of a recognized fixed rate asset or liability. From time to time certain hedging activities related to certain available-for-sale securities are accounted for as a fair value hedge. In a qualifying fair value hedge, both the changes in fair value of the hedged item attributable to the hedged risk (in this case available-for-sale securities) and changes in fair value of the derivative are included in net gain (loss) on securities held for trading in the Consolidated Statements of Income. As a result, any hedge ineffectiveness is reflected immediately in earnings. During 2004, the Company recognized losses of $7.0 million that represents the ineffective portion of the fair value hedges of its available-for-sale securities. Derivatives hedging the fair value of certain available-for-sale securities expired during the third quarter of 2004 and the Company decided to discontinue the fair value hedge for such securities. As a result of the fair value hedge discontinuance, the favorable cumulative mark-to-market valuation from the inception date of the fair value hedge to its discontinuance date (approximately $21.0 million and $23.7 million as of December 31, 2006 and 2005, respectively) is being amortized as a yield adjustment over the remaining term of the securities.

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8. Securities Held to Maturity
The amortized cost, gross unrealized gains and losses, approximate market value, weighted-average yield and contractual maturities of securities held to maturity as of December 31, 2006 and 2005 (2004 — only amortized cost and weighted-average yield) were as follows:
                                         
    2006  
                                    Weighted-  
    Amortized     Unrealized     Unrealized     Market     Average  
(Dollars in thousands)   Cost     Gains     Losses     Value     Yield  
Mortgage-Backed Securities
                                       
GNMA
                                       
Due from one to five years
  $ 656     $ 9     $     $ 665       5.99 %
Due over ten years
    3,592       127             3,719       6.85 %
 
                                       
FHLMC and FNMA
                                       
Due over ten years
    291,905       2,587       964       293,528       6.05 %
 
                                       
CMO Certificates
                                       
Due over ten years
    8,209             542       7,667       5.79 %
 
                                       
Debt Securities
                                       
FHLB Notes
                                       
Due within one year
    100,000             271       99,729       2.86 %
Due from one to five years
    100,671             2,327       98,344       4.15 %
Due from five to ten years
    50,000             625       49,375       4.13 %
Due over ten years
    273,594             13,555       260,039       5.10 %
 
                                       
FHLB Zero Coupon
                                       
Due over ten years
    128,602             5,221       123,381       6.50 %
 
                                       
FHLMC Zero Coupon
                                       
Due over ten years
    269,975             8,831       261,144       5.85 %
 
                                       
FHLMC and FNMA Notes
                                       
Due over ten years
    149,989             4,357       145,632       5.65 %
 
                                       
P.R. Housing Bank
                                       
Due within one year
    5,000       11             5,011       6.00 %
Due over ten years
    7,235                   7,235       5.72 %
 
                                       
U.S. Treasury
                                       
Due from five to ten years
    201,195             12,758       188,437       3.52 %
Due over ten years
    472,364       1,083       36,194       437,253       4.31 %
 
                                       
Other
                                       
Due within a year
    25                   25       5.30 %
Due from one to five years
    11,925             206       11,719       4.47 %
Due over ten years
    8,000       449             8,449       5.61 %
 
                             
 
  $ 2,082,937     $ 4,266     $ 85,851     $ 2,001,352       4.96 %
 
                             

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    2005     2004  
                                    Weighted-             Weighted-  
    Amortized     Unrealized     Unrealized     Market     Average     Amortized     Average  
(Dollars in thousands)   Cost     Gains     Losses     Value     Yield     Cost     Yield  
Mortgage-Backed Securities
                                                       
GNMA
                                                       
Due from one to five years
  $ 508     $ 10     $     $ 518       5.88 %   $ 493       6.50 %
Due from five to ten years
    328       7             335       6.45 %     618       7.00 %
Due over ten years
    4,336       209             4,545       6.73 %     5,754       7.00 %
 
                                                       
FHLMC and FNMA
                                                       
Due over ten years
    337,266       4,312       928       340,650       6.05 %     420,670       5.22 %
 
                                                       
CMO Certificates
                                                       
Due within a year
                                         
Due from one to five years
                                  614       6.10 %
Due from five to ten years
                                         
Due over ten years
    9,817             581       9,236       5.78 %     24,264       6.58 %
 
                                                       
Debt Securities
                                                       
FHLB Notes
                                                       
Due from one to five years
    200,847             4,145       196,702       3.53 %     100,000       2.89 %
Due from five to ten years
    50,000       125             50,125       4.13 %     50,000       4.13 %
Due over ten years
    273,594             15,100       258,494       5.10 %     398,587       5.38 %
 
                                                       
FHLB Zero Coupon
                                                       
Due over ten years
    120,543             563       119,980       6.50 %     167,361       6.51 %
 
                                                       
FHLMC Zero Coupon
                                                       
Due over ten years
    254,647       7       1,568       253,086       5.86 %     282,947       5.90 %
 
                                                       
FHLMC and FNMA Notes
                                                       
Due over ten years
    149,988             3,813       146,175       5.65 %     149,988       5.63 %
 
                                                       
P.R. Housing Bank
                                                       
Due from one to five years
    5,000       77             5,077       6.00 %     5,000       6.00 %
Due over ten years
    2,235                   2,235       6.20 %     2,235       6.20 %
 
                                                       
U.S. Treasury
                                                       
Due from five to ten years
    201,361             10,642       190,719       3.52 %     201,521       3.52 %
Due over ten years
    473,904       3,629       19,057       458,476       4.33 %     475,323       4.33 %
 
                                                       
Other
                                                       
Due within one year
    25                   25       6.20 %            
Due from one to five years
    8,295       4       176       8,123       4.42 %     7,950       4.32 %
Due from five to ten years
                                  370       6.75 %
Due over ten years
    7,000             50       6,950       5.93 %     7,000       5.93 %
 
                                         
 
  $ 2,099,694     $ 8,380     $ 56,623     $ 2,051,451       4.98 %   $ 2,300,695       5.02 %
 
                                         

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The weighted-average yield is computed based on amortized cost and, therefore, does not give effect to changes in fair value. Expected maturities of mortgage-backed securities and certain debt securities might differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
9. Investments in an Unrealized Loss Position
The following tables show the Company’s gross unrealized losses and fair value for available-for-sale and held-to-maturity investments, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2006 and December 31, 2005.
SECURITIES AVAILABLE FOR SALE
                                                 
    As of December 31, 2006  
    Less than 12 months     12 months or more     Total  
            Unrealized             Unrealized             Unrealized  
(In thousands)   Fair Value     Losses     Fair Value     Losses     Fair Value     Losses  
Mortgage-Backed Securities
                                               
GNMA
  $ 484     $ 15     $ 1,309,019     $ 36,779     $ 1,309,503     $ 36,794  
FHLMC and FNMA
                210,307       7,331       210,307       7,331  
 
                                               
Debt Securities
                                               
FNMA Notes
    45,710       300                   45,710       300  
FHLB Notes
                29,445       404       29,445       404  
U.S. Treasury
                815,022       46,111       815,022       46,111  
 
                                   
 
  $ 46,194     $ 315     $ 2,363,793     $ 90,625     $ 2,409,987     $ 90,940  
 
                                   
SECURITIES AVAILABLE FOR SALE
                                                 
    As of December 31, 2005  
    Less than 12 months     12 months or more     Total  
            Unrealized             Unrealized             Unrealized  
(In thousands)   Fair Value     Losses     Fair Value     Losses     Fair Value     Losses  
Mortgage-Backed Securities
                                               
GNMA
  $ 927,922     $ 14,658     $ 1,612,002     $ 28,933     $ 2,539,924     $ 43,591  
FHLMC and FNMA
    775,897       12,326       141,915       6,418       917,812       18,744  
 
                                               
Debt Securities
                                               
FHLB Notes
    110,052       1,909                   110,052       1,909  
U.S. Treasury
    97,266       1,736       925,125       38,689       1,022,391       40,425  
 
                                   
 
  $ 1,911,137     $ 30,629     $ 2,679,042     $ 74,040     $ 4,590,179     $ 104,669  
 
                                   

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SECURITIES HELD TO MATURITY
                                                 
    As of December 31, 2006  
    Less than 12 months     12 months or more     Total  
            Unrealized             Unrealized             Unrealized  
(In thousands)   Fair Value     Losses     Fair Value     Losses     Fair Value     Losses  
Mortgage-Backed Securities
                                               
FHLMC and FNMA
  $     $     $ 40,143     $ 964     $ 40,143     $ 964  
CMO Certificates
    148       1       7,519       541       7,667       542  
 
                                               
Debt Securities
                                               
FHLB Notes
    49,375       625       458,111       16,153       507,486       16,778  
FHLB Zero Coupon
                123,381       5,221       123,381       5,221  
FHLMC Zero Coupon
                261,144       8,831       261,144       8,831  
FHLMC and FNMA Notes
    11,858       391       133,774       3,966       145,632       4,357  
U.S. Treasury
    214,344       20,866       349,195       28,086       563,539       48,952  
Other
    4,954       46       6,739       160       11,693       206  
 
                                   
 
  $ 280,679     $ 21,929     $ 1,380,006     $ 63,922     $ 1,660,685     $ 85,851  
 
                                   
SECURITIES HELD TO MATURITY
                                                 
    As of December 31, 2005  
    Less than 12 months     12 months or more     Total  
            Unrealized             Unrealized             Unrealized  
(In thousands)   Fair Value     Losses     Fair Value     Losses     Fair Value     Losses  
Mortgage-Backed Securities
                                               
FHLMC and FNMA
  $ 46,361     $ 928     $     $     $ 46,361     $ 928  
CMO Certificates
    2,280       55       6,724       526       9,004       581  
 
                                               
Debt Securities
                                               
FHLB Notes
    98,703       2,144       356,493       17,101       455,196       19,245  
FHLB Zero Coupon
    119,980       563                   119,980       563  
FHLMC Zero Coupon
                178,602       1,568       178,602       1,568  
FHLMC and FNMA Notes
    97,550       2,438       48,625       1,375       146,175       3,813  
U.S. Treasury
    330,704       15,636       253,710       14,063       584,414       29,699  
Other
    11,674       226                   11,674       226  
 
                                   
 
  $ 707,252     $ 21,990     $ 844,154     $ 34,633     $ 1,551,406     $ 56,623  
 
                                   
The securities held by the Company are principally mortgage-backed securities, U.S. Treasury and agency securities. Thus, a substantial portion of these instruments is guaranteed by mortgages, a U.S. government-sponsored entity or the full faith and credit of the U.S. government and, therefore, principal and interest on the securities are deemed recoverable. The Company has the ability and intent to hold the securities until maturity or until the unrealized losses are recovered. Therefore, no other-than- temporary impairment loss has been recognized.

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10. Mortgage Loans Held for Sale
At December 31, mortgage loans held for sale consisted of the following:
                 
(In thousands)   2006     2005  
Conventional single family residential loans
  $ 1,371,088     $ 4,555,932  
FHA/VA loans
    115,225       162,338  
Mortgage loans on residential multifamily
    5,621        
Construction and commercial real estate loans
    277,156       603,925  
 
           
Total mortgage loans held for sale(1)
  $ 1,769,090     $ 5,322,195  
 
           
 
(1)   Includes $23.2 million of interest-only loans as of December 31, 2006.
At December 31, 2006 and 2005, the loans held for sale portfolio included $103.7 million and $506.3 million, respectively, of mortgage loans with a loan-to-value over 90% without mortgage insurance.
At December 31, 2006 and 2005, loans held for sale for which the creditor has the right to repledge the collateral amounted to $442.2 million and $3.5 billion, respectively. Such loans were pledged to secure financing agreements with local financial institutions.
During 2006, the Company performed a review of its mortgage loans held for sale in light of the more stringent requirements of the U.S. secondary mortgage market. As a result of this review, the Company reassessed its plan to sell certain of its mortgage portfolio classified as held for sale, specifically loans with low FICO scores or with documentation and compliance issues, and transferred $961.5 million from the mortgage loans held for sale portfolio to its loan receivable portfolio and recorded a loss of $27.2 million for the year ended December 31, 2006, at the lower of cost or market.
At December 31, the aggregate amortized cost and approximate market value of these loans were as follows:
                 
            Approximate  
    Amortized     Market  
(In thousands)   Cost(1)     Value(1)  
2006
  $ 1,769,090     $ 1,786,728  
 
           
2005
  $ 5,322,195     $ 5,367,648  
 
           
 
(1)   Includes $100.3 million and $74.0 million for 2006 and 2005, respectively, related to GNMA defaulted loans for which the Company has an unconditional buy-back option (See Note 3).

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11. Loans Receivable
Loans receivable are related to the Company’s banking and construction loan operations and consisted of:
                 
    December 31,  
(In thousands)   2006     2005  
Construction loans(1)
  $ 817,352     $ 795,848  
Residential mortgage loans(2)
    1,785,454       514,164  
Commercial-secured by real estate(3)
    541,891       891,795  
Consumer-other:
               
Personal loans
    37,896       30,453  
Auto loans
    426       760  
Credit cards
    20,086       19,278  
Overdrawn checking account
    324       448  
Revolving lines of credit
    28,229       30,525  
Lease financing receivables
    43,565       44,636  
Commercial non-real estate
    158,963       142,909  
Loans on savings deposits
    16,811       15,082  
Land secured
    42,769       50,358  
 
           
Loans receivable, gross(4)
    3,493,766       2,536,256  
 
           
 
               
Less:
               
Discount on loans transferred(2)
    (22,016 )      
Unearned interest and deferred loan fees, net
    (14,580 )     (23,252 )
Allowance for loan and lease losses
    (67,233 )     (35,044 )
 
           
 
    (103,829 )     (58,296 )
 
           
Loans receivable, net
  $ 3,389,937     $ 2,477,960  
 
           
 
(1)   Includes $680.6 million and $670.3 million of construction loans for residential housing projects as of December 31, 2006 and 2005, respectively. Also includes $136.8 million and $125.5 million of construction loans for commercial, condominiums and multifamily projects as of December 31, 2006 and 2005, respectively.
 
(2)   During 2006, the Company performed a review of its mortgage loans held for sale in light of the more stringent requirements of the U.S. secondary mortgage market. As a result of this review, the Company reassessed its plan to sell certain of its mortgage portfolio classified as held for sale, specifically loans with low FICO scores or with documentation and compliance issues, and transferred $961.5 million from the mortgage loans held for sale portfolio to its loan receivable portfolio.
 
(3)   Includes $448.0 million of commercial loans collateralized with 1-to-4 family residential mortgage loans as of December 31, 2005. During the fourth quarter of 2006, the Company entered into an agreement with a local financial institution that resulted in the extinguishment of a commercial loan in exchange for the mortgage loans that collateralized such commercial loan. As a result of this transaction, an equivalent amount of residential mortgage loans that previously served as collateral for the commercial loan was included as part of the residential mortgage loan portfolio. These loans were recorded by the Company at fair market value, which resulted in approximate $3.4 million loss recorded as net loss on extinguishment for the year ended December 31, 2006.
 
(4)   Includes $42.6 million of interest-only loans as of December 31, 2006.
Fixed-rate loans and adjustable-rate loans were approximately $2.6 billion and $0.9 billion, at December 31, 2006, respectively, and $1.4 billion and $1.1 billion, respectively, at December 31, 2005.
The adjustable rate loans, mostly composed of construction loans for residential projects, land loans, and certain residential mortgage loans, have interest rate adjustment limitations and are generally tied to interest rate market indices (primarily Prime rate and 3-month LIBOR). Future market factors may affect the correlation of the interest rate adjustment with the rate the Company pays on the short-term deposits that have primarily funded these loans.
Impaired loans as of December 31, 2006 and 2005 amounted to approximately $139.6 million and $58.0 million, respectively. At December 31, 2006, an impairment allowance of approximately $22.6 million (2005 — $13.9 million) was allocated to certain impaired loans with an aggregate principal outstanding balance of $112.6 million

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(2005 — $58.0 million). Average impaired loans for the years ended December 31, 2006 and 2005, were $92.9 million and $23.2 million, respectively.
As of December 31, 2006, the Company had loans receivable and mortgage loans held for sale, including impaired loans, over 90 days delinquent on which the accrual of interest income had been discontinued, amounting to approximately $308.7 million (2005 — $198.9 million). If these loans had been accruing interest, the additional interest income realized would have been approximately $21.8 million (2005 — $14.6 million). During the first quarter of 2005, the Company changed its estimates for non-accrual loans as a result of conforming the non-accrual policies of its mortgage banking units to that of its banking subsidiaries, pursuant to which mortgage loans held for sale are placed on a non-accrual basis after they are delinquent for more than 90 days.
12. Allowance for Loan and Lease Losses
Changes in the allowance for loan and lease losses were as follows:
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Balance at beginning of year
  $ 35,044     $ 20,881     $ 14,919  
Provision for loan and lease losses
    39,829       22,369       10,384  
Recoveries
    822       647       347  
Losses charged to the allowance
    (8,462 )     (8,761 )     (4,095 )
Other
          (92 )     (674 )
 
                 
Balance at the end of year
  $ 67,233     $ 35,044     $ 20,881  
 
                 
13. Servicing Activities
The components of net servicing income (loss) are shown below:
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Servicing fees
  $ 36,557     $ 31,330     $ 29,398  
Late charges
    9,470       8,860       7,393  
Prepayment penalties
    1,024       2,502       2,247  
Interest loss
    (4,601 )     (3,551 )     (2,620 )
Other servicing fees
    251       438       923  
 
                 
Servicing income, gross
    42,701       39,579       37,341  
Amortization of servicing assets
    (31,211 )     (26,846 )     (29,213 )
Net (impairment) recovery of servicing assets
    (4,586 )     3,982       (8,146 )
 
                 
 
                       
Total net servicing income (loss)
  $ 6,904     $ 16,715     $ (18 )
 
                 

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The changes in servicing assets are shown below:
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Balance at beginning of year
  $ 156,812     $ 136,024     $ 133,237  
Capitalization of servicing assets
    50,028       45,433       27,520  
Net servicing assets recognized as part of the restructured mortgage loan sale transactions
    11,351              
Rights purchased
    209       4,421       4,505  
Amortization
    (31,211 )     (26,846 )     (29,213 )
Application of valuation allowance to write-down permanently impaired servicing assets
    (410 )     (2,220 )     (25 )
 
                 
Balance before valuation allowance at end of year
    186,779       156,812       136,024  
Valuation allowance for temporary impairment
    (10,412 )     (6,236 )     (12,438 )
 
                 
Balance at end of year
  $ 176,367     $ 150,576     $ 123,586  
 
                 
Impairment charges are recognized through a valuation allowance for each individual stratum of servicing assets. The valuation allowance is adjusted to reflect the amount, if any, by which the cost basis of the servicing asset for a given stratum of loans being serviced exceeds its fair value. Any fair value in excess of the cost basis of the servicing asset for a given stratum is not recognized. Other-than-temporary impairment, if any, is recognized as a direct write-down of the servicing assets, and the valuation allowance is applied to reduce the cost basis of the servicing asset.
Changes in the impairment allowance were as follows:
                         
    Year Ended December 31,  
(In thousands)   2006     2005     2004  
Balance at beginning of year
  $ 6,236     $ 12,438     $ 4,317  
Temporary impairment charges
    9,905       21,912       30,119  
Write-down for other than temporary impairment of servicing assets
    (410 )     (2,220 )     (25 )
Recoveries
    (5,319 )     (25,894 )     (21,973 )
 
                 
Balance at end of year
  $ 10,412     $ 6,236     $ 12,438  
 
                 
The Company’s servicing portfolio amounted to approximately $15.3 billion, $15.7 billion and $14.3 billion at December 31, 2006, 2005 and 2004, respectively, including $3.3 billion, $5.9 billion and $5.2 billion, respectively, of loans owned by the Company for which no servicing asset has been recognized.
During the years ended December 31, 2006, 2005 and 2004, the Company purchased servicing rights to approximately $16.4 million, $229.0 million and $266.6 million, respectively, in principal amount of mortgage loans.
Under most of the servicing agreements, the Company is required to advance funds to make scheduled payments to investors, if payments due have not been received from the mortgagors. At December 31, 2006, receivables and mortgage-servicing advances included advances to investors of approximately $47.9 million (2005 — $36.0 million).
In general, Doral Financial’s servicing agreements are terminable by the investors for cause. The Company’s servicing agreements with FNMA permit FNMA to terminate the Company’s servicing rights if FNMA determines that changes in the Company’s financial condition have materially adversely affected the Company’s ability to satisfactorily service the mortgage loans. Approximately 27% of Doral Financial’s mortgage loan servicing on behalf of third parties relates to mortgage servicing for FNMA. Termination of Doral Financial’s servicing rights with respect to FNMA or other parties for which it provides servicing could have a material adverse effect on the results of operations and financial condition of Doral Financial.

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14. Sales and Securitizations of Mortgage Loans
As disclosed in Note 3, the Company routinely originates, securitizes and sells mortgage loans into the secondary market. As a result of this process, the Company typically retains the servicing rights and may retain interest-only strips. The Company’s retained interests are subject to prepayment and interest rate risks.
Key economic assumptions used in determining the fair value at the time of sale ranged as follows:
                                 
    Servicing Assets   Interest-Only Strips
    Minimum   Maximum   Minimum   Maximum
2006:
                               
Constant prepayment rate:
                               
Government –guaranteed mortgage loans
    9.07 %     14.06 %     N/A       N/A  
Conventional conforming mortgage loans
    8.49 %     22.79 %     N/A       N/A  
Conventional non-conforming mortgage loans
    11.86 %     47.77 %     11.16 %     16.33 %
 
                               
Residual cash flow discount rate:
                               
Government –guaranteed mortgage loans
    10.50 %     10.50 %     N/A       N/A  
Conventional conforming mortgage loans
    9.00 %     10.50 %     N/A       N/A  
Conventional non-conforming mortgage loans
    13.99 %     14.86 %     8.98 %     14.05 %
2005:
                               
Constant prepayment rate:
                               
Government –guaranteed mortgage loans
    6.54 %     14.82 %     N/A       N/A  
Conventional conforming mortgage loans
    5.32 %     22.45 %     N/A       N/A  
Conventional non-conforming mortgage loans
    5.58 %     24.87 %     13.44 %     19.90 %
 
                               
Residual cash flow discount rate:
                               
Government –guaranteed mortgage loans
    10.00 %     10.00 %     N/A       N/A  
Conventional conforming mortgage loans
    8.50 %     10.00 %     N/A       N/A  
Conventional non-conforming mortgage loans
    11.50 %     12.00 %     8.63 %     11.48 %
2004:
                               
Constant prepayment rate:
                               
Government –guaranteed mortgage loans
    8.88 %     17.26 %     N/A       N/A  
Conventional conforming mortgage loans
    4.91 %     19.03 %     N/A       N/A  
Conventional non-conforming mortgage loans
    14.38 %     29.54 %     10.86 %     20.28 %
 
                               
Residual cash flow discount rate:
                               
Government –guaranteed mortgage loans
    10.00 %     10.00 %     N/A       N/A  
Conventional conforming mortgage loans
    8.50 %     9.50 %     N/A       N/A  
Conventional non-conforming mortgage loans
    11.50 %     12.00 %     9.50 %     10.50 %
At December 31, 2006, fair values of the Company’s retained interests were based on internal and external valuation models that incorporate market driven assumptions, adjusted by the particular characteristics of the Company’s servicing portfolio, regarding discount rates, mortgage prepayment rates, and implied forward LIBOR rates (in the case of variable IOs). The weighted-averages of the key economic assumptions used by the Company in its internal and external valuation models and the sensitivity of the current fair value of residual cash flows to immediate 10 percent and 20 percent adverse changes in those assumptions for mortgage loans at December 31, 2006, were as follows:

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(Dollars in thousands)   Servicing Assets   Interest-Only Strips
Carrying amount of retained interest
  $ 176,367     $ 49,926  
Weighted-average expected life (in years)
    6.4       4.7  
 
               
Constant prepayment rate (weighted-average annual rate)
    13.64 %     13.74 %
Decrease in fair value due to 10% adverse change
  $ (5,097 )   $ (2,371 )
Decrease in fair value due to 20% adverse change
  $ (9,734 )   $ (4,567 )
 
               
Residual cash flow discount rate (weighted-average annual rate)
    11.78 %     12.22 %
Decrease in fair value due to 10% adverse change
  $ (6,590 )   $ (1,323 )
Decrease in fair value due to 20% adverse change
  $ (12,722 )   $ (2,577 )
These sensitivities are hypothetical and should be used with caution. As the figures indicate, changes in fair value based on a 10 percent variation in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, in this table, the effect of a variation in a particular assumption on the fair value of the retained interest is calculated without changing any other assumption; in reality, changes in one factor may result in changes in another (for example, increases in market interest rates may result in lower prepayments), which may magnify or counteract the sensitivities.
The activity of interest-only strips is shown below:
                         
(In thousands)   2006     2005     2004  
Balance at beginning of year
  $ 74,034     $ 127,361     $ 128,566  
Capitalization of IOs from loan sales
          10,981       53,624  
Amortization
    (16,520 )     (51,785 )     (51,692 )
Negative IO value eliminated as part of the mortgage loans sale transactions restructured (mortgage loans repurchased)
    18,190              
Negative value of IOs sold
    16,189              
Losses on the value of IOs
    (41,967 )     (12,523 )     (3,137 )
 
                 
Balance at end of year
  $ 49,926     $ 74,034     $ 127,361  
 
                 
The following table presents a detail of the cash flows received on Doral Financial’s portfolio of IOs for 2006, 2005 and 2004:
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Total cash flows received on IO portfolio
  $ 23,042     $ 62,639     $ 65,146  
 
                       
Amortization of IOs, as offset to cash flows
    (16,520 )     (51,785 )     (51,692 )
 
                 
 
                       
Net cash flows recognized as interest income
  $ 6,522     $ 10,854     $ 13,454  
 
                 
In 2006, the Company recognized a loss of $34.5 million, on the sales and securitization of residential mortgage loans, compared to gains of $52.1 million and $83.6 million for the corresponding periods in 2005 and 2004, respectively. Total loan sales and securitizations amounted to $4.2 billion (including $3.1 billion of sales relating to restructuring of prior mortgage loans transfers classified as secured borrowings as part of the restatement), $2.7 billion and $2.5 billion for 2006, 2005 and 2004, respectively.
In the past, the Company normally sold loans that did not qualify for the insurance or guarantee programs of FHA and VA, or the sale or exchange programs of FNMA or FHLMC (“non-conforming loans”) to local financial institutions on a recourse basis pursuant to which Doral Financial retained part of the credit risk associated with such loan after sale. The Company also securitized certain loans into FNMA and FHLMC mortgage-backed securities on a recourse basis. During 2006, the Company discontinued the practice of selling loans subject to recourse provisions,

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except for certain early payments defaults. As of December 31, 2006, the maximum contractual exposure in principal amount of loans that Doral Financial would have if all loans subject to recourse defaulted was $956.2 million (2005 — $1.8 billion). As of December 31, 2006, the Company had an estimated recourse obligation of $9.5 million (2005 — $17.2 million) recognized as part of “Accrued expenses and other liabilities.”
The following table presents quantitative information about components of loans sold with recourse and delinquencies as of December 31, 2006:
                                                                                         
                                                                                    90 or more  
    Loan             Outstanding     Full     6%     7%     10%     4%             Total     Days  
(Dollars in thousands)   Count     LTV     Balance     Recourse     Limit     Limit     Limit     Limit     Other     Exposure     Delinquent  
FNMA sales
    7,516       84     $ 876,026     $ 796,096     $ 12,853     $ 9,177     $     $ 3,530     $     $ 821,656     $ 26,009  
Non-conforming loans
    7,329       52       252,711                         90,316             2,572       92,888       25,100  
FHLMC sales
    1,163       48       41,609       41,609                                     41,609       1,034  
 
                                                                 
Total
    16,008       76     $ 1,170,346     $ 837,705     $ 12,853     $ 9,177     $ 90,316     $ 3,530     $ 2,572     $ 956,153     $ 52,143  
 
                                                                 
During 2006, Doral Financial has experienced increased demands for repurchases associated with documentation issues (primarily loan file deficiencies) involving mortgage loans sold to third parties. Doral Financial is working with these financial institutions to review the claims and to correct alleged documentation deficiencies, which relate primarily to loan file deficiencies. While the parties are currently cooperating with each other and Doral Financial will seek to minimize required repurchases, if any, by correcting flaws, no assurance can be given that any required repurchase related to this transaction or other transactions will not adversely affect the Company’s liquidity. Doral Financial does not have a reserve on its financial statements for possible losses related to repurchase resulting for representation and warranties violations because it does not expect any such losses to be significant.
In addition to its servicing and warranty obligations, in the past Doral Financial’s loan sale activities have included the sale of non-conforming mortgage loans subject to recourse arrangements that generally require Doral Financial to repurchase or substitute the loans if the loans are 90 days or more past due or otherwise in default up to a specified amount or limited to a period of time after the sale.
Pursuant to these recourse arrangements, the Company agrees to retain or share the credit risk with the purchaser of such mortgage loans for a specified period or up to a certain percentage of the total amount in loans sold. The Company estimates the fair value of the retained recourse obligation or any liability incurred at the time of sale and includes such obligation with the net proceeds from the sale, resulting in a lower gain on sale recognition. Doral Financial recognizes the fair value of its recourse obligation by estimating the amount that the Company would be required to pay for mortgage insurance from a third party in order to be relieved of its estimated recourse exposure on these loans. The Company believes that this method resulted in an adequate valuation of its recourse allowance as of December 31, 2006. As part of its new business strategy, the Company is seeking to reduce the sale of mortgage loans with recourse.
15. Premises and Equipment
Premises and equipment consisted of:
                 
    December 31,  
(In thousands)   2006     2005  
Office buildings
  $ 75,388     $ 67,801  
Office furniture and equipment
    76,944       74,768  
Leasehold improvements
    63,760       69,773  
Automobiles
    400       572  
 
           
 
    216,492       212,914  
Less – accumulated depreciation and amortization
    (96,019 )     (80,632 )
 
           
 
    120,473       132,282  
 
               
Land
    15,483       16,529  
Construction in progress
    2,849       1,639  
 
           
 
  $ 138,805     $ 150,450  
 
           

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16. Sources of Borrowings
At December 31, 2006, the scheduled aggregate annual contractual maturities (or estimates in the case of loans payable) of the Company’s borrowings were approximately as follows:
                                                 
            Repurchase     Advances from     Loans              
(In thousands)   Deposits     Agreements(1)     the FHLB(1)     Payable (2)     Notes Payable     Total  
2007
  $ 3,531,410     $ 493,687     $ 267,000     $ 70,296     $ 637,075     $ 4,999,468  
2008
    453,860       104,800       200,000       59,942       855       819,457  
2009
    196,073       175,093       25,000       51,064       915       448,145  
2010
    22,633       1,325,785       199,000       43,456       200       1,591,074  
2011
    35,590             113,500       36,938       200       186,228  
2012 and thereafter
    11,194       1,800,000       230,000       182,747       284,668       2,508,609  
 
                                   
 
  $ 4,250,760     $ 3,899,365     $ 1,034,500     $ 444,443     $ 923,913     $ 10,552,981  
 
                                   
 
(1)   Includes $2.6 billion of repurchase agreements with an average rate of 4.01% and $567.5 million in advances from the FHLB-NY with an average rate of 4.73%, which lenders have the right to call before their contractual maturity at various dates beginning in January, 2007.
 
(2)   Secured borrowings with local financial institutions, collateralized by real estate mortgages at fixed and variable interest rates tied to 3-month LIBOR. These loans are not subject to scheduled payments, but are expected to be repaid according to the regular amortization and prepayments of the underlying mortgage loans. For purposes of the table above the Company used a CPR of 6.92% to estimate the repayments.
17. Deposit Accounts
At December 31, deposits and their weighted-average interest rates are summarized as follows:
                                 
    2006     2005  
(Dollars in thousands)   Amount     %     Amount     %  
Certificates of deposit
  $ 2,947,892       4.50     $ 2,749,643       3.72  
Regular savings
    442,796       3.62       449,449       2.42  
NOW accounts
    532,885       3.23       612,389       2.15  
Non interest-bearing deposits
    327,187             425,788        
 
                       
 
  $ 4,250,760       3.90     $ 4,237,269       2.98  
 
                       
At December 31, 2006 and 2005, certificates of deposit over $100,000 amounted to approximately $2.3 billion and $2.3 billion, respectively. Brokered certificates of deposit amounted to $2.0 billion and $1.9 billion at December 31, 2006 and 2005, respectively. The banking subsidiaries had brokered certificates of deposit maturing as follows:
         
    As of  
    December 31,  
(In thousands)   2006  
2007
  $ 1,411,478  
2008
    415,973  
2009
    169,488  
2010
    9,127  
2011
    17,829  
2012 and thereafter
    3,298  
 
     
 
  $ 2,027,193  
 
     

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At December 31, 2006, Doral Financial’s banking subsidiaries had deposits from officers, directors, employees and principal stockholders of the Company amounting to approximately $5.5 million (2005 - $6.1 million).
The Company, as a servicer of loans, is required to maintain certain balances on behalf of the borrowers called custodial and escrow funds. At December 31, 2006, custodial and escrow funds amounted to approximately $110.9 million (2005 — $211.3 million), of which $82.1 million were deposited with Doral Bank–PR (2005 — $148.8 million). The remaining escrow funds were deposited with other banks and therefore excluded from the Company’s assets and liabilities.
18. Securities Sold Under Agreements to Repurchase
The following summarizes significant data about securities sold under agreements to repurchase for the years ended December 31, 2006 and 2005.
                 
