(The following article attributes the collapse of the independent brokers to
the absence of a secure funding base enjoyed by the big depository
institutions. The latter bulked up following the repeal of Glass-Steagall,
and have benefited from state regulation requiring them to maintain a
minimal capital cushion to cope with financial crises. Whether the
commercial banks will emerge strengthened by the current crisis, as the
article suggests, or be consumed by it as the dominoes continue to fall
would still appear however to be an open question.)

*    *    *

Old-School Banks Emerge Atop New World of Finance
By CARRICK MOLLENKAMP and MARK WHITEHOUSE
Wall Street Journal
September 16 2008

More than 200 years after it was born at the base of a buttonwood tree, Wall
Street as we have known it is ceasing to exist.

The rapid demise of 158-year-old investment bank Lehman Brothers Holdings
Inc., together with the takeover of 94-year-old Merrill Lynch & Co.,
represent a watershed in the banking industry's biggest restructuring since
the Great Depression.

For decades, the world of banking was divided largely into two kinds of
businesses. Commercial banks took deposits and made loans, eking out a
decent return under the burden of heavy regulations designed to protect
depositors. Standalone securities firms such as Lehman, Merrill and the
now-defunct Bear Stearns Cos. took no deposits and were lightly regulated,
freeing them to take big risks and make fat profits at the cost of
occasional losses. More recently, some of the biggest institutions, such as
UBS AG and Citigroup Inc., combined the two.

Now, as many securities firms are consumed in the wake of a disastrous foray
into financial wizardry, the balance of power is shifting. On the wane are
the heavy borrowing and complex securities that financiers embraced in
recent years. On the rise is a more old-fashioned business of chasing
customer deposits and building branch networks, conducted with the backing
of federal insurance programs to keep depositors from pulling out en masse.

Of the five major independent investment banks that existed a year ago, only
two -- Goldman Sachs Group Inc. and Morgan Stanley -- remain standing. Two
others, Merrill and Bear Stearns, have been acquired by big deposit-taking
institutions, Bank of America Corp. and J.P. Morgan Chase & Co. Other giant
commercial-banking players, such as Wells Fargo & Co. in the U.S., as well
as Germany's Deutsche Bank AG and Spain's Banco Santander SA, have emerged
as some of the most powerful players in an industry that is likely to be
safer but less lucrative for shareholders.

Banks are heading "back to basics -- to, if you like, the core purpose of
the system with less bells and whistles," says Douglas Flint, finance chief
at HSBC Holdings PLC and co-chair of the Counterparty Risk Management Policy
Group, a task force of finance executives working on a framework to prevent
systemic financial shocks. "There is a recognition that when the dust
settles...the construct of the industry will be different."

Evidence of the new importance of bread-and-butter banking is appearing
around the globe. Deutsche Bank, which had been focused on building its
global investment-banking business, last week agreed to pay nearly €3
billion ($4.3 billion) in a two-stage deal to acquire the 850 domestic
branches of Deutsche Postbank AG, the retail banking arm of the German
postal system. Santander, which also wooed Postbank, paid £1.26 billion
($2.26 billion) in July for troubled U.K. mortgage lender Alliance &
Leicester.

The shift reflects a broader reassessment of how best to do the essential
business of banking, which plays a crucial role in the economy by turning
their short-term liabilities -- savers' cash and deposits -- into
longer-term investments such as mortgages and corporate loans. In recent
years, commercial banks moved a lot of that business off their heavily
regulated balance sheets and into the realm of securities firms.

The investment banks packaged the loans into an array of ever more complex
securities, which they kept on their books or sold to a broad range of
investors -- including hedge funds and bank-affiliated funds known as
conduits and structured-investment vehicles, or SIVs. To fund their
activities, the securities firms and investors borrowed heavily in the
commercial-paper market and the so-called repo market, where borrowers put
up securities as collateral for short-term loans.

This alternative banking system proved profitable, in part because
participants weren't required to meet commercial banks' more rigid reserve
requirements against potential losses. But these banks' strategies backfired
with the onset of the credit crunch last summer, as heavy losses on mortgage
and other investments in some cases proved too much for their thin capital
bases, and the markets on which they relied for funding dried up.

A federal bankruptcy-court filing by Lehman on Monday in New York highlights
the quick spiral. As of May 31, Lehman depended on repo loans for $188
billion in borrowings. But as the value of the securities Lehman had put up
as collateral for the loans fell amid the broader market turmoil, its
lenders started demanding extra collateral. Because the amount it could
borrow against its securities kept falling, Lehman was forced to dip ever
deeper into its cash reserves, prompting ratings firms to consider cutting
its credit ratings, according to the filing. Lehman's efforts this month to
raise money by selling an investment-management firm proved too late.

