FEDERAL HOME LOAN BANK OF BOSTON - 10-Q - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - Insurance News | InsuranceNewsNet

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November 10, 2022 Newswires
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FEDERAL HOME LOAN BANK OF BOSTON – 10-Q – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Edgar Glimpses
Index to Management's Discussion and Analysis of Financial Condition and Results
of Operations

  Forward-Looking Statements                        37
  Executive Summary                                 39
  Economic Conditions                               40
  Selected Financial Data                           41
  Results of Operations                             43
  Financial Condition                               48
  Liquidity and Capital Resources                   57
  Critical Accounting Estimates                     63
  Recent Accounting Developments                    63
  Legislative and Regulatory Developments           63


Forward-Looking Statements


This report includes statements describing anticipated developments,
projections, estimates, or predictions of ours that are "forward-looking
statements." These statements may involve matters related to, but not limited
to, projections of revenues, income, earnings, capital expenditures, dividends,
capital structure, or other financial items; repurchases of excess stock, our
minimum retained earnings target, or the interest-rate environment in which we
do business; statements of management's plans or objectives for future
operations; expectations of effects or changes in fiscal and monetary policies
and our future economic
                                       37
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performance; projections or expectations regarding the COVID-19 pandemic or its
effects; or statements of assumptions underlying certain of the foregoing types
of statements. These statements may use forward-looking terminology such as, but
not limited to, "anticipates," "believes," "continued" "expects," "plans,"
"intends," "may," "could," "estimates," "assumes," "should," "will," "likely,"
or their negatives or other variations on these terms. We caution that, by their
nature, forward-looking statements are subject to a number of risks or
uncertainties, including the risk factors set forth in Part I - Item 1A - Risk
Factors in the 2021 Annual Report and   Part II - Item 1A - Risk Factors   of
this report, along with the risks set forth below. Actual results could differ
materially from those expressed or implied in these forward-looking statements
or could affect the extent to which a particular objective, projection,
estimate, or prediction is realized. As a result, you are cautioned not to place
undue reliance on such statements. These forward-looking statements speak only
as of the date they are made, and we do not undertake to update any
forward-looking statement herein or that may be made from time to time on our
behalf.

Some of the risks and uncertainties that could affect our forward-looking
statements include the following:


•the effects of economic, financial, credit, and market conditions on our
financial and regulatory condition and results of operations, including changes
in economic growth, general liquidity conditions, inflation, employment rates,
interest rates, interest rate spreads, interest rate volatility, mortgage
originations, prepayment activity, housing prices, asset delinquencies, members'
deposit flows, liquidity needs, and loan demand; changes in benchmark interest
rates, including but not limited to the cessation of the LIBOR benchmark rate,
the development of alternative rates, including the secured overnight financing
rate (SOFR), and the adverse consequences these could have for market
participants, including the Bank and its members; changes in the general
economy, including changes resulting from U.S. fiscal and monetary policy,
actions of the Federal Open Market Committee (FOMC), or changes in credit
ratings of the U.S. federal government; the condition of the mortgage and
housing markets on our mortgage-related assets; and the condition of the capital
markets on our COs;

•issues and events across the FHLBank System and in the political arena that may
lead to executive branch, legislative, regulatory, judicial, or other
developments impacting the scope of our business, investor demand for COs, our
financial obligations with respect to COs, our ability to access the capital
markets, our members, our counterparties, the manner in which we operate, or the
organization and structure of the FHLBank System;

•the impact of pandemics, such as the COVID-19 pandemic, epidemics, or health
emergencies and responses to such events, including, among other things, the
effect on the Bank resulting from illness or quarantines of employees or
business partners on which we rely or from remote work arrangements; negative
effects on our members' businesses and their demands for our products, including
demand for advances; and effects on the economy and financial markets from
Federal Reserve monetary policy, fiscal stimulus programs (or changes to or
cessation of such programs), state and local government restrictions on business
activities including, among other things, federal and state vaccine mandates and
reactions thereto, or generally;

•our ability to declare and pay dividends consistent with past practices as well
as any plans to repurchase excess capital stock, and any amendments to our
capital plan;

•competitive forces including, without limitation, other sources of funding
available to our members and other entities borrowing funds in the capital
markets;

•changes in the value and liquidity of collateral we hold as security for
obligations of our members and counterparties;


•the impact of new accounting standards and the application of accounting rules,
including the impact of regulatory guidance on our application of such standards
and rules?

