FAIR VALUE

9 Months Ended

Sep. 30, 2012

FAIR VALUE

FAIR VALUE

NOTE 3 — FAIR VALUE

Fair value is defined as the price that would be received to sell an asset or be paid to transfer a liability in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various methods including market and income approaches. Based on these approaches, the Company utilizes certain assumptions that market participants would use in pricing the asset or liability. These inputs can be readily observable, market corroborated, or generally unobservable inputs. The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. Based on the observability of the inputs used in the valuation techniques, the Company is required to provide the following information according to the fair value hierarchy noted below. The hierarchy is based on the quality and reliability of the information used to determine fair values. The hierarchy gives the highest priority to quoted prices available in active markets and the lowest priority to data lacking transparency. Financial assets and liabilities carried at fair value will be classified and disclosed in one of the following three categories:

· Level 1 – Quoted prices for identical instruments that are highly liquid, observable and actively traded in over-the-counter markets. Level 1 financial instruments typically include U.S. Treasury securities.

· Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable and can be corroborated by market data. Level 2 financial instruments typically include U.S. Government debt and agency mortgage-backed securities, municipal securities, corporate debt securities, single issuer trust preferred securities, equity swap agreements, foreign exchange options, interest rate swaps, impaired loans and other real estate owned (“OREO”).

· Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. This category typically includes pooled trust preferred securities and derivatives payable.

The Company records investment securities available-for-sale, equity swap agreements, derivative liabilities, foreign exchange options, interest rate swaps and short-term foreign exchange contracts at fair value on a recurring basis. Certain other assets such as impaired loans, other real estate owned, loans held for sale, goodwill, premiums on acquired deposits and other investments are recorded at fair value on a nonrecurring basis. Nonrecurring fair value measurements typically involve assets that are periodically evaluated for impairment and for which any impairment is recorded in the period in which the remeasurement is performed.

In determining the appropriate hierarchy levels, the Company performs a detailed analysis of assets and liabilities that are subject to fair value disclosure. The following tables present both financial and nonfinancial assets and liabilities that are measured at fair value on a recurring and nonrecurring basis. These assets and liabilities are reported on the condensed consolidated balance sheets at their fair values as of September 30, 2012 and December 31, 2011. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to their fair value measurement. There were no transfers in and out of Levels 1 and 3 or Levels 2 and 3 during the first nine months of 2012 and 2011.

	Assets (Liabilities) Measured at Fair Value on a Recurring Basis
	as of September 30, 2012
				Quoted Prices in		Significant
	Fair Value			Active Markets		Other			Significant
	Measurements			for Identical		Observable			Unobservable
	September 30,			Assets		Inputs			Inputs
	2012			(Level 1)		(Level 2)			(Level 3)
	(In thousands)
Investment securities available-for-sale:
U.S. Treasury securities	$	400,032		$	400,032	$	—		$	—
U.S. Government agency and U.S. Government sponsored enterprise debt securities	198,045			—		198,045			—
U.S. Government agency and U.S. Government sponsored enterprise mortgage-backed securities:
Commercial mortgage-backed securities	85,826			—		85,826			—
Residential mortgage-backed securities	1,003,897			—		1,003,897			—
Municipal securities	113,597			—		113,597			—
Corporate debt securities:
Investment grade	412,719			—		412,719			—
Non-investment grade	13,610			—		9,761			3,849
Other securities	10,122			—		10,122			—
Total investment securities available-for-sale	$	2,237,848		$	400,032	$	1,833,967		$	3,849
Equity swap agreements	$	205		$	—	$	205		$	—
Foreign exchange options	4,371			—		4,371			—
Interest rate swaps	34,059			—		34,059			—
Short-term foreign exchange contracts	1,118			—		1,118			—
Derivative liabilities	(38,849		)	—		(35,915		)	(2,934		)

	Assets (Liabilities) Measured at Fair Value on a Recurring Basis
	as of December 31, 2011
				Quoted Prices in		Significant
	Fair Value			Active Markets		Other			Significant
	Measurements			for Identical		Observable			Unobservable
	December 31,			Assets		Inputs			Inputs
	2011			(Level 1)		(Level 2)			(Level 3)
	(In thousands)
Investment securities available-for-sale:
U.S. Treasury securities	$	20,725		$	20,725	$	—		$	—
U.S. Government agency and U.S. Government sponsored enterprise debt securities	576,578			—		576,578			—
U.S. Government agency and U.S. Government sponsored enterprise mortgage-backed securities:
Commercial mortgage-backed securities	49,315			—		49,315			—
Residential mortgage-backed securities	993,770			—		993,770			—
Municipal securities	79,946			—		79,946			—
Corporate debt securities:
Investment grade	1,322,561			—		1,322,561			—
Non-investment grade	19,615			—		17,380			2,235
Other securities	10,068			—		10,068			—
Total investment securities available-for-sale	$	3,072,578		$	20,725	$	3,049,618		$	2,235
Equity swap agreements	$	202		$	—	$	202		$	—
Foreign exchange options	3,899			—		3,899			—
Interest rate swaps	20,474			—		20,474			—
Short-term foreign exchange contracts	1,403			—		1,403			—
Derivative liabilities	(24,164		)	—		(21,530		)	(2,634		)

