Fair Value Of Assets And Liabilities (Tables)

9 Months Ended

Sep. 30, 2013

Fair Value Of Assets And Liabilities [Abstract]

Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis

Recurring Fair Value Measurements
The following table presents the balance of assets and liabilities measured at fair value on a recurring basis as of September 30, 2013:
			September 30, 2013
(Dollars in thousands)			Level 1		Level 2		Level 3		Total
Trading securities - capital markets:
	U.S. treasuries		$	-	$	86,986	$	-	$	86,986
	Government agency issued MBS			-		407,876		-		407,876
	Government agency issued CMO			-		90,420		-		90,420
	Other U.S. government agencies			-		149,867		-		149,867
	States and municipalities			-		17,828		-		17,828
	Trading Loans			-		145,505		-		145,505
	Corporate and other debt			-		427,559		5		427,564
	Equity, mutual funds, and other			-		1,374		-		1,374
		Total trading securities - capital markets		-		1,327,415		5		1,327,420
Trading securities - mortgage banking:
	Principal only			-		-		5,096		5,096
	Interest only			-		-		10,618		10,618
		Total trading securities - mortgage banking		-		-		15,714		15,714
Loans held-for-sale				-		-		229,760		229,760
Securities available-for-sale:
	U.S. treasuries			-		39,996		-		39,996
	Government agency issued MBS			-		875,452		-		875,452
	Government agency issued CMO			-		2,025,121		-		2,025,121
	Other U.S. government agencies			-		-		2,528		2,528
	States and municipalities			-		13,655		1,500		15,155
	Venture capital			-		-		4,300		4,300
	Equity, mutual funds, and other			20,267		-		-		20,267
		Total securities available-for-sale		20,267		2,954,224		8,328		2,982,819
Mortgage servicing rights				-		-		116,686		116,686
Other assets:
	Deferred compensation assets			23,193		-		-		23,193
	Derivatives, forwards and futures			16,877		-		-		16,877
	Derivatives, interest rate contracts			-		198,239		-		198,239
		Total other assets		40,070		198,239		-		238,309
		Total assets	$	60,337	$	4,479,878	$	370,493	$	4,910,708
Trading liabilities - capital markets:
	U.S. treasuries		$	-	$	312,315	$	-	$	312,315
	Government agency issued MBS			-		521		-		521
	Government agency issued CMO			-		1,024		-		1,024
	Other U.S. government agencies			-		30,253		-		30,253
	States and municipalities			-		335		-		335
	Corporate and other debt			-		237,953		-		237,953
	Equity, mutual funds, and other			-		3,568		-		3,568
		Total trading liabilities - capital markets		-		585,969		-		585,969
Other short-term borrowings				-		-		11,715		11,715
Other liabilities:
	Derivatives, forwards and futures			9,770		-		-		9,770
	Derivatives, interest rate contracts			-		153,402		-		153,402
	Derivatives, other			-		1		2,745		2,746
		Total other liabilities		9,770		153,403		2,745		165,918
		Total liabilities	$	9,770	$	739,372	$	14,460	$	763,602