•changes in the fair value and economic value of, impairments of, and risks,
including risks related to changes in or cessation of benchmark interest rates
such as LIBOR, overnight index swap (OIS), and SOFR, associated with the Bank's
investments in mortgage loans and MBS or other assets and the related
credit-enhancement protections?

•membership conditions and changes, including changes resulting from member
failures, mergers or changing financial health, changes due to member
eligibility, changes in the principal place of business of members, or the
addition of new members;


•external events, such as general economic and financial instabilities,
political instability, wars, including hostilities and sanctions related to the
war between Russia and Ukraine, and natural disasters, including disasters
caused by significant climate change, which, among other things, could damage
our facilities or the facilities of our members, damage or destroy collateral
that members have pledged to secure advances or mortgages that we hold for our
portfolio, and which could cause us to experience losses or be exposed to a
greater risk that pledged collateral would be inadequate in the event of a
default;

•the pace of technological change and our ability to develop and support
internal controls, information systems, and other operating technologies that
effectively manage the risks we face, including but not limited to, failures,
interruptions, or security breaches and other cyber-attacks, which could
increase as a result of the COVID-19 pandemic related changes in our operating
environment; and

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•our ability to attract and retain skilled employees, including our key
personnel.


These risk factors are not exhaustive. New risk factors emerge from time to
time. We cannot predict such new risk factors nor can we assess the impact, if
any, of such new risk factors on our business or the extent to which any factor,
or combination of factors, may cause actual results to differ materially from
those implied by any forward-looking statements.

The Management's Discussion and Analysis of Financial Condition and Results of
Operations should be read in conjunction with our interim financial statements
and notes, which begin on page three, and the 2021 Annual Report.

EXECUTIVE SUMMARY

Net income for the three months ended September 30, 2022, was $60.0 million,
compared with net income of $16.5 million for the same period in 2021. The
increase in net income was driven by an increase of $32.0 million in net
interest income after provision for credit losses, an improvement of $11.2
million
in net gains and losses on trading securities and a decline of $1.7
million
in losses on early extinguishment of debt.


The $32.0 million increase in net interest income after provision for credit
losses during the third quarter of 2022 was primarily due to a $22.9 billion
increase in average total earning assets and a significant increase in interest
rates due to aggressive monetary policy tightening by the Federal Reserve. The
increase in average earning assets was driven primarily by a $16.0 billion, or
109.6 percent, increase in average advances balances, as demand for advances
returned among depository members to near pre-pandemic levels.

The increase in net income for the quarter ended September 30, 2022,
correspondingly increased the Bank's statutory contributions to the Affordable
Housing Program, which were partially offset by the recapture of certain amounts
contributed to the program in previous quarters' discretionary contributions
when the Bank's net income was significantly lower as advances balances were
historically low and short-term interest rates had not yet begun rising. At
September 30, 2022, the Bank's overall 2022 contributions to the AHP stood at
$26.0 million, and we expect to end 2022 at this level. For the quarter ended
September 30, 2022, the Bank contributed $2.6 million to its Jobs for New
England and Helping House New England programs. Additional information on this
and other targeted affordable housing and community investment programs is
provided in the 2021 Annual Report.

Our retained earnings grew to $1.7 billion at September 30, 2022, an increase of
$107.4 million from December 31, 2021, and equals 2.8 percent of total assets at
September 30, 2022. We continue to satisfy all regulatory capital requirements
as of September 30, 2022.

On October 21, 2022, our board of directors declared a cash dividend that was
equivalent to an annual yield of 5.16 percent, increasing 144 basis points from
the prior quarter's dividend. The annual yield of this dividend equals the
approximate daily average of SOFR for the third quarter of 2022 plus 300 basis
points.

Our overall results of operations are influenced by the economy and financial
markets, and, in particular, by members' demand for liquidity and our ability to
maintain sufficient access to funding at relatively favorable costs. While the
effects of high inflation and the Federal Reserve's aggressive monetary policy
response, combined with weakening economic growth as measured by gross domestic
product, present uncertainties about the future of the economy, the quarter
ending September 30, 2022, saw a continued increase in demand for advances.
During the nine months ended September 30, 2022, advances balances increased to
$33.7 billion, an increase of 172.8 percent from $12.3 billion at December 31,
2021. The significant increase in advances was concentrated in variable-rate
advances and short-term fixed-rate advances, and was due to member depository
institutions beginning to experience slowing growth or declines of deposit
balances, an increase in lending to their customers, and rising interest rates
and reduced market liquidity. These developments impacted our financial
condition as of September 30, 2022, and results of operations for the three
months ended September 30, 2022.