	Assets Measured at Fair Value on a Non-Recurring Basis
	as of and for the Three Months Ended September 30, 2012
			Quoted Prices in		Significant				Total Gains
	Fair Value		Active Markets		Other		Significant		(Losses) for the
	Measurements		for Identical		Observable		Unobservable		Three Months Ended
	September 30,		Assets		Inputs		Inputs		September 30,
	2012		(Level 1)		(Level 2)		(Level 3)		2012
	(In thousands)
Non-covered impaired loans:
Total residential	$	24,978	$	—	$	24,978	$	—	$	(4,509	)
Total commercial real estate	13,671		—		13,671		—		(6,414		)
Total commercial and industrial	9,557		—		1,512		8,045		(1,379		)
Total consumer	—		—		—		—		—
Total non-covered impaired loans	$	48,206	$	—	$	40,161	$	8,045	$	(12,302	)
Non-covered OREO	$	5,528	$	—	$	5,528	$	—	$	(1,470	)
Covered OREO (1)	$	8,688	$	—	$	8,688	$	—	$	(1,597	)
Loans held for sale	$	—	$	—	$	—	$	—	$	—

	Assets Measured at Fair Value on a Non-Recurring Basis
	as of and for the Three Months Ended September 30, 2011
			Quoted Prices in		Significant				Total Gains
	Fair Value		Active Markets		Other		Significant		(Losses) for the
	Measurements		for Identical		Observable		Unobservable		Three Months Ended
	September 30,		Assets		Inputs		Inputs		September 30,
	2011		(Level 1)		(Level 2)		(Level 3)		2011
	(In thousands)
Non-covered impaired loans:
Total residential	$	9,637	$	—	$	9,637	$	—	$	(3,142	)
Total commercial real estate	40,997		—		40,997		—		(16,645		)
Total commercial and industrial	4,405		—		—		4,405		(6,328		)
Total consumer	315		—		315		—		(265		)
Total non-covered impaired loans	$	55,354	$	—	$	50,949	$	4,405	$	(26,380	)
Non-covered OREO	$	36	$	—	$	36	$	—	$	(17	)
Covered OREO (1)	$	18,068	$	—	$	18,068	$	—	$	(3,252	)
Loans held for sale	$	2,714	$	—	$	2,714	$	—	$	(260	)

(1)Covered OREO results from the WFIB and UCB FDIC-assisted acquisitions for which the Company entered into shared-loss agreements with the FDIC whereby the FDIC will reimburse the Company for 80% of eligible losses. As such, the Company’s liability for losses is 20% of the $1.6 million in losses, or $319 thousand, and 20% of the $3.3 million in losses, or $650 thousand, for the three months ended September 30, 2012 and 2011, respectively.

	Assets Measured at Fair Value on a Non-Recurring Basis
	as of and for the Nine Months Ended September 30, 2012
			Quoted Prices in		Significant				Total Gains
	Fair Value		Active Markets		Other		Significant		(Losses) for the
	Measurements		for Identical		Observable		Unobservable		Nine Months Ended
	September 30,		Assets		Inputs		Inputs		September 30,
	2012		(Level 1)		(Level 2)		(Level 3)		2012
	(In thousands)
Non-covered impaired loans:
Total residential	$	31,090	$	—	$	31,090	$	—	$	(6,660	)
Total commercial real estate	24,730		—		24,730		—		(8,527		)
Total commercial and industrial	9,835		—		2,623		7,212		(9,827		)
Total consumer	379		—		379		—		(321		)
Total non-covered impaired loans	$	66,034	$	—	$	58,822	$	7,212	$	(25,335	)
Non-covered OREO	$	7,286	$	—	$	7,286	$	—	$	(4,145	)
Covered OREO (1)	$	15,919	$	—	$	15,919	$	—	$	(9,286	)
Loans held for sale	$	—	$	—	$	—	$	—	$	(4,730	)