The following table presents the balance of assets and liabilities measured at fair value on a recurring basis as of September 30, 2012:
			September 30, 2012
(Dollars in thousands)			Level 1		Level 2		Level 3		Total
Trading securities - capital markets:
	U.S. treasuries		$	-	$	124,722	$	-	$	124,722
	Government agency issued MBS			-		564,425		-		564,425
	Government agency issued CMO			-		72,340		-		72,340
	Other U.S. government agencies			-		82,736		-		82,736
	States and municipalities			-		31,817		-		31,817
	Corporate and other debt			-		308,309		5		308,314
	Equity, mutual funds, and other			-		811		-		811
		Total trading securities - capital markets		-		1,185,160		5		1,185,165
Trading securities - mortgage banking:
	Principal only			-		5,462		-		5,462
	Interest only			-		-		13,739		13,739
		Total trading securities - mortgage banking		-		5,462		13,739		19,201
Loans held-for-sale				-		10,996		213,639		224,635
Securities available-for-sale:
	U.S. treasuries			-		54,996		-		54,996
	Government agency issued MBS			-		1,271,450		-		1,271,450
	Government agency issued CMO			-		1,554,741		-		1,554,741
	Other U.S. government agencies			-		-		4,202		4,202
	States and municipalities			-		16,470		1,500		17,970
	Corporate and other debt			517		-		-		517
	Venture capital			-		-		9,000		9,000
	Equity, mutual funds, and other			13,277		-		-		13,277
		Total securities available-for-sale		13,794		2,897,657		14,702		2,926,153
Mortgage servicing rights				-		-		120,537		120,537
Other assets:
	Deferred compensation assets			23,301		-		-		23,301
	Derivatives, forwards and futures			14,862		-		-		14,862
	Derivatives, interest rate contracts			-		319,163		-		319,163
		Total other assets		38,163		319,163		-		357,326
		Total assets	$	51,957	$	4,418,438	$	362,622	$	4,833,017
Trading liabilities - capital markets:
	U.S. treasuries		$	-	$	350,434	$	-	$	350,434
	Government agency issued MBS			-		5,125		-		5,125
	Government agency issued CMO			-		8,096		-		8,096
	Other U.S. government agencies			-		4,439		-		4,439
	States and municipalities			-		1,109		-		1,109
	Corporate and other debt			-		146,750		-		146,750
	Equity, mutual funds, and other			-		1,017		-		1,017
		Total trading liabilities - capital markets		-		516,970		-		516,970
Other short-term borrowings				-		-		11,585		11,585
Other liabilities:
	Derivatives, forwards and futures			12,424		-		-		12,424
	Derivatives, interest rate contracts			-		210,320		-		210,320
	Derivatives, other			-		-		2,340		2,340
		Total other liabilities		12,424		210,320		2,340		225,084
		Total liabilities	$	12,424	$	727,290	$	13,925	$	753,639

Summary Of Changes In Level 3 Assets And Liabilities Measured At Fair Value

Changes in Recurring Level 3 Fair Value Measurements
The changes in Level 3 assets and liabilities measured at fair value for the three months ended September 30, 2013 and 2012, on a recurring basis are summarized as follows:
			Three Months Ended September 30, 2013
										Securities available-for-sale						Mortgage								Other
			Trading			Loans held-				Investment			Venture			servicing				Net derivative				short-term
(Dollars in thousands)			securities			for-sale				portfolio			Capital			rights, net				liabilities				borrowings
Balance on July 1, 2013			$	15,877			$	235,080			$	4,354	$	4,300			$	113,853			$	(2,195)			$	(12,349)
	Total net gains/(losses) included in:
		Net income		1,944				(1,805)				-		-				8,932				(871)				634
		Other comprehensive income /(loss)		-				-				(17)		-				-				-				-
	Purchases			-				12,338				-		-				-				-				-
	Issuances			-				-				-		-				-				-				-
	Sales			-				-				-		-				-				-				-
	Settlements			(2,102)				(11,390)				(309)		-				(6,099)				321				-
	Net transfers into/(out of) Level 3			-				(4,463)	(c)			-		-				-				-				-
Balance on September 30, 2013			$	15,719			$	229,760			$	4,028	$	4,300			$	116,686			$	(2,745)			$	(11,715)
Net unrealized gains/(losses) included in net income			$	1,540	(a)		$	(1,805)	(a)		$	-	$	-	(b)		$	9,107	(a)		$	(871)	(d)		$	634	(a)

			Three Months Ended September 30, 2012
										Securities available-for-sale						Mortgage								Other
			Trading			Loans held-				Investment			Venture			servicing				Net derivative				short-term
(Dollars in thousands)			securities			for-sale				portfolio			Capital			rights, net				liabilities				borrowings
Balance on July 1, 2012			$	14,905			$	214,560			$	6,162	$	9,000			$	129,291			$	(3,505)			$	(12,439)
	Total net gains/(losses) included in:
		Net income		1,068				(2,799)				-		-				(2,098)				10				854
		Other comprehensive income /(loss)		-				-				(25)		-				-				-				-
	Purchases			-				23,561				-		-				-				-				-
	Issuances			-				-				-		-				-				-				-
	Sales			-				-				-		-				-				-				-
	Settlements			(2,229)				(11,107)				(435)		-				(6,656)				1,155				-
	Net transfers into/(out of) Level 3			-				(10,576)	(c)			-		-				-				-				-
Balance on September 30, 2012			$	13,744			$	213,639			$	5,702	$	9,000			$	120,537			$	(2,340)			$	(11,585)
Net unrealized gains/(losses) included in net income			$	707	(a)		$	(2,799)	(a)		$	-	$	-	(b)		$	(2,181)	(a)		$	10	(d)		$	854	(a)
Certain previously reported amounts have been reclassified to agree with current presentation.