Generally, investor demand for high credit quality, fixed-income investments,
including COs, continued to be strong relative to other investments. Investor
appetite for FHLBank System COs remains relatively strong despite the volume of
issuance used to keep pace with advance growth. Our flexibility in utilizing
various funding tools, in combination with a diverse investor base and our
status as a government-sponsored enterprise, have helped provide reliable market
access and demand for consolidated obligations throughout fluctuating market
environments and regulatory changes affecting dealers of and investors in COs.
The Bank has continued to meet all funding needs during the three months ended
September 30, 2022.

Net Interest Income, Margin, and Spread

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For the three months ended September 30, 2022, net interest margin was 0.58
percent, no change from the same period in 2021, and net interest spread was
0.41 percent for the three months ended September 30, 2022, a decrease of 15
basis points from the same period in 2021. For the quarter ended September 30,
2022, average balances of advances and investments increased $16.0 billion and
$7.4 billion, respectively, compared to the same period in 2021. Additionally,
the rising interest rate environment in 2022 has decreased refinancing
incentives on residential mortgage loans, resulting in decreases of mortgage
prepayment activity that resulted in reduced net premium amortization of our
agency residential MBS as well as our whole mortgage loans. Other improvements
in net interest income after provision for credit losses are described in

Results of Operations - Net Interest Income . Average total earning assets
increased $22.9 billion to $57.5 billion for the three months ended
September 30, 2022, from $34.6 billion for the same period in 2021.

Legislative and Regulatory Developments


Legislation has been proposed and the FHFA and others with authority over the
economy, our industry, and our business activities have taken action during 2022
as described in -   Legislative and Regulatory Developments  . Such developments
could affect the way we conduct business or could impact how we satisfy our
mission as well as the value of our membership.

LIBOR Transition Preparations


For details regarding the Bank's transition from LIBOR to SOFR, the alternative
reference rate to U.S. dollar LIBOR recommended by Alternative Reference Rates
Committee (ARRC), see the following Risk Factors in our 2021 Annual Report: Part
I - Item 1A - Risk Factors - Market and Liquidity Risks - Changes to and
replacement of the LIBOR benchmark interest rate could adversely affect our
business, financial condition, and results of operations; and - We use
derivatives to manage interest-rate risk, however, we could be unable to enter
into effective derivative instruments on acceptable terms. Additional
information is provided in the 2021 Annual Report Part II - Item 7 -
Management's Discussion and Analysis of Financial Condition and Results of
Operations - Executive Summary - LIBOR Transition Preparations,   Financial
Condition - Transition from LIBOR to Alternative Reference Rates   and in -

Legislative and Regulatory Developments - LIBOR Transition .

ECONOMIC CONDITIONS

Economic Environment


Real gross domestic product (GDP) increased at an annual rate of 2.6 percent in
the third quarter of 2022, following a 0.6 percent decrease in the second
quarter. The expansion in the third quarter was driven mainly by exports,
consumer spending, business investment, and government spending. Personal
consumption expenditures increased at an annual rate of 1.4 percent, driven by
an increase in spending on services, partially offset by a drop in spending on
goods.

The labor market continued to improve, with job growth averaging 372,000 per
month in the third quarter of 2022. In October 2022, employment increased by
261,000 and the unemployment rate was 3.7 percent. The unemployment rate for the
New England region in September 2022 was 3.3 percent, ranging from 2.1 percent
in Vermont to 4.0 percent in Connecticut.

In October 2022, the Consumer Price Index increased 0.4 percent from the
preceding month, representing a year-over-year increase of 7.7 percent. CPI
inflation was driven mainly by the cost of shelter, food, and gasoline.


The FHFA reported that house prices rose 11.9 percent across the U.S. from
August 2021 to August 2022. Over the same period, home prices in New England
rose 12.2 percent. The sharp increase in mortgage rates thus far in 2022 has led
to slowing of the housing market, as reflected in monthly price declines in
eight of the ten census regions from July to August 2022. Over that period, home
prices rose 0.4 percent for the New England census region.