	Assets Measured at Fair Value on a Non-Recurring Basis
	as of and for the Nine Months Ended September 30, 2011
			Quoted Prices in		Significant				Total Gains
	Fair Value		Active Markets		Other		Significant		(Losses) for the
	Measurements		for Identical		Observable		Unobservable		Nine Months Ended
	September 30,		Assets		Inputs		Inputs		September 30,
	2011		(Level 1)		(Level 2)		(Level 3)		2011
	(In thousands)
Non-covered impaired loans:
Total residential	$	12,533	$	—	$	12,533	$	—	$	(3,727	)
Total commercial real estate	44,840		—		44,840		—		(34,192		)
Total commercial and industrial	5,513		—		—		5,513		(9,915		)
Total consumer	359		—		359		—		(443		)
Total non-covered impaired loans	$	63,245	$	—	$	57,732	$	5,513	$	(48,277	)
Non-covered OREO	$	13,692	$	—	$	13,692	$	—	$	(1,529	)
Covered OREO (1)	$	110,133	$	—	$	110,133	$	—	$	(18,655	)
Loans held for sale	$	2,714	$	—	$	2,714	$	—	$	(260	)

(1)Covered OREO results from the WFIB and UCB FDIC-assisted acquisitions for which the Company entered into shared-loss agreements with the FDIC whereby the FDIC will reimburse the Company for 80% of eligible losses. As such, the Company’s liability for losses is 20% of the $9.3 million in losses, or $1.9 million, and 20% of the $18.7 million in losses, or $3.7 million, for the nine months ended September 30, 2012 and 2011, respectively.

At each reporting period, all assets and liabilities for which the fair value measurement is based on significant unobservable inputs are classified as Level 3. The following tables provide a reconciliation of the beginning and ending balances for major asset and liability categories measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three and nine months ended September 30, 2012 and 2011:

	Investment Securities Available-for-Sale
				Other Residential Mortgage- Backed Securities		Corporate Debt Securities
	Total			Non-Investment Grade		Non-Investment Grade			Derivatives Payable
	(In thousands)
Opening balance, July 1, 2012	$	2,422		$	—	$	2,422		$	(2,814	)
Total gains or (losses) for the period: (1)
Included in earnings	—			—		—			(120		)
Included in other comprehensive loss (unrealized) (2)	1,428			—		1,428			—
Purchases, issues, sales, settlements (3)
Purchases	—			—		—			—
Issues	—			—		—			—
Sales	—			—		—			—
Settlements	(1		)	—		(1		)	—
Transfer from investment grade to non-investment grade	—			—		—			—
Transfers in and/or out of Level 3 (4)	—			—		—			—
Closing balance, September 30, 2012	$	3,849		$	—	$	3,849		$	(2,934	)
Changes in unrealized losses included in earnings relating to assets and liabilities held at the end of September 30, 2012	$	—		$	—	$	—		$	120

	Investment Securities Available-for-Sale
				Other Residential Mortgage- Backed Securities		Corporate Debt Securities
	Total			Non-Investment Grade		Non-Investment Grade			Derivatives Payable
	(In thousands)
Opening balance, July 1, 2011	$	2,453		$	—	$	2,453		$	(3,247	)
Total gains or (losses) for the period: (1)
Included in earnings	—			—		—			278
Included in other comprehensive loss (unrealized) (2)	(90		)	—		(90		)	—
Purchases, issues, sales, settlements (3)
Purchases	—			—		—			—
Issues	—			—		—			—
Sales	—			—		—			—
Settlements	(8		)	—		(8		)	—
Transfer from investment grade to non-investment grade	—			—		—			—
Transfers in and/or out of Level 3(4)	—			—		—			—
Closing balance, September 30, 2011	$	2,355		$	—	$	2,355		$	(2,969	)
Changes in unrealized losses (gains) included in earnings relating to assets and liabilities held at the end of September 30, 2011	$	—		$	—	$	—		$	(278	)

(1)Total gains or losses represent the total realized and unrealized gains and losses recorded for Level 3 assets and liabilities. Realized gains or losses are reported in the condensed consolidated statements of income.

(2)     Unrealized gains or losses on investment securities are reported in accumulated other comprehensive loss, net of tax, in the condensed consolidated statements of changes in stockholders’ equity.

(3)     Purchases, issuances, sales, and settlements represent Level 3 assets and liabilities that were either purchased, issued, sold, or settled during the period. The amounts are recorded at their end of period fair values.

(4)     Transfers in and/or out represent existing assets and liabilities that were either previously categorized as a higher level and the inputs to the model became unobservable or assets and liabilities that were previously classified as Level 3 and the lowest significant input became observable during the period. These assets and liabilities are recorded at their end of period fair values.