• Primarily included in mortgage banking income on the Consolidated Condensed Statements of Income.
• Represents recognized gains and losses attributable to venture capital investments classified within securities available-for-sale that are included in securities gains/(losses) in noninterest income.
• Transfers out of recurring level 3 balances reflect movements out of loans held-for-sale and into real estate acquired by foreclosure (level 3 nonrecurring).
• Included in Other expense.

Changes in Recurring Level 3 Fair Value Measurements
The changes in Level 3 assets and liabilities measured at fair value for the nine months ended September 30, 2013 and 2012, on a recurring basis are summarized as follows:
			Nine Months Ended September 30, 2013
											Securities available-for-sale					Mortgage								Other
			Trading			Loans held-				Investment			Venture			servicing				Net derivative				short-term
(Dollars in thousands)			securities			for-sale				portfolio			Capital			rights, net				liabilities				borrowings
Balance on January 1, 2013			$	17,992			$	221,094			$	5,253	$	4,300			$	114,311			$	(2,175)			$	(11,156)
	Total net gains/(losses) included in:
		Net income		4,474				(3,940)				-		-				20,267				(1,522)				(559)
		Other comprehensive income /(loss)		-				-				(93)		-				-				-				-
	Purchases			-				49,847				-		-				-				-				-
	Issuances			-				-				-		-				-				-				-
	Sales			-				-				-		-				-				-				-
	Settlements			(6,747)				(25,990)				(1,132)		-				(17,892)				952				-
	Net transfers into/(out of) Level 3			-				(11,251)	(c)			-		-				-				-				-
Balance on September 30, 2013			$	15,719			$	229,760			$	4,028	$	4,300			$	116,686			$	(2,745)			$	(11,715)
Net unrealized gains/(losses) included in net income			$	3,127	(a)		$	(3,940)	(a)		$	-	$	-	(b)		$	20,424	(a)		$	(1,523)	(d)		$	(559)	(a)

			Nine Months Ended September 30, 2012
											Securities available-for-sale					Mortgage								Other
			Trading			Loans held-				Investment			Venture			servicing				Net derivative				short-term
(Dollars in thousands)			securities			for-sale				portfolio			Capital			rights, net				liabilities				borrowings
Balance on January 1, 2012			$	18,059			$	210,487			$	7,262	$	12,179			$	144,069			$	(11,820)			$	(14,833)
	Total net gains/(losses) included in:
		Net income		2,847				(849)				-		5,071				(4,541)				(1,601)				3,248
		Other comprehensive income /(loss)		-				-				(195)		-				-				-				-
	Purchases			-				41,313				-		-				-				-				-
	Issuances			-				-				-		-				-				-				-
	Sales			-				-				-		(8,250)				-				-				-
	Settlements			(7,162)				(21,733)				(1,365)		-				(18,991)				11,081				-
	Net transfers into/(out of) Level 3			-				(15,579)	(c)			-		-				-				-				-
Balance on September 30, 2012			$	13,744			$	213,639			$	5,702	$	9,000			$	120,537			$	(2,340)			$	(11,585)
Net unrealized gains/(losses) included in net income			$	1,595	(a)		$	(849)	(a)		$	-	$	-	(b)		$	(3,800)	(a)		$	(1,601)	(d)		$	3,248	(a)

Certain previously reported amounts have been reclassified to agree with current presentation.