Interest-Rate Environment


On November 2, 2022, the FOMC raised the target range for the federal funds rate
to between 375 and 400 basis points and stated that ongoing increases in the
target range will likely be appropriate given elevated rates of inflation. The
FOMC also stated that it would continue reducing its holdings of Treasury
securities, agency debt, and agency mortgage-backed securities by reinvesting
principal payments from its securities holdings only if they exceed monthly
caps.

As the Federal Reserve continues with a tightening policy stance, short-term
rates rose commensurate with the magnitude of the increase in the federal funds
rate. The spread between short-term and long-term rates declined in the third
quarter of 2022,
                                       40
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consistent with expectations of further interest rate hikes in the near term
followed by softening economic activity leading to a fall in interest rates over
a longer term.

Table 1 - Key Interest Rates(1)

                                         Three Month Daily Average                                       Nine Month Daily Average                                           Ending Rate
                          September 30, 2022                  September 30, 2021           September 30, 2022                September 30, 2021        
 September 30, 2022              December 31, 2021
SOFR                             2.15%                              0.05%                         0.99%                             0.04%                       2.98%                          0.05%
Federal funds effective
rate                             2.20%                              0.09%                         1.04%                             0.08%                       3.08%                          0.07%
3-month LIBOR                    3.00%                              0.13%                         1.70%                             0.16%                       3.75%                          0.21%
3-month U.S. Treasury
yield                            2.63%                              0.04%                         1.33%                             0.03%                       3.25%                          0.03%
2-year U.S. Treasury
yield                            3.38%                              0.22%                         2.52%                             0.17%                       4.28%                          0.73%
5-year U.S. Treasury
yield                            3.23%                              0.80%                         2.68%                             0.75%                       4.09%                          1.26%
10-year U.S. Treasury
yield                            3.10%                              1.32%                         2.66%                             1.41%                       3.83%                          1.51%


________________
(1)  Source: Bloomberg

SELECTED FINANCIAL DATA

The following financial highlights for the statement of condition and statement
of operations for December 31, 2021, have been derived from our audited
financial statements. Financial highlights for the quarter-ends have been
derived from our unaudited financial statements.

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Table 2 - Selected Financial Data
(dollars in thousands)

                                                                                                 As of and for the Three Months Ended
                                                        September 30, 2022          June 30, 2022         March 31, 2022         December 31, 2021          September 30, 2021
Statement of Condition
Total assets                                           $       58,869,539          $ 62,063,994          $  32,395,662          $      32,545,292          $       34,448,917
Investments(1)                                                 21,748,784            28,254,534             16,849,318                 16,372,499                  16,404,424
Advances                                                       33,665,311            30,318,486             11,816,428                 12,340,020                  14,056,991
Mortgage loans held for portfolio, net(2)                       2,820,696             2,897,373              2,998,682                  3,120,159                   3,283,925
Deposits                                                          938,551             1,066,459                803,383                    884,032                     970,732
Consolidated obligations:
Bonds                                                          32,818,095            32,721,605             26,070,923                 26,613,032                  25,097,469
Discount notes                                                 21,684,635            25,096,230              2,878,513                  2,275,320                   5,554,103
Total consolidated obligations                                 54,502,730            57,817,835             28,949,436                 28,888,352                  30,651,572
Mandatorily redeemable capital stock                               10,397                10,703                 13,418                     13,562                      13,890
Class B capital stock outstanding-putable(3)                    1,717,748             1,557,243                929,482                    953,638                   1,028,177
Unrestricted retained earnings                                  1,267,192             1,230,558              1,202,685                  1,179,986                   1,159,509
Restricted retained earnings                                      388,621               376,620                368,420                    368,420                     368,420
Total retained earnings                                         1,655,813             1,607,178              1,571,105                  1,548,406                   1,527,929
Accumulated other comprehensive (loss) income                    (244,075)             (216,409)               (88,800)                    28,967                      40,604
Total capital                                                   3,129,486             2,948,012              2,411,787                  2,531,011                   2,596,710
Results of Operations
Net interest income after provision for credit
losses                                                 $           83,120          $     69,416          $      58,942          $          56,412          $           51,145
Other income (loss), net                                            4,290                 3,818                  1,066                     (7,562)                    (10,453)
Other expense                                                      20,721                27,667                 29,073                     20,061                      22,330
AHP assessments                                                     6,682                 4,567                  3,100                      2,887                       1,842
Net income                                             $           60,007          $     41,000          $      27,835          $          25,902          $           16,520
Other Information
Dividends declared                                     $           11,372          $      4,927          $       5,136          $           5,425          $            4,290
Dividend payout ratio                                               18.95  %              12.02  %               18.45  %                   20.94  %                    25.97  %
Weighted-average dividend rate(4)                                    3.72                  2.09                   2.05                       2.05                        1.52
Return on average equity(5)                                          7.97                  6.13                   4.50                       4.00                        2.50
Return on average assets                                             0.41                  0.35                   0.35                       0.31                        0.18
Net interest margin(6)                                               0.58                  0.60                   0.74                       0.66                        0.58
Average equity to average assets                                     5.18                  5.78                   7.69                       7.65                        7.36
Total regulatory capital ratio(7)                                    5.75                  5.12                   7.76                       7.73                        7.46