(Dollars in thousands)   2006     2005  
Carrying amount as of December 31,
  $ 3,899,365     $ 6,054,598  
 
           
 
               
Average daily aggregate balance outstanding
  $ 5,540,978     $ 7,179,834  
 
           
 
               
Maximum balance outstanding at any month-end
  $ 5,987,599     $ 8,000,754  
 
           
 
               
Weighted-average interest rate during the year
    4.35 %     3.57 %
 
           
 
               
Weighted-average interest rate at year end
    4.25 %     4.08 %
 
           
During 2006, the Company recognized a loss of $6.9 million in connection with an early extinguishment of certain securities sold under agreements to repurchase compared to a gain of approximately $2.0 million for 2005.
Securities sold under agreements to repurchase as of December 31, 2006, grouped by counterparty, were as follows:
                 
            Weighted-average  
(Dollars in thousands)   Repurchase     maturity  
Counterparty   Liability     (in months)  
CitiGroup Global Markets
  $ 1,200,000       78.1  
Merrill Lynch, Pierce, Fenner & Smith, Inc.
    890,800       46.0  
Credit Suisse First Boston, LLC
    750,000       100.1  
Lehman Brothers, Inc.
    513,978       42.1  
Federal Home Loan Bank of New York
    246,900       35.6  
Morgan Stanley DW, Inc.
    234,800       0.4  
Others
    62,887       1.1  
 
           
Total
  $ 3,899,365       61.7  
 
           
The carrying and market values of securities available for sale and securities held to maturity pledged as collateral at December 31, shown by maturity of the repurchase agreement, were as follows:

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    2006     2005  
    Carrying     Market     Repurchase     Repo     Carrying     Market     Repurchase     Repo  
(Dollars in thousands)   Value     Value     Liability     Rate     Value     Value     Liability     Rate  
Mortgage-Backed Securities
                                                               
GNMA
                                                               
Term up to 30 days
  $ 24,166     $ 23,484     $ 22,680       5.33 %   $ 168,094     $ 165,155     $ 160,353       4.15 %
Term over 90 days
    1,252,202       1,248,086       1,287,793       3.55 %     2,326,874       2,287,338       2,228,113       3.65 %
 
                                                               
FHLMC and FNMA
                                                               
Term over 90 days
    433,269       426,760       399,163       3.80 %     1,253,309       1,238,795       1,192,898       3.00 %
 
                                                               
Debt Securities
                                                               
FHLB Notes
                                                               
Term over 90 days
    514,617       497,771       399,874       5.77 %     475,233       457,979       430,730       5.37 %
 
                                                               
FHLB and FHLMC
                                                               
Zero Coupons
                                                               
Term up to 30 days
    128,119       143,934       140,400       5.32 %                        
Term of 30 to 90 days
    74,477       77,653       72,850       5.32 %     141,512       140,732       130,120       4.18 %
Term over 90 days
    142,092       135,855       92,400       5.55 %     207,726       206,911       160,450       3.93 %
 
                                                               
FHLMC and FNMA Notes
                                                               
Term up to 30 days
                            24,994       24,258       33,539       4.18 %
Term of 30 to 90 days
                            50,000       48,625       36,780       4.18 %
Term over 90 days
    65,537       64,466       60,707       3.14 %     24,994       24,258       24,016       3.97 %
 
                                                               
U.S. Treasury Securities
                                                               
Term up to 30 days
                            764,389       727,268       721,050       3.94 %
Term of 30 to 90 days
                            133,473       132,666       123,500       5.75 %
Term over 90 days
    1,336,701       1,257,332       1,129,225       4.39 %     441,995       424,405       365,315       4.74 %
 
                                               
 
  $ 3,971,180     $ 3,875,341     $ 3,605,092       4.25 %   $ 6,012,593     $ 5,878,390     $ 5,606,864       3.84 %
 
                                               

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Doral Financial is a party to two repurchase facilities with outstanding balances totaling approximately $86 million that are secured by whole loans and subordinated mortgage securities. These facilities are payable on demand or on a monthly basis. These facilities may be terminated by the lenders following a material adverse change in the results of operations or financial condition of the Company. One of these facilities also contains a covenant that requires Doral Financial to remain “well capitalized” under the applicable banking regulatory guidelines. As a result of the losses incurred during 2006, Doral Financial’s leverage ratio fell below the minimum threshold for the holding company to classify as “well-capitalized.” Doral Financial is in discussions with both lenders to avoid a termination of the facilities as a result of the losses suffered by Doral Financial or as a result of falling below the “well capitalized” level. The termination of either of these facilities could have a material adverse effect on the holding company’s liquidity position.
19. Advances from the Federal Home Loan Bank
Advances from the FHLB consisted of the following:
                 
    December 31,  
(In thousands)   2006     2005  
Non-callable advances with maturities ranging from January 2007 to October 2011 (2005-October 2007 to March 2010), at various fixed rates averaging 4.85% and 3.84% at December 31, 2006 and 2005, respectively.
  $ 467,000     $ 167,000  
 
               
Non-callable advances due on September 14, 2007, tied to 1-month LIBOR adjustable monthly (5.36% and 4.38% at December 31, 2006 and 2005, respectively).
    100,000       100,000  
 
               
Callable advances with maturities ranging from July 2009 to November 2012, at various fixed rates averaging 4.58% and 4.09% at December 31, 2006 and 2005, respectively, callable at various dates beginning on January 1, 2007.
    467,500       702,500  
 
           
 
  $ 1,034,500     $ 969,500  
 
           
At December 31, 2006, the Company had pledged qualified collateral in the form of first mortgage notes, investments and mortgage-backed securities with a market value of $1.2 billion to secure the above advances from the FHLB, which generally the counterparty is not permitted to sell or repledge.
20. Loans Payable
At December 31, 2006 and 2005, loans payable consisted of financing agreements with local financial institutions secured by mortgage loans.
Outstanding loans payable consisted of the following:
                 
    December 31,  
(In thousands)   2006     2005  
Secured borrowings with local financial institutions, collateralized by real estate mortgage loans at variable interest rates tied to 3-month LIBOR averaging 6.86% and 5.71% at December 31, 2006 and 2005, respectively
  $ 415,019     $ 3,498,638  
 
               
Secured borrowings with local financial institutions, collateralized by real estate mortgage loans at fixed interest rates averaging 7.77% and 7.70% at December 31, 2006 and 2005, respectively
    29,424       37,585  
 
               
Secured borrowings with local financial institutions, collateralized by IOs at a fixed interest rate of 7.75%
          42,007  
 
           
 
  $ 444,443     $ 3,578,230  
 
           

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Maximum borrowings outstanding at any month end during 2006 and 2005 were $3.4 billion and $4.6 billion, respectively. The approximate average daily outstanding balance of loans payable during the periods were $2.0 billion and $4.0 billion, respectively. The weighted-average interest rate of such borrowings, computed on a daily basis, was 5.93% in 2006 and 4.95% in 2005. At December 31, 2006 and 2005, loans held for sale amounting to $442.2 million and $3.5 billion, respectively, were pledged to secure financing agreements with local financial institutions, such loans can be repledged by the counterparty. See Note 16 for additional information regarding secured borrowings with local financial institutions.
The loan payable with a local financial institution collateralized by IO’s at a fixed interest rate of 7.75% was renegotiated in 2006 as a note payable.
21. Notes Payable
Notes payable consisted of the following:
                 
    December 31,  
(In thousands)   2006     2005  
$625 million floating rate senior notes tied to 3-month LIBOR (6.20% and 5.00% at December 31, 2006 and 2005, respectively), due on July 20, 2007, paying interest quarterly(1)
  $ 624,814     $ 625,337  
 
               
$100 million notes, net of discount, bearing interest at 7.65%, due on March 26, 2016, paying interest monthly
    98,166       98,266  
 
               
7.84% senior notes due on October 10, 2006, paying interest semiannually on April 10 and October 10
          75,000  
 
               
$30 million notes, net of discount, bearing interest at 7.00%, due on April 26, 2012, paying interest monthly
    29,564       29,570  
 
               
$40 million notes, net of discount, bearing interest at 7.10%, due on April 26, 2017, paying interest monthly
    39,272       39,320  
 
               
$30 million notes, net of discount, bearing interest at 7.15%, due on April 26, 2022, paying interest monthly
    29,401       29,450  
 
               
Senior term notes at fixed rates ranging of 8.55% (2005 – 8.50% to 8.55%) due on August 31, 2007, paying interest semiannually on February 28 and August 31
    9,000       16,000  
 
               
Bonds payable secured by mortgage on building at fixed rates ranging from 6.30% to 6.90% (2005 – 6.25% to 6.90%), with maturities ranging from June 2007 to December 2029 (2005 – June 2006 to December 2029), paying interest monthly
    41,995       42,755  
 
               
Bonds payable at 6.25%, with maturities ranging from December 2010 to December 2029, paying interest monthly
    7,600       7,600  
 
               
Zero coupon senior notes (effective rate of 6.50%) due on April 30, 2007
    2,456       2,323  
 
               
Note payable with a local financial institution, collateralized by IOs at a fixed rate of 7.75%, due on December 25, 2013, paying interest monthly
    41,645        
 
           
 
  $ 923,913     $ 965,621  
 
           
 
(1)   Doral Financial will need significant outside financing during 2007, principally for the payment of its $625 million floating rate senior notes that mature on July 20, 2007 (See Note 2).

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22. Accrued Expenses and Other Liabilities
Accrued expenses and other liabilities consisted of the following:
                 
    December 31,  
(In thousands)   2006     2005  
Amounts retained on mortgage loans, generally paid within 5 days
  $ 3,494     $ 4,632  
Accrued severance and salaries expenses
    5,696       477  
Guaranteed bonus
    4,155        
Customer mortgages and closing expenses payable
    10,018       23,770  
Deferred compensation plan
          2,286  
Incentive compensation payable
          2,523  
Accrued interest payable
    73,779       90,246  
Recourse obligation
    9,522       17,239  
GNMA defaulted loans – buy-back option
    100,275       74,043  
Deferred rent obligation
    2,597       2,457  
Provision for contingencies
    95,000       25,000  
Accrued expenses and other liabilities
    95,503       101,036  
 
           
 
  $ 400,039     $ 343,709  
 
           
23. Income Taxes
Income taxes include Puerto Rico income taxes as well as applicable federal and state taxes. As Puerto Rico corporations, Doral Financial and all of its Puerto Rico subsidiaries are generally required to pay federal income taxes only with respect to their income derived from the active conduct of a trade or business in the United States (excluding Puerto Rico) and certain investment income derived from U.S. assets. Any such tax is creditable, with certain limitations, against Puerto Rico income taxes. Except for the operations of Doral Bank NY and Doral Money, substantially all of the Company’s operations are conducted through subsidiaries in Puerto Rico. Doral Bank NY and Doral Money are U.S. corporations and are subject to U.S. income-tax on their income derived from all sources. For the years ended December 31, 2006, 2005 and 2004, the provision for income taxes for the Company’s U.S. subsidiaries amounted to approximately $3.4 million, $2.3 million and $1.4 million, respectively.
The maximum statutory corporate income tax rate in Puerto Rico is 41.5% for the taxable year ended December 31, 2006. In August 2005, the Government of Puerto Rico approved an increase in the maximum statutory rate from 39.0% to 41.5% to corporations and partnerships for a two-year period. The tax rate was applied retroactively effective January 1, 2005 to all of the Company’s subsidiaries doing business in Puerto Rico. The additional tax related to the income earned from January 1 to the date of enactment of the law was fully recorded in the third quarter of 2005 net of the impact in the deferred taxes. In addition, in May 2006, the Government of Puerto Rico approved an additional transitory tax applicable only to the banking industry that raised the maximum statutory tax rate to 43.5% for taxable years commenced during the calendar year 2006. For taxable years beginning after December 31, 2006, the maximum statutory tax rate will be 39%.
Doral Financial enjoys income tax exemption on interest income derived from FHA and VA mortgage loans financing the original acquisition of newly constructed housing in Puerto Rico and securities backed by such mortgage loans. Doral Financial also invests in U.S. Treasury and agency securities that are exempt from Puerto Rico taxation and are not subject to federal income taxation because of the portfolio interest deduction to which Doral Financial is entitled as a foreign corporation. In addition, Doral Financial uses its international banking entity subsidiary to invest in various U.S. securities and U.S. mortgage-backed securities, which interest income and gain on sale, if any, is exempt from Puerto Rico income taxation and excluded from federal income taxation on the basis

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of the portfolio interest deduction in the case of interest, and in the case of capital gains, because the gains are sourced outside the United States.
For the year ended December 31, 2006, Doral Financial recognized an income tax benefit of $48.1 million, compared to an income tax expense of $19.1 million for the comparable 2005 period. The decrease in the tax provision for the year ended December 31, 2006 is principally due to pre-tax losses recognized during 2006, combined with an increase in the Company’s net deferred tax asset as a result of the various agreements entered into with the Puerto Rico Treasury Department.
During 2006, the Company entered into two separate agreements with the Puerto Rico Treasury Department regarding the Company’s deferred tax asset related to prior intercompany transfers of IOs (the “IO Tax Asset”). The first agreement, executed during the first quarter, confirmed the previously established tax basis of all the IO transfers within the Doral Financial corporate group. The second agreement, executed during the third quarter, clarified that for Puerto Rico income tax purposes, the IO Tax Asset is a stand-alone intangible asset subject to a straight-line amortization based on a useful life of 15 years. Furthermore, the agreement provided that the IO Tax Asset could be transferred to any entity within Doral Financial corporate group, including the Puerto Rico banking subsidiary. The confirmation of the previously established tax basis of all IO transfer within the Doral Financial corporate group and the ability to use the IO Tax Asset in the Company’s profitable subsidiaries resulted in an increase in the deferred tax asset net of the valuation allowance and in a net tax benefit for the year ended December 31, 2006.
In assessing the realization of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company considers the expected realization of its deferred tax assets and liabilities, projected future taxable income, and tax planning strategies in making this assessment. In assessing such projections, the Company did not consider the effects of the proposed transaction, as part of the plans to pay its $625 million floating senior notes that mature on July 20, 2007, as detailed in Note 2 to the Financial Statements. The effects that the proposed transaction will have on the projection will be considered after the conclusion of the transactions leading to the payment of these $625 million. In the case of the IO Tax Asset, the realization of the deferred tax asset is dependent upon the existence of, or generation of, taxable income during the 15 year period in which the amortization deduction is available. In determining the valuation allowance recorded, the Company considered both the positive and negative evidence regarding our ability to generate sufficient taxable income to realize our deferred tax assets. Positive evidence included projected earnings attributable to the core business through the projection period. Further positive evidence included the ability to isolate nonrecurring charges in historical losses and that it is objectively verifiable that such charges will not recur, core earnings of the business absent these nonrecurring items and the flexibility to move IO amortization to profitable entities according to our agreements with the Puerto Rico Treasury Department. Negative evidence included our recorded loss for the year ended December 31, 2006, the net operating loss short carry forward period of 7 years and the uncertainties surrounding the Company’s ability to continue as a going concern dependent on the ability to secure the needed outside financing for the payment of the $625 million floating senior notes that mature in July 2007. Negative evidence also included the Risks Factors described in Item 1a of our Annual Report on Form 10-K for the year ended December 31, 2006.
In weighing the positive and negative evidence above, we considered the more likely than not criteria pursuant to SFAS 109 as well as the risk factors related to its future business described above. Based on this analysis we concluded that it was more likely than not that the net deferred tax assets of $262 million would be realized.
Under the PR Code, Doral Financial is not permitted to file consolidated tax returns and, thus, Doral Financial is not able to utilize losses from one subsidiary to offset gains in another subsidiary. Accordingly, in order to obtain a tax benefit from a net operating loss, a particular subsidiary must be able to demonstrate sufficient taxable income within the applicable carry forward period (7 years under the PR Code). As of December 31, 2006, net operating losses of $223.0 million were recognized at the subsidiary level that, based on the forecasted future taxable income, such subsidiaries could not utilize to offset future income. This resulted in an increase of a valuation allowance. At December 31, 2006, the deferred tax asset, net of its valuation allowance of $201.6 million, amounted to approximately $261.6 million compared to $213.2 million at December 31, 2005.
Failure to achieve sufficient projected taxable income might affect the ultimate realization of the net deferred tax asset. Factors that may affect the Company’s ability to achieve sufficient forecasted taxable income include, but are not limited to increased competition, a decline in margins and loss of market share.
Reconciliation of Effective Tax Rate
The provision for income taxes of the Company differs from amounts computed by applying the applicable Puerto Rico statutory rate to income before taxes. A reconciliation of the difference follows:

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(Dollars in thousands)   Year ended December 31,  
    2006     2005     2004  
(Loss) income before income taxes
 
$(272,008)
 
$32,283
   
$129,303
 
            % of             % of             % of  
            Pre-tax             Pre-tax             Pre-tax  
    Amount     Income     Amount     Income     Amount     Income  
Tax at statutory rates
  $ 112,883       41.5     $ (13,397 )     (41.5 )   $ (50,428 )     (39.0 )
Tax effect of exempt income, net of expense disallowance
    17,097       6.3       42,229       130.8       48,271       37.3  
Net tax benefit (expense) from capital gain transactions
                706       2.2       86,807       67.1  
Effect of net operating losses not used
    (29,881 )     (11.0 )     (30,420 )     (94.2 )            
Net change in IOs tax differential basis
    70,541       25.9                          
Deferred tax valuation allowance
    (125,923 )     (46.2 )     (4,440 )     (13.8 )            
Non-tax deductible expenses
                (12,311 )     (38.1 )            
Other, net
    3,390       1.2       (1,458 )     (4.5 )     841       0.7  
 
                                   
Income tax benefit (provision)
  $ 48,107       17.7     $ (19,091 )     (59.1 )   $ 85,491       66.1  
 
                                   
The components of income tax expense for the years ended December 31 are summarized below:
                         
(In thousands)   2006     2005     2004  
Current income tax expense
  $ (3,888 )   $ (17,720 )   $ (87,138 )
Deferred income tax benefit (expense)
    51,995       (1,371 )     172,629  
 
                 
Total income tax benefit (expense)
  $ 48,107     $ (19,091 )   $ 85,491  
 
                 
At December 31, the components of the net deferred tax asset were:
                 
(In thousands)   2006     2005  
Deferred income tax asset (liability) resulting from:
               
Deferred (income) cost for tax purposes
  $ (49 )   $ 1,391  
Net unrealized losses on securities
    2,661       4,928  
Unrealized net gains on derivative activities
    (9,552 )     (6,903 )
Stock-based compensation
    118       3,531  
Differential in tax basis of IOs sold
    281,820       203,784  
Net operating loss carry-forward
    99,221       30,420  
Net deferred origination fees
    2,984       17,323  
Mortgage loans discount
    8,348        
Allowance for loan and lease losses
    26,287       14,622  
Provision for contingencies
    37,050        
MSRs impairment
    3,933       6,279  
Recourse obligation
    3,714       7,154  
Other reserves and allowances
    6,729       6,384  
 
           
 
    463,264       288,913  
 
           
Valuation allowance
    (201,619 )     (75,696 )
 
           
Net deferred tax asset
  $ 261,645     $ 213,217  
 
           
24. Related Party Transactions
At December 31, 2006, the Company had $5.8 million of loans outstanding to officers (including former officers who left during 2006), directors and 5% or more stockholders, of which $5.4 million are secured by mortgages on real estate. Furthermore, the Company had construction loans receivable outstanding to related parties of $14.9 million.

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From time to time, Doral Financial or its subsidiaries make mortgage loans to persons who purchase homes in residential housing projects developed by entities controlled by Arturo Madero, the spouse of Zoila Levis, the former President and a former Director of Doral Financial. All such loans have been made in the ordinary course of business on substantially the same terms, including interest rates and collateral, as those prevailing at the same time for comparable transactions for persons purchasing homes in projects developed by unaffiliated persons.
Doral Bank — PR and Doral Bank — NY have had, and expect to have in the future banking transactions in the ordinary course of business with directors and executive officers of Doral Financial as well as their affiliated entities. In particular, Doral Bank – PR has made construction loans to development entities controlled by Arturo Madero, the spouse of Zoila Levis, the former President and a former Director of Doral Financial. All extensions of credit to any of these persons by Doral Bank – PR or Doral Bank — NY have been made in the ordinary course of business on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with other persons. As part of a credit analysis, the Company classified as sub-standard a construction loan extended to a partnership controlled by Arturo Madero with an outstanding balance of $14.9 million and assigned a credit reserve of $5.0 million related to that loan as of December 31, 2006.
25. Financial Instruments with Off-Balance Sheet Risk
The Company enters into financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments may include commitments to extend credit and sell mortgage-backed securities and loans. These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the statement of financial position.
The contractual amounts of these instruments reflect the extent of involvement the Company has in particular classes of financial instruments. The Company’s exposure to credit losses in the event of nonperformance by the other party to the financial instrument for commitments to extend credit or for forward sales is represented by the contractual amount of these instruments. The Company uses the same credit policies in making these commitments as it does for on-balance-sheet instruments. At December 31, 2006, commitments to extend credit and commercial and financial standby letters of credit amounted to approximately $231.8 million and $1.7 million, respectively, and commitments to sell mortgage loans amounted to approximately $230.6 million. Management believes that the Company has the ability to meet these commitments and that no loss will result from the same. Commitments to extend credit are agreements to lend to a customer as long as the conditions established in the contract are met. Commitments generally have fixed expiration dates or other termination clauses. Generally, the Company does not enter into interest rate lock agreements with borrowers.
A letter of credit is an arrangement that represents an obligation on the part of the Company to a designated third party, contingent upon the failure of the Company’s customer to perform under the terms of the underlying contract with a third party. The amount in letters of credit represents the maximum amount of credit risk in the event of non-performance by these customers. Under the terms of a letter of credit, an obligation arises only when the underlying event fails to occur as intended, and the obligation is generally up to a stipulated amount and with specified terms and conditions. Letters of credit are used by the customer as a credit enhancement and typically expire without having been drawn upon.
The Company evaluates each customer’s credit worthiness on a case-by-case basis. The amount of collateral, if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the counterparty.
A geographic concentration exists within the Company’s loan servicing portfolio, since approximately 99% of the Company’s lending activity is with customers located in Puerto Rico, and most of its loans are secured by properties located in Puerto Rico.
Options on futures contracts confer the right from sellers to buyers to take a future position at a stated price. Risks arise from the possible inability of counterparties to meet the terms of their contracts and from movements in securities values and interest rates. The Company controls the credit risk of its futures contracts through credit approvals, limits and monitoring procedures.

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Collateral for securities purchased under agreements to resell is kept by the Company under custody agreements. Collateral for securities sold under agreements to repurchase is generally kept by the counterparty.
26. Commitments and Contingencies
The Company has several non-cancelable operating leases for office facilities expiring from 2007 through 2012 and thereafter. Total minimum rental commitments for leases in effect at December 31, 2006, were as follows:
         
(In thousands)   Amount  
2007
  $ 7,896  
2008
    7,641  
2009
    7,120  
2010
    6,496  
2011
    5,531  
2012 and thereafter
    32,705  
 
     
 
  $ 67,389  
 
     
Total rent expense for the years ended December 31, 2006, 2005 and 2004, amounted to approximately $9.6 million, $9.0 million, and $7.8 million, respectively.
Doral Financial and its subsidiaries are defendants in various lawsuits arising in the ordinary course of business. In the opinion of Doral Financial’s management, except as described below, the pending and threatened legal proceedings of which management is aware will not have a material adverse effect on the financial condition or results of operations of Doral Financial.
Since 2005, Doral Financial became subject to various legal proceedings, including regulatory and judicial investigations and civil litigation, arising as a result of the Company’s restatement.
Lawsuits
Class Action Lawsuits. Following the announcement of the restatement, Doral Financial and certain directors and former officers and directors, were named as defendants in eighteen purported class action lawsuits filed between April 20, 2005 and June 14, 2005, alleging violations of federal securities laws. Sixteen of these actions were filed in the U.S. District Court for the Southern District of New York and two were filed in the U.S. District Court for the District of Puerto Rico. These lawsuits, brought on behalf of shareholders who purchased Doral Financial securities as early as May 15, 2000 and as late as May 26, 2005, allege primarily that the defendants engaged in securities fraud by disseminating materially false and misleading statements during the class period, failing to disclose material information concerning the valuation of the Company’s IOs, and misleading investors as to the Company’s vulnerability to interest rate increases. The two actions not initially filed in the U.S. District Court for the Southern District of New York have been transferred there by the Judicial Panel on Multi-District Litigation (“MDL Panel”) for coordinated or consolidated pretrial proceedings with the actions previously filed there before Judge Richard Owen. On February 8, 2006, Judge Owen entered an order appointing the West Virginia Investment Management Board as lead plaintiff and approving the selection of Lerach Coughlin Stoia Geller Rudman & Robbins LLP as lead plaintiffs’ counsel. On June 22, 2006, the lead plaintiff filed a consolidated amended complaint alleging securities fraud during the period between March 15, 2000 and October 25, 2005, based on allegations similar to those noted above, as well as based on the reversal of certain transactions entered into by Doral Financial with other Puerto Rico financial institutions and on weaknesses in Doral Financial’s control environment as described in the Company’s amended annual report on Form 10-K for 2004. The consolidated amended complaint seeks unspecified compensatory damages (including interest), costs and expenses, and injunctive relief.
Shareholder Derivative Lawsuits. Certain officers and directors and former officers and directors of the Company are named as defendants in five shareholder derivative actions currently pending before Judge Owen in the U.S. District Court for the Southern District of New York. These derivative actions were filed in 2005 and 2006, and purport to bring claims on behalf of the Company based principally on allegations that Doral Financial’s former officers and directors allowed Doral Financial to use inadequate procedures and financial controls in connection

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with the Company’s financial statements, made misstatements to the public concerning the Company’s financial controls and financial performance and otherwise failed in their duties to the Company. These derivative lawsuits have been consolidated with the class actions during pretrial proceedings. The relief sought in these derivative actions includes contribution in respect of the securities actions, unspecified compensatory damages on behalf of Doral Financial, disgorgement of defendants’ profits and compensation, equitable and/or injunctive relief, costs and other expenses. On April 27, 2006, Judge Owen appointed Rosenbaum Capital, LLC as lead derivative plaintiff and the law firm of Federman & Sherwood as lead derivative plaintiffs’ counsel.
Other Lawsuits. On June 21, 2005, a lawsuit was filed against Doral Financial and certain of its former officers and directors in the U.S. District Court for the District of Puerto Rico. Between June 29, 2005 and August 30, 2005, plaintiff filed three amended complaints. The suit as amended concerns a divorce settlement entered by a former Chairman and chief executive officer of Doral Financial and also alleges, among other things, violations of federal securities laws, Racketeer Influenced and Corrupt Organizations (“RICO”) Act violations, as well as fraud and breach of contract under Puerto Rico law, some of which are stated in the alternative as derivative claims on behalf of Doral Financial. Plaintiff seeks an award of damages, costs, and expenses. All defendants have moved to dismiss the complaint as amended, and such motions have not been decided.
In addition, on October 14, 2005, the Company, a director and certain former officers and directors of the Company were named as defendants in an action brought by an individual plaintiff filed in the U.S. District Court for the Southern District of New York, alleging violations of federal securities laws and various Kentucky state laws similar to those alleged in the class action lawsuits. Plaintiff seeks compensatory damages in the amount of $292,000 for losses the plaintiff allegedly incurred in connection with Doral Financial securities purchased between January 19, 2005 and March 18, 2005, as well as unspecified punitive damages, interest, costs and other expenses. This action is at a very early stage, is pending before Judge Owen and has been consolidated with the class and derivative actions for pretrial proceedings.
Settlement Agreement
On April 27, 2007, Doral Financial entered into an agreement to settle all claims in the consolidated securities class action and shareholder derivative litigation filed against the Company following the announcement in April 2005 of the need to restate its financial statements for the period of 2000 to 2004. The settlement is subject to notice and approval from the U.S. District Court for the Southern District of New York.
Under the terms of the settlement agreement and a concurrent agreement entered into by insurers to the Company and its current and former directors and officers, the Company and insurers will pay an aggregate of $129 million, of which insurers will pay approximately $34 million. In addition, one or more individual defendants will pay an aggregate of $1 million (in cash or Doral Financial stock). As part of the settlement, the Company also agreed to certain corporate governance enhancements.
The Company’s payment obligations under the settlement agreement are subject to the closing and funding of one or more transactions through which the Company obtains outside financing during 2007 to meet its liquidity and capital needs, including the repayment of the Company’s $625 million senior notes due on July 20, 2007, payment of the amounts due under the settlement agreement and certain other working capital and contractual needs. Either side may terminate the settlement agreement if the Company has not raised the necessary funding by September 30, 2007 or if the settlement has not been fully funded within 30 days from the receipt of such funding.
As a result of this settlement agreement, Doral Financial established a litigation reserve and recorded a charge to the Company’s full-year financial results for 2006 of $95.0 million.
The parties to the settlement agreement will seek final court approval of the settlement before the maturity of the senior notes due July 20, 2007, but no assurance can be given that it will receive final court approval by this date.
Other Legal Matters.
On April 19, 2005, the SEC informed Doral Financial that it was conducting an inquiry into Doral Financial’s accounting and disclosure practices related to the April 19, 2005 announcement that it would restate its financial

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results, and the underlying issues related to the restatement. Subsequently, the SEC issued a formal order of investigation in connection with the previously announced informal inquiry into the Company’s restatement of its consolidated financial statements.
On September 19, 2006, Doral Financial publicly announced that the SEC had approved a final settlement with the Company, which resolved the SEC’s investigation of the Company. Under the settlement approved by the SEC, Doral Financial agreed, without admitting or denying any wrongdoing, to be enjoined from future violations of certain provisions of the securities laws. Doral Financial also agreed to pay a $25 million civil penalty and the disgorgement of $1.00 to the SEC. The staff of the SEC may request that the civil penalty be distributed to investors under a plan of distribution to be established by the SEC, as authorized under the Sarbanes-Oxley Act of 2002.
Doral Financial reserved $25 million, during 2005, in its consolidated financial statements in connection with the settlement of the SEC’s investigation of the Company. Doral Financial paid the civil penalty in February 2007.
The settlement also provides that the amounts to be paid as civil penalty shall be treated by Doral Financial as penalties paid to the government for all purposes, including tax purposes, and that Doral Financial shall not seek to be reimbursed or indemnified for such payments through insurance or any other source, or use such payment to setoff or reduce any award of compensatory damages to plaintiffs in related securities litigation pending against the Company. In connection with the settlement, Doral Financial consented to the entry of a final judgment to implement the terms of the agreement. In December 2006, the United States District Court for the Southern District of New York entered the final judgment.
On August 24, 2005, the U.S. Attorney’s Office for the Southern District of New York served Doral Financial with a grand jury subpoena seeking the production of certain documents relating to issues arising from the restatement, including financial statements and corporate, auditing and accounting records prepared during the period from January 1, 2000 to the date of the subpoena. Doral Financial is cooperating with the U.S. Attorney’s Office in this matter, including by producing documents and other information in response to the subpoena. Doral Financial cannot predict the outcome of this matter and is unable to ascertain the ultimate aggregate amount of monetary liability or financial impact to Doral Financial of this matter. Accordingly, no reserve has been established in the consolidated financial statements of Doral Financial.
Banking Regulatory Matters
On March 17, 2006, Doral Financial and its principal Puerto Rico banking subsidiary, Doral Bank PR, entered into consent orders with the Federal Reserve, the Federal Deposit Insurance Corporation (“FDIC”) and the Office of the Commissioner. The mutually agreed upon orders require Doral Financial and Doral Bank PR to conduct reviews of their mortgage portfolios, and to submit plans regarding the maintenance of capital adequacy and liquidity. Doral Financial and Doral Bank PR have complied with these requirements. No fines or monetary penalties were assessed against Doral Financial or Doral Bank PR under the orders.
Under the terms of the consent order with the FDIC and the Office of the Commissioner, Doral Bank PR may not pay a dividend or extend credit to, or enter into certain asset purchase and sale transactions with Doral Financial or its subsidiaries, without the prior consent of the FDIC and the Office of the Commissioner.
The consent order with the Federal Reserve contains similar restrictions on Doral Financial from obtaining extensions of credit from, or entering into certain asset purchase and sale transactions with, Doral Bank PR, without the prior approval of the Federal Reserve. The consent order also restricts Doral Financial from paying dividends on its capital stock without the prior written approval of the Federal Reserve. Doral Financial is required to request permission for the payment of dividends on its common stock and preferred stock not less than 30 days prior to a proposed dividend declaration date.
On August 23, 2006, Doral Bank PR entered into a Memorandum of Understanding (“MOU”) with the Office of the Commissioner and the FDIC. The MOU relates to certain weaknesses identified by the regulators with respect to Doral Bank PR’s compliance with the Bank Secrecy Act (“BSA”). Doral Bank PR was not required to pay any civil monetary penalties in connection with this MOU. An MOU is characterized by regulatory authorities as an informal action that is neither published nor made publicly available by agencies and is used when circumstances warrant a

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milder form of action than a formal supervisory action, such as a formal written agreement of a cease and desist order.
Under the terms of the MOU, Doral Bank PR is required to correct certain violations of law, including certain violations regarding the BSA, within various timeframes. In particular, the MOU confirms the understanding that Doral Bank PR will operate with adequate management supervision and board of directors oversight on BSA related matters and will develop, adopt, and implement a system of internal controls designed to ensure full compliance with the BSA and certain other statutes, regulations, rules and/or guidelines issued or administered by the United States Department of Treasury’s Office of Foreign Assets Control (“OFAC”). The implementation of the MOU will include: revisions of Doral Bank PR’s policies, procedures and processes with respect to independent testing and training programs to ensure full compliance with the BSA and OFAC; designating a BSA and OFAC officer; amending existing policies, procedures, and processes relating to internal and external audits to review compliance with BSA and OFAC provisions as part of routine auditing; and engaging independent consultants to review account and transaction activity from September 1, 2005 through March 31, 2006 to determine compliance with suspicious activity reporting requirements and to review the effectiveness of the corrective actions taken in response to the MOU.
On October 3, 2006, Doral Financial was notified by the Federal Reserve that it no longer satisfies the financial holding company requirements for purposes of the Gramm-Leach-Bliley Act. Doral Financial has entered into an agreement with the Federal Reserve to correct certain deficiencies at Doral Bank PR within a 180-day period from receipt of the notice or such longer period as may be permitted by the Federal Reserve. Doral Financial is taking corrective actions to remain as a financial holding company and does not believe that the loss of financial holding company status would have a direct material adverse effect upon Doral Financial’s consolidated financial position or results of operations.
On October 23, 2006, Doral Bank PR entered into an MOU with the FDIC regarding certain deficiencies in Doral Bank PR’s compliance with the data reporting requirements of the Home Mortgage Disclosure Act, and weaknesses in its policies and procedures regarding compliance with the National Flood Insurance Act (as amended). Additionally, in connection with the deficiencies related to the data reporting requirements of the Home Mortgage Disclosure Act, Doral Bank PR consented to the payment of $12,000 of civil monetary penalties. Doral Bank PR also anticipates that it will be required to pay civil monetary penalties of up to approximately $125,000 to the FDIC related to the deficiencies in compliance with the National Flood Insurance Act related to deficiencies in flood insurance coverage, failure to maintain continuous flood insurance protection and failure to ensure that borrowers obtained flood insurance.
Doral Financial and Doral Bank PR have undertaken specific corrective actions to comply with the requirements of the consent orders and the MOUs, but cannot give assurances that such actions are sufficient to prevent further enforcement actions by the banking regulatory agencies. Doral Financial expects that the implementation of these corrective actions will result in additional compliance-related expenses. However, these expenses are not anticipated to have a material financial impact on the Company or Doral Bank PR.
27. Retirement and Compensation Plans
The Company maintains a profit-sharing plan with a cash or deferred arrangement named the Doral Financial Corporation Retirement Savings and Incentive Plan (“the Plan”). The Plan is available to all employees of Doral Financial who have attained age 18 and complete one year of service with the Company. Participants in the Plan have the option of making pre-tax or after-tax contributions. The Company makes a matching contribution that is invested in its common stock equal to $0.50 for every dollar of pre-tax contribution made by participants to the Plan with an annual compensation exceeding $30,000, up to 3% of the participant’s basic compensation, as defined. For those participants to the Plan with an annual compensation up to $30,000, the Company makes a matching contribution that is invested in its common stock equal to $1.00 for every dollar of pre-tax contribution, up to 3% of the participant’s basic compensation, as defined. The Company is also able to make fully discretionary profit-sharing contributions to the Plan. The Company’s expense related to its retirement plan during the years ended December 31, 2006, 2005 and 2004, amounted to approximately $794,000, $755,000, and $651,000, respectively.