• Primarily included in mortgage banking income on the Consolidated Condensed Statements of Income.
• Represents recognized gains and losses attributable to venture capital investments classified within securities available-for-sale that are included in securities gains/(losses) in noninterest income.
• Transfers out of recurring loans held-for-sale level 3 balances reflect movements out of loans held-for-sale and into real estate acquired by foreclosure (level 3 nonrecurring).
• Included in Other expense

Nonrecurring Fair Value Measurements

Nonrecurring Fair Value Measurements

From time to time, FHN may be required to measure certain other financial assets at fair value on a nonrecurring basis in accordance with GAAP. These adjustments to fair value usually result from the application of LOCOM accounting or write-downs of individual assets. For assets measured at fair value on a nonrecurring basis which were still held on the balance sheet at September 30, 2013 and 2012,respectively, the following tables provide the level of valuation assumptions used to determine each adjustment, the related carrying value, and the fair value adjustments recorded during the respective periods.

									Three Months Ended		Nine Months Ended
	Carrying value at September 30, 2013								September 30, 2013		September 30, 2013
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)		Net gains/(losses)
Loans held-for-sale - first mortgages	$	-	$	-	$	9,632	$	9,632	$	364	$	304
Loans, net of unearned income (a)		-		-		85,665		85,665		(1,177)		(3,154)
Real estate acquired by foreclosure (b)		-		-		50,030		50,030		(327)		(3,279)
Other assets (c)		-		-		69,115		69,115		(1,153)		(4,199)
									$	(2,293)	$	(10,328)

									Three Months Ended		Nine Months Ended
	Carrying value at September 30, 2012								September 30, 2012		September 30, 2012
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)		Net gains/(losses)
Loans held-for-sale - SBAs	$	-	$	37,429	$	-	$	37,429	$	-	$	15
Loans held-for-sale - first mortgages		-		-		13,467		13,467		(671)		(355)
Loans, net of unearned income (a)		-		-		128,626		128,626		(44,608)		(61,958)
Real estate acquired by foreclosure (b)		-		-		50,589		50,589		(2,732)		(7,873)
Other assets (c)		-		-		76,822		76,822		(3,201)		(6,405)
									$	(51,212)	$	(76,576)

• Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral. Write-downs on these loans are recognized as part of provision.
• Represents the fair value and related losses of foreclosed properties that were measured subsequent to their initial classification as foreclosed assets. Balance excludes foreclosed real estate related to government insured mortgages.
• Represents tax credit investments.

Schedule Of Unobservable Inputs Utilized In Determining The Fair Value Of Level 3 Recurring And Non-Recurring Measurements

Level 3 Measurements
The following tables provide information regarding the unobservable inputs utilized in determining the fair value of level 3 recurring and non-recurring measurements as of September 30, 2013 and 2012:
(Dollars in Thousands)
	Fair Value at
Level 3 Class	September 30, 2013		Valuation Techniques	Unobservable Input	Values Utilized
Trading securities - mortgage	$	15,714	Discounted cash flow	(a)	(a)
Loans held-for-sale - mortgages		239,392	Discounted cash flow	Prepayment speeds	6% - 10%
				Credit spreads	2% - 4%
				Delinquency adjustment factor	15% - 25% added to credit spread
				Loss severity trends	50% - 60% of UPB
Venture capital investments		4,300	Industry comparables	Adjustment for minority interest and small business status	40% - 50% discount
			Discounted cash flow	Discount rate	25% - 30%
				Earnings capitalization rate	20% - 25%
Mortgage servicing rights		116,686	Discounted cash flow	(a)	(a)
Other short-term borrowings		11,715	Discounted cash flow	(b)	(b)
Derivative liabilities, other		2,745	Discounted cash flow	Visa covered litigation resolution amount	$4.4 billion - $5.0 billion
				Probability of resolution scenarios	10% - 50%
				Time until resolution	6 - 30 months
Loans, net of unearned income (c)		85,665	Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 10% of appraisal
			Other collateral valuations	Borrowing base certificates adjustment	20% - 50% of gross value
				Financial Statements/Auction Values adjustment	0% - 25% of reported value
Real estate acquired by foreclosure (d)		50,030	Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal
Other assets (e)		69,115	Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal

• The unobservable inputs for Principal-only and Interest-only trading securities and MSR are discussed in Note 13 – Loan Sales and Securitizations.
• The inputs and associated ranges for Other short-term borrowings mirror those of the related MSR.
• Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral. Write-downs on these loans are recognized as part of provision.
• Represents the fair value of foreclosed properties that were measured subsequent to their initial classification as foreclosed assets. Balance excludes foreclosed real estate related to government insured mortgages.
• Represents tax credit investments.

