FAIR VALUE (Tables)

9 Months Ended

Sep. 30, 2011

Assets (liabilities) measured at fair value on a recurring and nonrecurring Basis

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, 2011 and December 31, 2010. 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 2 during the first nine months of 2011. There were also no transfers in and out of Levels 1 and 3 or Levels 2 and 3 during the first nine months of 2011.

	Assets (Liabilities) Measured at Fair Value on a Recurring Basis
	as of September 30, 2011
	Fair Value Measurements September 30, 2011			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
	(In thousands)
Investment securities available-for-sale:
U.S. Treasury securities	$	20,761		$	20,761	$	-		$	-
U.S. Government agency and U.S. Government sponsored enterprise debt securities		642,951			-		642,951			-
U.S. Government agency and U.S. Government sponsored enterprise mortgage-backed securities:
Commercial mortgage-backed securities		16,823			-		16,823			-
Residential mortgage-backed securities		1,093,829			-		1,093,829			-
Municipal securities		77,466			-		77,466			-
Other residential mortgage-backed securities:
Investment grade		-			-		-			-
Non-investment grade		-			-		-			-
Corporate debt securities:
Investment grade		1,403,432			-		1,403,432			-
Non-investment grade		14,195			-		11,840			2,355
Other securities		10,135			-		10,135			-
Total investment securities available-for-sale	$	3,279,592		$	20,761	$	3,256,476		$	2,355
Equity swap agreements	$	200		$	-	$	200		$	-
Foreign exchange options		4,392			-		4,392			-
Interest rate swaps		17,791			-		17,791			-
Derivative liabilities		(20,206	)		-		(17,237	)		(2,969	)

	Assets (Liabilities) Measured at Fair Value on a Recurring Basis
	as of December 31, 2010
	Fair Value Measurements December 31, 2010			Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)			Significant Unobservable Inputs (Level 3)
	(In thousands)
Investment securities available-for-sale:
U.S. Treasury securities	$	20,454		$	20,454	$	-		$	-
U.S. Government agency and U.S. Government sponsored enterprise debt securities		1,333,465			-		1,333,465			-
U.S. Government agency and U.S. Government sponsored enterprise mortgage-backed securities:
Commercial mortgage-backed securities		19,132			-		19,132			-
Residential mortgage-backed securities		306,714			-		306,714			-
Municipal securities		-			-		-			-
Other residential mortgage-backed securities:
Investment grade		-			-		-			-
Non-investment grade		6,254			-		-			6,254
Corporate debt securities:
Investment grade		1,056,867			-		1,056,867			-
Non-investment grade		38,730			-		35,957			2,773
Other securities		94,325			-		94,325			-
Total investment securities available-for-sale	$	2,875,941		$	20,454	$	2,846,460		$	9,027
Equity swap agreements	$	206		$	-	$	206		$	-
Foreign exchange options		5,084			-		5,084			-
Interest rate swaps		13			-		13			-
Derivative liabilities		(3,463	)		-		(14	)		(3,449	)

	Assets Measured at Fair Value on a Non-Recurring Basis
	as of and for the Three Months Ended September 30, 2011
	Fair Value Measurements as of September 30, 2011		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Gains (Losses) for the Three Months Ended September 30, 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	$	-	$	-	$	55,354	$	(26,380	)

Mortgage servicing assets (single-family, multifamily and commercial)	$	12,495	$	-	$	-	$	12,495	$	(212	)
Non-covered OREO	$	36	$	-	$	36	$	-	$	(17	)
Covered OREO (1)	$	18,068	$	-	$	18,068	$	-	$	(3,252	)
Loans held for sale	$	2,714	$	-	$	-	$	2,714	$	(260	)

	Assets Measured at Fair Value on a Non-Recurring Basis
	as of and for the Three Months Ended September 30, 2010
	Fair Value Measurements as of September 30, 2010		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Gains (Losses) for the Three Months Ended September 30, 2010
	(In thousands)
Non-covered impaired loans:
Total residential	$	2,694	$	-	$	-	$	2,694	$	(772	)
Total commercial real estate		41,212		-		-		41,212		(16,046	)
Total commercial and industrial		7,830		-		-		7,830		(3,053	)
Total consumer		167		-		-		167		96
Total non-covered impaired loans	$	51,903	$	-	$	-	$	51,903	$	(19,775	)

Mortgage servicing assets (single-family, multifamily and commercial)	$	15,973	$	-	$	-	$	15,973	$	(284	)
Non-covered OREO	$	2,574	$	-	$	2,574	$	-	$	(1,099	)
Covered OREO (1)	$	27,205	$	-	$	27,205	$	-	$	(6,569	)
Loans held for sale	$	359	$	-	$	-	$	359	$	(228	)

_____________________

(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 $3.3 million in losses, or $650 thousand, and 20% of the $6.6 million in losses, or $1.3 million, for the three months ended September 30, 2011 and 2010, respectively.