	Investment Securities Available-for-Sale
				Other Residential Mortgage- Backed Securities		Corporate Debt Securities
	Total			Non-Investment Grade		Non-Investment Grade			Derivatives Payable
	(In thousands)
Beginning balance, January 1, 2012	$	2,235		$	—	$	2,235		$	(2,634	)
Total gains or (losses) for the period: (1)
Included in earnings	(99		)	—		(99		)	(300		)
Included in other comprehensive loss (unrealized) (2)	1,758			—		1,758			—
Purchases, issues, sales, settlements (3)
Purchases	—			—		—			—
Issues	—			—		—			—
Sales	—			—		—			—
Settlements	(45		)	—		(45		)	—
Transfer from investment grade to non-investment grade	—			—		—			—
Transfers in and/or out of Level 3 (4)	—			—		—			—
Closing balance, September 30, 2012	$	3,849		$	—	$	3,849		$	(2,934	)
Changes in unrealized losses included in earnings relating to assets and liabilities held at the end of September 30, 2012	$	99		$	—	$	99		$	300

	Investment Securities Available-for-Sale
				Other Residential Mortgage- Backed Securities			Corporate Debt Securities
	Total			Non-Investment Grade			Non-Investment Grade			Derivatives Payable
	(In thousands)
Beginning balance, January 1, 2011	$	9,027		$	6,254		$	2,773		$	(3,449	)
Total gains or (losses) for the period: (1)
Included in earnings	(6,124		)	(5,660		)	(464		)	480
Included in other comprehensive loss (unrealized) (2)	8,756			8,763			(7		)	—
Purchases, issues, sales, settlements (3)
Purchases	—			—			—			—
Issues	—			—			—			—
Sales	(9,357		)	(9,357		)	—			—
Settlements	53			—			53			—
Transfer from investment grade to non-investment grade	—			—			—			—
Transfers in and/or out of Level 3(4)	—			—			—			—
Closing balance, September 30, 2011	$	2,355		$	—		$	2,355		$	(2,969	)
Changes in unrealized losses (gains) included in earnings relating to assets and liabilities held at the end of September 30, 2011	$	464		$	—		$	464		$	(480	)

(1)Total gains or losses represent the total realized and unrealized gains and losses recorded for Level 3 assets and liabilities. Realized gains or losses are reported in the condensed consolidated statements of income.

(2)     Unrealized gains or losses on investment securities are reported in accumulated other comprehensive loss, net of tax, in the condensed consolidated statements of changes in stockholders’ equity.

(3)     Purchases, issuances, sales, and settlements represent Level 3 assets and liabilities that were either purchased, issued, sold, or settled during the period. The amounts are recorded at their end of period fair values.

(4)     Transfers in and/or out represent existing assets and liabilities that were either previously categorized as a higher level and the inputs to the model became unobservable or assets and liabilities that were previously classified as Level 3 and the lowest significant input became observable during the period. These assets and liabilities are recorded at their end of period fair values.

Valuation Methodologies

Investment Securities Available-for-Sale—The fair values of available-for-sale investment securities are generally determined by prices obtained from independent external pricing service providers who have experience in valuing these securities or by comparison to the average of at least two quoted market prices obtained from independent external brokers. In obtaining such valuation information from third parties, the Company has reviewed the methodologies used to develop the resulting fair values.

The Company’s Level 3 available-for-sale securities include four pooled trust preferred securities. The fair values of these investment securities represent less than 1% of the total available-for-sale investment securities. The fair values of the pooled trust preferred securities have traditionally been based on the average of at least two quoted market prices obtained from independent external brokers since broker quotes in an active market are given the highest priority. As a result of the continued illiquidity in the pooled trust preferred securities market, it is the Company’s view that current broker prices (which are typically non-binding) on certain pooled trust preferred securities are based on forced liquidation or distressed sale values in very inactive markets that are not representative of the fair value of these securities. As such, the Company considered what weight, if any, to place on transactions that are not orderly when estimating fair value.

For the pooled trust preferred securities, the fair value was derived based on discounted cash flow analyses (the income method) prepared by management. In order to determine the appropriate discount rate used in calculating fair values derived from the income method for the pooled trust preferred securities, the Company has made assumptions using an exit price approach related to the implied rate of return which have been adjusted for general changes in market rates, estimated changes in credit risk and liquidity risk premium, specific nonperformance, and default experience in the collateral underlying the securities. Significant increases (decreases) in any of those inputs in isolation would result in a significantly lower (higher) fair value measurement. Generally, a change in the assumption used for the probability of default is accompanied by a directionally similar change in the assumption used for credit risk and liquidity risk. The actual Level 3 unobservable assumption rates used as of September 30, 2012 include: a constant prepayment rate of 0% for year 1-5 and 1% thereafter, a constant default rate of 1.2% for year 1-5 and 0.75% thereafter, and a recovery assumption of 0% for existing deferrals/defaults and 15% for future deferrals with a recovery lag of 60 months. The losses recorded in the period are recognized in noninterest income.