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The Company had unfunded deferred incentive compensation arrangements (the “Deferred Compensation”) with certain employees up to 2006. The Deferred Compensation was determined as a percentage of net income arising from the mortgage-banking activities, as defined, and was payable to participants after a five-year vesting period. The expense for the years ended December 31, 2006, 2005 and 2004, amounted to approximately $68,000, $491,000 and $430,000, respectively.
As of December 31, 2006 the Company had no defined benefit or post-employment benefit plans.
28. Capital Stock and Additional Paid-In Capital
On September 29, 2003, and October 8, 2003, the Company issued 1,200,000 shares and 180,000 shares, respectively, of its 4.75% Perpetual cumulative convertible preferred stock (the “convertible preferred stock”) having a liquidation preference of $250 per share in a private offering to qualified institutional buyers pursuant to Rule 144A. The convertible preferred stock ranks on parity with the Company’s 7.00% noncumulative monthly income preferred stock, Series A (the “7% preferred stock”), 8.35% noncumulative monthly income preferred stock, Series B (the “8.35% preferred stock”) and 7.25% noncumulative monthly income preferred stock, Series C (the “7.25% preferred stock”), with respect to dividend rights and rights upon liquidation, winding up or dissolution (see description below). The net proceeds of the Company after the underwriting discounts and expenses were approximately $336.5 million. Each share of convertible preferred stock is currently convertible into 6.2856 shares of common stock, subject to adjustment under specific conditions. As of December 31, 2005, there were 1,380,000 shares issued and outstanding. During 2006, the Company paid dividends of $11.875 per share (an aggregate of $16.4 million) on the convertible preferred stock. Refer to Note 31 for additional information regarding specific conditions for the convertible preferred stock.
During the second quarter of 2002, the Company issued 4,140,000 shares of its 7.25% preferred stock at a price of $25 per share, its liquidation preference. As of December 31, 2006, there were 4,140,000 shares issued and outstanding. During 2006, the Company paid dividends of $1.8125 per share (an aggregate of $7.5 million) on the 7.25% preferred stock. The 7.25% preferred stock may be redeemed at the option of the Company beginning on May 31, 2007, at varying redemption prices starting at $25.50 per share. The net proceeds to the Company after the underwriting discounts and expenses were approximately $100 million.
On August 31, 2000, the Company issued 2,000,000 shares of its 8.35% preferred stock at a price of $25 per share, its liquidation preference. As of December 31, 2004, there were 2,000,000 shares issued and outstanding. During 2006, the Company paid dividends of $2.0875 per share (an aggregate of $4.2 million) on the 8.35% preferred stock. The 8.35% preferred stock may be redeemed at the option of the Company beginning on September 30, 2005, at varying redemption prices that start at $25.50 per share.
On February 22, 1999, the Company issued 1,495,000 shares of its 7% preferred stock at a price of $50 per share, its liquidation preference. As of December 31, 2006, there were 1,495,000 shares issued and outstanding. During 2006, the Company paid dividends of $3.50 per share (an aggregate of $5.2 million) on the 7% preferred stock. The 7% preferred stock may be redeemed at the option of the Company beginning February 28, 2004, at varying redemption prices that start at $51.00 per share.
The 7.25% preferred stock, 8.35% preferred stock and 7% preferred stock (collectively, the “nonconvertible preferred stocks”) are not convertible into shares of common stock or any other equity securities and have equal rank as to the payment of dividends and rights on liquidation. The holders of the nonconvertible preferred stocks are entitled to receive non-cumulative cash dividends on their liquidation preference when declared by the Board of Directors at the annual rate established for each series, payable monthly. The terms of the nonconvertible preferred stocks prohibit the Company from declaring or paying any dividends on the common stock (1) unless all accrued and unpaid dividends on the nonconvertible preferred stocks for the preceding 12 dividend periods have been paid and the full dividend on the nonconvertible preferred stocks for the current monthly dividend period is contemporaneously declared and paid or set aside for payment or (2) if the Company has defaulted in the payment of the redemption price of any shares of the nonconvertible preferred stocks called for redemption. The terms of the nonconvertible preferred stocks provide that if the Company is unable to pay in full dividends on a series of nonconvertible preferred stock, all dividends will be distributed pro rata among the outstanding series of nonconvertible preferred stock.

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The ability of the Company to pay dividends in the future is limited by the consent orders entered into with the Federal Banking Regulators and by various restrictive covenants contained in the debt agreements of the Company, the earnings, cash position and capital needs of the Company, general business conditions and other factors deemed relevant by the Company’s Board of Directors.
Current regulations limit the amount in dividends that Doral Bank–PR and Doral Bank–NY may pay. Payment of such dividends is prohibited if, among other things, the effect of such payment would cause the capital of Doral Bank–PR or Doral Bank–NY to fall below the regulatory capital requirements. In addition, the Federal Reserve Board has issued a policy statement that provides that insured banks and financial holding companies should generally pay dividends only out of current operating earnings. See Note 26, for additional information regarding restrictions to pay dividends as a result of consent orders entered by the Company with the Board of Governors of the Federal Reserve System, the FDIC and the CFI.
The Company has never received any dividend payment from its U.S. subsidiaries. Any such dividend paid from a U.S. subsidiary to the Company would be subject to a 10% withholding tax based on the provisions of the U.S. Internal Revenue Code.
29. Stock Option Plans
Effective January 1, 2006, the Company adopted SFAS No. 123R “Share-Based Payment” (“SFAS 123R”), without a material effect on the Consolidated Financial Statements of the Company, since in 2003 Doral Financial commenced expensing the fair value of stock options granted to employees using the “modified prospective” method described in SFAS No. 148 “Accounting for Stock-Based Compensation – Transition and Disclosure – an amendment of FASB Statement No. 123.” Using this method, the Company has expensed the fair value of all employee stock options and restricted stock granted after January 1, 2003, as well as the unvested portions of previously granted stock options. SFAS 123R requires the Company to estimate the pre-vesting forfeiture rate, for grants that are forfeited prior to vesting, beginning on the grant date and to true-up forfeiture estimates through the vesting date so that compensation expense is recognized only for grants that vest. When unvested grants are forfeited, any compensation expense previously recognized on the forfeited grants is reversed in the period of the forfeiture. Accordingly, periodic compensation expense will include adjustments for actual and estimated pre-vesting forfeitures and changes in the estimated pre-vesting forfeiture rate. The Company did not change its forfeiture rates during 2006.
Effective April 21, 2004, the Company adopted the Doral Financial Corporation Omnibus Incentive Plan (the “Omnibus Plan”). The Omnibus Plan provides for equity-based compensation incentives (the “awards”) through the grant of stock options, stock appreciation rights, restricted stock, restricted stock units and dividend equivalents, as well as cash and equity-based performance awards. This plan allows the issuance of up to 4,000,000 shares of common stock subject to adjustments for stock splits, reorganization and other similar events (as described below), to any employee, including officers and directors who are also employees of the Company, and 2,025,000 remained available for issuance at December 31, 2006. The Compensation Committee has full authority and absolute discretion to determine those eligible to receive awards and to establish the terms and conditions of any awards; however, the Omnibus Plan has various limits and vesting restrictions that apply to individual and aggregate awards. In case of a stock split, reorganization, merger or other similar event affecting the common stock, the Compensation Committee, in its discretion, shall adjust appropriately (a) the aggregate number of shares of common stock available for awards, (b) the aggregate limitations on the number of shares that may be awarded as a particular type of award or that may be awarded to any particular participant in any particular period, and (c) the aggregate number of shares subject to outstanding awards and the respective exercise prices or base prices applicable to outstanding awards.
During 2006, the Company’s Compensation Committee awarded 1,625,000 stock options, with a weighted average grant date fair value of $2.69 per share, and 250,000 shares of restricted stock, of which 200,000 had a grant date fair value of $6.93 per share and 50,000 had a grant date fair value of $10.79 per share. Of the stock options awarded, 1,365,000 vest ratably on an annual basis over a four-year period and 260,000 vest ratably on an annual basis over a one-and-a-half-year period. Of the restricted stock awarded, 200,000 vest ratably on an annual basis

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over a four-year period, while 50,000, scheduled to vest ratably on an annual basis over a five-year period, were forfeit following the resignation of the Company’s former Chief Financial Officer in October 2006.
During 2005, the Company’s Compensation Committee awarded 100,000 stock options, with a grant date fair value of $2.95, to the Company’s former interim Chief Executive Officer. The stock options awarded vested fully on June 30, 2006 following the recruitment by the Company of a permanent Chief Executive Officer.
Prior to the Omnibus Plan, from April 16, 1997, to April 20, 2004, the Company offered an employee stock option plan (the “Old Plan”). This plan, as amended in 2001, allowed for the granting of up to 6,750,000 purchase options on shares of the Company’s common stock to employees, including officers and directors who are also employees of the Company. All options awarded under the Old Plan were issued at market value at the date of the grant, for terms of ten years and vest ratably on an annual basis over a two-year period from the grant date. During 2006 1,410,000 of vested stock options expired following the departure of several executives and at December 31, 2006, only 22,050 stock options remained outstanding under the Old Plan.
Stock-based compensation recognized for 2006, 2005 and 2004 is as follows:
                         
(Dollars in thousands)   2006     2005     2004  
 
Stock-based compensation recognized
  $ 872     $ 8,118     $ 9,709  
Stock-based compensation reversed due to pre-vesting forfeitures
    (63 )     (4,246 )      
 
                 
Stock-based compensation recognized, net
  $ 809     $ 3,872     $ 9,709  
 
                 
Unrecognized at December 31
  $ 4,373     $ 221     $ 8,044  
 
                 
For 2006 the Company assumed forfeiture rates of 5% for senior executives and 20% for other employees. Changes in stock options for 2006, 2005 and 2004 are as follows:
                                                 
    2006     2005     2004  
            Weighted-             Weighted-             Weighted-  
    Number     Average     Number     Average     Number     Average  
    of     Exercise     of     Exercise     of     Exercise  
    Options     Price     Options     Price     Options     Price  
Beginning of year
    2,306,414     $ 14.84       5,527,538     $ 16.08       3,972,488     $ 9.97  
Granted
    1,625,000       6.04       100,000       12.76       1,560,000       31.60  
Exercised
    (18,000 )     5.28       (21,374 )     5.59       (4,950 )     6.76  
Purchased
                (6,750 )     15.57              
Post-vesting cancellations
    (2,166,364 )     15.11       (2,758,000 )     14.08              
Pre-vesting forfeitures
    (52,000 )     5.26       (535,000 )     31.51              
 
                                   
End of year
    1,695,050     $ 6.45       2,306,414     $ 14.84       5,527,538     $ 16.08  
 
                                   

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The following table summarizes information about the Company’s stock options outstanding at December 31, 2006:
                             
                        Weighted-Average  
Exercise     Outstanding     Vested     Contract Life  
Price     Options     Options     (years)  
$ 3.04       25,000             9.97  
$ 3.17       25,000             9.95  
$ 4.04       25,000             9.92  
$ 4.19       25,000             9.91  
$ 4.59       25,000             9.83  
$ 5.23       300,000             9.67  
$ 5.26       208,000             9.63  
$ 5.28       16,875       16,875       3.28  
$ 5.51       85,000             9.79  
$ 5.54       50,000             9.80  
$ 6.03       25,000             9.77  
$ 6.44       275,000             9.75  
$ 6.45       60,000             9.75  
$ 6.75       25,000             9.74  
$ 6.76       5,175       5,175       1.25  
$ 6.81       20,000             9.75  
$ 7.60       400,000             9.41  
$ 12.76       100,000       100,000       8.76  
                     
$ 6.45       1,695,050       122,050       9.51  
                     
Changes in non-vested shares for 2006 are as follows:
                                 
    Stock Options     Restricted Stock  
            Weighted-             Weighted-  
            Average             Average  
            Grant Date             Grant Date  
Non-vested Shares   Shares     Fair Value     Shares     Fair Value  
 
Non-vested at December 31, 2005
    107,500     $ 3.61           $  
Granted
    1,625,000       2.69       250,000       7.70  
Vested
    (107,500 )     3.61              
Pre-vesting forfeitures
    (52,000 )     1.57       (50,000 )     10.79  
 
                       
Non-vested at December 31, 2006
    1,573,000     $ 2.72       200,000     $ 6.93  
 
                       
The fair value of the options granted in 2006 was estimated using the Binomial Tree option-pricing model with the following weighted average assumptions:
                 
    2006   2005
     
Stock price at grant date and exercise price
  $ 6.04     $ 12.76  
Stock option estimated fair value
  $ 2.69     $ 2.95  
Expected stock option term (years)
    5.7       4.8  
Expected volatility
    39 %     38 %
Expected dividend yield
    0 %     5.76 %
Risk-free interest rate
    4.81 %     4.28 %
Expected volatility is based on the historical volatility of the Company’s common stock over a ten-year period. The Company uses empirical research date to estimate options exercise and employee termination within the valuation model; separate groups of employees that have similar historical exercise behavior are considered separately for valuation purposes. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected dividend yield is based on management’s expectation that the Company will not resume dividend payments on its Common Stock for the foreseeable future.

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The total intrinsic value of options exercised for the year ended December 31, 2006 and 2005 was approximately $27,760 and $620,724, respectively. Cash proceeds from options exercised during 2006 and 2005 amounted to approximately $95,000 and $119,495, respectively.
30. Supplemental Income Statement Information
Employee costs and other expenses are shown in the Consolidated Statements of Income net of direct loan origination costs which, pursuant to SFAS No. 91, “Accounting for Nonrefundable Fees and Costs Associated with Origination or Acquiring Loans and Initial Direct Costs of Leases” (“SFAS 91”), are capitalized as part of the carrying cost of mortgage loans and are offset against net gains on mortgage loan sales and fees when the loans are sold or amortized as yield adjustment in the case of loans receivable.
Set forth below is a reconciliation of the application of SFAS 91 to employee costs and other expenses:
                         
    Year ended December 31,  
(In thousands)   2006     2005     2004  
Employee costs, gross
  $ 122,462     $ 131,861     $ 129,439  
Deferred costs pursuant to SFAS No. 91
    (27,219 )     (41,064 )     (39,155 )
 
                 
Employee cost, net
  $ 95,243     $ 90,797     $ 90,284  
 
                 
 
                       
Other expenses, gross
  $ 33,145     $ 37,310     $ 33,219  
Deferred costs pursuant to SFAS No. 91
    (3,756 )     (8,318 )     (6,279 )
 
                 
Other expenses, net
  $ 29,389     $ 28,992     $ 26,940  
 
                 
As of December 31, 2006, the Company had a net deferred origination fee on mortgage loans held for sale and loans receivable amounting to $5.2 million (2005 – $30.8 million) and $8.7 million (2005 - $15.7 million), respectively.
31. Earnings per Share
The reconciliation of the numerator and denominator of the basic and diluted earnings per share, follows:
                         
    Year ended December 31,  
(Dollars in thousands, except per share data)   2006     2005     2004  
Net Income:
                       
Net Income
  $ (223,901 )   $ 13,192     $ 214,794  
Convertible preferred stock dividends
    (16,388 )     (16,387 )     (16,387 )
Nonconvertible preferred stock dividends
    (16,911 )     (16,912 )     (16,912 )
 
                 
Net (loss) income attributable to common stock
  $ (257,200 )   $ (20,107 )   $ 181,495  
 
                 
 
                       
Weighted-Average Shares:
                       
Basic weighted-average number of common shares outstanding
    107,941,135       107,927,037       107,907,699  
Incremental shares issuable upon exercise of stock options
                3,162,349  
 
                 
Diluted weighted-average number of common shares outstanding
    107,941,135       107,927,037       111,070,048  
 
                 
 
                       
Net (loss) Income per Common Share:
                       
Basic
  $ (2.38 )   $ (0.19 )   $ 1.68  
 
                 
Diluted
  $ (2.38 )   $ (0.19 )   $ 1.63  
 
                 
For the years ended December 31, 2006, 2005 and 2004, there were 1,380,000 shares of the Company’s 4.75% Perpetual cumulative convertible preferred stock issued in the second half of 2003 that were excluded from the computation of diluted earnings per share because their effect would have been antidilutive, except for the computation of diluted earnings per share for the fourth quarter of 2004. Each share of convertible preferred stock is currently convertible into 6.2856 shares of common stock, subject to adjustment under specific conditions. The

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option of the purchasers to convert the convertible preferred stock into shares of the Company’s common stock is exercisable only (a) if during any fiscal quarter after September 30, 2003, the closing sale price of the Company’s common stock for at least 20 trading days in a period of 30 consecutive trading days ending on the last trading date of the preceding fiscal quarter exceeds 120% of the conversion price of the convertible preferred stock (currently 120% of $39.77, or $47.72); (b) upon the occurrence of certain corporate transactions; or (c) upon the delisting of the Company’s common stock. On or after September 30, 2008, the Company may, at its option, cause the convertible preferred stock to be converted into the number of shares of common stock that are issuable at the conversion price. The Company may only exercise its conversion right if the closing sale price of the Company’s common stock exceeds 130% of the conversion price of the convertible preferred stock in effect for 20 trading days within any period of 30 consecutive trading days ending on a trading day not more than two trading days prior to the date the Company gives notice of conversion.
For the years ended December 31, 2006 and 2005 stock options and restricted stocks to purchase 1,895,050 and 2,306,414, respectively, shares of common stock were outstanding but not included in the computation of diluted earnings per share because they were antidilutive. For the year ended December 31, 2004, all stock options outstanding were included in the computation of weighted-average outstanding shares.
32. Disclosures about Fair Value of Financial Instruments
The following disclosure of the estimated fair value of financial instruments as of December 31, 2006 and 2005, is made by the Company using available market information and appropriate valuation methods. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize in a current market exchange. The use of different market assumptions and/or estimation methods may have a material effect on the estimated fair value amounts.
                                 
    2006   2005
    Carrying   Fair   Carrying   Fair
(In thousands)   Amount   Value   Amount   Value
Financial assets:
                               
Cash and due from banks
  $ 227,127     $ 227,127     $ 192,141     $ 192,141  
Money market investments
    918,734       918,734       1,354,361       1,354,361  
Securities held for trading
    183,805       183,805       388,676       388,676  
Securities available for sale
    2,408,686       2,408,686       4,631,573       4,631,573  
Securities held to maturity
    2,082,937       2,001,352       2,099,694       2,051,451  
Mortgage loans held for sale(1)
    1,769,090       1,786,728       5,322,195       5,367,648  
Loans receivable
    3,389,937       3,355,735       2,477,960       2,415,125  
Servicing assets
    176,367       179,960       150,576       163,651  
 
                               
Financial liabilities:
                               
Deposits
  $ 4,250,760     $ 4,232,210     $ 4,237,269     $ 4,209,361  
Securities sold under agreements to repurchase
    3,899,365       3,860,723       6,054,598       6,034,531  
Advances from FHLB
    1,034,500       1,032,734       969,500       966,197  
Loans payable
    444,443       384,831       3,578,230       3,401,382  
Notes payable(2)
    923,913       864,394       965,621       954,941  
 
(1)   Includes $100.3 million and $74.0 million for 2006 and 2005, respectively, related to GNMA defaulted loans for which the Company has an unconditional buy-back option (See Note 2).
 
(2)   For 2006, the difference between the carrying amount and the fair value was principally impacted by the lower market rate of its $625 million floating rate senior notes.
The following notes summarize the major methods and assumptions used in estimating the fair values of financial instruments:

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Cash and due from banks and money market investments: valued at the carrying amounts in the Consolidated Statements of Financial Condition. The carrying amounts are reasonable estimates of fair value due to the relatively short period to maturity.
Mortgage loans held for sale, securities held for trading, securities held to maturity and securities available for sale: valued at quoted market prices, if available. For securities without quoted prices, fair values represent quoted market prices for comparable instruments. In certain other cases, particularly in the case of the Company’s IOs, fair values have been estimated based on an internal valuation model which incorporates observable parameters of risk. Estimated future cash flows for variable IOs are based on the SWAP forward curve and discounted with the SWAP spot rate curve plus a spread. The spread over the discount rate is based on mortgage IO Z-spreads quoted by major financial institutions. Forecasted prepayments on the underlying mortgage portfolio are based on publicly available U.S. mainland projected CPRs scaled by an empirically estimated factor that takes into consideration the prepayment experience of loans originated in Puerto Rico. The fair value of derivative financial instruments is estimated as the amounts that the Company would receive or pay to terminate the contracts at the reporting date, taking into account the current unrealized gains or losses of open contracts. Market or dealer quotes are available for many derivatives; otherwise, pricing or valuation models are applied to current market information to estimate fair value.
Loans receivable: valued on the basis of estimated future principal and interest cash flows, discounted at rates commensurate with the loan characteristics. The same methodology described above was used to forecast prepayments. Future cash flows for homogeneous categories of loans, such as residential mortgage loans, are estimated on a portfolio basis and discounted at current rates offered for loans with similar characteristics.
Servicing assets: values derived from an independent market valuation based on present value calculations of the expected future cash flows associated with the servicing rights. Such valuations are based on assumptions that market participants would use in estimating future servicing income and expense, such as: discount rates, prepayment speeds, estimates of servicing cost, ancillary income per loan and default rates.
Deposits: for demand deposits and deposits with no defined maturities, fair value is taken to be the amount payable on demand at the reporting date. The fair values of fixed-maturity deposits, including certificates of deposit, are estimated using rates currently offered for deposits of similar remaining maturities. The value of long-term relationships with depositors is not taken into account in estimating the fair values disclosed.
Loans payable: To estimate the fair value of secured borrowings with local financial institutions, future cash flows are estimated based on the SWAP forward curve and discounted with the SWAP spot rate curve plus a spread of 100 basis points. This spread is equivalent to the Company’s cost over LIBOR for warehousing lines of credit.
Notes payable, advances from FHLB and securities sold under agreements to repurchase: valued utilizing discounted cash flow analysis over the remaining term of the obligation using market rates for similar instruments.
33. Risk Management Activities
The primary market risk facing the Company is interest rate risk. Interest rate risk includes the risk that the value of the Company’s assets or liabilities will change due to changes in interest rates. Interest rate risk also includes the risk that the net interest income from the mortgage loans and investment portfolios will change in response to changes in interest rates.
Asset-liability risk management activities are conducted in the context of the Company’s sensitivity to interest rate changes. This sensitivity arises due to changes in interest rates, since many of the Company’s assets are of a fixed rate nature. Changes in interest rates affect the value of mortgage loans held for sale and securities held for trading from the time such assets are originated to the time these assets are sold on a contractual basis. The Company’s variable rate IOs are sensitive to changes in interest rates. The amounts payable to investors on variable rate IOs are tied to a floating rate based on a spread over the 3-month LIBOR that resets quarterly. Interest-bearing liabilities reprice more frequently than interest-earning assets and, therefore, the Company’s net interest income is affected by changes in interest rates and the relation between long-term and short-term interest rates.

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To achieve its risk management objectives, the Company uses a combination of derivative financial instruments, particularly futures and options, as well as other types of contracts such as forward sales commitments, interest rate swaps and interest rate caps and collars.

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The following tables summarize the derivative open positions and transactions, for the year:
                                                         
                                                    Realized and  
    Notional Amount, gross(1)     Notional Amount, net(1)     Fair Value, net(2)     Unrealized  
    At December 31,     At December 31,     At December 31,     Net gains  
(In thousands)   Long     Short     Long     Short     Long     Short     (losses)  
2006
                                                       
Options on futures
  $     $     $       $     $       $     $ (2,030 )
Options on Eurodollars
                                         
Forward contracts
    231,413       700,000       231,413       700,000       1,790       3,316       3,056  
Options on bonds and mortgage-backed securities
                                         
Futures on U.S. Treasury bonds and notes
                                         
Futures on Eurodollars
                                         
Interest rate swaps
    1,700,000             1,700,000             22,176             13,429  
Interest rate caps and collars
                                         
Other derivatives
    2,500,000             2,500,000                   (1,000 )     1,500  
 
                                         
 
  $ 4,431,413     $ 700,000     $ 4,431,413     $ 700,000     $ 23,966     $ 2,316     $ 15,955  
 
                                         
 
                                                       
2005
                                                       
Options on futures
  $ 12,600,000     $     $ 12,600,000     $     $ 1,969     $     $ (32,292 )
Options on Eurodollars
                                        3,724  
Forward contracts
                                        (7,651 )
Options on bonds and mortgage-backed securities
          250,000             250,000             (1,123 )     7,728  
Futures on U.S. Treasury bonds and notes
                                        2,924  
Futures on Eurodollars
                                        13,690  
Interest rate swaps
    1,700,000             1,700,000             24,395             16,684  
Interest rate caps and collars
                                        (4,475 )
 
                                         
 
  $ 14,300,000     $ 250,000     $ 14,300,000     $ 250,000     $ 26,364     $ (1,123 )   $ 332  
 
                                         
 
(1)   Notional amount indicates the balances on which payments are being determined and does not represent the Company’s exposure to counterparties’ credit risk.
 
(2)   Fair values presented above are classified by instrument type netted by counterparty. Thus, fair values are not netted by counterparty across instrument type as required to measure counterparty credit risk exposure. The amount of derivatives assets, at fair value netted by counterparty, included in “Trading Securities” amounted to $27.3 million and $25.2 million, as of December 31, 2006 and 2005, respectively.
Options are contracts that grant the purchaser the right to buy or sell the underlying asset by a certain date at a specified price. The risk involved from the buyer perspective with purchased option contracts is normally limited to the price of the options. The risk involved with selling call option contracts is the difference between the price of the underlying financial instrument and the strike price less the premium. In the case of put option contracts, the risk is the difference between the strike price and the price of the underlying financial instrument less the premium. Futures contracts are commitments to either purchase or sell designated instruments, such as U.S. Treasury securities, at a future date for a specified price. Futures contracts are generally traded on an exchange, are marked-to-market daily, and are subject to margin requirements. Forward contracts are generally over-the-counter or privately negotiated contracts to sell a specified amount in certain instruments such as mortgage-backed securities and loans at a specified price at a specified future date. Because these contracts are not traded on an exchange and are generally not marked-to-market on a daily basis, they are subject to greater credit risks than futures contracts.
The risk that counterparties to both derivative and cash instruments might default on their obligations is monitored on an ongoing basis. To manage the level of credit risk, the Company deals with counterparties of good credit standing, enters into master netting agreements whenever possible and, when appropriate, obtains collateral. Master netting agreements incorporate rights of offset that provide for the net settlement of subject contracts with the same counterparty in the event of default.
All derivative financial instruments are subject to market risk, the risk that future changes in market conditions may make an instrument less valuable or more onerous. For example, fluctuations in market prices and interest rates change the market value of the instruments. Exposure to market risk is managed in accordance with risk limits set by the Board of Directors by buying or selling instruments or entering into offsetting positions.

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The Company has entered into interest rate swap agreements to manage its interest rate exposure. Interest rate swap agreements generally involve the exchange of fixed and floating rate interest payment obligations without the exchange of the underlying principal obligation. Non-performance by the counterparty exposes Doral Financial to interest rate risk. The following table summarizes the Company’s interest rate swaps outstanding at December 31, 2006. The interest rate to be received on the swap agreements is 100% of the 3-month LIBOR.
                                     
INTEREST RATE SWAPS
(DOLLARS IN THOUSANDS)
                INTEREST   INTEREST    
NOTIONAL   MATURITY       RATE   RATE   FAIR
AMOUNT   DATE   PURPOSE   RECEIVED   PAID   VALUE
 
$ 550,000     August, 2007  
To fix the cost of short-term funding sources in a rising interest rate environment
    5.375 %     4.430 %   $ 3,362  
 
$ 550,000     August, 2007  
To fix the cost of short-term funding sources in a rising interest rate environment
    5.373 %     4.443 %   $ 3,342  
 
$ 100,000     September, 2007  
To fix the cost of short-term funding sources in a rising interest rate environment
    5.353 %     3.688 %   $ 1,181  
 
$ 100,000     September, 2007  
To fix the cost of short-term funding sources in a rising interest rate environment
    5.356 %     3.655 %   $ 1,208  
 
$ 200,000     November, 2009  
To protect the spread of the variable IOs
    5.375 %     3.773 %   $ 7,054  
 
$ 200,000     November, 2009  
To protect the spread of the variable IOs
    5.375 %     3.975 %   $ 6,029  
 
These swaps were not designated as hedges in accordance with SFAS 133, and, therefore, changes in fair value are recorded in current operations as part of net gain (loss) on securities held for trading in the Consolidated Financial Statements of Income.
34. Segment Information
The Company operates in four reportable segments identified by line of business: mortgage banking activities, banking (including thrift operations), institutional securities operations and insurance agency activities. Management made this determination based on operating decisions particular to each business line and because each one targets different customers and requires different strategies. The majority of the Company’s operations are conducted in Puerto Rico. The Company also operates in the mainland United States, principally in the New York City metropolitan area. Investment activities by Doral Bank–PR and by Doral Financial at the parent company level through their respective international banking entities are included within the banking and mortgage banking segments, respectively. During 2004, the Company phased out the operation of its international banking entity organized as a division at the parent company level.
The Company monitors the performance of its reportable segments based on pre-established goals for different financial parameters such as net income, interest rate spread, loan production and increase in market share.

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The accounting policies followed by the segments are the same as those described in the Summary of Significant Accounting Policies
(see Note 3).
The following tables present net interest income, non-interest income, net income and identifiable assets for each of the Company’s reportable segments for the periods presented as well as for the Company’s Puerto Rico and mainland U.S. operations for the periods presented.
                         
(In thousands)   2006     2005     2004  
Net interest income
                       
Reportable segments:
                       
Mortgage banking
  $ 3,516     $ 82,871     $ 138,222  
Banking
    192,873       191,170       181,101  
Institutional securities
    587       2,298       3,439  
Insurance agency
          2,001       5,269  
Intersegment eliminations(1)
    4,414       2,257       9,592  
 
                 
Consolidated net interest income
  $ 201,390     $ 280,597     $ 337,623  
 
                 
 
                       
Non-interest income (loss)
                       
Reportable segments:
                       
Mortgage banking
  $ (40,071 )   $ 28,327     $ (108,784 )
Banking
    (9,081 )     56,784       116,854  
Institutional securities
    (315 )     2,200       4,394  
Insurance agency
    9,135       12,153       10,603  
Intersegment eliminations(1)
    (18,895 )     (36,916 )     (6,889 )
 
                 
Consolidated non-interest income
  $ (59,227 )   $ 62,548     $ 16,178  
 
                 
 
                       
Net income (loss)
                       
Reportable segments:
                       
Mortgage banking
  $ (237,999 )   $ (62,787 )   $ 30,461  
Banking
    22,396       96,968       165,521  
Institutional securities
    (308 )     2,068       4,366  
Insurance agency
    4,152       8,393       10,932  
Intersegment eliminations(1)
    (12,142 )     (31,450 )     3,514  
 
                 
Consolidated net income
  $ (223,901 )   $ 13,192     $ 214,794  
 
                 
 
                       
Identifiable assets
                       
Reportable segments:
                       
Mortgage banking
  $ 2,356,997     $ 5,914,162     $ 6,089,814  
Banking
    9,817,814       11,557,952       11,726,001  
Institutional securities
    2,066       52,579       155,839  
Insurance agency
    23,072       15,999       93,460  
Intersegment eliminations(1)
    (343,525 )     (241,943 )     (225,738 )
 
                 
Consolidated total identifiable assets
  $ 11,856,424     $ 17,298,749     $ 17,839,376  
 
                 
 
(1)   For purposes of the intersegment eliminations in the above table, income includes servicing fees paid by the banking subsidiaries to the parent company recognized as a reduction of net interest income, direct intersegment loan origination costs amortized and other income derived from intercompany transactions, related principally to fees and commissions paid to the Company’s institutional securities subsidiary and rental income paid to Doral Properties, the Company’s subsidiary that owns the Corporate headquarters facilities. Assets include internal funding and investments in subsidiaries accounted for at cost.

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\

     The breakdown of non-interest income for the mortgage banking and risk management and banking segments, for the periods presented, follows:
                         
(In thousands)   2006     2005     2004  
Mortgage Banking
                       
Non-interest income:
                       
Net gain (loss) on mortgage loan sales and fees
  $ (23,091 )   $ 15,186     $ (41,823 )
Investment activities (loss)
    (47,339 )     (42,348 )     (75,125 )
Net gain on extinguishment
    6,154       2,000        
Servicing income
    11,557       19,347       3,967  
Commissions, fees and other income
    12,648       34,142       4,197  
 
                 
Total mortgage banking non-interest income
  $ (40,071 )   $ 28,327     $ (108,784 )
 
                 
 
                       
Banking
                       
Non-interest income:
                       
Net gain on mortgage loan sales and fees
  $ (9,281 )   $ 36,336     $ 127,884  
Investment activities (loss) income
    (14,582 )     (2,050 )     (28,387 )
Net loss on extinguishment
    (10,311 )            
Servicing income (loss)
    282       27       214  
Commissions, fees and other income
    24,811       22,471       17,143  
 
                 
Total banking non-interest income
  $ (9,081 )   $ 56,784     $ 116,854  
 
                 
The following table summarizes the financial results for the Company’s Puerto Rico and mainland U.S. operations.
                         
(In thousands)   2006     2005     2004  
Net interest income
                       
Reportable operations:
                       
Puerto Rico
  $ 178,344     $ 261,009     $ 323,675  
Mainland U.S.
    22,924       19,366       13,814  
Interoperation eliminations
    122       222       134  
 
                 
Consolidated net interest income
  $ 201,390     $ 280,597     $ 337,623  
 
                 
 
                       
Non-interest income
                       
Reportable operations:
                       
Puerto Rico
  $ (60,240 )   $ 62,578     $ 14,760  
Mainland U.S.
    1,446       471       1,644  
Interoperation eliminations
    (433 )     (501 )     (226 )
 
                 
Consolidated non-interest income
  $ (59,227 )   $ 62,548     $ 16,178  
 
                 
 
                       
Net income
                       
Reportable operations:
                       
Puerto Rico
  $ (228,698 )   $ 10,398     $ 212,795  
Mainland U.S.
    4,796       2,769       1,830  
Interoperation eliminations
    1       25       169  
 
                 
Consolidated net income (1)
  $ (223,901 )   $ 13,192     $ 214,794  
 
                 
 
                       
Identifiable assets
                       
Reportable operations:
                       
Puerto Rico
  $ 11,297,203     $ 16,724,839     $ 17,323,640  
Mainland U.S.
    656,646       677,647       569,935  
Interoperation eliminations
    (97,425 )     (103,737 )     (54,199 )
 
                 
Consolidated total identifiable assets
  $ 11,856,424     $ 17,298,749     $ 17,839,376  
 
                 

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(1)   Net of an income tax benefit of $51.5 million for 2006, income tax expense of $16.8 million for 2005 and income tax benefit of $86.9 million for 2004 related to Puerto Rico operations. For the year ended December 31, 2006, 2005 and 2004, the provision for income taxes for the Company’s U.S. subsidiaries amounted to $3.4 million, $2.3 million and $1.4 million, respectively.