_______________________

(1)Investments include available-for-sale securities, held-to-maturity
securities, trading securities, interest-bearing deposits, securities purchased
under agreements to resell and federal funds sold.


(2)The allowance for credit losses for mortgage loans amounted to $2.0 million
as of September 30, 2022, $1.5 million as of June 30, 2022, $1.6 million as of
March 31, 2022, $1.7 million as of December 31, 2021, and $2.1 million as of
September 30, 2021, respectively.

(3)Capital stock is putable at the option of a member upon five years' written
notice, subject to applicable restrictions. We also conduct daily repurchases of
certain excess stock from shareholders.

(4)Weighted-average dividend rate is the dividend amount declared divided by the
average daily balance of capital stock eligible for dividends.

(5)Return on average equity is net income divided by the total of the average
daily balance of outstanding Class B capital stock, accumulated other
comprehensive income and total retained earnings.

                                       42
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(6)Net interest margin is net interest income before provision for credit losses
as a percentage of average earning assets.

(7)Total regulatory capital ratio is capital stock (including mandatorily
redeemable capital stock) plus total retained earnings as a percentage of total
assets. See   Item 8 - Financial Statements and Supplementary Data - Notes to
the Financial Statements - Note 12 - Capital  .

RESULTS OF OPERATIONS

Third Quarter of 2022 Compared with Third Quarter of 2021

Net income increased to $60.0 million for the three months ended September 30,
2022
, from $16.5 million for the same period in 2021. The reasons for the
increase are discussed under - Executive Summary .


Net interest income after provision for credit losses for the three months ended
September 30, 2022, was $83.1 million, compared with $51.1 million for the same
period in 2021. The $32.0 million increase in net interest income after
provision for credit losses was driven by a $16.0 billion increase in the
average balance of advances, a $5.9 billion increase in the average balance of
money market investments, a $985.0 million increase in the average balance of
mortgage-backed securities, an increase of net accretion of discounts and
premiums on mortgage-backed securities and mortgage loans of $12.3 million
resulting from significant increases in mortgage rates leading to slower
projected principal payments during the third quarter of 2022, an increase of
fair value hedge ineffectiveness net gains of $8.3 million, and higher returns
from investing the Bank's capital in a higher interest-rate environment. These
positive factors were partially offset by a $518.9 million decrease in the
average balance of mortgage loans and a $5.3 million decrease in net prepayment
fee income. Net interest spread was 0.41 percent for the quarter ended
September 30, 2022, a decrease of 15 basis points from the same period in 2021,
and net interest margin was 0.58 percent, unchanged from the same period in
2021.

Nine Months Ended September 30, 2022, Compared with Nine Months Ended September
30, 2021


Net income increased to $128.8 million for the nine months ended September 30,
2022, from $43.6 million for the same period in 2021. The increase in net income
was driven by an increase of $55.7 million in net interest income after
provision for credit losses, a decrease of $39.8 million in net losses on
trading securities, and a decline of $6.2 million in losses on early
extinguishment of debt. These increases to net income were partially offset by a
$15.1 million increase in our overall contribution to the Affordable Housing
Program, compared to the same period in 2021.