Derivative Liabilities—The Company’s derivative liabilities include derivatives payable that fall within Level 3 and all other derivative liabilities which fall within Level 2. The derivatives payable are recorded in conjunction with certain certificates of deposit (“host instrument”). These CDs pay interest based on changes in either the Hang Seng China Enterprises Index (“HSCEI”) or based on changes in the Chinese currency Renminbi (“RMB”), as designated, and are included in interest-bearing deposits on the condensed consolidated balance sheets. The fair value of these embedded derivatives is based on the income approach. The payable is divided by the portion under FDIC insurance coverage and the non-insured portion. For the FDIC insured portion the Company applied a risk premium comparable to an agency security risk premium. For the non-insured portion, the Company considered its own credit risk in determining the valuation by applying a risk premium based on our institutional credit rating, which resulted in a nominal adjustment to the valuation of the derivative liabilities for the nine months ended September 30, 2012. Significant increases (decreases) in any of those inputs in isolation would result in a significantly lower (higher) fair value measurement. The valuation of the derivatives payable falls within Level 3 of the fair value hierarchy since the significant inputs used in deriving the fair value of these derivative contracts are not directly observable. The actual Level 3 unobservable input used as of September 30, 2012 was a credit risk adjustment with a range of 0.30% to 1.96%. The Level 2 derivative liabilities are mostly comprised of the offsetting interest rate swaps with other counterparties. Refer to “Interest Rate Swaps” within this footnote for complete discussion.

Equity Swap Agreements—The Company has entered into equity swap agreements to hedge against market fluctuations in a promotional equity index certificate of deposit product offered to bank customers. This deposit product, which has a term of 5 years, pays interest based on the performance of the HSCEI. The fair value of these equity swap agreements is based on the income approach. The fair value is based on the change in the value of the HSCEI and the volatility of the call option over the life of the individual swap agreement. The option value is derived based on the volatility, the interest rate and the time remaining to maturity of the call option. The Company’s consideration of its counterparty’s credit risk resulted in a nominal adjustment to the valuation of the equity swap agreements for the nine months ended September 30, 2012. The valuation of equity swap agreements falls within Level 2 of the fair value hierarchy due to the observable nature of the inputs used in deriving the fair value of these derivative contracts. The fair value of the derivative contracts is provided by a third party.

Foreign Exchange Options—The Company has entered into foreign exchange option contracts with major investment firms. The settlement amount is determined based upon the performance of the Chinese currency RMB relative to the U.S. Dollar (“USD”) over the 5-year term of the contract. The performance amount is computed based on the average quarterly value of the RMB per the USD as compared to the initial value. The fair value of the derivative contract is provided by third parties and is determined based on the change in the RMB and the volatility of the option over the life of the agreement. The option value is derived based on the volatility of the option, interest rate, currency rate and time remaining to maturity. The Company’s consideration of the counterparty’s credit risk resulted in an adjustment of $0.1 million to the valuation of the foreign exchange options for the nine months ended September 30, 2012. The valuation of the option contract falls within Level 2 of the fair value hierarchy due to the observable nature of the inputs used in deriving the fair value of this derivative contract.

Interest Rate Swaps—The Company has entered into pay-fixed, receive-variable swap contracts with institutional counterparties to hedge against interest rate swap products offered to bank customers. This product allows borrowers to lock in attractive intermediate and long-term interest rates by entering into a pay-fixed, receive-variable swap contract with the Company, resulting in the customer obtaining a synthetic fixed rate loan. The Company has also entered into pay-variable, receive-fixed swap contracts with institutional counterparties to hedge against certificates of deposit issued. This product allows the Company to lock in attractive floating rate funding. The fair value of the interest rate swap contracts is based on a discounted cash flow approach. The Company’s consideration of the counterparty’s credit risk resulted in a $0.5 million adjustment to the valuation of the interest rate swaps for the nine months ended September 30, 2012. The valuation of the interest rate swap falls within Level 2 of the fair value hierarchy due to the observable nature of the inputs used in deriving the fair value of this derivative contract.

Short-term Foreign Exchange Contracts—The Company entered into short-term foreign exchange contracts to purchase/sell foreign currencies at set rates in the future. These contracts economically hedge against foreign exchange rate fluctuations. The Company enters into contracts with institutional counterparties to hedge against foreign exchange products offered to bank customers. These products allow customers to hedge the foreign exchange risk of their deposits and loans denominated in foreign currencies. The Company does not assume any foreign exchange rate risk as the contract with the customer and the contract with the institutional party mirror each other. The fair value is determined at each reporting period based on the change in the foreign exchange rate. Given the short-term nature of the contracts, the counterparties’ credit risks are considered nominal and resulted in no adjustments to the valuation of the short-term foreign exchange contracts for the nine months ended September 30, 2012. The valuation of the contract falls within Level 2 of the fair value hierarchy due to the observable nature of the inputs used in deriving the fair value of this derivative contract.