(Dollars in Thousands)
	Fair Value at
Level 3 Class	September 30, 2012		Valuation Techniques	Unobservable Input	Values Utilized
Interest only trading securities	$	13,739	Discounted cash flow	(a)	(a)
Loans held-for-sale - mortgages		227,106	Discounted cash flow	Prepayment speeds	6% - 10%
				Credit spreads	2% - 4%
				Delinquency adjustment factor	15% - 25% added to credit spread
				Loss severity trends	50% - 60% of UPB
Venture capital investments		9,000	Recent purchase offers	Adjustment for preferences in equity tranches	0% - 10% discount
			Recent capitalization transactions	Adjustment for preferences in equity tranches	0% - 10% discount
Mortgage servicing rights		120,537	Discounted cash flow	(a)	(a)
Other short-term borrowings		11,585	Discounted cash flow	(b)	(b)
Derivative liabilities, other		2,340	Discounted cash flow	Visa covered litigation resolution amount	$4.4 billion - $5.0 billion
				Probability of resolution scenarios	10% - 50%
				Time until resolution	9 - 18 months
Loans, net of unearned income (c)		128,626	Appraisals from comparable properties	Adjustment for value changes since appraisal	5% - 15% of appraisal
			Other collateral valuations	Borrowing base certificates	20% - 50% of gross value
				Financial Statements/Auction Values	0% - 25% of reported value
Real estate acquired by foreclosure (d)		50,589	Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal
Other assets (e)		76,822	Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal

• The unobservable inputs forInterest-only trading securities and MSR are discussed in Note 13 – Loan Sales and Securitizations.
• The inputs and associated ranges for Other short-term borrowings mirror those of the related MSR.
• Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral. Write-downs on these loans are recognized as part of provision.
• Represents the fair value of foreclosed properties that were measured subsequent to their initial classification as foreclosed assets. Balance excludes foreclosed real estate related to government insured mortgages.
• Represents tax credit investments.

Summary Of Differences Between The Fair Value Carrying Amount Of Mortgages Held-For-Sale And Aggregate Unpaid Principal Amount

The following tables reflect the differences between the fair value carrying amount of mortgages and trading loans held-for-sale measured at fair value in accordance with management’s election and the aggregate unpaid principal amount FHN is contractually entitled to receive at maturity.
		September 30, 2013
(Dollars in thousands)		Fair value carrying amount		Aggregate unpaid principal		Fair value carrying amount less aggregate unpaid principal
Mortgage loans held-for-sale reported at fair value:
	Total loans	$	229,760	$	379,123		$	(149,363)
	Nonaccrual loans		69,116		147,116			(78,000)
	Loans 90 days or more past due and still accruing		9,046		19,402			(10,356)
Trading loans reported at fair value:
	Total loans		145,505		142,311			3,194
		September 30, 2012
(Dollars in thousands)		Fair value carrying amount		Aggregate unpaid principal		Fair value carrying amount less aggregate unpaid principal
Mortgage loans held-for-sale reported at fair value:
	Total loans	$	224,635	$	330,900		$	(106,265)
	Nonaccrual loans		43,398		92,831			(49,433)
	Loans 90 days or more past due and still accruing		10,481		21,329			(10,848)

Changes In Fair Value Of Assets And Liabilities Which Fair Value Option Included In Current Period Earnings

Assets and liabilities accounted for under the fair value election are initially measured at fair value with subsequent changes in fair value recognized in earnings. Such changes in the fair value of assets and liabilities for which FHN elected the fair value option are included in current period earnings with classification in the income statement line item reflected in the following table:
			Three Months Ended				Nine Months Ended
			September 30				September 30
(Dollars in thousands)			2013		2012		2013		2012
Changes in fair value included in net income:
	Mortgage banking noninterest income
		Loans held-for-sale	$	(1,805)	$	(2,799)	$	(3,940)	$	(849)
		Other short-term borrowings		634		854		(559)		3,248
Changes in fair value included in net income:
	Capital market noninterest income
		Trading loans		1,867		-		1,867		-

Summary Of Book Value And Estimated Fair Value Of Financial Instruments

The following tables summarize the book value and estimated fair value of financial instruments recorded in the Consolidated Condensed Statements of Condition as well as unfunded commitments as of September 30, 2013 and 2012.