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35. Quarterly Results of Operations (Unaudited)
Financial data showing results for each of the quarters in 2006, 2005 and 2004 are presented below. These results are unaudited. In the opinion of management all adjustments necessary (consisting only of normal recurring adjustments) for a fair statement have been included:
                                 
(In thousands, except per share data)   1st   2nd   3rd   4th
2006
                               
Interest income
  $ 233,439     $ 222,676     $ 187,295     $ 178,485  
Net interest income
    58,616       55,443       44,148       43,183  
Provision for loan and lease losses
    5,173       5,872       10,126       18,658  
Non-interest (loss) income
    (9,693 )     (21,470 )     (1,519 )     (26,545 )
(Loss) income before income taxes
    (22,024 )     (40,720 )     (27,815 )     (181,449 )
Net income (loss)
    17,093       (50,925 )     (28,654 )     (161,415 )
Net income (loss) attributable to common shareholders
    8,768       (59,250 )     (36,978 )     (169,740 )
Earnings (loss) per common share – Basic
    0.08       (0.55 )     (0.34 )     (1.57 )
Earnings (loss) per common share – Diluted
    0.08       (0.55 )     (0.34 )     (1.57 )
 
                               
2005
                               
Interest income
  $ 215,529     $ 238,470     $ 248,520     $ 245,260  
Net interest income
    75,053       76,341       66,553       62,650  
Provision for loan and lease losses
    4,047       3,658       9,370       5,294  
Non-interest income (loss)
    35,014       (34,553 )     79,011       (16,924 )
Income (loss) before income taxes
    49,613       (27,505 )     65,918       (55,743 )
Net income (loss)
    39,229       (22,787 )     40,929       (44,179 )
Net income (loss) attributable to common shareholders
    30,904       (31,112 )     32,605       (52,504 )
Earnings (loss) per common share – Basic
    0.29       (0.29 )     0.30       (0.49 )
Earnings (loss) per common share – Diluted
    0.28       (0.29 )     0.30       (0.49 )
 
                               
2004
                               
Interest income
  $ 159,867     $ 172,803     $ 187,785     $ 202,254  
Net interest income
    77,516       84,956       90,664       84,487  
Provision (recovery) for loan and lease losses
    1,769       3,481       5,344       (210 )
Non-interest income (loss)
    1,627       10,988       (4,130 )     7,693  
Income before income taxes
    31,208       39,971       26,500       31,624  
Net income
    34,953       29,606       24,083       126,152  
Net income attributable to common shareholders
    26,628       21,281       15,759       117,827  
Earnings per common share – Basic
    0.25       0.20       0.14       1.09  
Earnings per common share – Diluted
    0.24       0.19       0.14       1.02  

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36. Doral Financial Corporation (Holding Company Only) Financial Information
The following condensed financial information presents the financial position of the holding company only as of December 31, 2006 and 2005, and the results of its operations and cash flows for each of the three years in the period ended December 31, 2006.
                 
Doral Financial Corporation      
(Parent Company Only)      
Statements of Financial Condition   As of December 31,  
(In thousands)   2006     2005  
Assets:
               
 
               
Cash and cash equivalents
  $ 164,781     $ 470,497  
 
           
 
               
Investment securities:
               
Trading securities, at fair value
    118,166       226,214  
Securities available for sale, at fair value
    46,841       1,262  
Securities held to maturity, at amortized cost
    117,980       119,886  
 
           
Total investment securities
    282,987       347,362  
 
           
 
               
Mortgage loans held for sale, at lower of cost or market
    722,778       4,106,315  
Loans receivable, net
    254,492       58,917  
Servicing assets, net
    176,018       150,384  
Premises and equipment, net
    11,067       15,297  
Other assets
    267,493       186,840  
Investments in subsidiaries, at equity
    950,745       1,013,824  
 
           
Total assets
  $ 2,830,361     $ 6,349,436  
 
           
 
               
Liabilities and Stockholders’ Equity:
               
 
               
Securities sold under agreements to repurchase
  $ 252,941     $ 410,054  
Loans payable
    444,443       3,578,230  
Notes payable(1)
    874,318       915,266  
Accounts payable and other liabilities
    355,255       296,077  
Stockholders’ equity
    903,404       1,149,809  
 
           
Total liabilities and stockholders’ equity
  $ 2,830,361     $ 6,349,436  
 
           
 
(1)   Doral Financial will need significant outside financing during 2007, principally for the payment of its $625 million floating rate senior notes that mature on July 20, 2007 (See Note 2).

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Doral Financial Corporation      
(Parent Company Only)      
Statements of Income   For the year ended December 31,  
(In thousands)   2006     2005     2004  
Income:
                       
Dividends from subsidiaries
  $ 7,889     $ 46,002     $  
Interest income
    190,609       366,073       287,237  
Net loss on mortgage loan sales and fees
    (17,031 )     (4,317 )     (75,117 )
Net (loss) gain on securities held for trading
    (26,904 )     4,863       (65,989 )
Net loss on sale of investment securities
          (40,551 )     (7,431 )
Net gain on extinguishment
    6,154              
Servicing income, net of amortization and impairment
    11,556       19,348       3,966  
Other income
    3,356       2,045       2,144  
 
                 
Total income
    175,629       393,463       144,810  
 
                 
 
                       
Expenses:
                       
Interest expense
    193,121       293,478       156,371  
Loan servicing, administrative and general expenses
    224,523       124,428       76,543  
Provision (recovery) for loan losses
    1,625       (37 )     1,203  
 
                 
Total expenses
    419,269       417,869       234,117  
 
                 
 
                       
(Loss) gain before income taxes and equity in earnings of subsidiaries
    (243,640 )     (24,406 )     (89,307 )
 
                       
Income tax benefit (expense)
    93,951       (10,541 )     (20,305 )
 
                       
Equity in undistributed (loss) earnings of subsidiaries
    (74,212 )     48,139       324,406  
 
                 
 
                       
Net (loss) income
  $ (223,901 )   $ 13,192     $ 214,794  
 
                 

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Doral Financial Corporation      
(Parent Company Only)      
Statements of Cash Flows   Year ended December 31,  
(In thousands)   2006     2005     2004  
Cash flows from operating activities:
                       
Net (loss) income
  $ (223,901 )   $ 13,192     $ 214,794  
 
                 
Adjustments to reconcile net income to net cash used in operating activities:
                       
Equity in earnings of subsidiaries
    66,323       (94,141 )     (324,406 )
Loss on sale of securities
    8,435       28,049       3,971  
Depreciation and amortization
    3,877       2,042       1,133  
Amortization and impairment of servicing assets
    35,754       22,799       37,208  
(Recovery) provision for losses on loans and real estate held for sale
    1,625       (37 )     1,203  
Stock-based compensation recognized
    809       3,872       9,709  
Deferred tax provision (benefit)
    (93,951 )     9,002       (35,433 )
Originations and purchases of mortgage loans held for sale
    (1,153,767 )     (2,653,813 )     (3,968,341 )
Principal repayments and sales of mortgage loans held for sale
    4,252,438       2,274,288       1,425,178  
Decrease in trading securities
    99,613       39,350       941,737  
Decrease in servicing assets, prepaid expenses and other assets
    21,292       52,470       58,775  
Increase in accounts payable and other liabilities
    59,180       120,351       32,312  
 
                 
Total adjustments
    3,301,628       (195,768 )     (1,816,954 )
 
                 
 
                       
Net cash provided by (used in) operating activities
    3,077,727       (182,576 )     (1,602,160 )
 
                 
 
                       
Cash flows from investing activities:
                       
Principal repayments and maturities of securities held to maturity
    1,906       11,273       54,178  
Purchases of securities available for sale
    (46,023 )     (2,132,833 )     (2,720,443 )
Principal repayments and sales of securities available for sale
    193       2,433,954       3,249,223  
Origination of loans receivable
    (3,147 )     (14,582 )     (64,280 )
Principal repayment of loans receivable
    29,634       26,639       74,727  
Additions to premises and equipment
          (7,817 )     (4,397 )
Purchase of servicing assets
    (209 )     (4,421 )     (4,505 )
Dividends received from subsidiaries
    7,889       46,002        
 
                 
Net cash (used in) provided by investing activities
    (9,757 )     358,215       584,503  
 
                 
 
                       
Cash flows from financing activities:
                       
Decrease in securities sold under agreements to repurchase
    (157,113 )     (285,824 )     (338,075 )
(Decrease) increase in loans payable
    (3,092,141 )     89,779       1,464,443  
(Decrease) increase in notes payable
    (82,594 )     (129,646 )     535,274  
Issuance of common stock, net
    95       119       33  
Dividends paid
    (41,933 )     (100,213 )     (98,043 )
 
                 
Net cash (used in) provided by financing activities
    (3,373,686 )     (425,785 )     1,563,632  
 
                 
 
                       
Net (decrease) increase in cash and cash equivalents
    (305,716 )     (250,146 )     545,975  
Cash and cash equivalents at beginning of year
    470,497       720,643       174,668  
 
                 
 
                       
Cash and cash equivalents at the end of year
  $ 164,781     $ 470,497     $ 720,643  
 
                 
During 2006, the parent company received dividends of $7.9 million from Doral Securities.
As a state non-member bank, Doral Bank — PR’s ability to pay dividends is limited by the Puerto Rico Banking Law which requires that a reserve fund be maintained in an amount equal to at least 20% of the outstanding capital of the institution. The payment of dividends by Doral Bank –PR may also be affected by other regulatory requirements and policies, such as the maintenance of certain minimum capital levels described in Note 4, above. See Note 26, for additional information regarding restrictions to pay dividends as a result of consent orders entered by the Company with the Board of Governors of the Federal Reserve System, the FDIC and the CFI.
Savings banks, such as Doral Bank — NY, that meet all applicable capital requirements may make distributions in an amount equal to the sum of (i) the current year’s net income, and (ii) the retained net income from the preceding two

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years, without an application to the OTS. See Note 26, for additional information regarding restrictions to pay dividends.
37. Subsequent Events
General
Recapitalization Process. Doral Financial will need significant outside financing during 2007, principally for the payment of its $625 million floating rate senior notes that mature on July 20, 2007 and of amounts required under the settlement agreement dated April 27, 2007 in respect of the consolidated securities class action and shareholder derivative litigation brought against the Company following the announcement of the restatement of its financial statements in 2005. The Company currently estimates that these external funding needs for 2007 will range between approximately $700 million and $800 million (without considering the distribution of any proceeds from the sale of Doral Bank NY’s branches).
Doral Financial is in active negotiations with a private equity firm (the “lead sponsor”) regarding a substantial investment in the Company by a new bank holding company. The new holding company would be capitalized by a number of private equity and other sophisticated financial investors, and their investment would take into account the various ownership restrictions imposed by banking regulations. The lead sponsor is actively engaged in discussions with a number of potential investors to raise the contemplated capital for the new holding company to invest in Doral.
Based on its discussions to date, the Company believes that the proposed transaction, if executed, would be accomplished predominantly through the issuance of new equity securities at a discount to market price and would result in very significant dilution to the Company’s existing shareholders. If the Company is successful in entering into the proposed transaction and it is consummated on a timely basis, the Company believes that the proposed transaction would adequately satisfy its capital and liquidity needs. However, the Company cannot provide assurances that it will ultimately be able to enter into an agreement with respect to the proposed transaction.
Sale of New York Branches. On March 15, 2007, Doral Bank NY, Doral Financial’s wholly owned New York City-based thrift subsidiary, entered into a definitive purchase and assumption agreement with New York Commercial Bank, the commercial bank subsidiary of New York Community Bancorp, pursuant to which New York Commercial Bank agreed to acquire Doral Bank NY’s 11 existing branches in the New York City metropolitan area. The sale of the New York branches will allow Doral Financial to focus its efforts on its well-capitalized, core Puerto Rico banking operations and is expected to improve the holding company’s liquidity. Doral Financial will retain Doral Bank NY’s federal thrift charter and initially intends to maintain an internet-based deposit gathering operation as it evaluates other possible strategic business opportunities on the U.S. mainland.
Pursuant to the terms of the agreement, New York Commercial Bank will assume certain of Doral Bank NY’s assets and liabilities, including deposits of approximately $370 million. The purchase price for the transaction will be equal to the difference between the value of the assets sold and the liabilities assumed as of the closing date, plus a deposit premium of approximately 4% of the deposits assumed as of the closing date. The transaction is expected to result in a pre-tax profit to Doral Bank NY of approximately $10 million. Following the consummation of the transaction, Doral Financial intends to request the authorization of the Office of Thrift Supervision to distribute a substantial portion of Doral Bank NY’s capital to Doral Financial. Doral Bank NY is organized under a federal thrift charter and operates independently of Doral Bank PR, Doral Financial’s principal banking subsidiary. Doral Financial recorded a deferred tax liability representing the expected tax on the retained earnings it intends to repatriate from this subsidiary following the closing of the sale.
The transaction, which is subject to regulatory approval and other customary conditions, is expected to be completed in the third quarter of 2007.
Settlement of Class Action and Shareholder Derivative Lawsuits. On April 27, 2007, Doral Financial entered into an agreement to settle all claims in the consolidated securities class action and shareholder derivative litigation filed against the Company following the announcement in April 2005 of the need to restate its financial statements for the period of 2000 to 2004. The settlement is subject to notice and approval from the U.S. District Court for the Southern District of New York.

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Under the terms of the settlement agreement and a concurrent agreement entered into by insurers to the Company and its current and former directors and officers, the Company and insurers will pay an aggregate of $129 million, of which insurers will pay approximately $34 million. In addition, one or more individual defendants will pay an aggregate of $1 million (in cash or Doral Financial stock valued as of the close of market on April 24, 2007). As part of the settlement, the Company also agreed to certain corporate governance enhancements.
The Company’s payment obligations under the settlement agreement are subject to the closing and funding of one or more transactions through which the Company obtains outside financing during 2007 to meet its liquidity and capital needs, including the repayment of the Company’s $625 million senior notes due on July 20, 2007, payment of the amounts due under the settlement agreement and certain other working capital and contractual needs. Either side may terminate the settlement agreement if the Company has not raised the necessary funding by September 30, 2007 or if the settlement has not been fully funded within 30 days from the receipt of such funding.
As a result of this settlement agreement, Doral Financial established a litigation reserve and recorded a charge to the Company’s full-year financial results for 2006 of $95.0 million.
The parties to the settlement agreement will seek final court approval of the settlement before the maturity of the senior notes due July 20, 2007, but no assurance can be given that it will receive final court approval by this date.

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EX-10.1 2 g06933exv10w1.htm EX-10.1 STIPULATION AND AGREEMENT OF PARTIAL SETTLEMENT EX-10.1 STIPULATION/AGREEMENT OF PARTIAL SETTLEMEN
 

Exhibit 10.1
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
         
 
  X    
IN RE DORAL FINANCIAL CORPORATION
  :    
SECURITIES LITIGATION
  :   05 MD 1706 (RO)
 
  :    
This Document Relates to ALL ACTIONS, including:
  :    
 
  :    
Consolidated Class Action Complaint (05-md-1706;
  :    
05-cv-4014; 05-cv-4026; 05-cv-4074; 05-cv-4077;
  :    
05-cv-4087; 05-cv-4098; 05-cv-4113; 05-cv-4141;
  :    
05-cv-4233; 05-cv-4250; 05-cv-4294; 05-cv-4413;
  :    
05-cv-4973; 05-cv-5212; 05-cv-5213; 05-cv-9298;
  :    
05-cv-9299; 05-cv-5565);
  :    
 
  :    
Gavov v. Levis, 05-cv-5248;
  :    
 
  :    
Freeborn v. Levis, 05-cv-5250;
  :    
 
  :    
Rosenbaum Capital, LLC v. Levis, 05-cv-5486;
  :    
 
  :    
Corwin v. Levis, 06-cv-7711;
  :    
 
  :    
Fox v. Levis, 07-cv-3252; and
  :    
 
  :    
Jordan v. Doral Financial Corp, 05-cv-8882.
  :    
 
  :    
 
  X    
STIPULATION AND AGREEMENT OF PARTIAL SETTLEMENT
     This Stipulation and Agreement of Partial Settlement (the “Stipulation”) is entered into among (i) the Lead Plaintiff,1 the Named Plaintiffs, and the Class, (ii) the Lead Derivative Plaintiff and the Shareholders, and (iii) the Settling Defendants, all by and through the undersigned attorneys.
     This Stipulation is intended by the Parties to fully and finally compromise, resolve, discharge, and settle the Released Claims subject to the terms and conditions set forth below.
 
1   Except where stated otherwise, all capitalized terms are defined in Section 1 of this Stipulation.

 


 

     WHEREAS:
The Litigation
     A. On June 10, 2005, Lead Derivative Plaintiff filed a Derivative Complaint in this Court on behalf of Doral, which is named as a nominal party only, against the Settling Derivative Defendants. The Derivative Complaint charged some of the Settling Derivative Defendants with, inter alia, breach of fiduciary duty.
     B. On October 31, 2005, and thereafter, the actions listed in the caption of this Stipulation were transferred to, or filed in, the Court, along with other related actions pursuant to an Order of the Judicial Panel on Multi District Litigation, under the Master File No. 05 MD 1706. Pursuant to a December 15, 2005 Order of the Court (Owen, J.), the actions listed in the caption of this Stipulation were consolidated.
     C. On February 8, 2006, the Court appointed Lead Plaintiff. The Court further approved the appointment of the law firm of Lerach Coughlin Stoia Geller Rudman & Robbins LLP as Lead Counsel for plaintiffs in the Class Action.
     D. On April 27, 2006, the Court appointed Lead Derivative Plaintiff. The Court further approved the appointment of William B. Federman of Federman & Sherwood as Lead Derivative Counsel for plaintiffs in the Derivative Actions.
     E. On June 22, 2006, Lead Plaintiff and Named Plaintiffs filed a Consolidated Class Action Complaint (the “Complaint”). The Complaint names the Settling Class Defendants, A. Brean Murray, David R. Levis, and PricewaterhouseCoopers LLP as defendants. The Complaint charged the Settling Class Defendants with violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934.

2


 

     F. On September 15, 2006, the Settling Class Defendants filed motions to dismiss the Complaint. Lead Plaintiff and Named Plaintiffs filed oppositions to the motions to dismiss on November 13, 2006. Reply briefs on those motions have not yet been submitted.
     G. In their oppositions to the motions to dismiss, Lead Plaintiff and Named Plaintiffs indicated that they would voluntarily dismiss their claims against A. Brean Murray and David R. Levis.
     H. Prior to the completion of briefing on the motions to dismiss, Lead Plaintiff, Named Plaintiffs, and certain of the Settling Class Defendants agreed to pursue mediation and selected the Settlement Mediator. Lead Plaintiff, Named Plaintiffs, and the Settling Class Defendants then entered into extensive negotiations under the supervision of the Settlement Mediator. The mediation spanned more than five (5) months and included numerous full day sessions. During the mediation, Doral provided Lead Plaintiff with extensive and detailed information regarding Doral’s financial condition and the regulatory issues facing the company.
     I. Lead Derivative Counsel separately made demand on the Settling Derivative Defendants in the Derivative Action. The Parties had extensive negotiations and thereafter coordinated negotiations of the separate actions which resulted in the settlement described herein.
     J. Lead Counsel have conducted an extensive investigation relating to the allegations pertaining to each defendant in the Class Action, including the Settling Class Defendants, the alleged damages suffered by the Class and the defenses asserted by the defendants in the Class Action, including the Settling Class Defendants. In connection therewith, Lead Counsel reviewed and extensively analyzed, with the assistance of their financial

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expert, Doral’s financial statements and the Company’s ability to pay any money to settle the Class Action, and, with the assistance of a regulatory expert, investigated the regulatory risks facing the Company and the ability of the Settling Defendants to access the assets of Doral’s banking subsidiaries.
     K. Lead Plaintiff, Named Plaintiffs, Lead Counsel, Lead Derivative Plaintiff, and Lead Derivative Counsel believe that the proceedings described above provide an adequate and satisfactory basis for the Settlement described herein.
Benefits of the Settlement to the Class
     L. Lead Plaintiff, Named Plaintiffs, and Lead Counsel believe that the Settlement provides an excellent monetary recovery for the Class Members based on the Settling Class Defendants’ ability to pay, as well as on the claims asserted, the evidence developed and the damages that might be proven against the Settling Class Defendants in the Class Action.
     M. Lead Derivative Plaintiff and Lead Derivative Counsel also believe that the Settlement confers substantial benefits upon Doral and the Shareholders.
     N. Lead Plaintiff, Named Plaintiffs, and Lead Counsel further recognize and acknowledge the expense and length of continued proceedings necessary to prosecute the Class Action against the Settling Class Defendants through trial and appeals. They have also considered the uncertain outcome and the risk of any litigation, especially in complex litigation such as this Class Action, the difficulties and delays inherent in any such litigation, and Doral’s limited ability to pay. Specifically, Lead Plaintiff, Named Plaintiff and Lead Counsel considered Doral’s imminent bond payment deadline, and the necessity for Doral to refinance that debt payment in order to fund the Settlement. They are also mindful that the motions to dismiss filed by the Settling Class Defendants remain pending before the Court. They are further mindful of

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the inherent problems of proof and possible defenses to the federal securities law violations and other claims asserted and therefore believe that it is desirable that the Released Claims be fully and finally compromised, settled, and resolved with prejudice and enjoined as set forth herein. Based upon their evaluation, Lead Plaintiff, Named Plaintiffs, and Lead Counsel have determined that the Settlement set forth in this Stipulation is fair, reasonable, and adequate and in the best interests of the Lead Plaintiff, Named Plaintiffs, and the Class Members, and that it confers substantial benefits upon the Class Members. Further, based upon their evaluation, Lead Derivative Plaintiff and Lead Derivative Counsel have determined that the Settlement is fair, reasonable, and adequate and in the best interests of Lead Derivative Plaintiff, Doral, and the Shareholders, and that it confers substantial benefits upon the Shareholders.
     O. The Settling Defendants deny that they have committed any act or omission giving rise to any liability and/or violation of law, and state that they are entering into this Settlement solely to eliminate the uncertainties, burden, and expense of further protracted litigation. The Parties further agree that neither the Stipulation, nor the Settlement, nor any of their terms, nor any press release or other statement or report by the Parties or by others concerning this Stipulation or the Settlement or their terms, shall constitute an admission or finding of wrongful conduct, acts, or omissions on the part of any Released Party, or be admissible as evidence of any such wrongful act or omission in any proceeding, including but not limited to litigation, arbitration, and administrative proceedings, for any purpose whatsoever. The Stipulation, the Settlement, and the Judgment may be used in such proceedings as may be necessary to consummate or enforce the Stipulation, the Settlement, or the Judgment.
     NOW, THEREFORE, IT IS HEREBY STIPULATED, CONSENTED TO, AND AGREED, by (i) Lead Plaintiff and Named Plaintiffs, for themselves and on behalf of the

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Class Members, (ii) Lead Derivative Plaintiff, for itself and on behalf of the Shareholders and derivatively on behalf of Doral, and (iii) the Settling Defendants, that subject to the approval of the Court, the Class Action shall be settled, compromised, and dismissed as to the Parties, A. Brean Murray, and David R. Levis, on the merits and with prejudice, and the Released Claims shall be finally and fully compromised, settled, and dismissed as to the Released Parties, in the manner and upon the terms and conditions hereafter set forth:
Definitions
     1. The following capitalized terms, used in this Stipulation, shall have the meanings specified below:
     (a) “Administrator” means the Court-appointed notice and claims administrator.
     (b) “Authorized Claimant” means any Class Member who submits a Proof of Claim that is allowed pursuant to the terms of this Stipulation.
     (c) “Claims” means any and all claims, demands, rights, liabilities, causes of action, suits, matters, and issues of every nature and description (including, but not limited to, direct action claims against the Insurers, and Unknown Claims), whether under federal, state, or other law, and whether suspected or unsuspected, contingent or non-contingent, and whether or not concealed or hidden, which now exist, or heretofore have existed upon any theory of law or equity now existing or coming into existence in the future, including, but not limited to, conduct which is negligent, reckless, intentional, with or without malice, or a breach of any duty, law or rule.
     (d) “Class” means all persons who purchased or otherwise acquired Doral securities from March 15, 2000, through August 15, 2006, inclusive, excluding Doral, the

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Individual Defendants, any immediate family member of the Individual Defendants, any entity in which any Individual Defendant has or had a controlling interest, any other defendant in the Class Action or any entity which, at any time during the Class Period, was a parent or subsidiary of, or which was controlled by, such defendant, and the officers, directors, affiliates, legal representatives, heirs, predecessors, successors, and assigns of such defendants. The Class includes Persons who acquired shares of Doral stock by any method, including but not limited to in the secondary market, in exchange for shares of acquired companies pursuant to a registration statement, or through the exercise of options including options acquired pursuant to employee stock plans, if any, Persons who acquired debt securities of Doral in the secondary market or pursuant to a registration statement, and Persons who beneficially acquired securities of Doral not held in such persons’ names, and who were injured thereby. If any more expansive class is hereafter certified by the Court in this action, then “Class” as used herein shall mean that more expansive class.
     (e) “Class Action” means the action reflected by the Complaint as well as each of the following actions, consolidated by Order of the Court dated December 15, 2005: Finn v. Doral, 05-cv-4014; Faverman v. Doral, 05-cv-4026; Simons v. Doral, 05-cv-4074; Grobler v. Doral, 05-cv-4077; Galaxy Electronics Corp. v. Doral, 05-cv-4087; Orchinik v. Doral, 05-cv-4098; Bernie v. Doral, 05-cv-4113; Vu v. Doral, 05-cv-4141; Faith v. Doral, 05-cv-4233; Borger v. Doral, 05-cv-4250; Lapat v. Doral, 05-cv-4294; Scheiner v. Doral, 05-cv-4413; Barich v. Doral, 05-cv-4973; Janicek v. Doral, 05-cv-5212; Gagov v. Doral, 05-cv-5213; Deerfield Beach Non-Uniformed Municipal Employees Retirement Plan, 05-cv-9298; Garcia-Flores v. Doral, 05-cv-9299; Argent Classic Convertible Arbitrage Fund (Bermuda) Ltd. v. Doral, 05-cv-5565.

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     (f) “Class Member” means a member of the Class who does not submit a timely, completed, and executed request for exclusion, substantially in the form required by the Notices attached hereto as Exhibits B and C or as otherwise approved by the Court, thereby opting out of the Class.
     (g) “Class Period” means the period beginning March 15, 2000, to August 15, 2006, inclusive.
     (h) “Complaint” means the Consolidated Amended Class Action Complaint dated June 22, 2006.
     (i) “Counsel for Doral” means Cleary Gottlieb Steen & Hamilton LLP.
     (j) “Court” means the United States District Court for the Southern District of New York.
     (k) “Defendant Released Parties” is as defined in paragraph 1(rr)(i).
     (l) “Defendant Releasees” is as defined in paragraph 1(rr)(i).
     (m) “Derivative Actions” means the following actions now pending before the Court as part of In re Doral Financial Corporation Securities Litigation, 05 MD 1706 (RO): Gavov v. Levis, 05-cv-5248; Freeborn v. Levis, 05-cv-5250; Rosenbaum Capital, LLC v. Levis, 05-cv-5486; Corwin v. Levis, 06-cv-7711; and Fox v. Levis, 07-3252.
     (n) “Derivative Action Settlement Amount” means one million dollars ($1,000,000) in cash, separate from the Doral Settlement Amount and the Individual Defendants Settlement Amount.
     (o) “Doral” means Doral Financial Corporation.
     (p) “Doral Settlement Amount” means one hundred twenty-eight million dollars ($128,000,000) in cash, plus simple interest at the rate of five percent (5%) per annum

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from the later of May 1, 2007 and ten days after execution of this Stipulation, until the deposit of such amount into the Settlement Accounts.
     (q) “Effective Date” means the first day following the date on which the Judgment is finally affirmed on appeal and/or is no longer subject to appeal or certiorari, and the time for any petition for reargument, appeal, or review, by certiorari or otherwise, has expired.
     (r) “Escrow Agent” is defined as Lerach Coughlin Stoia Geller Rudman & Robbins, LLP, or its successor(s).
     (s) “Fairness Hearing” is as defined in paragraph 4(d).
     (t) “Individual Defendants” means David Levis, Sr., Salomón Levis, Zoila Levis, Ricardo Melendez, Richard F. Bonini, Edgar M. Cullman, Jr., Mario Levis, Efraim Kier, Harold D. Vicente, John B. Hughes, and Peter A. Hoffman.
     (u) “Individual Defendants Settlement Amount” means one million dollars ($1,000,000) in cash or Doral stock (such stock valued as of the closing market price on the last trading day before the execution of this Agreement), plus simple interest at the rate of five percent (5%) per annum from the later of May 1, 2007 and ten days after execution of this Stipulation, until the deposit of such amount into the Settlement Accounts.
     (v) “Insurers” means Federal Insurance Company, ACE Insurance Company, and Universal Insurance Group with respect to Policy Numbers 7022-8851, DO-0845, and EL 940-00002, respectively.
     (w) “Judgment” means the judgment to be entered in the Class Action and the Derivative Actions pursuant to paragraph 6, below.
     (x) “Lead Counsel” means the law firm of Lerach Coughlin Stoia Geller Rudman & Robbins LLP.

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     (y) “Lead Derivative Action” means the action titled Rosenbaum Capital, LLC v. Levis, 05-cv-5486, now pending before the Court as part of In re Doral Financial Corporation Securities Litigation, 05 MD 1706 (RO).
     (z) “Lead Derivative Counsel” means William B. Federman of the law firm of Federman & Sherwood.
     (aa) “Lead Derivative Plaintiff” means Rosenbaum Capital, LLC.
     (bb) “Lead Plaintiff” means West Virginia Investment Management Board.
     (cc) “Named Plaintiffs” means Angel A. Burckhart and Administración de Compensaciones por Accidentes de Automóviles.
     (dd) “Net Settlement Fund” means the Settlement Fund less any applicable taxes, attorneys’ fees, expert fees, costs, and expenses, including those associated with notice to the Class and administration of the Settlement, approved by the Court.
     (ee) “Non-Settling Defendant” means PricewaterhouseCoopers LLP.
     (ff) “Notice and Administration Fund” means the fund consisting of two hundred fifty thousand dollars ($250,000) advanced by Doral to Lead Plaintiff to be used by Lead Counsel to pay the costs of notifying the Class, soliciting the filing of Proofs of Claim by Class Members, assisting Class Members in making their Proofs of Claim, and otherwise administering the Settlement on behalf of the Class. The $250,000 in the Notice and Administration Fund is part of, and not in addition to, the Settlement Amounts to be paid by the Settling Defendants.
     (gg) “Parties” means the Plaintiffs and the Settling Defendants; “Party” means any one of the Parties.

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     (hh) “Person” means any individual, corporation, partnership, association, affiliate, joint stock company, estate, trust, unincorporated association, entity, government, and any political subdivision thereof or any other type of business or legal entity.
     (ii) “Plaintiff Releasees” is as defined in paragraph 1(rr)(ii).
     (jj) “Plaintiffs” means the Lead Plaintiff, the Named Plaintiffs, the Class, the Lead Derivative Plaintiff, and the Shareholders, collectively.
     (kk) “Plan of Allocation” means any plan or formula of allocation of the Net Settlement Fund, which plan or formula shall be proposed by Lead Plaintiff to be approved by the Court upon notice to the Class, or such other Plan of Allocation as the Court shall approve, whereby the Net Settlement Fund shall in the future be distributed to Authorized Claimants.
     (ll) “Preliminary Approval Order” means the Order that Lead Plaintiff and the Settling Defendants will seek from the Court, as described in paragraph 4, below. Entry of a “Preliminary Approval Order” shall constitute preliminary approval of the Settlement.
     (mm) “Proof of Claim” means the submission to be made by Class Members, on the Proof of Claim and Release form, which shall be agreed upon by the Parties or as may be required by the Court.
     (nn) “Recognized Claim” is as defined in the Plan of Allocation, as set forth in Exhibit B.
     (oo) “Refinancing Transaction(s)” means one or more transactions through which Doral obtains outside financing during 2007 to meet its liquidity and capital needs, including the repayment of its $625 million floating rate senior notes that mature on July 20, 2007, the payment of the Doral Settlement Amount, and to meet certain other working capital and contractual needs of the holding company.

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     (pp) “Refinancing Transaction Effective Date” means the date on which the Refinancing Transaction(s) has (have) closed and been fully funded, as called for by the applicable agreements and transaction documents with respect thereto.
     (qq) “Released Claims” means:
     (i) with respect to the Defendant Released Parties, the release by Lead Plaintiff, the Named Plaintiffs, Lead Derivative Plaintiff, the Shareholders, and all Class Members of all Claims asserted by or that could have been asserted by or on behalf of Plaintiffs, any Class Member, any Shareholder, or Doral, including, but not limited to, in the Class Action or Derivative Actions, against the Defendant Released Parties, including without limitation (x) all Claims directly or indirectly arising out of or relating to investments (including, but not limited to, purchases, sales, exercises, and decisions to hold) held at any time, or from time to time, during the Class Period in securities issued by Doral, and/or in options or derivative instruments (to the extent issued by or on behalf of Doral) based in whole or in part on the value of securities issued by Doral; (y) all Claims arising out of or relating to any statements made or issued during the Class Period by any of the Defendant Released Parties concerning Doral, or which arise out of or relate in any way to any disclosures, registration statements or other statements by Doral, or by any of the Defendant Released Parties concerning Doral; and (z) all Claims by or on behalf of Lead Derivative Plaintiff, any Shareholder, or Doral of negligence, gross negligence, professional negligence, breach of duty of care, breach of duty of loyalty, breach of duty of candor, fraud, breach of fiduciary duty, mismanagement, corporate waste, malpractice, breach of contract, negligent misrepresentation, violations of state or federal statutes, rules, or regulations, including without limitation all Claims arising out

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of or relating in any way to the Refinancing Transaction(s). Nothing in this Stipulation shall be construed to limit the right of any Class Member to recover from any fund established by the United States Securities and Exchange Commission (the “SEC”) pursuant to the settlement between Doral and the SEC announced on September 19, 2006.
     (ii) with respect to Lead Plaintiff, the Named Plaintiffs, all other Class Members, Lead Derivative Plaintiff, and all other Shareholders, the release by the Settling Defendants of the Plaintiff Releasees from any claims relating to the institution or prosecution of the Class Action or Lead Derivative Action.
     (rr) “Released Parties” means:
     (i) with respect to the Settling Defendants and Insurers: (w) Doral, its past, present and future subsidiaries, divisions, and affiliates, the Individual Defendants, Settling Derivative Defendants, A. Brean Murray, and David R. Levis, and their respective immediate family members; (x) the present and former employees, officers and directors of each of the foregoing; (y) the present and former attorneys, accountants, auditors, advisors, trustees, administrators, fiduciaries, consultants, representatives, insurers, including but not limited to the Insurers, and agents of each of the foregoing; and (z) the predecessors, heirs, successors, and assigns of each of the foregoing (all the foregoing together, the “Defendant Releasees”), and any Person or entity which is or was related to or affiliated with any Defendant Releasee or in which any Defendant Releasee has or had a controlling interest, and the present and former employees, officers and directors, attorneys, accountants, auditors, advisors, trustees, administrators, fiduciaries, consultants, representatives, insurers, and agents of each of them (all, with the Defendant

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Releasees, the “Defendant Released Parties”). However, the terms “Defendant Releasees” and “Defendant Released Parties” shall not include the Non-Settling Defendant; and
     (ii) with respect to Plaintiffs: (w) the Lead Plaintiff, Named Plaintiffs, all other Class Members, the Lead Derivative Plaintiff, and all other Shareholders, their respective past, present and future parents, subsidiaries, divisions, affiliates, transferees, and assigns; (x) the present and former legal representatives, employees, officers and directors of each of the foregoing; (y) the present and former attorneys, accountants, auditors, advisors, trustees, administrators, executors, fiduciaries, consultants, representatives, insurers, and agents of each of the foregoing; and (z) the predecessors, heirs, successors, and assigns of each of the foregoing (together, the “Plaintiff Releasees”), any Person or entity in which any Plaintiff Releasee has or had a controlling interest or which is or was related to or affiliated with any Plaintiff Releasee, and any Person or entity making claims (now or in the future) through or on behalf of any Plaintiff Releasee. However, the term “Plaintiff Releasees” shall not include the Non-Settling Defendant.
     (ss) “Settlement” means the settlement of the Class Action and the Derivative Actions as set forth in this Stipulation, including without limitation the Settlement Amounts and the provision for the Released Claims and the Released Parties as contained herein, between and among (i) Lead Plaintiff and Named Plaintiffs, on behalf of themselves and the Class Members, (ii) Lead Derivative Plaintiff, on behalf of itself and the Shareholders and derivatively on behalf of Doral, and (iii) the Settling Defendants,.

