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GOODWILL AND INTANGIBLE ASSETS

3 Months Ended

Mar. 31, 2012

14. GOODWILL AND INTANGIBLE ASSETS

Goodwill

The changes in Goodwill during the first three months of 2012 were as follows:

*In millions of dollars*

Balance at December 31, 2011	$	25,413

Foreign exchange translation		397

Balance at March 31, 2012	$	25,810

During the first three months of 2012, no goodwill was written off due to impairment. Goodwill is tested for impairment annually at the reporting unit level and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount.

As of January 1, 2012, the majority of the businesses previously included within the LCL—Cards reporting unit were transferred out of that reporting unit, primarily to North America—RCB. Additionally, certain businesses within Brokerage and Asset Management were transferred to Latin America RCB. Goodwill affected by the reorganization has been reassigned from LCL—Cards and Brokerage and Asset Management to those reporting units that received businesses using a relative fair value approach. Subsequent to January 1, 2012, goodwill will be allocated to disposals and tested for impairment under the new reporting units. An interim goodwill impairment test was performed on the impacted reporting units as of January 1, 2012, resulting in no impairment. There were no other triggering events present during the first quarter of 2012 and therefore no additional interim goodwill impairment tests were performed.

The following table shows reporting units with goodwill balances as of March 31, 2012.

*In millions of dollars* Reporting unit(1)	Goodwill

North America Regional Consumer Banking	$	6,801
EMEA Regional Consumer Banking		362
Asia Regional Consumer Banking		5,530
Latin America Regional Consumer Banking		1,999
Securities and Banking		9,369
Transaction Services		1,588
Brokerage and Asset Management		42
Local Consumer Lending—Cards		119

(1): Local Consumer Lending—Other is excluded from the table as there is no goodwill allocated to it.

INTANGIBLE ASSETS

As of March 31, 2012 and December 31, 2011, the components of intangible assets were as follows:

	March 31, 2012						December 31, 2011

*In millions of dollars*	Gross carrying amount		Accumulated amortization		Net carrying amount		Gross carrying amount		Accumulated amortization		Net carrying amount
Purchased credit card relationships	$	7,646	$	5,436	$	2,210	$	7,616	$	5,309	$	2,307
Core deposit intangibles		1,317		957		360		1,337		965		372
Other customer relationships		790		351		439		830		356		474
Present value of future profits		239		128		111		235		123		112
Indefinite-lived intangible assets		520		—		520		492		—		492
Other(1)		4,851		2,078		2,773		4,866		2,023		2,843

Intangible assets (excluding MSRs)	$	15,363	$	8,950	$	6,413	$	15,376	$	8,776	$	6,600
Mortgage servicing rights (MSRs)		2,691		—		2,691		2,569		—		2,569

Total intangible assets	$	18,054	$	8,950	$	9,104	$	17,945	$	8,776	$	9,169

(1): Includes contract-related intangible assets.

The changes in intangible assets during the first three months of 2012 were as follows:

*In millions of dollars*	Net carrying amount at December 31, 2011		Acquisitions/ divestitures		Amortization			Impairments		FX and other(1)			Net carrying amount at March 31, 2012

Purchased credit card relationships	$	2,307	$	—	$	(102	)	$	—	$	5		$	2,210
Core deposit intangibles		372		—		(21	)		—		9			360
Other customer relationships		474		—		(11	)		—		(24	)		439
Present value of future profits		112		—		(2	)		—		1			111
Indefinite-lived intangible assets		492		—		—			—		28			520
Other		2,843		2		(82	)		—		10			2,773

Intangible assets (excluding MSRs)	$	6,600	$	2	$	(218	)	$	—	$	29		$	6,413
Mortgage servicing rights (MSRs)(2)		2,569												2,691

Total intangible assets	$	9,169											$	9,104

(1): Includes foreign exchange translation and purchase accounting adjustments.
(2): See Note 17 to the Consolidated Financial Statements for the roll-forward of MSRs.

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

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