Net interest income after provision for credit losses for the nine months ended
September 30, 2022, was $211.5 million, compared with $155.8 million for the
same period in 2021. The $55.7 million increase in net interest income after
provision for credit losses was driven by a $5.6 billion increase in the average
balance of advances, a $2.6 billion increase in the average balance of money
market investments, a $1.5 billion increase in the average balance of
mortgage-backed securities, an increase of net accretion of discounts and
premiums on mortgage-backed securities and mortgage loans of $42.5 million
resulting from significant increases in mortgage rates during the first nine
months of 2022, an increase of fair value hedge ineffectiveness net gains of
$36.1 million, and higher returns from investing the Bank's capital in a higher
interest-rate environment. These positive factors were partially offset by a
$645.7 million decrease in the average balance of mortgage loans and a $14.0
million decrease in net prepayment fee income. Net interest spread was 0.51
percent for the nine months ended September 30, 2022, a decrease of three basis
points from the same period in 2021, and net interest margin was 0.62 percent,
an increase of four basis points from the same period in 2021.

Table 3 presents major categories of average balances, related interest
income/expense, and average yields/rates for interest-earning assets and
interest-bearing liabilities. Our primary source of earnings is net interest
income, which is the interest earned on advances, mortgage loans, and
investments less interest paid on COs, deposits, and other sources of funds.


Table 3 - Net Interest Spread and Margin
(dollars in thousands)

                                                                                              For the Three Months Ended September 30,
                                                                              2022                                                                2021
                                                                         Interest                                                            Interest
                                                     Average             Income /                Average                  Average            Income /                Average
                                                     Balance             Expense              Yield/Rate(1)               Balance             Expense             Yield/Rate(1)
Assets
Advances                                         $ 30,622,874          $ 180,829                        2.34  %       $ 14,609,839          $ 46,174                        1.25  %
Interest-bearing deposits                           1,608,143              9,138                        2.25                55,953                13                        0.09


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Securities purchased under agreements
to resell                                      2,566,033             11,683               1.81               298,913                 68               0.09
Federal funds sold                             5,137,641             28,694               2.22             3,024,544                672               0.09
Investment securities(2)                      14,697,646            110,542               2.98            13,271,856             31,001               0.93
Mortgage loans (2)(3)                          2,861,365             21,323               2.96             3,380,302             22,984               2.70
Other earning assets                               4,348                 34               3.10                     -                  -                  -
Total interest-earning assets                 57,498,050            362,243               2.50            34,641,407            100,912               

1.16

Other non-interest-earning assets              1,104,248                                                     465,337
Fair-value adjustments on investment
securities                                      (951,160)                                                    514,343
Total assets                                $ 57,651,138          $ 362,243               2.49  %       $ 35,621,087          $ 100,912               1.12  %
Liabilities and capital
Consolidated obligations
Discount notes                              $ 17,888,560          $  90,096               2.00  %       $  8,390,753          $     904               0.04  %
Bonds                                         34,211,913            186,249               2.16            23,606,437             48,861               0.82
Other interest-bearing liabilities               728,885              2,278               1.24               933,293                 82               

0.03

Total interest-bearing liabilities            52,829,358            278,623               2.09            32,930,483             49,847               0.60
Other non-interest-bearing
liabilities                                    1,835,708                                                      69,751
Total capital                                  2,986,072                                                   2,620,853
Total liabilities and capital               $ 57,651,138          $ 278,623               1.92  %       $ 35,621,087          $  49,847               0.56  %
Net interest income                                               $  83,620                                                   $  51,065
Net interest spread                                                                       0.41  %                                                     0.56  %
Net interest margin                                                                       0.58  %                                                     0.58  %

                                                                                 For the Nine Months Ended September 30,
                                                                    2022                                                        2021
                                                                    Interest                                                    Interest
                                                Average             Income /           Average              Average             Income /           Average
                                                Balance             Expense            Yield(1)             Balance             Expense            Yield(1)
Assets
Advances                                    $ 21,610,400          $ 287,377               1.78  %       $ 16,032,165          $ 150,921               1.26  %
Interest-bearing deposits                      1,045,889             11,667               1.49               424,804                107               