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     (tt) “Settlement Accounts” means the bank accounts maintained by the Escrow Agent into which the Settlement Fund shall be deposited.
     (uu) “Settlement Amounts” means the Doral Settlement Amount, the Derivative Action Settlement Amount, and the Individual Defendants Settlement Amount, together.
     (vv) “Settlement Fund” means the Settlement Amounts less the Notice and Administration Fund.
     (ww) “Settlement Mediator” means Hon. Daniel Weinstein (ret.).
     (xx) “Settling Class Defendants” means Doral Financial Corporation, Salomón Levis, David Levis, Sr., Zoila Levis, Ricardo Melendez, Richard F. Bonini, Edgar M. Cullman, Jr., Mario Levis, Efraim Kier, Harold D. Vicente, John B. Hughes, and Peter A. Hoffman.
     (yy) “Settling Derivative Defendants” means Salomón Levis, Richard F. Bonini, Mario Levis, Zoila Levis, Fernando Rivera Munich, Ricardo Melendez, David Levis, Sr., Edgar Cullman, Jr., John L. Ernst, Efraim Kier, Harold D. Vicente, Peter A. Hoffman, and John B. Hughes.
     (zz) “Settling Defendants” means the Settling Class Defendants and the Settling Derivative Defendants, collectively.
     (aaa) “Shareholder” means any direct or beneficial holder of Doral common stock or preferred stock as of March 15, 2000 to present.
     (bbb) Supplemental Agreement” is as defined in paragraph 14.
     (ccc) “Tax Expense” is as defined in paragraph 12.
     (ddd) “Taxes” is as defined in paragraph 11.

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     (eee) “Unknown Claims” means any and all Claims and any and all facts relating to such Claims that any Lead Plaintiff, Named Plaintiff, Class Member, Lead Derivative Plaintiff, or Shareholder does not know of or suspect to exist in his, her, or its favor at the time of the release of the Defendant Released Parties which, if known by him, her, or it might have affected his, her, or its Settlement with and release of the Defendant Released Parties, or might have affected his, her, or its decision not to object to this Settlement or not to exclude himself, herself, or itself from the Class, and without regard to the subsequent discovery or existence of such different or additional facts.
Submission of the Settlement to Court for Approval
     2. Within ten (10) business days after execution of the Stipulation, Lead Plaintiff, Lead Derivative Plaintiff, and the Settling Defendants shall apply to the Court for preliminary approval of the Settlement and for the scheduling of a hearing for consideration of final approval of the Settlement, approval of the Plan of Allocation (or to direct the later consideration of the Plan of Allocation), and in Lead Counsel, Lead Plaintiff, Lead Derivative Counsel, and Lead Derivative Plaintiff’s discretion, (an) application(s) for an award of attorneys’ fees and expenses. The Parties and their counsel shall use their best efforts to obtain final court approval of the Settlement as necessary to effectuate its terms.
     3. The Parties have agreed upon the following documents to be submitted to the Court for its consideration along with this Stipulation: Proposed Preliminary Approval Order (Exhibit A); Notice of Pendency and Proposed Partial Settlement of Class Action and Proposed Settlement of Derivative Actions (Exhibit B); Summary Notice of Proposed Partial Settlement of Class Action and Proposed Settlement of Derivative Actions (Exhibit C); Proof of Claim and

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Release (Exhibit D); Proposed Judgment Dismissing Claims Against the Settling Defendants (Exhibit E).
     4. The Parties shall jointly apply to the Court for entry of the Preliminary Approval Order, substantially in the form attached hereto as Exhibit A:
     (a) preliminarily certifying the Class exclusively for settlement purposes;
     (b) preliminarily finding for settlement purposes that the Lead Derivative Action was properly brought as a shareholder derivative action and that Lead Derivative Plaintiff fairly and adequately represents the interests of shareholders similarly situated in enforcing the rights of Doral;
     (c) preliminarily approving the Settlement;
     (d) setting a hearing (the “Fairness Hearing”), upon notice to the Class and the Shareholders, to: (i) consider whether the Settlement should be approved as fair, reasonable, and adequate to the Class Members and Shareholders, and dismissing the claims of Lead Plaintiff, the Named Plaintiffs, all Class Members, Lead Derivative Plaintiff, and all Shareholders against the Settling Defendants, A. Brean Murray, and David R. Levis, as set forth in this Stipulation, on the merits and with prejudice; (ii) consider whether the Plan of Allocation is fair and reasonable and should be approved (or to direct the later consideration of the Plan of Allocation); and (iii) consider Lead Counsel and Lead Derivative Counsel’s application(s), if any, for an award of attorneys’ fees and payment of costs and expenses;
     (e) setting the method of giving notice of the Settlement to the Class and Shareholders;
     (f) approving the form of notice (“Notice”) attached hereto as Exhibit B;

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     (g) approving the summary form of notice (“Summary Notice”) attached hereto as Exhibit C;
     (h) approving the Proof of Claim and Release form attached hereto as Exhibit D;
     (i) setting a period of time during which members of the Class and Shareholders may serve written objections to the Settlement or to the application for attorneys’ fees and expenses;
     (j) enjoining the prosecution of any Claim that is subject to the release and dismissal contemplated by this Settlement by any Class Member or Shareholder;
     (k) enjoining the prosecution of any Claim by the Non-Settling Defendant for contractual or other indemnity or contribution against any Defendant Released Party or Parties, based upon the Released Claims, whether as claims, cross-claims, counterclaims, or third-party claims, whether asserted in the Complaint, in this Court, in any federal or state court, or in any other court, arbitration proceeding, administrative agency, or other forum in the United States or elsewhere;
     (l) enjoining the prosecution of any Claim by any Defendant Released Party or Parties for contractual or other indemnity or contribution against the Non-Settling Defendant, based upon the Released Claims, whether as claims, cross-claims, counterclaims, or third-party claims, whether asserted in the Complaint, in this Court, in any federal or state court, or in any other court, arbitration proceeding, administrative agency, or other forum in the United States or elsewhere; and
     (m) setting a period of time during which Class Members must file Proofs of Claim in order to participate in the distribution of the Net Settlement Fund.

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     5. The Parties hereby stipulate to certification of the Class, pursuant to Rule 23(b)(3) of the Federal Rules of Civil Procedure, solely for the purposes of this Stipulation and Settlement.
     6. At the Fairness Hearing, the Parties shall jointly request entry of a Judgment, substantially in the form attached hereto as Exhibit E, the entry of which is a condition of this Stipulation and Settlement:
     (a) approving finally the Settlement as fair, reasonable, and adequate, within the meaning of Rules 23 and 23.1 of the Federal Rules of Civil Procedure and other applicable law, and directing its consummation pursuant to its terms;
     (b) confirming certification of the Class solely for purposes of this Stipulation and the Settlement, and finding that each element for certification of the Class is met, for these limited purposes;
     (c) dismissing the Class Action, all of the claims asserted by the Class Members in the Complaint, the Derivative Actions, and all of the claims asserted by the Shareholders in the Derivative Actions, each as to the Settling Defendants without costs and with prejudice, and releasing the Released Claims as against each of the Released Parties;
     (d) finding that the Complaint, and the complaints filed by Lead Plaintiff, the Named Plaintiffs, and the Lead Derivative Plaintiff in the actions listed in the caption of this Stipulation, were filed on a good faith basis in accordance with the Private Securities Litigation Reform Act of 1995 and Rule 11 of the Federal Rules of Civil Procedure;
     (e) permanently barring and enjoining the institution and prosecution, by Lead Plaintiff, the Named Plaintiffs, other Class Members, Lead Derivative Plaintiff, and other Shareholders, of any Claim against the Defendant Released Parties in any federal or state court,

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or in any other court, arbitration proceeding, administrative agency, or other forum in the United States or elsewhere asserting any Released Claim;
     (f) reserving jurisdiction over the Class Action and the Derivative Actions, including all further proceedings concerning the administration, consummation, and enforcement of this Settlement;
     (g) permanently barring, enjoining, and finally discharging all Claims as provided for in paragraph 23 of this Stipulation; and
     (h) containing such other and further provisions consistent with the terms of this Settlement to which the Parties hereto expressly consent in writing.
     7. At the Fairness Hearing, Lead Plaintiff may also request entry of an Order approving the Plan of Allocation, consistent with prior notice sent to the Class, or ordering later consideration of the Plan of Allocation. The Plan of Allocation proposed, or to be proposed, by Lead Plaintiff is not a part of the Stipulation and is to be considered by the Court separately from the Court’s consideration of the fairness, reasonableness, and adequacy of the Settlement. The Plan of Allocation is not a necessary term of this Stipulation and it is not a condition of this Stipulation that any particular Plan of Allocation be approved. Any decision by the Court concerning the Plan of Allocation shall not affect the validity, enforceability, or finality of this Stipulation and Settlement, and any modification of the Plan of Allocation by the Court shall not provide any of the Parties with the right to terminate the Settlement or impose an obligation on the Settling Defendants to increase the consideration paid in connection with the Settlement. Any order or proceedings relating to a request for approval of the Plan of Allocation, or any appeal from any order relating thereto or reversal or modification thereof, shall not operate to

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terminate the Settlement or affect or delay the effectiveness or finality of the Judgment and the release of the Released Claims.
     8. At the Fairness Hearing, Lead Counsel and Lead Derivative Counsel may also request entry of an Order approving Lead Counsel and Lead Derivative Counsel’s application(s) for an award of attorneys’ fees and expenses, consistent with the notice sent to members of the Class and Shareholders in connection with this Settlement. Any award of attorneys’ fees and expenses to Lead Counsel and Lead Derivative Counsel shall be paid exclusively from the Settlement Fund. In no event shall the Settling Defendants otherwise be obligated to pay for such attorneys’ fees and expenses. The attorneys’ fees, expenses and costs, including the fees of experts and consultants, as awarded by the Court, shall be payable to Lead Counsel and Lead Derivative Counsel from the Settlement Fund, as ordered, immediately after the Court executes an order awarding such fees and expenses, notwithstanding any objection thereto, and, even if there is an appeal thereof, subject to the joint and several obligation of Lead Counsel and Lead Derivative Counsel to make appropriate refund repayments to the Settlement Fund as more particularly set forth below. In the event that the Effective Date does not occur, or the Judgment or the order making the fee and expense award is reversed or modified, or the Stipulation is terminated, and in the event that any fee and expense award has been paid to any extent, then Lead Counsel and Lead Derivative Counsel shall, within ten (10) business days from receiving notice from the Counsel for Doral or from a court of appropriate jurisdiction, refund to the Settlement Fund, any fees, expenses, and costs previously paid or otherwise transferred to them from the Settlement Fund plus interest thereon at the same rate as earned on the Settlement Fund, (a) in the full amount if the Effective Date does not occur or the Stipulation is terminated, or (b) in such other amount corresponding to that portion of any fee and expense award that is

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reversed or modified. Lead Counsel and Lead Derivative Counsel, as a condition of receiving such fees and expenses, on behalf of themselves and each of their partners and/or shareholders, agree that the law firms and their partners and/or shareholders are subject to the jurisdiction of the Court for the purpose of enforcing the provisions of this paragraph. Without limitation, each such law firm and its partners and/or shareholders agree that the Court may, upon application of the Settling Defendants or any interested Party on notice to Lead Counsel and Lead Derivative Counsel, summarily issue orders, including but not limited to judgments and attachment orders, and may make appropriate findings of or sanctions for contempt, against them or any of them should such law firm fail timely to repay such fees and expenses. The disposition of Lead Counsel and Lead Derivative Counsel’s application(s) for an award of attorneys’ fees and reimbursement of expenses is not a material term of this Stipulation, and it is not a condition of this Stipulation that such application be granted. Any disapproval or modification of the application for an award of attorneys’ fees and reimbursement of expenses by the Court, and/or the failure of Lead Counsel and/or Lead Derivative Counsel to make such reimbursement, shall not affect the enforceability of the Stipulation, provide any of the Parties with the right to terminate the Settlement, or impose an obligation on the Settling Defendants to increase the compensation paid in connection with the Settlement. The Settling Defendants take no position as to the reasonableness of any application for attorneys’ fees and costs made by Lead Counsel and Lead Derivative Counsel.
Settlement Consideration
     9. In consideration for the full and complete settlement of the Class Action and the Released Claims, (i) on behalf of Doral and the Settling Class Defendants, the Board of Directors of Doral shall adopt by resolution or otherwise the list of corporate governance

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enhancements set forth in Schedule 1 hereto, subject to the conditions set forth in Schedule 1 hereto, (ii) Doral shall pay to Lead Plaintiff, for the benefit of the Class, the Doral Settlement Amount, and (iii) one or more of the Individual Defendants shall pay to Lead Plaintiff, for the benefit of the Class, the Individual Defendants Settlement Amount, as follows:
     (a) Assuming the approval of the Court for payment of this sum to Lead Counsel for purposes of the Notice and Administration Fund, Doral agrees to advance two hundred fifty thousand dollars ($250,000) of the Doral Settlement Amount, in an account identified in writing by Lead Counsel, within five (5) business days of the later of the entry of the Preliminary Approval Order or the identification of the account by Lead Counsel, to be used by Lead Counsel to pay the costs of notifying the Class, soliciting the filing of Proofs of Claim by Class Members, assisting Class Members in making their Proofs of Claim, and otherwise administering the Settlement on behalf of the Class. Prior to the Effective Date, Lead Counsel shall provide Counsel for Doral, upon request, appropriate documentation of all such costs incurred in connection with providing notice of the Settlement to the Class and for other administrative expenses. No costs of notice to Shareholders, except as specifically provided in paragraph 10 of the proposed Preliminary Approval Order attached as Exhibit A, shall be paid from the Notice and Administration Fund.
     (b) Within ten (10) days of the later of (a) the Effective Date and (b) the Refinancing Transaction Effective Date, the Settling Class Defendants shall cause to be paid into the Settlement Accounts the Settlement Fund, except that the Derivative Action Settlement Amount shall be paid in consideration for the full and complete settlement of the Derivative Actions as set forth in paragraph 10, below.

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     10. In consideration for the full and complete settlement of the Released Claims and the Derivative Actions, on behalf of Doral and the Settling Derivative Defendants, (a) the Board of Directors of Doral shall adopt by resolution or otherwise the list of corporate governance enhancements set forth in Schedule 1 hereto, subject to the conditions set forth in Schedule 1 hereto, and (b) within ten (10) days of the later of (i) the Effective Date and (ii) the Refinancing Transaction Effective Date, Doral shall pay into the Settlement Accounts the Derivative Action Settlement Amount, which amount shall be used from the Settlement Fund exclusively to pay any and all attorneys’ fees and expenses awarded to Lead Derivative Counsel as contemplated in paragraph 8, above. No portion of the Doral Settlement Amount or the Individual Defendants Settlement Amount shall be used to pay the costs of notice to Shareholders, except as specifically provided in paragraph 10 of the proposed Preliminary Approval Order attached as Exhibit A, or to pay an award of attorneys’ fees and expenses to Lead Derivative Counsel.
     11. The Settlement Fund shall be deposited into interest-earning Settlement Accounts designated by Lead Counsel, and all interest accruing thereon shall be deemed to be in the custody of the Court and will remain subject to the jurisdiction of the Court until such time as it is distributed to Authorized Claimants.
     (a) The Escrow Agent shall invest the Settlement Fund deposited pursuant to paragraphs 9 and 10 hereof in instruments backed by the full faith and credit of the United States Government or fully insured by the United States Government or an agency thereof and shall reinvest the proceeds of these investments as they mature in similar instruments at their then-current market rates. The Escrow Agent shall bear all risks related to investment of the Settlement Fund.

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     (b) The Escrow Agent is authorized and empowered to: (i) select and appoint one or more investment advisors or managers with full power and authority to buy and sell short term United States Agency or Treasury Securities (and such other types of investments that may later be authorized by the Court by written order) on a discretionary basis for the Settlement Fund and/or Notice and Administration Fund; (ii) remove investment advisors or managers, and appoint others in its place; (iii) pay to the persons to be so employed such commissions, salaries, wages, fees or other compensation as the Escrow Agent shall see fit, by deduction from the Settlement Fund and/or Notice and Administration Fund or by any other matter; and (iv) enter into such agreements as may be necessary or convenient to carry out the foregoing.
     (c) The Parties agree to treat the Settlement Fund as a Qualified Settlement Fund within the meaning of Treasury Regulation § 1.468B-1, and the Administrator shall be responsible for filing tax returns for the Settlement Accounts and paying from the Settlement Accounts any taxes, including any interest or penalties thereon (the “Taxes”), owed with respect to such Settlement Account. In addition, the Administrator, as required, shall do all things that are necessary or advisable to carry out the provisions of this paragraph.
     12. All Taxes arising with respect to the income earned by the Settlement Fund, including any Taxes or Tax consequences that may be imposed upon the Settling Defendants with respect to any income earned by the Settlement Fund for any period during which the Settlement Fund does not qualify as a “qualified settlement fund” for federal or state income tax purposes and any expenses and costs incurred in connection with the payment of Taxes pursuant to this paragraph (including without limitation, expenses of tax attorneys and/or accountants and mailing, administration, and distribution costs, expenses relating to the filing or the failure to file all necessary or advisable tax returns and Taxes imposed on amounts payable

25


 

by or on behalf of the Settling Defendants pursuant to this paragraph 12 (the “Tax Expenses”)), shall be paid out of the Settlement Fund. The Administrator shall timely and properly file all informational and other tax returns necessary or advisable with respect to the Settlement Fund and the distributions and payments therefrom, including, without limitation, the tax returns described in Treas. Reg. § 1.468B-2(k), and to the extent applicable, Treas. Reg., § 1.468B-2(l). Such tax returns shall be consistent with the terms herein and in all events shall reflect that all Taxes on the income earned by the Settlement Fund shall be paid out of the Settlement Fund. The Administrator shall also timely pay Taxes and Tax Expenses out of the Settlement Fund, and is authorized to withdraw, without prior order of the Court, from the Settlement Accounts amounts necessary to pay Taxes and Tax Expenses. The Settling Defendants shall not have any responsibility or liability for the Taxes, the Tax Expenses, and/or the acts or omissions of Lead Counsel or their agents, as described herein, nor shall any Tax or Tax Expense result in any increase of the Settlement Amounts.
     13. This is not a claims-made settlement. As of the Effective Date (or, if later, the Refinancing Transaction Effective Date), the Settling Defendants shall not have any right to the return of the Settlement Fund or any portion thereof irrespective of the number of Proofs of Claim filed, the collective amount of losses of Authorized Claimants, the percentage of recovery of losses, or the amounts to be paid to Authorized Claimants from the Settlement Fund. Each Authorized Claimant shall be allocated a pro rata share of the Net Settlement Fund based on his or her Recognized Claim compared to the total Recognized Claims of all Authorized Claimants. The Settling Defendants shall have no involvement in reviewing or challenging claims. If any funds remain in the Net Settlement Fund by reason of uncashed checks or otherwise, then, after the Administrator has made reasonable and diligent efforts to have Class Members who are

26


 

entitled to participate in the distribution of the Net Settlement Fund cash their distribution checks, any balance remaining in the Net Settlement Fund one (1) year after the initial distribution of such funds shall be re-distributed, after payment of any unpaid costs or fees incurred in administering the Net Settlement Fund for such re-distribution, to Class Members who have cashed their checks and who would receive at least $10.00 from such re-distribution. If after six months after such re-distribution any funds shall remain in the Net Settlement Fund, then such balance shall be contributed to one or more non-sectarian, not-for-profit, 501(c)(3) organization(s) designated by Lead Counsel.
     14. Doral shall have the option to terminate the Settlement in its entirety in the event that members of the Class who collectively incurred in excess of an amount of “actual losses” set forth in that letter dated April 25, 2007, from Lead Counsel to Matthew D. Slater (the “Supplemental Agreement”), with respect to the Doral Securities choose to opt out of the Class. For purposes of this paragraph 14, “Doral Securities” means all securities issued by Doral and outstanding at any time, or from time to time, during the Class Period. The Supplemental Agreement shall not be filed with the Court, and should there be any disagreement regarding the interpretation or application of the Supplemental Agreement, it shall be provided to the Court under seal for an in camera review.
     15. In order to effectuate the provisions of paragraph 14, the schedule reflected in the Preliminary Approval Order submitted to the Court pursuant to paragraph 4 shall provide that any Request for Exclusion forms must be postmarked (or hand delivered) at least twenty-one (21) days prior to the Fairness Hearing and that within three (3) business days of receipt by the Administrator of any Request for Exclusion forms, copies of all such forms shall be provided to Counsel for Doral. Doral may invoke its right to terminate under paragraph 14

27


 

based on its own calculations; however, Plaintiffs and Doral acknowledge that the calculations provided for in paragraph 14 constitute material terms of this Stipulation and Settlement. Accordingly, Lead Counsel and Counsel for Doral will confer in good faith to perform the calculations required by such paragraph. If no agreement can be reached by ten (10) days prior to the date set for the Fairness Hearing, Lead Counsel and Counsel for Doral shall submit their respective positions to the Settlement Mediator for mediation. In the event they are not able to resolve their dispute through mediation, Lead Counsel and Counsel for Doral will submit their respective positions to the Court for resolution concurrent with the Fairness Hearing, which resolution shall be final and not appealable.
     16. In the event that the Refinancing Transaction Effective Date does not occur on or before September 30, 2007, or the Settlement Fund has not been fully paid into the Settlement Accounts within 30 days of the Refinancing Transaction Effective Date, Doral or Lead Plaintiff may terminate the Settlement in its entirety, in which case the provisions of paragraph 31 shall apply.
     17. Doral shall have the option to terminate the Settlement in its entirety in the event that, prior to 45 days after the Refinancing Transaction Effective Date, Doral and/or any of its subsidiaries commence a voluntary case under any applicable bankruptcy, insolvency, or other similar law, or a proceeding is instituted in a court having jurisdiction seeking a decree or order for relief with respect to Doral and/or any of its subsidiaries under any bankruptcy, insolvency, liquidation, reorganization or other similar law.
     18. Under no circumstances will Doral be required to pay more than the Doral Settlement Amount and the Derivative Action Settlement Amount, or the Individual Defendants be required to pay more than the Individual Defendants Settlement Amount pursuant to this

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Stipulation and Settlement, nor shall the Settling Defendants have any liability or responsibility for the Settlement Amounts after the Settlement Amounts have been fully paid as set forth in paragraphs 9 and 10, above.
The Notice and Administration Fund
     19. The Notice and Administration Fund consisting of $250,000 advanced by Doral shall be used by Lead Counsel to pay the costs of notifying the Class and, only as specifically provided in paragraph 10 of the proposed Preliminary Approval Order attached as Exhibit A, the Shareholders, soliciting the filing of Proofs of Claim by Class Members, assisting Class Members in making their Proofs of Claim, and otherwise administering the Settlement on behalf of the Class. The $250,000 in the Notice and Administration Fund is part of, and not in addition to, the Settlement Amounts to be paid by the Settling Defendants.
     20. As of the later of the Effective Date and the Refinancing Transaction Effective Date, any balance, including interest, then remaining in the Notice and Administration Fund, less expenses incurred but not yet paid, shall be deposited into the Settlement Fund. Thereafter, the Escrow Agent shall have the right to use such portions of the Settlement Fund as are, in their exercise of reasonable judgment, necessary to carry out the purposes set forth in paragraph 19.
Releases
     21. The Released Claims against each and all of the Released Parties shall be fully, finally, and forever released, relinquished, discharged, and dismissed with prejudice and on the merits, without costs to any party, upon entry of the Judgment. Nothing in this paragraph is intended to release any claims asserted by the Class against the Non-Settling Defendant.

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     22. With respect to any and all Released Claims, the Parties stipulate and agree that, upon the Effective Date, the Lead Plaintiff, Named Plaintiffs, Lead Derivative Plaintiff, and Shareholders shall expressly waive, and each of the Class Members shall be deemed to have waived and by operation of the Judgment shall have expressly waived, the provisions, rights, and benefits of California Civil Code § 1542 and any provisions, rights and benefits conferred by any law of any state or territory of the United States or principle of common law which is similar, comparable, or equivalent to California Civil Code § 1542, which provides:
A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.
The Lead Plaintiff, Named Plaintiffs, Class Members, Lead Derivative Plaintiff, and Shareholders may hereafter discover facts in addition to or different from those that any of them now knows or believes to be true with respect to the subject matter of the Released Claims; however, each Lead Plaintiff, Named Plaintiff, and Lead Derivative Plaintiff shall expressly, and each Class Member and Shareholder, upon the Effective Date, shall be deemed to have, and by operation of the Judgment shall have fully, finally, and forever settled and released any and all Released Claims, known or unknown, suspected or unsuspected, contingent or non-contingent, whether or not concealed or hidden, which now exist, or heretofore have existed upon any theory of law or equity now existing or coming into existence in the future, including, but not limited to, conduct which is negligent, reckless, intentional, with or without malice, or a breach of any duty, law or rule, without regard to the subsequent discovery or existence of such different or additional facts. The Lead Plaintiff, Named Plaintiff and Lead Derivative Plaintiff acknowledge, and the Class Members and Shareholders shall be deemed to have acknowledged, and by

30


 

operation of the Judgment shall have acknowledged, that the foregoing waiver was separately bargained for and a key element of the Settlement of which this release is a part.
     23. The Judgment shall, as a condition for the Settlement, permanently BAR, ENJOIN, and RESTRAIN the Non-Settling Defendant, and any other Person currently or later named as a defendant in the Class Action or Derivative Actions (including, without limitation, any other Settling Defendant), from commencing, prosecuting, or asserting any Claim for indemnity or contribution against the Released Parties (or any other claim against the Defendant Released Parties where the injury consists of actual or threatened liability to the Plaintiffs, or any settlement payment to any Plaintiff), based upon the Released Claims, whether as claims, cross-claims, counterclaims, third-party claims, or otherwise, whether or not asserted in the Complaint, and whether asserted in this Court, in any federal or state court, or in any other court, arbitration proceeding, administrative agency, or other forum in the United States or elsewhere. The Parties agree that each such barred Person other than a Settling Defendant shall be entitled to a judgment credit in the amount permitted under applicable law.
Administration and Distribution of the Settlement Fund
     24. The Escrow Agent or its authorized agents, subject to the supervision, direction, and approval of the Court, shall administer and calculate the Proofs of Claim submitted by Class Members and shall oversee distribution of the Settlement Fund. As part of the Preliminary Approval Order, Lead Plaintiff shall seek appointment of the Administrator.
     25. The Settlement Fund shall be applied as follows:
     (a) To the extent the Notice and Administration Fund is not otherwise sufficient to pay such costs, to pay the costs of notifying the Class and Shareholders, soliciting the filing of Proofs of Claim by Class Members, assisting Class Members in making their Proofs

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of Claim, and otherwise administering the Settlement on behalf of the Class, and to pay Settlement Account fees and costs, if any.
     (b) To pay Taxes and Tax Expenses owed by the Settlement Fund.
     (c) Subject to the approval and further order(s) of the Court, to pay to Lead Counsel and/or Lead Derivative Counsel the amount(s) awarded by the Court as attorneys’ fees, plus interest, and to pay Lead Counsel and/or Lead Derivative Counsel the amount(s) awarded as costs and expenses, including fees of experts and consultants, plus interest, which fee and expense award(s) shall be allocated at the discretion of Lead Counsel.
     (d) Subject to the approval and further order(s) of the Court, to distribute the balance of the Net Settlement Fund to Authorized Claimants as provided in the Plan of Allocation, to be submitted by Lead Plaintiff to the Court for approval and upon notice to the Class, or as otherwise ordered by the Court.
     26. In order for a member of the Class to participate in such distribution of the Net Settlement Fund:
     (a) That member of the Class must be an Authorized Claimant.
     (b) To qualify as an Authorized Claimant a member of the Class must timely submit a separate Proof of Claim and Release, signed, subject to penalties of perjury, substantially in the form attached as Exhibit D, and supported by proof of all purchases or acquisitions and sales of Doral securities during the Class Period.
     (c) Unless otherwise ordered by this Court, any Class Member who fails to submit a Proof of Claim and Release within such period as may be established by this Court shall be forever barred from receiving any payments pursuant to this Stipulation, but in all other respects will be subject to and bound by the provisions of this Stipulation and the Judgment.

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     27. The Settling Defendants shall bear no responsibility for the costs, fees, or expenses described in paragraph 25, above, except with respect to their obligations to pay the Settlement Amounts as set forth in paragraphs 9 and 10, above. Neither the Settling Defendants nor their counsel shall have any responsibility for, interest in, or liability whatsoever with respect to the Settlement Fund (except for a right of reimbursement as set forth in paragraph 31 below), any Plan of Allocation, the determination, administration, or calculation of claims, the payment or withholding of taxes, the distribution of the Net Settlement Fund, or any losses incurred in connection with any such matters.
     28. Payment from the Net Settlement Fund made pursuant to and in the manner set forth above shall be deemed conclusive of compliance with this Stipulation as to all Authorized Claimants.
     29. No Authorized Claimant shall have any claim against Lead Plaintiff, Named Plaintiffs, the Settling Defendants, the Administrator, the Escrow Agent, or any of their counsel, based on the distributions made substantially in accordance with this Stipulation and/or orders of the Court.
Effect of Disapproval, Cancellation, or Termination of Agreement
     30. If the Court does not enter the Judgment substantially in the form provided for in paragraphs 6 and 23, above, or if the Court enters the Judgment and appellate review is sought and on such review the entry of Judgment is modified, then the Parties shall proceed with the settlement under the terms of the Judgment as it may be modified by the Court or another court on appellate review, unless any Party who is adversely affected thereby, in its sole discretion within ten (10) days from the date of the mailing of such ruling to such Parties, provides written notice to all other Parties hereto of their objection to so proceeding. Such notice

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may be provided on behalf of Lead Plaintiff, Named Plaintiffs, and the Class Members by Lead Counsel, and on behalf of Lead Derivative Plaintiff and the Shareholders by Lead Derivative Counsel. In the event of such objection, or if the Judgment is vacated or reversed, the Parties shall negotiate in good faith, including with the assistance of the Settlement Mediator if requested by any of them, in order to effectuate the purpose of this Stipulation on substantially the same terms as are contained in this Stipulation (including by resolving any such objection and/or curing any defect that led to such vacation or reversal, as applicable), provided, however, that no party shall have any obligation to agree to any revised settlement under any terms other than substantially in the form provided and agreed to herein, except to the extent provided for in paragraphs 7 and 8, relating to the Plan of Allocation, and award of attorneys’ fees.
     31. In the event this Stipulation is terminated or cancelled or fails to become effective for any reason, then within ten (10) business days after Lead Counsel gives written notice to Counsel for Doral, or Counsel for Doral gives written notice to Lead Counsel, (i) the balance of the Notice and Administration Fund, less any funds paid therefrom pursuant to paragraph 19 above and less funds attributable to expenses incurred but not yet paid, (ii) any cash deposited by the Settling Defendants, or any of them, into the Settlement Accounts pursuant to paragraphs 9 and 10 hereof, and (iii) any funds received by Lead Counsel pursuant to paragraph 8 hereof, in all cases including accrued interest, shall be refunded to the respective depositing Person (which, for ease of administration, shall be identified by Counsel for Doral). In such event, the Parties shall be deemed to have reverted nunc pro tunc to their respective status as of the date and time immediately before the execution of this Stipulation and they shall proceed in all respects as if this Stipulation and related orders had not been executed and without prejudice in any way from the negotiation, fact, or terms of this Settlement.