			September 30, 2013
			Book		Fair Value
(Dollars in thousands)			Value		Level 1		Level 2		Level 3		Total
Assets:
Loans, net of unearned income and allowance for loan losses
	Commercial:
		Commercial, financial and industrial	$	7,655,562	$	-	$	-	$	7,502,354	$	7,502,354
		Commercial real estate		1,162,718		-		-		1,115,304		1,115,304
	Retail:
		Consumer real estate		5,337,221		-		-		4,859,306		4,859,306
		Permanent mortgage		672,138		-		-		589,999		589,999
		Credit card & other		325,207		-		-		327,075		327,075
Total loans, net of unearned income and allowance for loan losses				15,152,846		-		-		14,394,038		14,394,038
Short-term financial assets
	Total interest-bearing cash			184,179		184,179		-		-		184,179
	Federal funds sold			52,830		-		52,830		-		52,830
	Securities purchased under agreements to resell			576,355		-		576,355		-		576,355
Total short-term financial assets				813,364		184,179		629,185		-		813,364
Trading securities (a)				1,343,134		-		1,327,415		15,719		1,343,134
Loans held-for-sale (a)				371,640		-		-		371,640		371,640
Securities available-for-sale (a) (b)				3,186,943		20,267		2,954,224		212,452		3,186,943
Derivative assets (a)				215,116		16,877		198,239		-		215,116
Other assets
	Tax credit investments			69,115		-		-		69,115		69,115
	Deferred compensation assets			23,193		23,193		-		-		23,193
Total other assets				92,308		23,193		-		69,115		92,308
Nonearning assets
	Cash & due from banks			395,631		395,631		-		-		395,631
	Capital markets receivables			417,743		-		417,743		-		417,743
	Accrued interest receivable			71,889		-		71,889		-		71,889
Total nonearning assets				885,263		395,631		489,632		-		885,263
Total assets			$	22,060,614	$	640,147	$	5,598,695	$	15,062,964	$	21,301,806
Liabilities:
Deposits:
	Defined maturity		$	1,573,405	$	-	$	1,591,314	$	-	$	1,591,314
	Undefined maturity			14,710,504		-		14,710,504		-		14,710,504
Total deposits				16,283,909		-		16,301,818		-		16,301,818
Trading liabilities (a)				585,969		-		585,969		-		585,969
Short-term financial liabilities
	Federal funds purchased			1,062,901		-		1,062,901		-		1,062,901
	Securities sold under agreements to repurchase			427,232		-		427,232		-		427,232
	Total other borrowings			303,686		-		291,971		11,715		303,686
Total short-term financial liabilities				1,793,819		-		1,782,104		11,715		1,793,819
Term borrowings
	Real estate investment trust-preferred			45,811		-		-		47,000		47,000
	Term borrowings - tax credit investments			18,000		-		-		18,025		18,025
	Borrowings secured by residential real estate			329,574		-		-		194,905		194,905
	Other long term borrowings			1,377,903		-		1,365,535		-		1,365,535
Total term borrowings				1,771,288		-		1,365,535		259,930		1,625,465
Derivative liabilities (a)				165,918		9,770		153,403		2,745		165,918
Other noninterest-bearing liabilities
	Capital markets payables			388,373		-		388,373		-		388,373
	Accrued interest payable			33,924		-		33,924		-		33,924
Total other noninterest-bearing liabilities				422,297		-		422,297		-		422,297
Total liabilities			$	21,023,200	$	9,770	$	20,611,126	$	274,390	$	20,895,286

• Classes are detailed in the recurring and nonrecurring measurement tables.
• Level 3 includes restricted investments in FHLB-Cincinnati stock of $128.0million and FRB stock of $66.0million.