Impaired Loans—The Company’s impaired loans are generally measured using the fair value of the underlying collateral, which is determined based on the most recent valuation information received. The fair values may be adjusted as needed based on factors such as the Company’s historical knowledge and changes in market conditions from the time of valuation. Impaired loans fall within Level 2 or Level 3 of the fair value hierarchy as appropriate. Level 2 values are measured at fair value based on the most recent valuation information received on the underlying collateral. Level 3 values, additionally include adjustments by the Company for historical knowledge and for changes in market conditions.

Other Real Estate Owned—The Company’s OREO represents properties acquired through foreclosure or through full or partial satisfaction of loans and are recorded at estimated fair value less cost to sell at the time of foreclosure and at the lower of cost or estimated fair value less cost to sell subsequent to acquisition. The fair values of OREO properties are based on third party appraisals, broker price opinions or accepted written offers. These valuations are reviewed and approved by the Company’s appraisal department, credit review department, or OREO department. OREO properties are classified as Level 2 assets in the fair value hierarchy. The non-covered OREO balance of $40.0 million and the covered OREO balance of $27.6 million are included in the condensed consolidated balance sheets as of September 30, 2012.

Loans Held for Sale—The Company’s loans held for sale are carried at the lower of cost or market value. These loans are currently comprised of mostly student loans. For these loans, the fair value of loans held for sale is derived from current market prices and comparative current sales. For the remainder of the loans held for sale, which fall within Level 2, the fair value is derived from third party sale analysis, existing sale agreements, or appraisal reports on the loans’ underlying collateral. As such, the Company records any fair value adjustments on a nonrecurring basis.

Fair Value of Financial Instruments

The carrying amounts and fair values of the Company’s financial instruments as of September 30, 2012 and December 31, 2011 were as follows:

	September 30, 2012				December 31, 2011
	Carrying				Carrying
	Amount or				Amount or
	Notional		Estimated		Notional		Estimated
	Amount		Fair Value		Amount		Fair Value
	(In thousands)
Financial Assets:
Cash and cash equivalents	$	1,816,372	$	1,816,372	$	1,431,185	$	1,431,185
Short-term investments	347,001		347,001		61,834		61,834
Federal funds sold	20,000		20,000		—		—
Securities purchased under resale agreements	1,100,000		1,098,838		786,434		791,745
Investment securities available-for-sale	2,237,848		2,237,848		3,072,578		3,072,578
Loans held for sale	157,869		163,189		278,603		285,181
Loans receivable, net	14,094,971		14,156,103		13,984,930		13,520,712
Investment in Federal Home Loan Bank stock	117,954		117,954		136,897		136,897
Investment in Federal Reserve Bank stock	47,872		47,872		47,512		47,512
Accrued interest receivable	88,814		88,814		89,686		89,686
Equity swap agreements	22,709		205		22,709		202
Foreign exchange options	85,614		4,371		85,614		3,899
Interest rate swaps	1,015,981		34,059		585,196		20,474
Short-term foreign exchange contracts	78,155		1,118		210,295		1,403
Financial Liabilities:
Customer deposit accounts:
Demand, savings and money market deposits	11,369,857		11,369,857		10,307,001		10,307,001
Time deposits	6,296,570		6,273,756		7,146,001		7,194,125
Federal Home Loan Bank advances	363,119		394,916		455,251		479,029
Securities sold under repurchase agreements	995,000		1,193,742		1,020,208		1,177,331
Accrued interest payable	11,209		11,209		15,447		15,447
Long-term debt	137,178		86,741		212,178		144,392
Derivative liabilities	1,153,402		38,849		835,913		24,164

The following table shows the level in the fair value hierarchy for the estimated fair values of only financial instruments that are not already on the condensed consolidated balance sheets at fair value at September 30, 2012 and December 31, 2011.