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Miscellaneous Provisions
     32. All of the exhibits to be attached hereto are incorporated by reference as though fully set forth herein.
     33. Plaintiffs acknowledge that, given the amount of investigation and informal discovery taken by them of the Settling Defendants and others to date, including extensive financial information with respect to Doral, Plaintiffs are satisfied that an adequate factual record has been established that supports the Settlement and hereby waive any right to conduct further discovery to assess or confirm the Settlement. Lead Plaintiff and the Named Plaintiffs retain the right to pursue discovery of the Settling Defendants, as otherwise permitted by law, in connection with their prosecution of the Class Action with respect to the Non-Settling Defendant.
     34. This Stipulation may be amended or modified only by a written instrument signed by all Parties hereto, or their counsel.
     35. Neither the Stipulation, the Settlement, nor the Judgment, nor any act performed or document executed pursuant to or in furtherance of the Stipulation, the Settlement, or the Judgment: (i) is or may be deemed to be or may be used as an admission or evidence of the validity of any Released Claim or of any wrongdoing or liability of the Settling Defendants; or (ii) is or may be deemed to be or may be used as an admission or evidence of any liability, fault, or omission of the Settling Defendants in any civil, criminal, or administrative proceeding in any court, arbitration proceeding, administrative agency, or other forum or tribunal in which the Settling Defendants are or become parties, other than in such proceedings as may be necessary to consummate or enforce the Stipulation, the Settlement, or the Judgment. Notwithstanding the foregoing, the Settling Defendants and/or the Defendant Released Parties may file the Stipulation and/or the Judgment in any action that may be brought against them in

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order to support a defense or counterclaim based on principles of res judicata, collateral estoppel, release, good faith settlement, judgment bar, or reduction, or any theory of claim preclusion, issue preclusion, or similar defense or counterclaim.
     36. The Parties intend the Settlement to be a final and complete resolution of all disputes and/or Claims asserted or which could be asserted by the Class Members and Shareholders against the Released Parties with respect to the Released Claims. Accordingly, the Settling Defendants agree not to assert any claim under Rule 11 of the Federal Rules of Civil Procedure, or any similar law, rule, or regulation that the Class Action or Derivative Actions were brought in bad faith or without a reasonable basis. The Parties to the Stipulation agree that the amount paid and the other terms of the Settlement were negotiated at arm’s length and in good faith by the Parties, and reflect a settlement that was reached voluntarily based upon adequate information and sufficient discovery and after consultation with experienced legal counsel, and under the supervision of the Settlement Mediator. The Judgment shall contain a finding that all Parties and their counsel satisfied the requirements of Rule 11 throughout the course of the litigation and as to each and every paper filed in the Class Action and the Derivative Actions.
     37. The Parties agree that the Settlement set forth herein constitutes a fair, reasonable and adequate resolution of (i) the claims that Lead Plaintiff and Named Plaintiffs asserted against the Settling Class Defendants in the Class Action, (ii) the claims that Lead Derivative Plaintiff asserted against the Settling Derivative Defendants in the Lead Derivative Action or were otherwise asserted in the Derivative Actions, and (iii) the Released Claims, and that it promotes the public interest. The Parties further agree that unless ordered by the Court, they will not publicize, disseminate, refer to, or otherwise distribute to any third party any

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information regarding the negotiations between the Parties, or any information or documents they have obtained from the other side in connection with the Class Action or Derivative Actions, whether the information was obtained through document or other written discovery, or through depositions, or otherwise.
     38. Except as Lead Counsel, Lead Derivative Counsel, and Counsel for Doral together may otherwise, in writing, reasonably agree, to the extent permitted by law all agreements made and orders entered during the course of the Class Action and Derivative Actions relating to the confidentiality of information shall survive this Stipulation.
     39. The waiver by one Party of any breach of this Stipulation by any other Party shall not be deemed (i) a waiver of any other prior or subsequent breach of this Stipulation or (ii) a waiver by any other Party of such breach or of any other prior or subsequent breach.
     40. This Stipulation and its exhibits (and, only with respect to the Plaintiffs and Doral, the Supplemental Agreement) constitute the entire agreement among the Plaintiffs, on the one hand, and the Settling Defendants, on the other hand, and no representations, warranties, or inducements have been made to the Parties concerning this Stipulation or its exhibits (or, only with respect to the Plaintiffs and Doral, the Supplemental Agreement), other than the representations, warranties, and covenants contained, referenced, and memorialized in such documents.
     41. In the event that there exists a conflict or inconsistency between the terms of this Stipulation and the terms of any exhibit to be attached hereto, the terms of this Stipulation shall prevail.
     42. This Stipulation may be executed in one or more counterparts. All executed counterparts and each of them shall be deemed to be one and the same instrument

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provided that counsel for the Parties shall exchange among themselves original signed counterparts. An executed counterpart transmitted by facsimile shall be sufficient as an original executed counterpart.
     43. The Parties hereto and their respective counsel of record agree that they will use their best efforts to obtain all necessary approvals of the Court and any reviewing appellate court required by this Stipulation.
     44. Each counsel signing this Stipulation represents that such counsel has authority to sign this Stipulation on behalf of his or her identified clients.
     45. This Stipulation shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties hereto, including any and all Released Parties and any corporation, partnership, or other entity into or with which any Party hereto may merge, consolidate, or reorganize.
     46. Notices required by this Stipulation shall be submitted either by any form of overnight mail or in person to:
LERACH COUGHLIN STOIA GELLER RUDMAN & ROBBINS LLP
Samuel H. Rudman
Russell J. Gunyan
Mark S. Reich
58 South Service Road, Suite 200
Melville, NY 11747
Tel: 631-367-7100
Fax: 631-367-1173
Patrick J. Coughlin
Ellen Gusikoff Stewart
655 West Broadway, Suite 1900
San Diego, CA 92101
Tel: 619-231-1058
Fax: 619-231-7423

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COUNSEL FOR LEAD PLAINTIFF, NAMED PLAINTIFFS, AND THE CLASS
FEDERMAN & SHERWOOD
William B. Federman
10205 North Pennsylvania Avenue
Oklahoma City, Oklahoma 73120
Tel: 405-235-1560
Fax: 405-239-2112
COUNSEL FOR LEAD DERIVATIVE PLAINTIFF AND THE SHAREHOLDERS
CLEARY GOTTLIEB STEEN & HAMILTON LLP
Matthew D. Slater
2000 Pennsylvania Ave., N.W.
Washington, D.C. 20006
Tel: 202-974-1500
Fax: 202-974-1999
Breon S. Peace
One Liberty Plaza
New York, NY 10006
Tel: 212-225-2000
Fax: 212-225-3999
COUNSEL FOR DEFENDANTS DORAL FINANCIAL CORP., EDGAR M. CULLMAN, JR., EFRAIM KIER, HAROLD D. VICENTE, RICHARD F. BONINI, JOHN L. ERNST, AND FERNANDO RIVERA MUNICH
SIDLEY AUSTIN LLP
Barry W. Rashkover
Lynn A. Dummett
787 Seventh Avenue
New York, NY 10019
Tel: 212-839-5300
Fax: 212-839-5599
Thomas C. Green
1501 K Street, N.W.
Washington, D.C. 20005
Tel: 202-736-8000

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COUNSEL FOR DEFENDANT SALOMóN LEVIS
GREENBERG TRAURIG, P.A.
Jeffrey B. Sklaroff
200 Park Avenue
New York, NY 10166
Tel: 212-801-9200
Fax: 212-801-6400
Jesús E. Cuza-Abdala
401 East Las Olas Boulevard
Suite 2000
Fort Lauderdale, FL 33301
Tel: 954-765-0500
Fax: 954-765-1477
COUNSEL FOR DEFENDANTS DAVID LEVIS, SR. AND MARIO S. LEVIS
WILLKIE FARR & GALLAGHER LLP
Michael R. Young
Kelly M. Hnatt
787 Seventh Avenue
New York, NY 10019
Tel: 212-728-8000
Fax: 212-728-8111
COUNSEL FOR DEFENDANT RICARDO MELENDEZ
SKADDEN, ARPS, SLATE, MEAGER & FLOM LLP
Edward J. Yodowitz
Michael M. Mitchell
Gary J. Hacker
Four Times Square
New York, NY 10036
Tel: 212-735-3000
Fax: 212-735-2000
COUNSEL FOR DEFENDANTS PETER A. HOFFMAN AND JOHN B. HUGHES

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MINTZ LEVIN COHN FERRIS GLOVSKY & POPEO, P.C.
Seth R. Goldman
Chrysler Center
666 Third Avenue
New York, NY 10017
Tel: 212-692-6845
Fax: 212-983-3115
REICHARD & ESCALERA
Rafael Escalera-Rodriguez
P.O. Box 364148
San Juan, PR 00936-4148
Tel: 787-777-8888
Fax: 787-765-4225
COUNSEL FOR DEFENDANT ZOILA LEVIS
     47. Except for attorney notes, pleadings, and other Court submissions, Plaintiffs agree to return to Counsel for Doral all discovery obtained from the Settling Defendants within thirty (30) days after all the claims in the Class Action have been settled, tried to final judgment, or otherwise resolved against all defendants.
     48. This Stipulation shall be governed by and construed in accordance with the laws of the State of New York, without regard to choice of law principles, to the extent that federal law does not apply. The Court shall retain jurisdiction over actions or proceedings based upon, including the enforcement of, this Stipulation or any of its terms. All parties to this Stipulation shall be subject to the jurisdiction of the Court for all purposes related to this Stipulation.
Dated: April 27, 2007

41


 

LERACH COUGHLIN STOIA GELLER RUDMAN & ROBBINS LLP
 
Samuel H. Rudman (SR-7957)
Russell J. Gunyan (RG-4724)
Mark S. Reich (MR-4166)
58 South Service Road, Suite 200
Melville, NY 11747
Tel: 631-367-7100
Fax: 631-367-1173
Patrick J. Coughlin
Ellen Gusikoff Stewart
655 West Broadway, Suite 1900
San Diego, CA 92101
Tel: 619-231-1058
Fax: 619-231-7423
Counsel for Lead Plaintiff, Named Plaintiffs, and the Class

42


 

FEDERMAN & SHERWOOD
 
William B. Federman (WF-9124)
10205 North Pennsylvania Avenue
Oklahoma City, Oklahoma 73120
Tel: 405-235-1560
Fax: 405-239-2112
Counsel for Lead Derivative Plaintiff and the Shareholders
CLEARY GOTTLIEB STEEN & HAMILTON LLP
 
Matthew D. Slater (MS-5416)
2000 Pennsylvania Ave., N.W.
Washington, D.C. 20006
Tel: 202-974-1500
Fax: 202-974-1999

Breon S. Peace (BP-8872)
One Liberty Plaza
New York, NY 10006
Tel: 212-225-2000
Fax: 212-225-3999
Counsel for Defendants Doral Financial Corp., Edgar M. Cullman, Jr., Efraim Kier, Harold D. Vicente, Richard F. Bonini, John L. Ernst, and Fernando Rivera Munich

43


 

SIDLEY AUSTIN LLP
 
Barry W. Rashkover (BR-6413)
Lynn A. Dummett (LD-2717)
787 Seventh Avenue
New York, NY 10019
Tel: 212-839-5300
Fax: 212-839-5599

Thomas C. Green
1501 K Street, N.W.
Washington, D.C. 20005
Tel: 202-736-8000
Counsel for Defendant Salomón Levis
GREENBERG TRAURIG, P.A.
 
Jeffrey B. Sklaroff (JS-4427)
200 Park Avenue
New York, NY 10166
Tel: 212-801-9200
Fax: 212-801-6400

Jesús E. Cuza-Abdala
401 East Las Olas Boulevard
Suite 2000
Fort Lauderdale, FL 33301
Tel: 954-765-0500
Fax: 954-765-1477
Counsel for Defendants David Levis, Sr. and Mario S. Levis

44


 

 
WILLKIE FARR & GALLAGHER LLP
 
Michael R. Young (MY-3041)
Kelly M. Hnatt (KH-6894)
787 Seventh Avenue
New York, NY 10019
Tel: 212-728-8000
Fax: 212-728-8111
Counsel for Defendant Ricardo Melendez
SKADDEN, ARPS, SLATE, MEAGER & FLOM LLP
 
 
Edward J. Yodowitz (EY-8372)
Michael M. Mitchell (MM-6310)
Gary J. Hacker (GH-7883)
Four Times Square
New York, NY 10036
Tel: 212-735-3000
Fax: 212-735-2000

Counsel for Defendants Peter A. Hoffman and John B. Hughes

45


 

 
MINTZ LEVIN COHN FERRIS GLOVSKY & POPEO, P.C.
 
 
Seth R. Goldman (SG-2452)
Chrysler Center
666 Third Avenue
New York, NY 10017
Tel: 212-692-6845
Fax: 212-983-3115

REICHARD & ESCALERA

Rafael Escalera-Rodriguez
P.O. Box 364148
San Juan, PR 00936-4148
Tel: 787-777-8888
Fax: 787-765-4225

Counsel for Defendant Zoila Levis

46


 

Exhibits
     
Schedule 1
  Corporate Governance Settlement Term Sheet
 
   
Exhibit A
  Proposed Preliminary Approval Order
 
   
Exhibit B
  Notice of Pendency and Proposed Partial Settlement of Class Action
 
   
Exhibit C
  Summary Notice of Proposed Partial Settlement of Class Action
 
   
Exhibit D
  Proof of Claim and Release
 
   
Exhibit E
  Proposed Judgment Dismissing Claims Against The Settling Defendants

47


 

Schedule 1
DORAL FINANCIAL CORP.
CORPORATE GOVERNANCE SETTLEMENT TERM SHEET1
          Within 60 days following the Refinancing Transaction Effective Date, Doral’s Board of Directors will adopt resolutions or amendments to Doral’s policies, guidelines, or by-laws, as appropriate, to implement the corporate governance enhancements described below, which resolutions and amendments shall have prospective effect only as of the date of adoption. This agreement is subject to and conditioned upon the following provisions concerning their duration and modification:
Doral agrees that the governance provisions included herein will remain in effect for four years from adoption or until such earlier time as Doral ceases to have common equity listed on a national securities exchange; provided, however, that any policy, guideline, or by-law adopted pursuant to this agreement may be altered or removed prior to the expiration of such period if:
(1) Doral’s Board of Directors, in good faith and upon the advice of counsel, determines that the guideline conflicts with any law, regulation, or rule (including rules of the New York Stock Exchange or other exchange or quotation system on which Doral’s stock is listed or traded (collectively, herein, “NYSE”)); or
(2) after two years from the Refinancing Transaction Effective Date a controlling interest in Doral is acquired (other than pursuant to the Refinancing Transaction) by any person or group of persons; or
(3) Doral merges into another company, which is the survivor; or
(4)(i) such alteration or amendment is first approved by Doral’s shareholders by a majority of votes cast at a shareholders’ meeting at which a quorum is present, or (ii) Doral’s Board of Directors, in the exercise of its fiduciary responsibilities, determines that it is in the best interest of its shareholders under the circumstances to adopt the alteration or amendment without the delay and expense in adoption that would result from seeking shareholder approval; provided that an alteration or amendment adopted pursuant to subsection (4)(ii) shall expire if not approved by a common shareholder ratification vote conducted within twelve months of adoption and shall immediately terminate if not approved by a majority of the votes cast in such ratification vote.
  1.   Independent Directors2
    A member of Doral’s Board of Directors shall not be considered independent if the member is, or within the preceding five years has been, an executive officer of Doral.
 
1   Capitalized terms in this Schedule 1 shall have the meaning ascribed to them in the Stipulation and Agreement of Partial Settlement of which it is a part.
 
2   Any commitment concerning independent directors shall apply only to the extent that Doral is not a “controlled company” as defined in the New York Stock Exchange Rules, in which case such Rules would then solely apply.

 


 

    A member of Doral’s Board of Directors shall not be considered independent if, during any calendar year (i) the member receives direct remuneration in excess of $60,000 from Doral, its subsidiaries or affiliates or (ii) the member owns more than 10% of any organization that receives fees for providing accounting, consulting, legal, investment banking or financial services to Doral, its subsidiaries or affiliates (a) in excess of the lesser of $5 million or one percent of the gross revenues of the entity or (b) the receipt of which directly results in an increase in the compensation received by the director from that entity.
 
    A member of Doral’s Board of Directors shall not be considered independent during any year in which a non-profit organization of which such member or the spouse of such member is an executive officer or director receives a contribution from Doral in excess of $75,000.
  2.   Related Party Transactions
    Doral’s Board of Directors will adopt a general policy governing its transactions with related parties appropriate for a financial institution and, if applicable, a controlled company, as defined in the NYSE’s rules applicable to listed companies (“controlled company”).
  3.   Board Leadership and Committees
    Doral’s Board of Directors shall appoint a “Lead Independent Director” in the case that Doral ceases to have an independent non-executive chairman of its Board of Directors.
 
    Doral will disclose the name of the chairperson of each committee of its Board of Directors in the proxy statement relating to its annual meeting.
 
    The position of Chairman of the Audit Committee of Doral shall, for the three fiscal years following the Refinancing Transaction Effective Date, be filled only with directors who joined Doral’s Board of Directors after October 1, 2006.
  4.   Executive Compensation
    Doral shall not implement a stock option plan or modify such a plan with or provide for reload or replacement options to reduce option exercise prices or increase the number of shares granted without first obtaining the affirmative vote of a majority of votes cast at a shareholders’ meeting at which a quorum is present or, to the extent permitted by applicable law, the written consent of shareholders holding at least a majority of Doral’s outstanding common stock, subject to the customary exceptions available under the NYSE’s rules applicable to the approval of equity compensation plans of listed companies.
 
    No corporate executive compensation plan adopted after the Refinancing Transaction Effective Date may include any “change-of-control” definition that does not require the consummation of the applicable “change-of-control” transaction to trigger a “change-of-control.”

2


 

    Any member of Doral’s Board of Directors or senior executive officer or equivalent who acquires Doral shares through the exercise of options granted after the Refinancing Transaction Effective Date must, except in the case of hardship as determined by Doral’s Compensation Committee, retain 33% of the net shares acquired for at least 12 months following the date of such acquisition or until such earlier time as (1) the individual ceases to be a director or an executive officer of Doral, or (2) the stock is sold pursuant to a transaction that, if consummated, would have the effect of causing Doral to cease to have common equity listed on a national securities exchange.
  5.   Shareholder Proposals
    Management’s response to each shareholder proposal that is duly made shall be reviewed by a committee composed exclusively of independent directors.
 
    If following the Refinancing Transaction Effective Date new controlling shareholder(s) of Doral fail to name at least two new members to Doral’s Board of Directors, then not later than 90 days from the Refinancing Transaction Effective Date Doral’s Board of Directors will develop a policy of and process for soliciting director nominations from shareholders, which nominations will be considered and evaluated by Doral’s Corporate Governance and Nominating Committee, in accordance with its customary procedures and fiduciary obligations.
  6.   Poison Pill
    Doral shall not adopt a poison pill in the future unless: (1) such poison pill is first approved by Doral’s shareholders by a majority of votes cast at a shareholders’ meeting at which a quorum is present, or (2) Doral’s Board of Directors, in the exercise of its fiduciary responsibilities, determines that it is in the best interest of its shareholders under the circumstances to adopt a poison pill without the delay in adoption that would result from seeking shareholder approval; provided that a poison pill adopted pursuant to subsection (2) shall expire if not approved by a common shareholder ratification vote conducted within twelve months of adoption and shall immediately terminate if not approved by a majority of the votes cast in such ratification vote.

3


 

EXHIBIT A
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
         
 
       
 
  X    
 
  :    
IN RE DORAL FINANCIAL CORPORATION
  :    
SECURITIES LITIGATION
  :   05 MD 1706 (RO)
 
  :    
This Document Relates to ALL ACTIONS, including:
  :    
 
  :    
Consolidated Class Action Complaint (05-md-1706;
  :    
05-cv-4014; 05-cv-4026; 05-cv-4074; 05-cv-4077;
  :    
05-cv-4087; 05-cv-4098; 05-cv-4113; 05-cv-4141;
  :    
05-cv-4233; 05-cv-4250; 05-cv-4294; 05-cv-4413;
  :    
05-cv-4973; 05-cv-5212; 05-cv-5213; 05-cv-9298;
  :    
05-cv-9299; 05-cv-5565);
  :    
 
  :    
Gavov v. Levis, 05-cv-5248;
  :    
 
  :    
Freeborn v. Levis, 05-cv-5250;
  :    
 
  :    
Rosenbaum Capital, LLC v. Levis, 05-cv-5486;
  :    
 
  :    
Corwin v. Levis, 06-cv-7711;
  :    
 
  :    
Fox v. Levis, 07-cv-3252; and
  :    
 
  :    
Jordan v. Doral Financial Corp, 05-cv-8882.
  :    
 
  :    
 
  X    
 
       
[PROPOSED]
PRELIMINARY APPROVAL ORDER

 


 

OWEN, D.J.,
WHEREAS:
     A. The Parties have entered into a Settlement of the claims asserted against the Settling Defendants in the Class Action and the Derivative Actions. The terms of the Settlement are set forth in a Stipulation and Agreement of Partial Settlement, dated April 27, 2007 (the “Stipulation”);
     B. The Parties have moved, pursuant to Rules 23(e) (“Rule 23”) and 23.1 (“Rule 23.1”) of the Federal Rules of Civil Procedure, for an Order preliminarily approving the Settlement, providing notice of the proposed Settlement to members of the Class and Shareholders in accordance with the Stipulation, and setting a Fairness Hearing (the “Preliminary Approval Order”);
     C. The Stipulation provides for the conditional certification of the Class solely for purposes of the Settlement; and
     D. The Court having read and considered the Stipulation and the exhibits annexed thereto, the proposed Notice of Pendency and Proposed Partial Settlement of Class Action and Derivative Actions (the “Notice”), the proposed Summary Notice of Proposed Partial Settlement of Class Action and Derivative Actions (the “Summary Notice”), the proposed form of Proof of Claim and Release, and the proposed Judgment Dismissing Claims Against the Settling Defendants, and finding that substantial and sufficient grounds exist for entering this Order;
     IT IS HEREBY ORDERED:
     1. For purposes of this Order, except where stated otherwise, all capitalized terms are as defined in the Stipulation.

 


 

Fairness Hearing
     2. Absent further Order by the Court, the Fairness Hearing shall be held on ___, 2007 at ___, .m., before the Honorable Richard Owen, United States District Judge, at the United States District Court for the Southern District of New York, Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, Room 2240, New York, New York 10007-1312, to determine (a) whether the Settlement should be approved as fair, reasonable and adequate to the Class Members and the Shareholders; (b) whether the Plan of Allocation is fair, reasonable and adequate and should be approved; (c) if necessary, any calculations provided for in paragraph 14 of the Stipulation; (d) whether to approve Lead Counsel’s and Lead Derivative Counsel’s applications, if any, for an award of attorneys’ fees and payment of costs and expenses; and (e) whether a Judgment Dismissing Claims Against The Settling Defendants substantially in the form annexed hereto as Exhibit 4 (also annexed to the Stipulation as Exhibit E), should be entered, inter alia, dismissing with prejudice the Released Claims of Lead Plaintiff, the Named Plaintiffs, all Class Members, Lead Derivative Plaintiff, and all Shareholders against the Defendant Released Parties;
     3. Papers in support of the Settlement, the proposed Plan of Allocation submitted to the Court for approval, and Lead Counsel’s and Lead Derivative Counsel’s applications, if any, for attorneys’ fees and payment of expenses, shall be submitted on or before five (5) business days before the Fairness Hearing.
Preliminary Class Certification for Settlement Purposes
     4. Solely for purposes of the Stipulation and the Settlement, the Court now finds and concludes that:

2


 

          (a) With respect to all Released Claims pertaining to the Class Action, (1) the Class is ascertainable from records kept by brokerage firms, and other objective criteria, and the members of the Class are so numerous that joinder of all members of the Class is impracticable; (2) there are questions of law and fact common to the Class; (3) the claims of the Lead Plaintiff and Named Plaintiffs are typical of the claims of the Class; and (4) in negotiating and entering into the Stipulation, the Lead Plaintiff, Named Plaintiffs and their counsel have fairly and adequately represented and protected the interests of all members of the Class in that (i) the interests of Lead Plaintiff and Named Plaintiffs and the nature of their alleged claims are consistent with those of the other members of the Class, (ii) there appear to be no conflicts between or among the Lead Plaintiff and Named Plaintiffs and the Class, (iii) the Lead Plaintiff and Named Plaintiffs have been and appear to be capable of continuing to be active participants in both the prosecution and the settlement of the Class Action, and (iv) the Lead Plaintiff, the Named Plaintiffs, and the Class are represented by qualified, reputable counsel who are experienced in preparing and prosecuting large, complicated securities fraud class actions; and
          (b) With respect to all Released Claims pertaining to the Class Action, (1) the questions of law and fact that are common to the Class predominate over any individual questions; and (2) a class action is superior to other available methods for the fair and efficient adjudication of this controversy, considering (i) the interests of the members of the Class in individually controlling the prosecution of separate actions, (ii) the extent and nature of any litigation concerning the controversy already commenced by members of the Class, (iii) the desirability or undesirability of concentrating the litigation of these claims in this particular forum, and (iv) the difficulties likely to be encountered in the management of the Class Action.

3


 

     5. Solely for purposes of the Stipulation and the Settlement, the Class is hereby preliminarily certified pursuant to Rule 23(b)(3) of the Federal Rules of Civil Procedure in accordance with the following definition as set forth in the Stipulation: “Class” means all Persons who purchased or otherwise acquired Doral securities from March 15, 2000, through August 15, 2006, inclusive, excluding Doral, the Individual Defendants, any immediate family member of the Individual Defendants, any entity in which any Individual Defendant has or had a controlling interest, any other defendant in the Class Action or any entity which, at any time during the Class Period, was a parent or subsidiary of, or which was controlled by, such defendant, and the officers, directors, affiliates, legal representatives, heirs, predecessors, successors, and assigns of such defendants. The Class includes Persons who acquired shares of Doral stock by any method, including but not limited to in the secondary market, in exchange for shares of acquired companies pursuant to a registration statement, or through the exercise of options including options acquired pursuant to employee stock plans, if any, Persons who acquired debt securities of Doral in the secondary market or pursuant to a registration statement, and Persons who beneficially acquired securities of Doral not held in such persons’ names, and who were injured thereby.
     6. Solely for purposes of the Stipulation and the Settlement, the Lead Plaintiff and Named Plaintiffs are hereby certified as the class representatives pursuant to Rule 23(b)(3) of the Federal Rules of Civil Procedure.
Preliminary Approval of Settlement
     7. The Court preliminarily approves the Settlement, as reflected in the Stipulation, as being fair, reasonable and adequate, pending the Fairness Hearing.

4


 

Notice
     8. The Court approves, as to form and content, (i) the Notice, annexed hereto as Exhibit 1 (also annexed to the Stipulation as Exhibit B), (ii) the Summary Notice, annexed hereto as Exhibit 2 (also annexed to the Stipulation as Exhibit C), and (iii) the Proof of Claim and Release form, annexed hereto as Exhibit 3 (also annexed to the Stipulation as Exhibit D).
     9. The Court finds that the procedures established for publication, mailing and distribution of such Notice and Summary Notice substantially in the manner and form set forth in paragraph 10 of this Preliminary Approval Order meet the requirements of Rules 23 and 23.1 of the Federal Rules of Civil Procedure and due process, and constitute the best notice practicable under the circumstances.
     10. Lead Plaintiff and Lead Derivative Plaintiff shall cause notice of the proposed Settlement, the Fairness Hearing, the proposed Plan of Allocation, and Lead Counsel’s and Lead Derivative Counsel’s applications, if any, for an award of attorneys’ fees and payment of expenses, to be provided to members of the Class and the Shareholders as follows:
          a. Commencing on or before fourteen (14) days after entry of this Order (the “Notice Date”), a copy of the Notice, substantially in the form annexed hereto as Exhibit 1, together with a copy of the Proof of Claim and Release form, substantially in the form annexed hereto as Exhibit 3 (also annexed to the Stipulation as Exhibit D), shall be mailed by first class mail, postage prepaid, to the last known address of each member of the Class who Lead Counsel can identify with reasonable effort. Doral shall, at its own expense, promptly provide transfer records for the relevant time periods to the Claims Administrator in a form acceptable to the Claims Administrator.

5


 

          b. On or before twenty-one (21) days after entry of this Order, a Summary Notice substantially in the form annexed hereto as Exhibit 2 shall be published once in the national edition of the Wall Street Journal and once in a prominent newspaper in Puerto Rico.
          c. On or before ten (10) business days after entry of this Order, the Notice, Summary Notice, and Proof of Claim and Release Form shall further be placed on a web site maintained by the Administrator, as approved by the Court below, at www.gilardi.com.
     11. To effectuate the provision of notice, the collection, analysis and determination of Proofs of Claim submitted in accordance with the terms of the Notice and Summary Notice, and other actions required by this Order, the Court hereby approves the selection of Gilardi & Co. LLC to serve as the Administrator. Subject to review by the Court, Lead Counsel may retain the Administrator and may pay the reasonable and customary fees and costs associated with the review of claims and administration of the Settlement out of the Notice and Administration Fund without further order of the Court. Without further order of the Court, the Administrator may assist with various tasks, including, without limitation: (i) mailing or arranging for the mailing of the Notice and the Proof of Claim and Release form to members of the Class; (ii) arranging for publication of the Summary Notice; (iii) arranging for and staffing a toll-free telephone number to assist Lead Counsel in responding to inquiries from members of the Class; (iv) answering written inquiries from members of the Class and/or forwarding such inquiries to Lead Counsel or their designee; (v) providing additional copies of the Notice and/or the Proof of Claim and Release form upon request to members of the Class; (vi) receiving and maintaining any request for exclusion from a member of the Class; (vii) preparing, receiving and processing Proof of Claim forms returned by Class Members; and (viii) otherwise assisting Lead Counsel with administration and implementation of the Settlement.

6


 

     12. To further effectuate the administration and implementation of the Settlement, the Administrator shall lease and maintain a post office box of adequate size for the return of Proofs of Claim and requests for exclusion. The Notice and Summary Notice shall designate said post office box as the return address for the purposes designated therein. The Administrator shall be responsible for the receipt of all responses from members of the Class and, until further order of the Court, shall preserve all entries of appearance, Proofs of Claim, requests for exclusion from the Class, and all other written communications from members of the Class, nominees or any other Person in response to the Mailed Notice and/or Summary Notice. The costs of notification of the Settlement to members of the Class, including printing, mailing and publication of all required notices, shall be paid out of the Notice and Administration Fund.
     13. On or before seven (7) days before the Fairness Hearing, Lead Counsel shall file with the Court and serve on Counsel for Doral affidavits or declarations of the Person or Persons under whose general direction the mailing of the Notice and the publications of the Summary Notice shall have been made, showing that such mailing and publications have been made in accordance with this Order.
     14. Brokerage firms, banks, institutions, investment funds, investment companies, investment advisers, investment portfolios, mutual fund trusts, mutual investment funds, investment managers and any other Persons who are or claim to be nominees that purchased or otherwise acquired Doral securities during the Class Period for or on behalf of beneficial owners, which beneficial owners are thereby members of the Class, shall, within ten (10) business days of receiving the Notice, either (1) provide the Administrator with the name and last known address of each Person or organization for whom or for which such brokerage firm, bank, institution, investment fund, investment company, investment adviser, investment portfolio,

7


 

mutual fund trust, mutual investment fund, investment manager, or other nominee purchased or otherwise acquired such shares during the Class Period, such beneficial owners’ title/registration, street address, and city/state/zip, in which event the Administrator shall promptly mail the Notice and the Proof of Claim and Release form to such beneficial owners, or (2) request from the Administrator additional copies of the Notice package (which will be provided free of charge) and within seven (7) days mail the Notice package form directly to the beneficial owners of the Doral securities. If a brokerage firm, bank, institution, investment fund, investment company, investment adviser, investment portfolio, mutual fund trust, mutual investment fund, investment manager, or other nominee chooses to follow alternative procedure (2), such Person shall send a statement to the Administrator confirming that the mailing was made as directed.
Exclusion from the Class
     15. Any members of the Class who wish to exclude themselves from the Class must do so in accordance with the instructions contained in the Notice and the Summary Notice, including providing all applicable requested information. Any requests for exclusion must be postmarked, or delivered by hand, to the Administrator on or before twenty-one (21) days before the Fairness Hearing. Within three (3) business days of receipt by the Administrator of any request for exclusion, copies of all such forms shall be provided to Lead Counsel and Counsel for Doral.
     16. Unless otherwise ordered by the Court, all Persons who fall within the definition of the Class and who do not timely and validly request to be excluded from the Class in accordance with the instructions set forth in the Notice and the Summary Notice shall be subject to and bound by the Settlement and the provisions of the Stipulation, the releases contained therein, the Judgment with respect to all Released Claims, and all proceedings, orders and

8


 

judgments in the Class Action, even if such Persons have pending, or subsequently initiate, litigation, arbitration, or any other action against any or all of the Settling Defendants and/or the Defendant Released Parties relating to the Released Claims, and regardless of whether such Persons seek or obtain by any means, including, without limitation, by submitting a Proof of Claim or any similar document, any distribution from the Net Settlement Fund.
Right To Be Heard At Fairness Hearing
     17. Any Class Member may appear and show cause (if he, she or it has any) why the Court should or should not (a) approve the proposed Settlement as set forth in the Stipulation as fair, reasonable and adequate; (b) approve the Plan of Allocation, if Lead Plaintiff has filed one with the Court upon notice to the Class, as fair, reasonable and adequate; (c) approve Lead Counsel’s application, if any, for an award of attorneys’ fees and payment of costs and expenses; or (d) enter the Judgment Dismissing Claims Against The Settling Defendants substantially in the form annexed hereto as Exhibit 4, and any Shareholder may appear and show cause (if he, she or it has any) why the Court should or should not (a) approve the proposed Settlement as set forth in the Stipulation as fair, reasonable and adequate; (b) approve Lead Derivative Counsel’s application, if any, for an award of attorneys’ fees and payment of costs and expenses; or (c) enter the Judgment Dismissing Claims Against The Settling Defendants substantially in the form annexed hereto as Exhibit 4; provided, however, that no Person shall be heard with respect to, or shall be entitled to contest, the foregoing matters unless on or before twenty-one (21) days prior to the Fairness Hearing that Person has served by hand, or by first class mail postmarked by such date, on Lead Counsel, Lead Derivative Counsel, and Counsel for Doral, written notice of his, her or its intention to appear, setting forth briefly each objection and the basis therefor, together with copies of any papers and briefs in support of said objections and proof of membership in the

9


 

Class and/or standing as a Shareholder (including proof of all purchases, acquisitions, sales and dispositions of Doral securities made by or on behalf of such member of the Class during the Class Period) upon:
     
Samuel H. Rudman, Esq.
Russell J. Gunyan, Esq.
Mark S. Reich, Esq.
LERACH COUGHLIN STOIA GELLER RUDMAN & ROBBINS LLP
58 South Service Road, Suite 200
Melville, NY 11747
  Patrick J. Coughlin, Esq.
Ellen Gusikoff Stewart, Esq.
LERACH COUGHLIN STOIA GELLER RUDMAN & ROBBINS LLP
655 West Broadway, Suite 1900
San Diego, CA 92101
Counsel for Lead Plaintiff
William B. Federman, Esq.
FEDERMAN & SHERWOOD
120 N. Robinson Avenue
Suite 2720
Oklahoma City, Oklahoma 73102
Counsel for Lead Derivative Plaintiff
     
Matthew D. Slater, Esq.
CLEARY GOTTLIEB STEEN &
HAMILTON, LLP
2000 Pennsylvania Ave., N.W.
Washington, D.C. 20006
  Breon S. Peace, Esq.
CLEARY GOTTLIEB STEEN &
HAMILTON, LLP
One Liberty Plaza
New York, New York 10006
Counsel for Doral
and has filed at least twenty-one (21) days prior to the Fairness Hearing said objections, papers and briefs, showing due proof of such service upon all counsel identified above, with the Clerk of the United States District Court for the Southern District of New York, Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, New York, New York 10007-1312.

10


 

     18. Any member of the Class or Shareholder who does not object in the manner prescribed above shall be deemed to have waived such objection and shall be forever foreclosed from making any objection to the foregoing matters, including the fairness, adequacy or reasonableness of the proposed Settlement, the Judgment Dismissing Claims Against The Settling Defendants to be entered approving the Settlement, any Plan of Allocation by then filed with the Court upon notice to the Class, or Lead Counsel’s or Lead Derivative Counsel’s applications, if any, for an award of attorneys’ fees and payment of expenses.
     19. Concerning the calculation provided for in paragraph 14 of the Stipulation, if no agreement can be reached through the mediation process as set forth in paragraph 15 of the Stipulation, Lead Counsel and Counsel for Doral shall submit their respective position papers to the Court, and are hereby authorized to file such papers and any exhibits as necessary under seal.
     20. The Court may adjourn or continue the Fairness Hearing or any adjournment or continuance thereof without any further notice, other than an announcement at the Fairness Hearing or any adjournment or continuance thereof, and may approve the Stipulation with or without modification and without further notice to Class Members or Shareholders. The Court further reserves the right to enter the Judgment Dismissing Claims Against The Settling Defendants, inter alia, dismissing the Class Action and Derivative Actions with prejudice as to the Settling Defendants and any order on the Plan of Allocation or attorneys’ fees and expenses, at or after the Fairness Hearing and without further notice to the Class or the Shareholders.
Claims Process
     21. In order to participate in the distribution of the Net Settlement Fund, a Class Member must timely submit a separate Proof of Claim, signed and subject to penalties of perjury, substantially in the form annexed as Exhibit 3 hereto and supported by proof of all

11


 

purchases or acquisitions and sales of Doral securities during the Class Period. To be valid and accepted, a Proof of Claim must be postmarked on or before 90 days after the Notice Date, and must be sent to:
Doral Securities Litigation
Claims Administrator
c/o Gilardi & Co. LLC
P.O. Box 8040
San Rafael, CA 94912-8040
     22. Any Class Member who does not timely submit a valid Proof of Claim shall not be entitled to share in the Net Settlement Fund, except as specifically ordered by the Court, but nonetheless shall be barred and enjoined from asserting any of the Released Claims against any of the Defendant Released Parties.
     23. Once the Administrator has considered a timely submitted Proof of Claim, Lead Counsel, through the Administrator, shall determine, based upon the Plan of Allocation as approved by the Court, whether such claim is valid, deficient, or rejected. For each claim determined to be either deficient or rejected, the Administrator shall send a deficiency letter or a rejection letter, as appropriate, describing the bases on which the claim was so determined. Each Class Member who receives a deficiency letter or rejection letter shall have 30 days from the date of such letter to supply to the Administrator documentation and/or an explanation sufficient to remedy the deficiency or rejection. Any Class Member who receives a deficiency letter or a rejection letter and who fails to submit documentation sufficient to remedy the deficiency or reason for rejection within the time prescribed herein shall have such claim deemed finally rejected, and Lead Counsel, through the Administrator, shall send a letter to such Class Member notifying such Class Member that such Class Member’s claim has been deemed finally rejected and that such Class Member may move the Court with respect to such finally rejected claim.