			September 30, 2012
			Book		Fair Value
(Dollars in thousands)			Value		Level 1		Level 2		Level 3		Total
Assets:
Loans, net of unearned income and allowance for loan losses
	Commercial:
		Commercial, financial and industrial	$	8,359,909	$	-	$	-	$	8,138,108	$	8,138,108
		Commercial real estate		1,202,506		-		-		1,146,620		1,146,620
	Retail:
		Consumer real estate		5,619,955		-		-		5,287,039		5,287,039
		Permanent mortgage		779,954		-		-		722,087		722,087
		Credit card & other		279,715		-		-		280,344		280,344
Total loans, net of unearned income and allowance for loan losses				16,242,039		-		-		15,574,198		15,574,198
Short-term financial assets
	Total interest-bearing cash			440,916		440,916		-		-		440,916
	Federal funds sold			12,425		-		12,425		-		12,425
	Securities purchased under agreements to resell			517,263		-		517,263		-		517,263
Total short-term financial assets				970,604		440,916		529,688		-		970,604
Trading securities (a)				1,204,366		-		1,190,622		13,744		1,204,366
Loans held-for-sale (a)				410,550		-		48,425		362,125		410,550
Securities available-for-sale (a) (b)				3,123,629		13,794		2,897,657		212,178		3,123,629
Derivative assets (a)				334,025		14,862		319,163		-		334,025
Other assets
	Tax credit investments			76,822		-		-		76,822		76,822
	Deferred compensation assets			23,301		23,301		-		-		23,301
Total other assets				100,123		23,301		-		76,822		100,123
Nonearning assets
	Cash & due from banks			355,978		355,978		-		-		355,978
	Capital markets receivables			791,190		-		791,190		-		791,190
	Accrued interest receivable			85,042		-		85,042		-		85,042
Total nonearning assets				1,232,210		355,978		876,232		-		1,232,210
Total assets			$	23,617,546	$	848,851	$	5,861,787	$	16,239,067	$	22,949,705
Liabilities:
Deposits:
	Defined maturity		$	1,582,097	$	-	$	1,618,019	$	-	$	1,618,019
	Undefined maturity			14,646,014		-		14,646,014		-		14,646,014
Total deposits				16,228,111		-		16,264,033		-		16,264,033
Trading liabilities (a)				516,970		-		516,970		-		516,970
Short-term financial liabilities
	Federal funds purchased			1,350,806		-		1,350,806		-		1,350,806
	Securities sold under agreements to repurchase			443,370		-		443,370		-		443,370
	Total other borrowings			856,958		-		845,373		11,585		856,958
Total short-term financial liabilities				2,651,134		-		2,639,549		11,585		2,651,134
Term borrowings
	Real estate investment trust-preferred			45,743		-		-		42,300		42,300
	Term borrowings - new market tax credit investment			15,301		-		-		16,280		16,280
	Borrowings secured by residential real estate			415,975		-		-		353,578		353,578
	Other long term borrowings			1,786,219		-		1,716,741		-		1,716,741
Total term borrowings				2,263,238		-		1,716,741		412,158		2,128,899
Derivative liabilities (a)				225,084		12,424		210,320		2,340		225,084
Other noninterest-bearing liabilities
	Capital markets payables			574,201		-		574,201		-		574,201
	Accrued interest payable			43,184		-		43,184		-		43,184
Total other noninterest-bearing liabilities				617,385		-		617,385		-		617,385
Total liabilities			$	22,501,922	$	12,424	$	21,964,998	$	426,083	$	22,403,505
Certain previously reported amounts have been reclassified to agree with current presentations.

• Classes are detailed in the recurring and nonrecurring measurement tables.
• Level 3 includes restricted investments in FHLB-Cincinnati stock of $125.5 million and FRB stock of $66.0 million.

	Contractual Amount				Fair Value
	September 30, 2013		September 30, 2012		September 30, 2013		September 30, 2012
Unfunded Commitments:
Loan commitments	$	9,048,424	$	7,890,786	$	1,722	$	1,571
Standby and other commitments		302,160		371,899		4,819		5,333