	September 30, 2012
	Estimated
	Fair Value
	Measurements		Level 1		Level 2		Level 3
	(In thousands)
Financial Assets:
Cash and cash equivalents	$	1,816,372	$	1,816,372	$	—	$	—
Short-term investments	347,001		—		347,001		—
Federal funds sold	20,000		—		20,000		—
Securities purchased under resale agreements	1,098,838		—		1,098,838		—
Loans held for sale	163,189		—		163,189		—
Loans receivable, net	14,156,103		—		—		14,156,103
Investment in Federal Home Loan Bank stock	117,954		—		117,954		—
Investment in Federal Reserve Bank stock	47,872		—		47,872		—
Accrued interest receivable	88,814		—		88,814		—
Financial Liabilities:
Customer deposit accounts:
Demand, savings and money market deposits	11,369,857		—		11,369,857		—
Time deposits	6,273,756		—		—		6,273,756
Federal Home Loan Bank advances	394,916		—		394,916		—
Securities sold under repurchase agreements	1,193,742		—		1,193,742		—
Accrued interest payable	11,209		—		11,209		—
Long-term debt	86,741		—		86,741		—

	December 31, 2011
	Estimated
	Fair Value
	Measurements		Level 1		Level 2		Level 3
	(In thousands)
Financial Assets:
Cash and cash equivalents	$	1,431,185	$	1,431,185	$	—	$	—
Short-term investments	61,834		—		61,834		—
Federal funds sold	—		—		—		—
Securities purchased under resale agreements	791,745		—		791,745		—
Loans held for sale	285,181		—		285,181		—
Loans receivable, net	13,520,712		—		—		13,520,712
Investment in Federal Home Loan Bank stock	136,897		—		136,897		—
Investment in Federal Reserve Bank stock	47,512		—		47,512		—
Accrued interest receivable	89,686		—		89,686		—
Financial Liabilities:
Customer deposit accounts:
Demand, savings and money market deposits	10,307,001		—		10,307,001		—
Time deposits	7,194,125		—		—		7,194,125
Federal Home Loan Bank advances	479,029		—		479,029		—
Securities sold under repurchase agreements	1,177,331		—		1,177,331		—
Accrued interest payable	15,447		—		15,447		—
Long-term debt	144,392		—		144,392		—

The methods and assumptions used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value are explained below:

Cash and Cash Equivalents—The carrying amounts approximate fair values due to the short-term nature of these instruments. Due to the short-term nature, the estimated fair value is considered to be within Level 1 of the fair value hierarchy.

Short-Term Investments—The fair values of short-term investments generally approximate their book values due to their short maturities. Due to the observable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 2 of the fair value hierarchy.

Federal Funds Sold—The carrying amounts approximate fair values due to the short-term nature of these instruments, as such, due to the observable nature of the inputs used in deriving the estimated fair value, these instruments are considered to be within Level 2 of the fair value hierarchy.

Securities Purchased Under Resale Agreements—Securities purchased under resale agreements with original maturities of 90 days or less are included in cash and cash equivalents. The fair value of securities purchased under resale agreements with original maturities of more than 90 days is estimated by discounting the cash flows based on expected maturities or repricing dates utilizing estimated market discount rates. Due to the observable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 2 of the fair value hierarchy.

Investment Securities Available-for-Sale—The fair values of the investment securities available-for-sale are generally determined by reference to the average of at least two quoted market prices obtained from independent external brokers or independent external pricing service providers who have experience in valuing these securities. In obtaining such valuation information from third parties, the Company has reviewed the methodologies used to develop the resulting fair values. For pooled trust preferred securities, fair values are based on discounted cash flow analyses. Due to the unobservable inputs used within the discounted cash flow analysis, the estimate for pooled trust preferred securities is considered to be within Level 3 of the fair value hierarchy. The remainder of the portfolio is classified within Level 1 and Level 2, as discussed earlier in this footnote.

Loans Held for Sale—The fair value of loans held for sale is derived from current market prices and comparative current sales or from third party sale analysis, existing sale agreements, or appraisal reports on the loans’ underlying collateral, as applicable. Due to the observable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 2 of the fair value hierarchy.

Loans Receivable, net (includes covered and non-covered loans)—The fair value of loans is determined based on a discounted cash flow approach considered for an entry price value. The discount rate is derived from the associated yield curve plus spreads, and reflects the offering rates in the market for loans with similar financial characteristics. No adjustments have been made for changes in credit within any of the loan portfolios. It is management’s opinion that the allowance for loan losses pertaining to performing and nonperforming loans results in a fair valuation of credit for such loans. Due to the unobservable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 3 of the fair value hierarchy.

Investment in Federal Home Loan Bank Stock and Federal Reserve Bank Stock—The carrying amount approximates fair value, as the stock may be sold back to the Federal Home Loan Bank and the Federal Reserve Bank at carrying value. The valuation of these instruments is the carrying amount as these investments can only be sold and purchased from the Federal Home Loan Bank and Federal Reserve Bank respectively. The valuation of these investments is considered to be within Level 2 of the fair value hierarchy, as the restrictions and value of the investments are the same for all financial institutions which are required to hold these investments.