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     24. If a Class Member timely responds to a deficiency letter or rejection letter by providing an explanation and/or documentation in response to such a deficiency letter or rejection letter, Lead Counsel, through the Administrator, shall determine whether such explanation and/or documentation is sufficient to remedy the deficiency or reason for rejection. If Lead Counsel, through the Administrator, determines that the explanation and/or documentation submitted in response to the deficiency letter or the rejection letter is sufficient, such claim shall be deemed a valid claim. If, on the other hand, Lead Counsel, through the Administrator, determines that the explanation and/or documentation is not sufficient to remedy the deficiency or reason for rejection, such claim shall be deemed finally rejected, and Lead Counsel, through the Administrator, shall send a letter to such Class Member notifying such Class Member that such Class Member’s claim has been deemed finally rejected and that such Class Member may move the Court with respect to such finally rejected claim.
     25. There shall be no distribution of any of the Net Settlement Fund Amounts to any Class Member until a Plan of Allocation and an award of attorneys’ fees and reimbursement of expenses are finally approved and affirmed on appeal or certiorari or are no longer subject to review by appeal or certiorari and the time for any petition for rehearing, appeal, or review, whether by certiorari or otherwise, has expired.
     26. Neither the Settling Defendants nor their counsel shall have any responsibility for any Plan of Allocation or any application by Lead Counsel for fees and expenses, and such matters will be considered separately from the fairness, reasonableness, and adequacy of the Settlement.
     27. The Plan of Allocation proposed by Lead Plaintiff is not a part of the Stipulation and will be considered by the Court separately from the Court’s consideration of the fairness,

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reasonableness and adequacy of the Settlement. The Plan of Allocation is not a necessary term of the Stipulation and it is not a condition of the Stipulation that any particular Plan of Allocation be approved. Any decision by the Court concerning the Plan of Allocation shall not affect the validity, enforceability or finality of the Stipulation and Settlement, and any modification of the Plan of Allocation by the Court shall not provide any of the Parties with the right to terminate the Settlement or impose an obligation on the Settling Defendants to increase the consideration paid in connection with the Settlement. Any order or proceedings relating to a request for approval of the Plan of Allocation, or any appeal from any order relating thereto or reversal or modification thereof, shall not operate to terminate the Settlement or affect or delay the effectiveness or finality of the Judgment or the release of the Released Claims.
     28. Neither the Settling Defendants nor the other Defendant Released Parties nor their counsel shall have any responsibility for, interest in or liability whatsoever to any Person, including, without limitation, to any Class Members, the Class, the Plaintiffs, the Shareholders, Lead Counsel, or Lead Derivative Counsel, with respect to the Settlement Fund (except to the extent that the Settling Defendants shall retain their respective interests in the Settlement Amount in the event the Effective Date does not occur as provided in the Stipulation), any investment or distribution of the Settlement Fund, the proposed or actual Plan of Allocation, the determination, administration or calculation of claims, final awards and supervision and distribution of the Settlement Fund as set forth in the Stipulation or any application for attorneys’ fees and reimbursement of expenses, the payment or withholding of taxes or any losses incurred in connection with any such matters, and any Person, including, without limitation, the Class Members, the Class, the Plaintiffs, the Shareholders, Lead Counsel, or Lead Derivative Counsel, shall have no Claims against the Defendant Released Parties or their counsel in connection

14


 

therewith. The Defendant Released Parties shall have no responsibility for and no liability whatsoever with respect to the Settlement Amounts after the Settlement Amounts have been fully paid as set forth in the Stipulation. In no event will the Settling Defendants be responsible for payment of any amount except the portion of the Settlement Amounts that each agreed to pay in the Stipulation.
Additional Provisions
     29. All Class Members shall be bound by all determinations and judgments in the Class Action, and all Shareholders shall be bound by all determinations and judgments in the Lead Derivative Action, concerning the Stipulation and the Settlement, including, but not limited to, the terms of the Judgment to be entered and the releases provided for therein, whether favorable or unfavorable to the Class or Shareholders.
     30. Any Class Members may enter an appearance in the Class Action, at their own expense, individually or through counsel of their own choice. If they do not enter an appearance, they will be represented by Lead Counsel. Any Shareholders may enter an appearance in the Lead Derivative Action, at their own expense, individually or through counsel of their own choice. If they do not enter an appearance, they will be represented by Lead Derivative Counsel.
     31. The Administrator is authorized and directed to prepare any tax returns required to be filed on behalf of the Settlement Fund and to cause any taxes due and owing to be paid from the Settlement Fund.
     32. Pending the Effective Date or cancellation, failure or termination of the Settlement, pursuant to paragraphs 30 and 31 of the Stipulation, (a) no member of the Class and no Shareholder shall commence, prosecute, pursue or litigate any Released Claim against the

15


 

Defendant Released Parties, whether directly, representatively or in any other capacity, and regardless of whether or not any such member of the Class has appeared in the Class Action or such Shareholder has appeared in the Derivative Actions; (b) no Non-Settling Defendant shall commence, prosecute, pursue or litigate any action or Claim for contractual or other indemnity or contribution against any Defendant Released Party, based upon the Released Claims, whether as claims, cross-claims, counterclaims or third-party claims, whether asserted in the Complaint in this Court, in any federal or state court, or in any other court, arbitration proceeding, administrative proceeding, or other forum in the United States or elsewhere; and (c) no Defendant Released Party shall commence, prosecute, pursue or litigate any action or Claim for contractual or other indemnity or contribution against any Non-Settling Defendant based upon the Released Claims, whether as claims, cross-claims, counterclaims or third-party claims, whether asserted in the Complaint in this Court, in any federal or state court, or in any other court, arbitration proceeding, administrative proceeding, or other forum in the United States or elsewhere.
     33. If the Settlement is terminated or cancelled or fails to become effective for any reason, in accordance with the terms of the Stipulation, this Preliminary Approval Order shall be rendered null and void and shall be vacated nunc pro tunc, and the provisions of paragraphs 30 and 31 of the Stipulation shall apply.
     34. Without further order of the Court, the Parties may agree to reasonable extensions of time to carry out any of the provisions of this Preliminary Approval Order or the Stipulation.
     35. The Court shall retain continuing jurisdiction over the Settlement, as well as the administration thereof and all proceedings arising out of or related to the Stipulation and/or the Settlement.

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SO ORDERED:
Dated:   __________ __, 2007
New York, New York
         
 
       
     
 
      Richard Owen
 
      United States District Judge

17


 

UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
         
 
  x    
In re DORAL FINANCIAL CORP.
  :   Master Docket No. 1:05-md-01706-RO
SECURITIES LITIGATION
  :   (Civil Action No. 1:05-cv-04014-RO)
 
  :    
         
 
  :   NOTICE OF PENDENCY AND PROPOSED
This Document Relates To
  :   PARTIAL SETTLEMENT OF CLASS AND
 
  :   DERIVATIVE ACTIONS
 
  :    
          ALL ACTIONS.
  :    
 
  x   EXHIBIT B
         

 


 

TO: ALL PURCHASERS OF DORAL FINANCIAL CORP. (“DORAL” OR THE “COMPANY”) SECURITIES BETWEEN MARCH 15, 2000 AND AUGUST 15, 2006, INCLUSIVE, AND ALL CURRENT DORAL SHAREHOLDERS.
     PLEASE READ THIS NOTICE CAREFULLY.
     THIS NOTICE RELATES TO THE PENDENCY AND PROPOSED PARTIAL SETTLEMENT OF CLASS AND SHAREHOLDER DERIVATIVE LITIGATIONS.
     A federal court authorized this Notice. This is not a solicitation from a lawyer.
     Security and Time Periods: With respect to the Settlement of the Class Action, securities purchased between March 15, 2000 and August 15, 2006. With respect to the Settlement of the Derivative Actions, Doral common stock held as of March 15, 2000 to the present.
     Class Action Settlement Consideration: One Hundred Twenty Nine Million Dollars ($129,000,000.00) in cash plus the adoption by Doral of significant corporate governance measures, which are set forth in Schedule 1 to the Stipulation and Agreement of Partial Settlement, subject to the conditions set forth therein. Your recovery will depend on the type and amount of Doral securities purchased and the timing of your purchases and any sales. Depending on the number of eligible shares that participate in the Settlement and when those shares were purchased and sold, the estimated average recovery per share will be approximately $___before deduction of Court-approved fees and expenses. A Class Member’s actual recovery will be a proportion of the Net Settlement Fund determined by that claimant’s recognized claim as compared to the total recognized claims of all Class Members who submit acceptable Proof of Claim forms.
     Derivative Actions Settlement Consideration: The Board of Directors of Doral shall adopt by resolution or otherwise the corporate governance enhancements set forth in Schedule 1 to the Stipulation and Agreement of Partial Settlement, subject to the conditions set forth therein. In

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addition, Doral shall pay $1,000,000.00 in cash to pay any and all attorneys’ fees and expenses awarded to Lead Derivative Counsel. Only purchasers of Doral securities during the period from March 15, 2000 to August 15, 2006 shall recover from the Net Settlement Fund.
     Reasons for Settlement: Avoids the costs and risks associated with continued litigation, including the very real danger of no recovery. Doral’s financial condition has deteriorated significantly, and it has a $625 million bond payment due in 2007 which it presently does not have the funds to pay. In addition, given the Company’s financial condition, and its restatement of financial results, it has been operating under various consent decrees and agreements with federal and state banking regulators which, among other things, severely limits its ability to fund a settlement of the litigation. As a result of Doral’s poor financial condition, and limited directors’ and officers’ liability insurance, it is unable to pay any additional money to Class Members, over and above the amount of this Settlement, and it is highly unlikely that the Company’s financial condition would improve over time. In fact, Doral must enter into a debt refinancing transaction in order to meet its obligations under the Settlement and repay its $625 million senior notes due July 20, 2007. Failure to do so would render the Company insolvent.
     If the Case Had Not Settled: Continuing with the case could have resulted in dismissal or loss at trial. The two sides vigorously disagree on both liability and the amount of money that could have been won if Lead Plaintiff and Named Plaintiffs prevailed at trial. The parties disagree about: (1) the method for determining whether Doral securities were artificially inflated in price during the relevant period; (2) the amount of any such inflation; (3) whether or the extent to which various facts alleged by Lead Plaintiff and Named Plaintiffs were materially false or in any way misleading; (4) the extent that various facts alleged by Lead Plaintiff and Named Plaintiffs influenced the trading

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price of Doral securities during the relevant period; and (5) whether the facts alleged were material, false, misleading or otherwise actionable under the federal securities laws.
     Attorneys’ Fees and Expenses: Court-appointed Lead Counsel in the Class Action will ask the Court for attorneys’ fees not to exceed ___% of the Settlement Fund which fee request is the product of a tiered fee structure negotiated at arms length between the Lead Plaintiff and Lead Counsel ranging from a 0% fee to a ___% fee depending on the result obtained, and reimbursement of out-of-pocket expenses not to exceed $___,000.00 to be paid from the Settlement Fund. If the above amounts are requested and approved by the Court, the average cost per share will be $0._. Lead Counsel has not received any payment for its work investigating the facts, conducting the Class Action and negotiating this Settlement on behalf of the Lead Plaintiff and the Class. Lead Derivative Counsel will apply for an award of attorneys’ fees and expenses of $1,000,000.00 to be paid from the Derivative Action Settlement Amount.
     Deadlines:
         
Submit Claim:
                      , 2007    
Request Exclusion:
                      , 2007    
File Objection:
                      , 2007    
     Court Hearing on Fairness of Settlement:                     , 2007
     More Information: www.gilardi.com or
         
Claims Administrator:
  Lead Counsel:    
 
       
Doral Securities Litigation
  Rick Nelson    
Administrator
  Shareholder Relations    
c/o Gilardi & Co. LLC
  Lerach Coughlin Stoia Geller    
P.O. Box 8040
     Rudman & Robbins LLP    
San Rafael, CA 94912-8040
  655 West Broadway, Suite 1900    
 
  San Diego, CA 92101    
  Your legal rights are affected whether you act, or don’t act. Read this Notice carefully.

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YOUR LEGAL RIGHTS AND OPTIONS IN THIS SETTLEMENT:
     
SUBMIT A CLAIM FORM
  The only way for Class Members to get a payment.
 
   
EXCLUDE YOURSELF
  Get no payment. This is the only option that allows a Class Member to participate in any other lawsuit against the Settling Defendants and the other Released Parties relating to the legal claims in this case.
 
   
OBJECT
  You may write to the Court if you don’t like this Settlement.
 
   
GO TO A HEARING
  You may ask to speak in Court about the fairness of the Settlement.
 
   
DO NOTHING
  Get no payment. Give up rights.
    These rights and options — and the deadlines to exercise them — are explained in this Notice.
 
    The Court in charge of this case must decide whether to approve the Settlement. Payments will be made if the Court approves the Settlement and, if there are any appeals, after appeals are resolved. Please be patient.
BASIC INFORMATION
     1. Why Did I Get This Notice Package?
     You or someone in your family may have purchased Doral securities between March 15, 2000 and August 15, 2006, inclusive.
     The Court directed that you be sent this Notice because you have a right to know about a proposed Settlement of a class action and shareholder derivative lawsuit, and about all of your options, before the Court decides whether to approve the Settlement. If the Court approves it, and after any objections or appeals are resolved, the Administrator appointed by the Court will make the

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payments that the Class Action settlement allows, and Doral will adopt the corporate governance enhancements negotiated between the Parties in settlement of the Derivative Actions.
     This package explains the lawsuit, the Settlement, your legal rights, what benefits are available, who is eligible for them, and how to get them.
     The Court in charge of the case is the United States District Court for the Southern District of New York, and the case is known as In re Doral Financial Corp. Securities Litigation, Master Docket No. 1:05-md-1706-RO. The Lead Plaintiff in the Class Action is the West Virginia Investment Management Board, and the other Named Plaintiffs in the Class Action are Angel A. Burckhart and Administración de Compensaciones por Accidents de Automóviles. The Lead Derivative Plaintiff is Rosenbaum Capital, LLC. The Settling Class Defendants are Doral, Salomón Levis, David Levis, Sr., Zoila Levis, Ricardo Melendez, Richard F. Bonini, Edgar M. Cullman, Jr., Mario Levis, Efraim Kier, Harold D. Vicente, John B. Hughes and Peter A. Hoffman. The Setting Derivative Defendants are Salomón Levis, Richard F. Bonini, Mario Levis, Zoila Levis, Fernando Rivera Munich, Ricardo Melendez, David Levis, Sr., Edgar Cullman, Jr., John L. Ernst, Efraim Kier, Harold D. Vicente, Peter A. Hoffman and John B. Hughes. PricewaterhouseCoopers LLC is a defendant in the Class Action, but it is not a party to this Settlement.
     2. What Is This Lawsuit About?
     Doral describes itself as a diversified financial services company engaged in mortgage banking, commercial banking, institutional broker-dealer activities and insurance agency activities. The Company’s financial activities are principally conducted in Puerto Rico and the New York City metropolitan area.
     Lead Plaintiff and Named Plaintiffs alleged in the Class Action on behalf of purchasers of Doral securities during the Class Period, that during that time period, Doral issued false and

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misleading financial statements that violated the federal securities laws and Generally Accepted Accounting Principles (“GAAP”) in order to overstate the Company’s pre-tax income and understate its debt. In April 2005, Doral announced that it would restate its financial statements for the five-year period ended December 31, 2004.
     Lead Plaintiff and Named Plaintiffs allege that as a result of these material misrepresentations, Doral securities traded at artificially inflated prices during the Class Period, in violation of the federal securities laws. Defendants deny all of Lead Plaintiff’s and Named Plaintiffs’ allegations or that they did anything wrong. Defendants also deny that the Lead Plaintiff or the Class suffered damages or that the prices of Doral securities were artificially inflated by reason of any alleged statements, omissions or otherwise.
     3. Why Is There a Settlement?
     The Court did not decide in favor of Plaintiffs or Settling Defendants. Instead, these parties agreed to this Settlement. That way, they avoid the cost of a trial, eligible Class Members who make valid claims will get compensation, and Doral will adopt the agreed-to corporate governance enhancements. The Lead Plaintiff, Named Plaintiffs and Lead Derivative Plaintiff and their attorneys think the Settlement is best for all Class Members and Doral shareholders.
WHO IS IN THE SETTLEMENT
     To see if you will get money from this Settlement, you first have to determine if you are a Class Member.
     4. How Do I Know if I Am Part of the Class Action Settlement?
     The Class includes all Persons who purchased Doral securities between March 15, 2000 and August 15, 2006, inclusive, except those Persons and entities that are excluded, as described below.

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     5. What Are the Exceptions to Being Included?
     You are not a Class Member if you are a Settling Defendant, a member of the immediate family of one of the individual defendants listed in Question 1, an entity in which any defendant has or had a controlling interest, any other defendant in the Class Action or any entity which, at any time during the Class Period, was a parent or subsidiary of, or which was controlled by, such defendant, and the officers, directors, affiliates, legal representatives, heirs, predecessors, successors, and assigns of such defendants.
     If you sold Doral securities between March 15, 2000 and August 15, 2006, that alone does not make you a Class Member. You are a Class Member only if you purchased Doral securities between March 15, 2000 and August 15, 2006, inclusive.
     6. I’m Still Not Sure if I Am Included.
     If you are still not sure whether you are included, you can ask for free help. You can call Rick Nelson at 619/231-1058 for more information. Or you can fill out and return the claim form described in Question 10, to see if you qualify.
THE SETTLEMENT BENEFITS — WHAT YOU GET
     7. What Does the Class Action Settlement Provide?
     Settling Defendants have agreed to create a One Hundred Twenty Nine Million Dollar ($129,000,000.00) fund in cash to be divided among all eligible Class Members who send in valid claim forms, after payment of Court-approved attorneys’ fees and expenses and the costs of claims administration, including the costs of printing and mailing this Notice and the cost of publishing newspaper notice. Doral also agreed to adopt important corporate governance enhancements which directly address Lead Plaintiff’s, Named Plaintiffs’ and Lead Derivative Plaintiff’s allegations.

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     8. How Much Will My Payment Be?
     Your share of the fund will depend on the number of valid claim forms that Class Members send in and how many shares of stock you purchased during the relevant period and when you bought and sold them. A claim will be calculated as follows:
     Plan of Allocation:
     Note: In the case the option was exercised for Doral common stock, the amount paid, or proceeds received, upon the settlement of the option contract equals the intrinsic value of the option using Doral common stock’s closing price on the date the option was exercised.
     Note: The combined recovery for the Call Options and Put Options shall not exceed ___% of the Net Settlement Fund.
     The payment you get will reflect your pro rata share after deduction of Court-approved fees and expenses. Depending on the number of eligible shares that participate in the Settlement and when those shares were purchased and sold, the estimated average payment will be approximately $0.___for each share before deduction of Court-approved fees and expenses. The number of claimants who send in claims varies widely from case to case. If fewer than anticipated Class Members send in claim forms, you could get more money.
     In the event a Class Member has more than one purchase of Doral securities, all purchases, and any sales shall be matched on a first-in, first-out (“FIFO”) basis, and Class Period sales will be matched first against any Doral securities held at the beginning of the Class Period and then against purchases in chronological order. A purchase or sale of Doral securities shall be deemed to have occurred on the “contract” or “trade” date as opposed to the “settlement” or “payment” date.

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     To the extent a claimant had a gain from his, her or its overall transactions in Doral securities during the Class Period, the value of the recognized claim will be zero.
     9. What Does the Derivative Action Settlement Provide?
     The Derivative Actions settlement provides that in full consideration of the Derivative Actions, the Board of Directors shall adopt by resolution or otherwise the corporate governance enhancements set forth in Schedule 1 to the Stipulation, subject to the conditions therein. No money will be distributed to Doral shareholders pursuant to the Derivative Actions settlement.
HOW YOU GET A PAYMENT — SUBMITTING A CLAIM FORM
     10. How Can I Get a Payment?
     To qualify for payment, you must be an eligible Class Member and you must send in a claim form. A claim form is enclosed with this Notice. Read the instructions carefully, fill out the form, include all the documents the form asks for, sign it, and mail it in the enclosed envelope postmarked no later than                     , 2007.
     11. When Would I Get My Payment?
     The Court will hold a hearing on                     , 2007, at ___:___.m., to decide whether to approve the Settlement. If Judge Owen approves the Settlement, there may be appeals. It is always uncertain whether these appeals can be resolved favorably, and resolving them can take time, perhaps more than a year. Everyone who sends in a claim form will be informed of the determination with respect to each claim. Please be patient.
     12. What Am I Giving Up to Get a Payment or Stay in the Class?
     If you purchased Doral securities at any time between March 15, 2000 and August 15, 2006, inclusive, then unless you exclude yourself, you are staying in the Class, and that means that you cannot sue, continue to sue, or be part of any other lawsuit against the Settling Defendants in any

-9-


 

state or federal court about the same issues in this case or about any claims or issues that could have been asserted in the Class Action. It also means that all of the Court’s orders will apply to you and legally bind you, and you will release your claims in this case against the Settling Class Defendants, including Unknown Claims and any claims you could have raised. The terms of the release are included in the claim form that is enclosed.
EXCLUDING YOURSELF FROM THE SETTLEMENT
     If you are a Class Member and you don’t want a payment from this Settlement, but you want to keep the right to sue or continue to sue the Settling Class Defendants on your own about the same issues in the Class Action, then you must take steps to get out of the Class. This is called excluding yourself, or is sometimes referred to as opting out of the Class.
     13. How Do I Get out of the Class?
     To exclude yourself from the Class, you must send a letter by mail stating that you want to be excluded from In re Doral Financial Corp. Securities Litigation, Master Docket No. 1:05-md-1706- RO. You must include your name, address, telephone number, your signature, and the number and type of Doral securities you purchased between March 15, 2000 and August 15, 2006, inclusive, the number and type of shares sold during this time period, if any, and the dates of such purchases and sales. You must mail your exclusion request postmarked no later than ___, 2007, to:
Doral Securities Litigation
Administrator
c/o Gilardi & Co. LLC
P.O. Box 8040
San Rafael, CA 94912-8040
     You cannot exclude yourself on the phone or by e-mail. If you are a Class Member and ask to be excluded, you are not eligible to get any Settlement payment, and you cannot object to the Settlement. You will not be legally bound by anything that happens in this lawsuit.

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     14. If I Do Not Exclude Myself, Can I Sue the Settling Defendants for the Same Thing Later?
     No. Unless you exclude yourself, you give up any right to sue or take part in any lawsuit in this Court and any other state or federal court, against the Settling Defendants, for the claims resolved by this Settlement. The claims resolved by this Settlement are defined in the release within the enclosed claim form. If you have a pending lawsuit against any of the Settling Defendants, speak to your lawyer in that case immediately. Remember, the exclusion deadline is                     , 2007.
     15. If I Exclude Myself, Can I Get Money from This Settlement?
     No. If you exclude yourself, do not send in a claim form to ask for any money. But, you may sue, continue to sue, or be part of a different lawsuit against the Settling Defendants.
THE LAWYERS REPRESENTING YOU
     16. Do I Have a Lawyer in This Case?
     The Court asked the law firm of Lerach Coughlin Stoia Geller Rudman & Robbins LLP to represent you and other Class Members.
     These lawyers are called Lead Counsel. You will not be charged for these lawyers. If you want to be represented by your own lawyer, you may hire one at your own expense.
     The Court asked the law firm of Federman & Sherwood to represent Lead Derivative Plaintiff and current Doral Shareholders in the Derivative Actions.
     17. How Will the Lawyers Be Paid?
     Lead Counsel in the Class Action will ask the Court to approve payment of attorneys’ fees not to exceed ___% of the Settlement Fund (an average of $             per share) and for reimbursement of their out-of-pocket expenses up to $___,000.00, which were advanced in connection with the Class Action. The fee percentage sought is based on a tiered fee structure negotiated at arm’s length between Lead Plaintiff and Lead Counsel. The fee structure provides for a range of 0% to 22%,

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depending on the result obtained. The $129 million Settlement Fund yields a blended fee request of ___%. Lead Derivative Counsel shall seek an award of attorneys’ fees and expenses from the Derivative Action Settlement Amount. The Lead Plaintiff and the Named Plaintiffs may also seek reimbursement for their expenses incurred in connection with their service as representative plaintiffs. Such sums as may be approved by the Court will be paid from the Settlement Fund. Class Members are not personally liable for any such fees or expenses.
     The attorneys’ fees and expenses requested will be the only payment to Lead Counsel and Lead Derivative Counsel for their efforts in achieving this Settlement and for their risk in undertaking these representations on a wholly contingent basis. To date, neither Lead Counsel nor Lead Derivative Counsel have been paid for their services for conducting this litigation on behalf of the Lead Plaintiff, the Named Plaintiffs, the Class, and the Shareholders nor for their substantial out-of-pocket expenses. The fees requested will compensate Lead Counsel and Lead Derivative Counsel for their work in achieving the Settlement and is well within the range of fees awarded to counsel under similar circumstances in other cases of this type. The Court may award less than this amount.
OBJECTING TO THE SETTLEMENT
     You can tell the Court that you don’t agree with the Settlement or some part of it.
     18. How Do I Tell the Court that I Don’t Like the Settlement?
     If you are a Class Member or a Shareholder, you can object to the Settlement if you don’t like any part of it. You can give reasons why you think the Court should not approve it. The Court will consider your views. To object, you must send a letter saying that you object to the Settlement in In re Doral Financial Corp. Securities Litigation, Master Docket No. 1:05-md-1706-RO. Be sure to include your name, address, telephone number, your signature, the number and type of shares of Doral securities purchased and sold between March 15, 2000 and August 15, 2006, inclusive, or

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purchased and held as of March 15, 2000 and the present, and the reasons you object to the Settlement. Any objection to the Settlement must be mailed to each of the following, postmarked no later than ___, 2007:
Court:
Clerk of the Court
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
Daniel Patrick Moynihan United States Courthouse
500 Pearl Street, Room 120
New York, NY 10007
Counsel for Lead Plaintiff, Named Plaintiffs and the Class:
LERACH COUGHLIN STOIA GELLER
     RUDMAN & ROBBINS LLP
ELLEN GUSIKOFF STEWART
655 West Broadway, Suite 1900
San Diego, CA 92101
Counsel for Lead Derivative Plaintiff and the Shareholders
FEDERMAN & SHERWOOD
WILLIAM B. FEDERMAN
10205 North Pennsylvania Avenue
Oklahoma City, OK 73120
Counsel on Behalf of Settling Defendants:
CLEARY GOTTLIEB STEEN
     & HAMILTON, LLP
MATTHEW D. SLATER
2000 Pennsylvania Avenue, N.W.
Washington, D.C. 20006
     19. What’s the Difference Between Objecting and Excluding?
     Objecting is simply telling the Court that you don’t like something about the Settlement. You can object to the Class Action settlement only if you stay in the Class. You can object to the Derivative Actions settlement only if you continue to hold your Doral shares. Excluding yourself is

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telling the Court that you don’t want to be part of the Class. If you exclude yourself from the Class, you have no basis to object because the Class Action settlement no longer affects you.
THE COURT’S SETTLEMENT HEARING
     The Court will hold a hearing to decide whether to approve the Settlement. You may attend and you may ask to speak, but you don’t have to.
     20. When and Where Will the Court Decide Whether to Approve the Settlement?
     The Court will hold a settlement hearing at ___.m., on ___, 2007, at the United States District Court, Southern District of New York, before the Honorable Richard Owen, United States District Judge, at the Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, New York, New York, 10007. At this hearing the Court will consider whether the Settlement is fair, reasonable, and adequate. If there are objections, the Court will consider them. Judge Owen will listen to people who have asked to speak at the hearing. The Court will also consider how much to pay to Lead Counsel and Lead Derivative Counsel (assuming the Settlement is approved). The Court may decide these issues at the hearing or take them under consideration. We do not know how long these decisions will take. The Court may change the date of this hearing without further notifying you.
     21. Do I Have to Come to the Hearing?
     No. Lead Counsel and Lead Derivative Counsel will answer questions Judge Owen may have. But, you are welcome to come at your own expense. If you send an objection, you don’t have to come to Court to talk about it. As long as you mailed your written objection on time, the Court will consider it. You may also pay your own lawyer to attend, but it is not necessary.

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     22. May I Speak at the Hearing?
     You may ask the Court for permission to speak at the settlement hearing. To do so, you must send a letter saying that it is your intention to appear in In re Doral Financial Corp. Securities Litigation, Master Docket No. 1:05-md-1706-RO. Be sure to include your name, address, telephone number, your signature, and the number and type of shares of Doral securities purchased between March 15, 2000 and August 15, 2006, inclusive, or purchased and held as of March 15, 2000 and the present. Your notice of intention to appear must be postmarked no later than ___, 2007, and be sent to the Clerk of the Court, Lead Counsel, Lead Derivative Counsel and Settling Defendants’ counsel, at the addresses listed in Question 18. You cannot speak at the hearing if you exclude yourself from the Class.
IF YOU DO NOTHING
     23. What Happens if I Do Nothing at All?
     If you do nothing, you’ll get no money from this Settlement. But, unless you exclude yourself, you won’t be able to start a lawsuit, continue with a lawsuit, or be part of any other lawsuit against the Settling Defendants about the same issues that were or could have been raised in this case, ever again.
GETTING MORE INFORMATION
     24. Are There More Details About the Settlement?
     This Notice summarizes the proposed Settlement. More details are in the Stipulation and Agreement of Partial Settlement dated April ___, 2007. You can get a copy of the Stipulation by writing to Rick Nelson, c/o Lerach Coughlin Stoia Geller Rudman & Robbins LLP, 655 West Broadway, Suite 1900, San Diego, CA 92101, or from the Clerk’s office at the United States District

-15-


 

Court for the Southern District of New York, Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, Room 120, New York, New York 10007, during regular business hours.
     25. How Do I Get More Information?
     You can call 619/231-1058 or write to Rick Nelson, Lerach Coughlin Stoia Geller Rudman & Robbins LLP, 655 West Broadway, Suite 1900, San Diego, CA 92101, or visit the Administrator’s website at www.gilardi.com.
DO NOT TELEPHONE THE COURT REGARDING THIS NOTICE
SPECIAL NOTICE TO NOMINEES
     If you hold any Doral securities purchased between March 15, 2000 and August 15, 2006, inclusive, or as of March 15, 2000 to the present, as nominee for a beneficial owner, then, within ten (10) days after you receive this Notice, you must either: (1) send a copy of this Notice by first class mail to all such Persons; or (2) provide a list of the names and addresses of such Persons to the Administrator:
Doral Securities Litigation
Administrator
c/o Gilardi & Co. LLC
P.O. Box 8040
San Rafael, CA 94912-8040
     If you choose to mail the Notice and Proof of Claim yourself, you may obtain from the Administrator (without cost to you) as many additional copies of these documents as you will need to complete the mailing.
     Regardless of whether you choose to complete the mailing yourself or elect to have the mailing performed for you, you may obtain reimbursement for, or advancement of, reasonable administrative costs actually incurred or expected to be incurred in connection with forwarding the

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Notice and which would not have been incurred but for the obligation to forward the Notice, upon submission of appropriate documentation to the Administrator.
     
DATED:                     , 2007
  BY ORDER OF THE COURT
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK

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UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
         
 
  x    
 
       
In re DORAL FINANCIAL CORP.
  :   Master Docket No. 1:05-md-01706-RO
SECURITIES LITIGATION
  :   (Civil Action No. 1:05-cv-04014-RO)
 
  :    
 
  :   CLASS ACTION
This Document Relates To:
  :    
 
  :   SUMMARY NOTICE
ALL ACTIONS.
  :    
    x   EXHIBIT C

 


 

     
TO:
  ALL PERSONS WHO PURCHASED DORAL FINANCIAL CORP. (“DORAL”) SECURITIES BETWEEN MARCH 15, 2000 AND AUGUST 15, 2006, INCLUSIVE, AND TO ALL CURRENT DORAL SHAREHOLDERS
     YOU ARE HEREBY NOTIFIED that pursuant to an Order of the United States District Court for the Southern District of New York, a hearing will be held on ___, 2007, at ___:___.m., before the Honorable Richard Owen, United States District Judge Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, New York, New York 10007, for the purpose of determining: (1) whether the proposed Settlement for $130,000,000 in cash plus the adoption of corporate governance enhancements by Doral should be approved by the Court as fair, reasonable, and adequate; (2) whether, thereafter, the Class Action and Derivative Actions should be dismissed with prejudice against the Settling Defendants as set forth in the Stipulation and Agreement of Partial Settlement dated April ___, 2007; (3) whether the Plan of Allocation of settlement proceeds is fair, reasonable, and adequate and therefore should be approved; and (4) the reasonableness of the applications of Lead Counsel and Lead Derivative Counsel for the payment of attorneys’ fees and reimbursement of expenses incurred in connection with the Class Action and Derivative Actions, together with interest thereon.
     If you purchased Doral securities between March 15, 2000 and August 15, 2006, inclusive, or if you have been a Doral shareholder between March 15, 2000 and the present, your rights may be affected by this Settlement. If you have not received a detailed Notice of Pendency and Proposed Partial Settlement of Class and Derivative Actions and a copy of the Proof of Claim and Release form, you may obtain copies by writing to Doral Securities Litigation, Administrator, c/o Gilardi & Co. LLC, P.O. Box 8040, San Rafael, CA 94912-8040, or by downloading this information at www.gilardi.com. If you purchased Doral securities between March 15, 2000 and August 15, 2006, in order to share in the distribution of the Net Settlement Fund, you must submit a Proof of Claim and Release form no later than ___, 2007, establishing that you are entitled to a

-1-


 

recovery. You will be bound by any judgment rendered in the Class Action unless you request to be excluded, in writing, to the above address, postmarked by ___, 2007.
     Any objection to the Settlement must include your name, address, telephone number, your signature, the number and type of shares of Doral securities purchased and sold between March 15, 2000 and August 15, 2006, inclusive, or purchased and held as of March 15, 2000 and the present, and the reasons you object to the Settlement, and must be filed with the Court no later than ___, 2007, and received by the following no later than ___, 2007:
LERACH COUGHLIN STOIA GELLER
RUDMAN & ROBBINS LLP
ELLEN GUSIKOFF STEWART
655 West Broadway, Suite 1900
San Diego, California 92101-3301
Counsel for Lead Plaintiff, Named Plaintiffs and the Class
FEDERMAN & SHERWOOD
WILLIAM B. FEDERMAN
10205 North Pennsylvania Avenue
Oklahoma City, OK 73120
Counsel for Lead Derivative Plaintiff and the Shareholders
CLEARY GOTTLIEB STEEN & HAMILTON LLP
MATTHEW D. SLATER
2000 Pennsylvania Ave., N.W.
Washington, D.C. 20006
Counsel on Behalf of Settling Defendants
     PLEASE DO NOT CONTACT THE COURT OR THE CLERK’S OFFICE REGARDING THIS NOTICE.
             