0.03

Securities purchased under agreements
to resell                                      2,149,366             20,963               1.30               643,780                360               0.07
Federal funds sold                             3,506,410             36,266               1.38             3,003,974              1,768               0.08
Investment securities(2)                      14,056,658            219,510               2.09            11,917,968             98,685               1.11
Mortgage loans                                 2,951,526             64,270               2.91             3,597,242             71,128               2.64
Other earning assets                               1,465                 34               3.10                     -                  -                  -
Total interest-earning assets                 45,321,714            640,087               1.89            35,619,933            322,969               

1.21

Other non-interest-earning assets                875,545                                                     319,933
Fair-value adjustments on investment
securities                                      (541,599)                                                    452,120
Total assets                                $ 45,655,660          $ 640,087               1.87  %       $ 36,391,986          $ 322,969               1.19  %
Liabilities and capital
Consolidated obligations
Discount notes                              $ 10,955,076          $ 116,812               1.43  %       $ 10,049,420          $   3,989               0.05  %
Bonds                                         29,876,607            308,391               1.38            22,499,288            164,146               0.98
Other interest-bearing liabilities               805,466              3,105               0.52               978,714                190               

0.03

Total interest-bearing liabilities            41,637,149            428,308               1.38            33,527,422            168,325               0.67
Other non-interest-bearing
liabilities                                    1,291,282                                                     182,912
Total capital                                  2,727,229                                                   2,681,652
Total liabilities and capital               $ 45,655,660          $ 428,308               1.25  %       $ 36,391,986          $ 168,325               0.62  %
Net interest income                                               $ 211,779                                                   $ 154,644
Net interest spread                                                                       0.51  %                                                     0.54  %
Net interest margin                                                                       0.62  %                                                     0.58  %


_________________________

(1) Yields are annualized.

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(2)  Average balances are reflected at amortized cost.
(3)  Nonaccrual loans are included in the average balances used to determine
average yield.

Rate and Volume Analysis

Changes in both average balances (volume) and interest rates influence changes
in net interest income and net interest margin. Table 4 summarizes changes in
interest income and interest expense for the three and nine months ended
September 30, 2022 and 2021. Changes in interest income and interest expense
that are not identifiable as either volume- or rate-related, but are equally
attributable to both volume and rate changes, have been allocated to the volume
and rate categories based upon the proportion of the absolute value of the
volume and rate changes.

Table 4 - Rate and Volume Analysis
(dollars in thousands)

                                                          For the Three Months Ended                                For the Nine Months Ended
                                                          September 30, 2022 vs. 2021                              September 30, 2022 vs. 2021
                                                          Increase (Decrease) due to                                Increase (Decrease) due to
                                                 Volume               Rate              Total              Volume              Rate              Total
Interest income
Advances                                      $   75,130          $  59,525          $ 134,655          $   62,423          $ 74,033          $ 136,456
Interest-bearing deposits                          4,944              4,181              9,125                 378            11,182             11,560
Securities purchased under agreements
to resell                                          3,312              8,303             11,615               2,566            18,037             20,603
Federal funds sold                                   788             27,234             28,022                 345            34,153             34,498
Investment securities                              3,672             75,869             79,541              20,352           100,473            120,825
Mortgage loans                                    (3,737)             2,076             (1,661)            (13,594)            6,736             (6,858)
Other earning assets                                   -                 34                 34                   -                34                 34
Total interest income                             84,109            177,222            261,331              72,470           244,648            317,118
Interest expense
Consolidated obligations
Discount notes                                     2,153             87,039             89,192                 392           112,431            112,823
Bonds                                             29,683            107,705            137,388              63,679            80,566            144,245

Other interest-bearing liabilities                   (22)             2,218              2,196                 (40)            2,955              2,915
Total interest expense                            31,814            196,962            228,776              64,031           195,952            259,983
Change in net interest income                 $   52,295          $ (19,740)         $  32,555          $    8,439          $ 48,696          $  57,135


Average Balance of Advances Outstanding


The average balance of total advances increased $5.6 billion, or 34.8 percent,
for the nine months ended September 30, 2022, compared with the same period in
2021. We cannot predict future member demand for advances.

For the nine months ended September 30, 2022 and 2021, net prepayment fees on
advances were $3.3 million and $17.3 million, respectively. Prepayment-fee
income is unpredictable and inconsistent from period to period, occurring only
when advances and investments are prepaid prior to the scheduled maturity or
repricing dates, and generally when prevailing reinvestment yields are lower
than those of the prepaid advances. For additional information see Item 8 -
Financial Statements and Supplementary Data - Notes to the Financial Statements
- Note 2 - Summary of Significant Accounting Policies - Advances in the 2021
Annual Report.