	Assets Measured at Fair Value on a Non-Recurring Basis
	as of and for the Nine Months Ended September 30, 2011
	Fair Value Measurements as of September 30, 2011		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Gains (Losses) for the Nine Months Ended September 30, 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	$	-	$	-	$	63,245	$	(48,277	)

Mortgage servicing assets (single-family, multifamily and commercial)	$	12,495	$	-	$	-	$	12,495	$	(675	)
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	)

	Assets Measured at Fair Value on a Non-Recurring Basis
	as of and for the Nine Months Ended September 30, 2010
	Fair Value Measurements as of September 30, 2010		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total Gains (Losses) for the Nine Months Ended September 30, 2010
	(In thousands)
Non-covered impaired loans:
Total residential	$	5,953	$	-	$	-	$	5,953	$	(2,234	)
Total commercial real estate		74,630		-		-		74,630		(36,230	)
Total commercial and industrial		7,925		-		-		7,925		(4,836	)
Total consumer		166		-		-		166		(245	)
Total non-covered impaired loans	$	88,674	$	-	$	-	$	88,674	$	(43,545	)

Mortgage servicing assets (single-family, multifamily and commercial)	$	15,973	$	-	$	-	$	15,973	$	(348	)
Non-covered OREO	$	4,101	$	-	$	4,101	$	-	$	(4,012	)
Covered OREO (1)	$	57,234	$	-	$	57,234	$	-	$	(32,496	)
Loans held for sale	$	3,737	$	-	$	-	$	3,737	$	(2,059	)

_____________________

(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 $18.7 million in losses, or $3.7 million, and 20% of the $32.5 million in losses, or $6.5 million, for the nine months ended September 30, 2011 and 2010, respectively.

Reconciliation of assets and liabilities measured at fair value using significant unobservable inputs

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, 2011 and 2010:

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

	Investment Securities Available-for-Sale
				Other Residential Mortgage-Backed Securities,		Corporate Debt Securities
	Total			Non-Investment Grade		Investment Grade		Non-Investment Grade			Derivatives Payable
	(In thousands)

Beginning balance, July 1, 2010	$	15,350		$	12,506	$	-	$	2,844		$	(1,888	)
Total gains or (losses): (1)
Included in earnings		(864	)		-		-		(864	)		(459	)
Included in accumulated other comprehensive loss (unrealized) (2)		508			328		-		180			-
Purchases, issuances, sales, settlements (3)		(7	)		-		-		(7	)		(254	)
Transfer from investment grade to non-investment grade		-			-		-		-			-
Transfers in and/or out of Level 3 (4)		-			-		-		-			-
Ending balance, September 30, 2010	$	14,987		$	12,834	$	-	$	2,153		$	(2,601	)
Changes in unrealized losses included in earnings relating to to assets and liabilities still held at September 30, 2010	$	888		$	-	$	-	$	888		$	459

_______________________

(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 and comprehensive income.

(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			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): (1)
Included in earnings		(6,124	)		(5,660	)		-		(464	)		480
Included in accumulated other comprehensive loss (unrealized) (2)		8,756			8,763			-		(7	)		-
Purchases, issuances, sales, settlements (3)
Purchases		-			-			-		-			-
Issuances		-			-			-		-			-
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)		-			-			-		-			-
Ending balance, September 30, 2011	$	2,355		$	-		$	-	$	2,355		$	(2,969	)
Changes in unrealized losses included in earnings relating to assets and liabilities still held at September 30, 2011	$	464		$	-		$	-	$	464		$	(480	)

	Investment Securities Available-for-Sale
				Other Residential Mortgage-Backed Securities,			Corporate Debt Securities
	Total			Non-Investment Grade			Investment Grade			Non-Investment Grade			Derivatives Payable
	(In thousands)
Beginning balance, January 1, 2010	$	15,671		$	12,738		$	978		$	1,955		$	(14,185	)
Total gains or (losses): (1)
Included in earnings		(7,589	)		436			5			(8,030	)		(625	)
Included in accumulated other comprehensive loss (unrealized) (2)		7,047			90			308			6,649			-
Purchases, issuances, sales, settlements (3)		(142	)		(430	)		(9	)		297			12,209
Transfer from investment grade to non-investment grade		-			-			(1,282	)		1,282			-
Transfers in and/or out of Level 3 (4)		-			-			-			-			-
Ending balance, September 30, 2010	$	14,987		$	12,834		$	-		$	2,153		$	(2,601	)
Changes in unrealized losses included in earnings relating to to assets and liabilities still held at September 30, 2010	$	8,107		$	-		$	-		$	8,107		$	625

_______________________

(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 and comprehensive income.