DATED:
      , 2007   BY ORDER OF THE COURT
 
 
 
      UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK

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UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
         
 
  x    
 
       
In re DORAL FINANCIAL CORP.
  :   Master Docket No. 1:05-md-01706-RO
SECURITIES LITIGATION
  :   (Civil Action No. 1:05-cv-04014-RO)
 
  :    
 
  :   CLASS ACTION
This Document Relates To:
  :    
 
  :   PROOF OF CLAIM AND RELEASE
ALL ACTIONS.
  :    
    x   EXHIBIT D

 


 

I. GENERAL INSTRUCTIONS
     To recover as a member of the Class based on your claims in the action entitled In re Doral Financial Corp. Securities Litigation, Master Docket No. 1:05-md-01706-RO (the “Class Action”), you must complete and, on page ___hereof, sign this Proof of Claim and Release. If you fail to file a properly addressed (as set forth below) Proof of Claim and Release, your claim may be rejected and you may be precluded from any recovery from the Net Settlement Fund created in connection with the proposed settlement of the Class Action.
     Submission of this Proof of Claim and Release, however, does not assure that you will share in the proceeds of the settlement of the Class Action.
     YOU MUST MAIL YOUR COMPLETED AND SIGNED PROOF OF CLAIM AND RELEASE POSTMARKED ON OR BEFORE ___, 2007, ADDRESSED AS FOLLOWS:
Doral Securities Litigation
Administrator
c/o Gilardi & Co. LLC
P.O. Box 8040
San Rafael, CA 94912-8040
     If you are NOT a member of the Class (as defined in the Notice of Pendency and Proposed Partial Settlement of Class and Derivative Actions (“Notice”)) DO NOT submit a Proof of Claim and Release form.
     If you are a member of the Class and you did not timely request exclusion in connection with the proposed settlement, you are bound by the terms of any judgment entered in the litigation, including the releases provided therein, WHETHER OR NOT YOU SUBMIT A PROOF OF CLAIM AND RELEASE FORM.

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II. DEFINITIONS
     1. “Settling Class Defendants” means Doral Financial Corporation, Salomon Levis, David Levis, Sr., Zoila Levis, Ricardo Melendez, Richard F. Bonini, Edgar M. Cullman, Jr., Mario Levis, Efraim Kier, Harold D. Vicente, John B. Hughes and Peter A. Hoffman.
     2. “Doral” means Doral Financial Corporation and any of its predecessors, successors, parents, subsidiaries, divisions or affiliates.
     3. “Non-Settling Defendant” means PricewaterhouseCoopers LLP.
     4. “Released Parties” means Doral, its past, present and future subsidiaries, divisions, and affiliates, the Individual Defendants, Settling Derivative Defendants, A. Brean Murray, and David R. Levis, and their respective immediate family members; (i) the present and former employees, officers and directors of each of the foregoing; (ii) the present and former attorneys, accountants, auditors, advisors, trustees, administrators, fiduciaries, consultants, representatives, insurers, including but not limited to the Insurers, and agents of each of the foregoing; and (iii) the predecessors, heirs, successors, and assigns of each of the foregoing (all the foregoing together, the “Defendant Releasees”), and any Person or entity, which is or was related to or affiliated with any Defendant Releasee or in which any Defendant Releasee has or had a controlling interest, and the present and former employees, officers and directors, attorneys, accountants, auditors, advisors, trustees, administrators, fiduciaries, consultants, representatives, insurers and agents of each of them. The Non-Settling Defendant is expressly excluded from the definition of Released Parties.
     All other capitalized terms shall have the same meanings set forth in the Stipulation and Agreement of Partial Settlement.
III. CLAIMANT IDENTIFICATION
     If you purchased Doral securities and held the certificate(s) in your name, you are the beneficial purchaser as well as the record purchaser. If, however, you purchased Doral securities

-2-


 

and the certificate(s) were registered in the name of a third party, such as a nominee or brokerage firm, you are the beneficial purchaser and the third party is the record purchaser.
     Use Part I of this form entitled “Claimant Identification” to identify each purchaser of record (“nominee”), if different from the beneficial purchaser of Doral securities which forms the basis of this claim. THIS CLAIM MUST BE FILED BY THE ACTUAL BENEFICIAL PURCHASER OR PURCHASERS, OR THE LEGAL REPRESENTATIVE OF SUCH PURCHASER OR PURCHASERS, OF THE DORAL SECURITIES UPON WHICH THIS CLAIM IS BASED.
     All joint purchasers must sign this claim. Executors, administrators, guardians, conservators and trustees must complete and sign this claim on behalf of persons represented by them and their authority must accompany this claim and their titles or capacities must be stated. The Social Security (or taxpayer identification) number and telephone number of the beneficial owner may be used in verifying the claim. Failure to provide the foregoing information could delay verification of your claim or result in rejection of the claim.
IV. CLAIM FORM
     Use Part II of this form entitled “Schedule of Transactions in Doral Securities” to supply all required details of your transaction(s) in Doral securities If you need more space or additional schedules, attach separate sheets giving all of the required information in substantially the same form. Sign and print or type your name on each additional sheet.
     On the schedules, provide all of the requested information with respect to all of your purchases and all of your sales of Doral securities which took place at any time between March 15, 2000 and August 15, 2006, inclusive (the “Class Period”), whether such transactions resulted in a profit or a loss. You must also provide all of the requested information with respect to all of the Doral securities you held at the beginning of trading on March 15, 2000, and at the close of trading on August 15, 2006. Failure to report all such transactions may result in the rejection of your claim.

-3-


 

     List each transaction in the Class Period separately and in chronological order, by trade date, beginning with the earliest. You must accurately provide the month, day and year of each transaction you list.
     The date of covering a “short sale” is deemed to be the date of purchase of Doral securities. The date of a “short sale” is deemed to be the date of sale of Doral securities.
     Copies of broker confirmations or other documentation of your transactions in Doral securities should be attached to your claim. Failure to provide this documentation could delay verification of your claim or result in rejection of your claim.

-4-


 

UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
In re Doral Financial Corp. Securities Litigation.
Master Docket No. 1:05-md-1706-RO
PROOF OF CLAIM AND RELEASE
Must be Postmarked No Later Than:
______________, 2007
Please Type or Print
PART I: CLAIMANT IDENTIFICATION
 
Beneficial Owner’s Name (First, Middle, Last)
 
Street Address
     
 
   
City
  State or Province
 
   
 
   
Zip Code or Postal Code
  Country
         
        Individual
 
       
Social Security Number or
      Corporation/Other
 
       
Taxpayer Identification Number
       
     
 
   
Area Code
  Telephone Number (work)
 
   
 
   
Area Code
  Telephone Number (home)
 
Record Owner’s Name (if different from beneficial owner listed above)

-5-


 

PART II: SCHEDULE OF TRANSACTIONS IN DORAL SECURITIES
  A.   Number of and type of shares of Doral securities held at the beginning of trading on March 15, 2000: ___
 
  B.   Purchases (March 15, 2000 — August 15, 2006, inclusive) of Doral securities:
             
Trade Date   Number of Shares   Total Purchase    
Mo. Day Year   Purchased   Price   Type of Security
 
1.___
  1.___   1.___    
2.___
  2.___   2.___    
3.___
  3.___   3.___    
IMPORTANT: Identify by number listed above all purchases in which you covered a “short sale”: ___
  C.   Sales (March 15, 2000 — August 15, 2006, inclusive) of Doral Securities:
             
Trade Date   Number of Shares        
Mo. Day Year   Sold   Total Sales Price   Type of Security
 
1.___
  1.___   1.___    
2.___
  2.___   2.___    
3.___
  3.___   3.___    
  D.   Number and type of shares of Doral securities held at close of trading on August 15, 2006: ___
     If you require additional space, attach extra schedules in the same format as above. Sign and print your name on each additional page.
     YOU MUST READ THE RELEASE AND YOUR SIGNATURE ON PAGE ___WILL CONSTITUTE YOUR ACKNOWLEDGMENT OF THE RELEASE.

-6-


 

V. SUBMISSION TO JURISDICTION OF COURT AND ACKNOWLEDGMENTS
     I (We) submit this Proof of Claim and Release under the terms of the Stipulation of and Agreement of Partial Settlement described in the Notice. I (We) also submit to the jurisdiction of the United States District Court for the Southern District of New York, with respect to my (our) claim as a Class Member and for purposes of enforcing the release set forth herein. I (We) further acknowledge that I am (we are) bound by and subject to the terms of any judgment that may be entered in the litigation. I (We) agree to furnish additional information to the Administrator to support this claim (including transactions in other Doral securities such as options) if requested to do so. I (We) have not submitted any other claim covering the same purchases or sales of Doral securities during the Class Period and know of no other person having done so on my (our) behalf.
VI. RELEASE
     I (We) hereby acknowledge full and complete satisfaction of, and do hereby fully, finally and forever settle, release and discharge from the Released Claims each and all of the Released Parties.
     “Released Claims” shall collectively mean all Claims asserted by or that could have been asserted by or on behalf of Plaintiffs, any Class Member, any Shareholder, or Doral, including, but not limited to, in the Class Action or Derivative Actions, against the Defendant Released Parties, including without limitation (i) all Claims directly or indirectly arising out of or relating to investments (including, but not limited to, purchases, sales, exercises, and decisions to hold), held at any time, or from time to time, during the Class Period in securities issued by Doral and/or in options or derivative investments (to the extent issued by or on behalf of Doral) based in whole or in part on the value of securities issued by Doral; and (ii) all Claims arising out of or relating to any statements made or issued during the Class Period by any of the Defendant Released Parties concerning Doral, or which arise out of or relate in any way to any disclosures, registration

-7-


 

statements or other statements by Doral, or by any of the Defendant Released Parties concerning Doral.
     “Unknown Claims” means any and all Claims and any and all facts relating to such Claims that any Lead Plaintiff, Named Plaintiff, Class Member, Lead Derivative Plaintiff or Shareholder does not know of or suspect to exist in his, her, or its favor at the time of the release of the Defendant Released Parties which, if known by him, her or it, might have affected his, her or its Settlement with and release of the Defendant Released Parties, or might have affected his, her or its decision not to object to this Settlement, or not to exclude himself, herself, or itself from the Class, and without regard to the subsequent discovery or existence of such different or additional facts.
     With respect to any and all Released Claims, the Parties stipulate and agree that, upon the Effective Date, the Lead Plaintiff, Named Plaintiffs, Lead Derivative Plaintiff and Shareholders shall expressly waive, and each of the Class Members shall be deemed to have, and by operation of the Judgment shall have, expressly waived, the provisions, rights and benefits of California Civil Code §1542 and any provisions, rights and benefits conferred by any law of any state or territory of the United States or principle of common law which is similar, comparable or equivalent to California Code §1542 which provides:
     A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.
The Lead Plaintiff, Named Plaintiffs, Class Members, Lead Derivative Plaintiff and Shareholders may hereafter discover facts in addition to or different from those that any of them now knows or believes to be true with respect to the subject matter of the Released Claims; however, each Lead Plaintiff, Named Plaintiff, and Lead Derivative Plaintiff shall expressly waive, and each Class Member and Shareholder upon the Effective Date, shall be deemed to have, and by operation of the

-8-


 

Judgment shall have, fully, finally, and forever settled and released any and all Released Claims, known or unknown, suspected or unsuspected, contingent or non-contingent, whether or not concealed or hidden, which now exist, or heretofore have existed, upon any theory of law or equity now existing or coming into existence in the future, including, but not limited to, conduct which is negligent, reckless, intentional, with or without malice, or a breach of any duty, law or rule, without regard to the subsequent discovery or existence of such different or additional facts. The Lead Plaintiff, Named Plaintiffs and Lead Derivative Plaintiff acknowledge, and the Class Members and Shareholders shall be deemed by operation of the Judgment to have acknowledged, that the foregoing waiver was separately bargained for and a key element of the Settlement of which this release is a part.
     This release shall be of no force or effect unless and until the Court approves the Stipulation and Agreement of Partial Settlement and the Stipulation becomes effective on the Effective Date (as defined in the Stipulation). I (We) hereby warrant and represent that I (we) have not assigned or transferred or purported to assign or transfer, voluntarily or involuntarily, any matter released pursuant to this release or any other part or portion thereof.
     I (We) hereby warrant and represent that I (we) have included information about all of my (our) transactions in Doral securities which occurred during the Class Period as well as the number of shares of Doral securities held by me (us) at the beginning of trading on March 15, 2000, and at the close of trading on August 15, 2006.
     I (We) certify that I am (we are) not subject to backup withholding under the provisions of Section 3406(a)(1)(C) of the Internal Revenue Code.

-9-


 

     Note: If you have been notified by the Internal Revenue Service that you are subject to backup withholding, please strike out the language that you are not subject to backup withholding in the certification above.
     I declare under penalty of perjury under the laws of the United States of America that the foregoing information supplied by the undersigned is true and correct.
                 
 
  Executed this       day of    
 
               
 
              (Month/Year)
     
in
   
 
   
 
  (City)                                                                                                                   (State/Country)
     
 
   
 
  (Sign your name here)
 
   
 
   
 
  (Type or print your name here)
 
   
 
   
 
  (Capacity of person(s) signing, e.g., Beneficial Purchaser, Executor or Administrator)
ACCURATE CLAIMS PROCESSING TAKES A
SIGNIFICANT AMOUNT OF TIME.
THANK YOU FOR YOUR PATIENCE.
Reminder Checklist:
  1.   Please sign the above release and declaration.
 
  2.   Remember to attach supporting documentation, if available.
 
  3.   Do not send original stock certificates.
 
  4.   Keep a copy of your claim form for your records.
 
  5.   If you desire an acknowledgment of receipt of your claim form, please send it Certified Mail, Return Receipt Requested.
 
  6.   If you move, please send us your new address.

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EXHIBIT E
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
         
 
  X    
         
 
  :    
 
  :    
IN RE DORAL FINANCIAL CORPORATION SECURITIES
  :    
LITIGATION
  :
:
  05 MD 1706 (RO)
This Document Relates to ALL ACTIONS, including:
  :    
 
  :    
Consolidated Class Action Complaint (05-md-1706;
  :    
05-cv-4014; 05-cv-4026; 05-cv-4074; 05-cv-4077;
  :    
05-cv-4087; 05-cv-4098; 05-cv-4113; 05-cv-4141;
  :    
05-cv-4233; 05-cv-4250; 05-cv-4294; 05-cv-4413;
  :    
05-cv-4973; 05-cv-5212; 05-cv-5213; 05-cv-9298;
  :    
05-cv-9299; 05-cv-5565);
  :    
 
  :    
Gavov v. Levis, 05-cv-5248;
  :    
 
  :    
Freeborn v. Levis, 05-cv-5250;
  :    
 
  :    
Rosenbaum Capital, LLC v. Levis, 05-cv-5486;
  :    
 
  :    
Corwin v. Levis, 06-cv-7711;
  :    
 
  :    
Fox v. Levis, 07-cv-3252; and
  :    
 
  :    
Jordan v. Doral Financial Corp, 05-cv-8882.
  :    
 
  X    
         
[PROPOSED]
JUDGMENT DISMISSING CLAIMS AGAINST THE SETTLING DEFENDANTS

 


 

OWEN, D. J.,
     This matter having come before the Court for hearing pursuant to the Court’s Preliminary Approval Order dated ___, 2007, on the application of the Parties for approval of the Settlement set forth in the Stipulation and Agreement of Partial Settlement, dated April 27, 2007 (the “Stipulation”), and due and adequate notice having been given to the Class and the Shareholders as required in the Preliminary Approval Order, and the Court having considered all papers filed and proceedings had herein and otherwise being fully informed in the premises and good cause appearing therefor;
     NOW, THEREFORE, IT IS HEREBY ORDERED THAT:
     1. This Order incorporates by reference the definitions in the Stipulation, and, except where stated otherwise, all capitalized terms used herein have the same meanings as set forth in the Stipulation.
     2. This Court has jurisdiction over the subject matter of the Class Action and the Derivative Actions and over all members of the Class and all Shareholders.
     3. The notice given to the Class and the Shareholders of the proposed Settlement and the other matters set forth in the Stipulation was the best notice practicable under the circumstances, including individual notice to all members of the Class and all Shareholders who could be identified through reasonable effort. Said notice provided due and adequate notice of these proceedings and of the matters set forth in the Stipulation, including the proposed Settlement, to all persons entitled to such notice, and said notice fully satisfied the requirements of Rules 23 (“Rule 23”) and 23.1 (“Rule 23.1”) of the Federal Rules of Civil Procedure, and due process. Members of the Class and Shareholders have been offered a full opportunity to object to the proposed Settlement and to participate in the hearing thereon. Thus, it is hereby

 


 

determined that all members of the Class who did not elect to exclude themselves by proper written communication postmarked or delivered by hand to the Administrator on or before ___, 2007, as required per the Notice, Summary Notice (each as defined in the Preliminary Approval Order) and the Preliminary Approval Order, and all Shareholders, are bound by this Judgment.
     4. The Settlement is approved as fair, reasonable and adequate, within the meaning of Rule 23 and Rule 23.1, and in the best interests of the Class and the Shareholders. The Parties are directed to consummate the Settlement in accordance with the terms and provisions of the Stipulation.
     5. The Court reaffirms, solely for the purposes of the Stipulation and Settlement, that all elements for maintenance of the Class Action as a Rule 23 class action have been met, and the Court confirms certification of the Class solely for the purposes of the Stipulation and Settlement. Specifically: the Class is ascertainable; the Class satisfies the numerosity requirement of Rule 23(a)(1); there are common issues of fact and law sufficient to satisfy Rule 23(a)(2); the claims of the Lead Plaintiff and Named Plaintiffs are typical of the claims of absent members of the Class, satisfying Rule 23(a)(3); the Lead Plaintiff and Named Plaintiffs are adequate representatives of the Class, satisfying Rule 23(a)(4); common issues predominate over individual issues, satisfying Rule 23(b)(3); and class action treatment is a superior method of proceeding in this matter, satisfying Rule 23(b)(3).
     6. The Court finds that the Complaint and Lead Derivative Action were filed, and the actions in support thereof were taken, on a good faith basis in accordance with Section 21D(c)(1) of the Private Securities Litigation Reform Act of 1995 based upon all publicly available information, and all Parties and their counsel satisfied the requirements of

2


 

Rule 11 of the Federal Rules of Civil Procedure throughout the course of the litigation and as to each and every paper filed in the Class Action and the Derivative Actions.
     7. The Class Action, the Complaint, the Lead Derivative Action, the Lead Derivative Complaint, the Derivative Actions, and the claims asserted therein by Class Members or Shareholders are hereby dismissed as against the Settling Defendants, A. Brean Murray, and David R. Levis in their entirety on the merits and with prejudice, in full and final discharge of any and all Claims which were or could have been asserted therein, as against the Settling Defendants, A. Brean Murray, and David R. Levis, without fees or costs.
     8. The Lead Plaintiff, the Named Plaintiffs, Lead Derivative Plaintiff, the Shareholders, and all Class Members are hereby permanently barred and enjoined from instituting, commencing or prosecuting, either directly or in any other capacity, in the Class Action or Derivative Actions or any other action or proceeding, including in any federal or state court, or in any other court, arbitration proceeding, administrative proceeding, or other tribunal or forum in the United States or elsewhere, any Released Claim against any of the Defendant Released Parties, regardless of whether any such Lead Plaintiff, Named Plaintiff, Lead Derivative Plaintiff, Shareholder, and/or Class Member ever seeks or obtains any distribution from the Settlement Fund by any means, including, without limitation, by submitting a Proof of Claim and Release form.
     9. The Settling Defendants are hereby permanently barred and enjoined from instituting, commencing or prosecuting, in the Class Action or Derivative Actions or any other action or proceeding, including in any federal or state court, or in any other court, arbitration proceeding, administrative proceeding, or other tribunal or forum in the United States or

3


 

elsewhere, any Claims against the Plaintiff Releasees relating to the institution or prosecution of the Class Action or Lead Derivative Action.
     10. The Released Claims against each and all of the Released Parties shall be fully, finally and forever released, relinquished, discharged and dismissed with prejudice and on the merits, without costs to any party, upon entry of this Judgment.
     11. The Non-Settling Defendant, and any other Person currently or later named as a defendant in the Class Action or Derivative Actions (including, without limitation, any other Settling Defendant), are hereby permanently barred, enjoined, and restrained from commencing, prosecuting, or asserting any Claim for indemnity or contribution against the Defendant Released Parties (or any other Claim against the Defendant Released Parties where the injury consists of actual or threatened Claims by or liability to the Plaintiffs, or any settlement payment to any Plaintiff), based upon the Released Claims, whether as claims, cross-claims, counterclaims, third-party claims or otherwise, whether or not asserted in the Complaint, and whether asserted in this Court, in any federal or state court, or in any other court, arbitration proceeding, administrative agency, or other tribunal or forum in the United States or elsewhere. Each such barred Person other than a Settling Defendant shall be entitled to a judgment credit in an amount equal to the amount permitted under applicable law.
     12. The Settling Defendants are hereby permanently barred, enjoined, and restrained from commencing, prosecuting, or asserting against the Non-Settling Defendant or any other Person currently or later named as a defendant in the Class Action or Derivative Actions (including, without limitation, any other Settling Defendant) any Claim for indemnity or contribution (or any other Claim where the injuries to the Settling Defendants are actual or threatened Claims by or liabilities to the Plaintiffs, or any settlement which the Settling

4


 

Defendants are obligated to pay or agree to pay to a Plaintiff) based upon the Released Claims, whether as claims, cross-claims, counterclaims, third-party claims or otherwise, whether or not asserted in the Complaint, and whether asserted in this Court, in any federal or state court, or in any other court, arbitration proceeding, administrative agency, or other tribunal or forum in the United States or elsewhere.
     13. Neither the Stipulation, this Judgment nor the Settlement, nor any act performed or document executed pursuant to or in furtherance of the Stipulation or the Settlement: (i) is or may be deemed to be or may be used as an admission or evidence of the validity of any Released Claim or of any wrongdoing or liability of the Settling Defendants; or (ii) is or may be deemed to be or may be used as an admission or evidence of any liability, fault or omission of the Settling Defendants in any civil, criminal or administrative proceeding in any court, arbitration proceeding, administrative agency or other forum or tribunal, other than in such proceedings as may be necessary to consummate or enforce the Stipulation, the Settlement or this Judgment.
     14. Without affecting the finality of this Judgment in any way, this Court retains continuing and exclusive jurisdiction over the Parties for all matters relating to this Class Action and the Derivative Actions, including (a) the implementation of the Settlement; (b) any distributions from the Settlement Fund, including interest earned thereon; and (c) all further proceedings concerning the administration, consummation and enforcement of the Stipulation, the Settlement and this Judgment.
     15. The finality of this Judgment shall not be affected, in any manner, by rulings the Court may make concerning the Plan of Allocation and/or Lead Counsel’s or Lead Derivative Counsel’s applications for an award of attorneys’ fees and expenses. The Settling Defendants shall have no obligation to pay the Settlement Fund into the Settlement Accounts except as

5


 

specifically provided in paragraphs 9 and 10 of the Stipulation, and there shall be no distribution of any of the Net Settlement Fund to any Class Member until a Plan of Allocation is finally approved and is affirmed on appeal and/or is no longer subject to review by appeal or certiorari, and the time for any petition for rehearing, appeal, or review, by certiorari or otherwise, has expired.
     16. In the event that the Effective Date does not occur, this Judgment shall be rendered null and void and shall be vacated nunc pro tunc, and the provisions of paragraphs 30 and 31 of the Stipulation shall apply.
     17. The Court finds that Lead Plaintiff, Named Plaintiffs and Lead Counsel adequately represented the Class for purposes of negotiating, entering into, and implementing the Settlement.
     18. This Judgment is a final judgment in the Class Action and Derivative Actions as to all claims among the Parties. This Court finds that there is no just reason for delay in the entry of this Judgment and immediate entry by the Clerk of the Court is expressly directed pursuant to Rule 54(b) of the Federal Rules of Civil Procedure.
     19. Nothing in this Judgment shall preclude any action to enforce the terms of the Stipulation or this Judgment.
     20. Nothing in this Judgment shall release any Claims of the Plaintiffs against the Non-Settling Defendant.

6


 

     21. Without further order of the Court, the Parties may agree to reasonable extensions of time to carry out any of the provisions of the Stipulation.
SO ORDERED:
Dated:                                , 2007
New York, New York
     
 
   
 
                      Richard Owen
                    United States District Judge

7

EX-12.1 3 g06933exv12w1.htm EX-12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES EX-12.1 COMP: RATION OF EARNINGS TO FIXED CHARGES
 

Exhibit 12.1
Doral Financial Corporation
Computation of Ratio of Earnings to Fixed Charges
                                         
    For the year ended December 31,  
    2006     2005     2004     2003     2002  
Including Interest on Deposits
                                       
 
                                       
Earnings:
                                       
Pre-tax income from continuing operations
  $ (272,008 )   $ 32,283     $ 129,303     $ 166,054     $ 180,230  
Plus:
                                       
Fixed Charges (excluding capitalized interest)
    623,668       670,137       387,675       322,657       318,172  
 
                             
Total Earnings
  $ 351,660     $ 702,420     $ 516,978     $ 488,711     $ 498,402  
 
                             
Fixed Charges:
                                       
Interest expensed and capitalized
  $ 619,094     $ 665,313     $ 383,613     $ 318,715     $ 314,224  
Amortized premiums, discounts, and capitalized expenses related to indebtedness
    1,411       1,869       1,473       1,531       1,351  
An estimate of the interest component within rental expense
    3,163       2,955       2,589       2,411       2,597  
 
                             
Total Fixed Charges
  $ 623,668     $ 670,137     $ 387,675     $ 322,657     $ 318,572  
 
                             
Ratio of Earnings to Fixed Charges
    A       1.05       1.33       1.51       1.57  
 
                             
 
                                       
Excluding Interest on Deposits
                                       
 
                                       
Earnings:
                                       
Pre-tax income from continuing operations
  $ (272,008 )   $ 32,283     $ 129,303     $ 166,054     $ 180,230  
Plus:
                                       
Fixed Charges (excluding capitalized interest)
    468,250       563,973       306,992       251,248       250,194  
 
                             
Total Earnings
  $ 196,242     $ 596,256     $ 436,295     $ 417,302     $ 430,424  
 
                             
Fixed Charges:
                                       
Interest expensed and capitalized
  $ 463,676     $ 559,149     $ 302,930     $ 247,306     $ 246,246  
Amortized premiums, discounts, and capitalized expenses related to indebtedness
    1,411       1,869       1,473       1,531       1,351  
An estimate of the interest component within rental expense
    3,163       2,955       2,589       2,411       2,597  
 
                             
Total Fixed Charges
  $ 468,250     $ 563,973     $ 306,992     $ 251,248     $ 250,194  
 
                             
Ratio of Earnings to Fixed Charges
    A       1.06       1.42       1.66       1.72  
 
                             

 

EX-12.2 4 g06933exv12w2.htm EX-12.2 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND PREFERRED STOCK DIVIDENDSS EX-12.2 COMP: FIXED CHARGES AND PREFERRED STOCK
 

Exhibit 12.2
Doral Financial Corporation
Computation of Ratio of Earnings to Fixed Charges and Preferred Stock Dividends
                                         
    For the year ended December 31,  
    2006     2005     2004     2003     2002  
Including Interest on Deposits
                                       
 
                                       
Earnings:
                                       
Pre-tax income from continuing operations
  $ (272,008 )   $ 32,283     $ 129,303     $ 166,054     $ 180,230  
Plus:
                                       
Fixed Charges (excluding capitalized interest)
    623,668       670,137       387,675       322,657       318,172  
 
                             
Total Earnings
  $ 351,660     $ 702,420     $ 516,978     $ 488,711     $ 498,402  
 
                             
 
                                       
Fixed Charges:
                                       
Interest expensed and capitalized
  $ 619,094     $ 665,313     $ 383,613     $ 318,715     $ 314,224  
Amortized premiums, discounts, and capitalized expenses related to indebtedness
    1,411       1,869       1,473       1,531       1,351  
An estimate of the interest component within rental expense
    3,163       2,955       2,589       2,411       2,597  
 
                             
Total Fixed Charges before preferred dividends
    623,668       670,137       387,675       322,657       318,172  
 
                             
Preferred dividends
    33,299       33,299       33,299       21,088       13,730  
Ratio of pre tax income to net income
    1.215       2.447       0.602       1.168       1.080  
 
                             
Preferred dividend factor
    40,458       81,483       20,046       24,631       14,828  
 
                             
Total fixed charges and preferred stock dividends
  $ 664,126     $ 751,620     $ 407,721     $ 347,288     $ 333,000  
 
                             
Ratio of Earnings to Fixed Charges and Preferred Stock Dividends
    (A )     (A )     1.27       1.41       1.50  
 
                             
 
                                       
Excluding Interest on Deposits
                                       
 
                                       
Earnings:
                                       
Pre-tax income from continuing operations
  $ (272,008 )   $ 32,283     $ 129,303     $ 166,054     $ 180,230  
Plus:
                                       
Fixed Charges (excluding capitalized interest)
    468,250       563,973       306,992       251,248       250,194  
 
                             
Total Earnings
  $ 196,242     $ 596,256     $ 436,295     $ 417,302     $ 430,424  
 
                             
 
                                       
Fixed Charges:
                                       
Interest expensed and capitalized
  $ 463,676     $ 559,149     $ 302,930     $ 247,306     $ 246,246  
Amortized premiums, discounts, and capitalized expenses related to indebtedness
    1,411       1,869       1,473       1,531       1,351  
An estimate of the interest component within rental expense
    3,163       2,955       2,589       2,411       2,597  
 
                             
Total Fixed Charges before preferred dividends
    468,250       563,973       306,992       251,248       250,194  
 
                             
Preferred dividends
    33,299       33,299       33,299       21,088       13,730  
Ratio of pre tax income to net income
    1.215       2.447       0.602       1.168       1.080  
 
                             
Preferred dividend factor
    40,458       81,483       20,046       24,631       14,828  
 
                             
Total fixed charges and preferred stock dividends
  $ 508,708     $ 645,456     $ 327,038     $ 275,879     $ 265,022  
 
                             
Ratio of Earnings to Fixed Charges and Preferred Stock Dividends
    (A )     (A )     1.33       1.51       1.62  
 
                             
 
(A)   During 2006, earnings were not sufficient to cover preferred dividends and the ratio was less than 1:1. The Company would have had to generate additional earnings of $312.5 million to achieve a ratio of 1:1 in 2006.

 

EX-21 5 g06933exv21.htm EX-21 LIST OF DORAL FINANCIAL'S SUBSIDIARIES EX-21 LIST OF DORAL FINANCIAL'S SUBSIDIARIES
 

Exhibit 21
List of Doral Financial Corporation
Subsidiaries
     
Name of Subsidiary   Jurisdiction of Incorporation
 
   
Doral Mortgage Corporation
  Puerto Rico
Doral Securities, Inc.
  Puerto Rico
Doral Bank
  Puerto Rico
Centro Hipotecario de Puerto Rico, Inc.
  Puerto Rico
Doral Money, Inc.
  Delaware
SANA MortgageCorporation
  Puerto Rico
Doral Bank, FSB
  USA
Doral International, Inc.
  Puerto Rico
Doral Insurance Agency, Inc.
  Puerto Rico
Doral Properties, Inc.
  Puerto Rico
CB, LLC
  Puerto Rico

EX-31.1 6 g06933exv31w1.htm EX-31.1 SECTION 302, CERTIFICATION OF THE CEO EX-31.1 SECTION 302, CERTIFICATION OF THE CEO
 

Exhibit 31.1
I, Glen R. Wakeman, Chief Executive Officer of Doral Financial Corporation, certify that:
  1.   I have reviewed this Form 10-K of Doral Financial Corporation;
 
  2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
  3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
  4.   The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
  (a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
  (b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
  (c)   Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
 
  (d)   Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
  5.   The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
  (a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
  (b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: April 30, 2007
         
     
  /s/ Glen R. Wakeman    
  Glen R. Wakeman   
  Chief Executive Officer   
 

 

EX-31.2 7 g06933exv31w2.htm EX-31.2 SECTION 302, CERTIFICATION OF THE CFO EX-31.2 SECTION 302, CERTIFICATION 0F THE CFO
 

Exhibit 31.2
I, Marangal I. Domingo, Chief Financial Officer of Doral Financial Corporation, certify that:
  1.   I have reviewed this Form 10-K of Doral Financial Corporation;
 
  2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
  3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
  4.   The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
  (a)   Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
  (b)   Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
  (c)   Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
 
  (d)   Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s fourth fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
  5.   The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
  (a)   All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
  (b)   Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: April 30, 2007
         
     
  /s/ Marangal I. Domingo    
  Marangal I. Domingo   
  Executive Vice President and
Chief Financial Officer 
 
 

 

EX-32.1 8 g06933exv32w1.htm EX-32.1 SECTION 906, CERTIFICATION OF THE CEO EX-32.1 SECTION 906, CERTIFICATION OF THE CEO
 

EXHIBIT 32.1
CERTIFICATION
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(Subsections (a) and (b) of Section 1350, Chapter 63 Title 18,
United States Code)
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officer of Doral Financial Corporation, a Puerto Rico corporation (the “Company”), does hereby certify, to such officer’s knowledge, that:
The Annual Report on Form 10-K for the year ended December 31, 2006 (the “Form 10-K”) of the Company fully complies with the requirements of section l3(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated : April 30, 2007
         
     
  By:   /s/ Glen R. Wakeman    
  Name:   Glen R. Wakeman   
  Title:   Chief Executive Officer   
 
A signed original of this written statement required by Section 906 has been provided to, and will be retained by, the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

EX-32.2 9 g06933exv32w2.htm EX-32.2 SECTION 906, CERTIFICATION OF THE CFO EX-32.2 SECTION 906, CERTIFICATION OF THE CFO
 

EXHIBIT 32.2
CERTIFICATION
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(Subsections (a) and (b) of Section 1350, Chapter 63 Title 18,
United States Code)
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officer of Doral Financial Corporation, a Puerto Rico corporation (the “Company”), does hereby certify, to such officer’s knowledge, that:
The Annual Report on Form 10-K for the year ended December 31, 2006 (the “Form 10-K”) of the Company fully complies with the requirements of section l3(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.
Dated : April 30, 2007
         
     
  By:   /s/ Marangal I. Domingo    
  Name:   Marangal I. Domingo   
  Title:   Executive Vice President and
Chief Financial Officer 
 
 
A signed original of this written statement required by Section 906 has been provided to, and will be retained by, the Company and furnished to the Securities and Exchange Commission or its staff upon request.

 

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-----END PRIVACY-ENHANCED MESSAGE-----