Accrued Interest Receivable—The carrying amounts approximate fair values due to the short-term nature of these instruments, as such, due to the observable nature of the inputs used in deriving the estimated fair value, these instruments are considered to be within Level 2 of the fair value hierarchy.

Equity Swap Agreements—The fair value of the derivative contracts is provided by a third party and is determined based on the change in value of the HSCEI and the volatility of the call option over the life of the individual swap agreement. The option value is derived based on the volatility of the option, interest rate, and time remaining to maturity. We also considered the counterparty’s credit risk in determining the fair value. Due to the observable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 2 of the fair value hierarchy.

Foreign Exchange Options—The fair value of the derivative contracts is provided by third parties and is determined based on the change in the RMB and the volatility of the option over the life of the agreement. The option value is derived based on the volatility of the option, interest rate, and time remaining to maturity. We also considered the counterparty’s credit risk in determining the fair value. Due to the observable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 2 of the fair value hierarchy.

Interest Rate Swaps—The fair value of the interest rate swap contracts is provided by a third party and is determined based on a discounted cash flow approach. The Company also considered the counterparty’s credit risk in determining the fair value. Due to the observable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 2 of the fair value hierarchy.

Short-term Foreign Exchange Contracts—The fair value of short-term foreign exchange contracts is determined based on the change in foreign exchange rate. We also considered the counterparty’s credit risk in determining the fair value. Due to the observable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 2 of the fair value hierarchy.

Customer Deposit Accounts—The carrying amounts approximate fair value for demand and interest checking deposits, savings deposits, and certain money market accounts as the amounts are payable on demand at the reporting date. Due to the observable nature of the inputs used in deriving the estimated fair value these instruments are considered to be within Level 2 of the fair value hierarchy. For time deposits, the cash flows are based on the contractual runoff and are discounted by the Bank’s current offering rates, plus spread. Due to the unobservable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 3 of the fair value hierarchy.

Federal Home Loan Bank Advances—The fair value of Federal Home Loan Bank (“FHLB”) advances is estimated based on the discounted value of contractual cash flows, using rates currently offered by the FHLB of San Francisco for fixed rate credit advances with similar remaining maturities at each reporting date. Due to the observable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 2 of the fair value hierarchy.

Securities Sold Under Repurchase Agreements—For securities sold under repurchase agreements with original maturities of 90 days or less, the carrying amounts approximate fair values due to the short-term nature of these instruments. At September 30, 2012 and December 31, 2011, most of the securities sold under repurchase agreements are long-term in nature and the fair values of securities sold under repurchase agreements are calculated by discounting future cash flows based on expected maturities or repricing dates, utilizing estimated market discount rates, and taking into consideration the call features of each instrument. Due to the observable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 2 of the fair value hierarchy.

Accrued Interest Payable—The carrying amounts approximate fair values due to the short-term nature of these instruments, as such, due to the observable nature of the inputs used in deriving the estimated fair value, these instruments are considered to be within Level 2 of the fair value hierarchy.

Long-Term Debt—The fair values of long-term debt are estimated by discounting the cash flows through maturity based on current market rates the Bank would pay for new issuances. Due to the observable nature of the inputs used in deriving the estimated fair value of these instruments, the estimate is considered to be within Level 2 of the fair value hierarchy.

Derivatives Liabilities—The Company’s derivative liabilities include “derivatives payable” and all other derivative liabilities. The Company’s derivatives payable are recorded in conjunction with certain certificates of deposit (“host instrument”). These CDs pay interest based on changes in either the HSCEI or based on changes in the RMB, as designated. The fair value of derivatives payable is estimated using the income approach. The payable is divided by the portion under FDIC insurance coverage and the non-insured portion. For the FDIC insured portion the Company applied the agency discount rate. For the non-insured portion, the Company considered its own credit risk in determining the valuation by applying a discount rate for our institutional credit rating, which resulted in a nominal adjustment to the valuation of the derivative liabilities for the nine months ended September 30, 2012. The fair value of the interest rate swap contracts is provided by a third party and is determined based on a discounted cash flow approach. The Company also considered the counterparty’s credit risk in determining the fair value. Due to the observable nature of the inputs used in deriving the estimated fair value of the interest rate swaps within derivative liabilities, the estimate is considered to be within Level 2 of the fair value hierarchy. Due to the unobservable nature of the inputs used in deriving the estimated fair value of derivatives payable within derivative liabilities, this estimate is considered to be within Level 3 of the fair value hierarchy.

The fair value estimates presented herein are based on pertinent information available to management as of each reporting date. Although we are not aware of any factors that would significantly affect the estimated fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since that date, and therefore, current estimates of fair value may differ significantly from the amounts presented herein.