(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)

Carrying amounts and fair values of financial instruments

The carrying amounts and fair values of the Company's financial instruments as of September 30, 2011 and December 31, 2010 were as follows:

	September 30, 2011				December 31, 2010
	Carrying				Carrying
	Amount or				Amount or
	Notional		Estimated		Notional		Estimated
	Amount		Fair Value		Amount		Fair Value
	(In thousands)
Financial Assets:
Cash and cash equivalents	$	1,105,888	$	1,105,888	$	1,333,949	$	1,333,949
Short-term investments		66,009		66,009		143,560		143,560
Federal funds sold		30,000		30,000		-		-
Securities purchased under resale agreements		951,824		982,118		500,000		505,826
Investment securities available-for-sale		3,279,592		3,279,592		2,875,941		2,875,941
Loans held for sale		251,920		257,631		220,055		225,221
Loans receivable, net		13,718,668		13,284,682		13,231,075		13,043,932
Investment in Federal Home Loan Bank stock		143,381		143,381		162,805		162,805
Investment in Federal Reserve Bank stock		47,384		47,384		47,285		47,285
Accrued interest receivable		93,042		93,042		82,090		82,090
Equity swap agreements		22,709		200		22,884		206
Foreign exchange options		85,614		4,392		85,614		5,084
Interest rate swaps		510,898		17,791		4,098		13

Financial Liabilities:
Customer deposit accounts:
Demand, savings and money market deposits		9,824,307		9,119,064		8,875,806		7,896,736
Time deposits		7,484,393		7,519,569		6,765,453		6,762,892
Federal funds purchased		-		-		22		22
Federal Home Loan Bank advances		457,075		489,680		1,214,148		1,199,151
Securities sold under repurchase agreements		1,024,949		1,077,835		1,083,545		1,296,522
Notes payable		85,014		85,014		49,690		49,690
Accrued interest payable		16,352		16,352		13,797		13,797
Long-term debt		214,178		139,143		235,570		125,633
Derivative liabilities		486,235		20,206		79,640		3,463

- Definition

Tabular disclosure of the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments, assets, and liabilities. Such certain disclosures about the financial instruments, assets, and liabilities include: (1) the fair value of the required items together with their carrying amounts (as appropriate) and (2) the methodology and assumptions used in developing such estimates of fair value.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 825

-SubTopic 10

-Section 50

-Paragraph 10

-Subparagraph (a)

-URI http://asc.fasb.org/extlink&oid=6947722&loc=d3e13433-108611

Reference 2: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 820

-SubTopic 10

-Section 50

-Paragraph 2

-Subparagraph (a)

-URI http://asc.fasb.org/extlink&oid=6925170&loc=d3e19207-110258

Reference 3: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 107

-Paragraph 14

-Subparagraph a

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 825

-SubTopic 10

-Section 50

-Paragraph 30

-Subparagraph (a)

-URI http://asc.fasb.org/extlink&oid=6957238&loc=d3e14172-108612

Reference 5: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 107

-Paragraph 15

-Subparagraph b-d

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 825

-SubTopic 10

-Section 50

-Paragraph 12

-URI http://asc.fasb.org/extlink&oid=6947722&loc=d3e13476-108611

Reference 7: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 107

-Paragraph 10

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 8: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 825

-SubTopic 10

-Section 50

-Paragraph 11

-URI http://asc.fasb.org/extlink&oid=6947722&loc=d3e13467-108611

Reference 9: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 825

-SubTopic 10

-Section 45

-Paragraph 2

-URI http://asc.fasb.org/extlink&oid=6447952&loc=d3e13220-108610

Reference 10: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 159

-Paragraph 18

-Subparagraph c(2), d, e, f

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 11: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 157

-Paragraph 32

-Subparagraph a, c(1), c(2), c(3), d

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 12: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 159

-Paragraph 19

-Subparagraph a, b, c(1), d(1)

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details