As repo loans and other market-based funding on which investment banks rely
becomes more expensive, the question becomes whether independent
broker-dealers, unattached to big banks with ample deposits, will survive.
"In the coming months, we expect a significant overhaul of all the brokers'
business models," wrote Matt King, a credit strategist at Citigroup in
London, in a recent report.

The new financial order also highlights the lasting impact of the
elimination of the Glass-Steagall Act, a Depression-era law that prevented
U.S. commercial banks from doing investment-banking business. The repeal of
Glass-Steagall, in 1999, allowed commercial banks to break into the
securities business and ultimately gain the heft to compete with the likes
of Bear Stearns and Merrill.

This universal banking model has proved hard to manage, with the likes of
Citigroup and UBS knitting together a vast empire of operating units. Even
so, these and other big deposit-taking banks that are required by regulators
to maintain bigger cushions against losses, such as Bank of America, have so
far survived the credit crunch better than some of the stand-alone
securities firms.

Thanks in large part to government programs that insure them, deposits have
been a rare bright spot during the credit crunch. In the U.S., savings and
small time deposits -- two important classes of customer money -- stood at
$6.9 trillion at the end of August, up 7.6 % from a year earlier, according
to the Federal Reserve. In the euro area, total deposits stood at €6.3
trillion as of the end of July, up 12.8% from a year earlier, according to
the European Central Bank.

Meanwhile, the U.S. market for the IOUs known as asset-backed commercial
paper, a key source of short-term funding for the bank and brokerage
industry, has shrunk by more than a third since the crisis began last year,
to $780 billion as of Sept. 10.

Sticking to the basic banking model hasn't worked for everyone. Smaller
banks in the U.S. and Europe have suffered, in part because they lack the
scale and diversification to absorb heavy losses generated by growing
defaults on mortgage and corporate loans.

To be sure, some stand-alone investment banks, such as Goldman Sachs Inc.,
are well funded. And some innovations and markets will rebound when the
credit crunch fades. Consumer debts such as mortgages, credit-card balances
and student loans will still be packaged into securities.

But such securitization, analysts say, will likely happen in smaller volumes
and in more conservative forms, such as so-called covered bonds. Many of the
instruments central to the current crisis were created and sold by banks
with no stake in their performance. In contrast, covered bonds have payments
that are bank-guaranteed regardless of how poorly the packaged loans
perform. Covered bonds are the main source of mortgage-loan funding for
banks in Europe, where a $2.75 trillion market has long thrived. Some
analysts predict a U.S. market could grow to $1 trillion over the next few
years.

"Securitization will play a lesser role for the well-capitalized, highly
rated banks," says Ganesh Rajendra, a researcher at Deutsche Bank in London.
"But it will still help them manage their capital and risks in many cases."

Internationally, banks that haven't been disabled by write-downs are moving
aggressively to buy deposit-rich lenders. Deutsche Bank, which declined the
opportunity to bid for Postbank a few years ago, chose to outbid Santander
last week in part because it didn't want to see the large retail operation
fall into the hands of a foreign rival. [banks chart]

In July, France's Crédit Mutuel, one of France's largest bank-branch
operators, paid a hefty $7.7 billion to outbid Deutsche Bank and buy
Citigroup's lucrative German retail operations. Two weeks ago, Germany's
Commerzbank AG said it would pay $13.9 billion for German rival Dresdner
Bank, creating a combined retail network with some 1,500 branches and 11
million customers. Dresdner also has an investment bank, but Commerzbank
plans to ax half its staff and drastically scale back the unit's trading
operation.

The deals are often complicated by the credit crunch and the presence of
toxic investment-banking assets. Allianz SE, Dresdner's parent, had to agree
to insure Commerzbank against €1 billion of losses at a
structured-investment vehicle Dresdner was forced to fund as a result of the
credit crunch. Deutsche Bank only agreed to buy only 29.75% of Postbank
upfront at a price of €57.25 a share, with an option to buy more. That helps
Deutsche Bank preserve capital amid a worsening economic outlook, said a
person familiar with the situation.

Bank of America Chairman and Chief Executive Kenneth D. Lewis said Monday he
saw this wave coming. "For seven years now as CEO, I have said I thought
that the commercial banks would eventually own investment banks because of
the funding issue," he told reporters.

Dana Cimilluca and Neil Shah contributed to this article.

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