Average Balance of Investments


Average short-term money-market investments, consisting of interest-bearing
deposits, securities purchased under agreements to resell, and federal funds
sold, increased $2.6 billion, or 64.6 percent, for the nine months ended
September 30, 2022, compared with the same period in 2021, as liquidity needs
were greater in 2022 compared to 2021 due to increased advances borrowing
activity. The yield earned on short-term money-market investments is highly
correlated to short-term interest rates. As a result of the FOMC's increase in
the target range for the federal funds rate, average yields on overnight federal
funds sold increased from 0.08 percent during the nine months ended
September 30, 2021, to 1.38 percent during the nine months ended
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September 30, 2022, while average yields on securities purchased under
agreements to resell increased from 0.07 percent for the nine months ended
September 30, 2021, to 1.30 percent for the nine months ended September 30,
2022
. These investments are used for liquidity management.


Average investment-securities balances increased $2.1 billion, or 17.9 percent
for the nine months ended September 30, 2022, compared with the same period in
2021, an increase consisting primarily of $1.5 billion in MBS and $706.8 million
in U.S. Treasury obligations.

Average Balance of COs


Average CO balances increased $8.3 billion, or 25.4 percent, for the nine months
ended September 30, 2022, compared with the same period in 2021, resulting from
our increased funding needs principally due to the increase in our average
advances balances. This overall increase consisted of a $7.4 billion increase in
CO bonds and a $905.7 million increase in CO discount notes.

The average balance of CO discount notes represented approximately 26.8 percent
of total average COs during the nine months ended September 30, 2022, compared
with 30.9 percent of total average COs during the nine months ended
September 30, 2021. The average balance of CO bonds represented 73.2 percent and
69.1 percent of total average COs outstanding during the nine months ended
September 30, 2022 and 2021, respectively.

Impact of Derivatives and Hedging Activities


Net interest income includes interest accrued on interest-rate-exchange
agreements that are associated with advances, investments, and debt instruments
that qualify for hedge accounting. The fair value gains and losses of
derivatives and hedged items designated in fair-value hedge relationships are
also recognized as interest income or interest expense. We enter into
derivatives to manage the interest-rate-risk exposures inherent in otherwise
unhedged assets and liabilities and to achieve our risk-management objectives.
We generally use derivative instruments that qualify for hedge accounting as
interest-rate risk-management tools. These derivatives serve to stabilize net
income when interest rates fluctuate. Accordingly, the impact of derivatives on
net interest income and net interest margin, as well as other income, should be
viewed in the overall context of our risk-management strategy.

Table 5 below provides a summary of the impact of derivatives and hedging
activities on our earnings.

Table 5 - Effect of Derivative and Hedging Activities
(dollars in thousands)


                                                                    For the Three Months Ended September 30, 2022
Net Effect of Derivatives and Hedging
Activities                                        Advances             Investments           Mortgage Loans                 CO Bonds               

Total

Net interest income
Amortization / accretion of hedging
activities (1)                                 $       (302)         $          -          $           (76)               $    (876)               $ 

(1,254)

Gains on designated fair-value hedges                   901                 9,883                        -                      647                  

11,431

Net interest settlements on
derivatives(2)                                        4,973                22,216                        -                  (40,221)                (13,032)
Total net interest income                             5,572                32,099                      (76)                 (40,450)                 (2,855)

Net gains (losses) on derivatives and
hedging activities
Gains (losses) on derivatives not
receiving hedge accounting                                5                    (1)                       -                        -                     

4

Mortgage delivery commitments                             -                     -                       47                        -                    

47


Net gains (losses) on derivatives and
hedging activities(4)                                     5                    (1)                      47                        -                     

51


Total net effect of derivatives and
hedging activities                             $      5,577          $     32,098          $           (29)               $ (40,450)               $ (2,804)



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                                                                        For the Three Months Ended September 30, 2021
Net Effect of Derivatives and
Hedging Activities                             Advances             Investments           Mortgage Loans                CO Bonds           Other             Total
Net interest income
Amortization / accretion of hedging
activities in net interest income
(1)                                        $        (363)         $          -          $          (248)               $   (847)         $     -          $  (1,458)
Gains on designated fair-value
hedges                                               167                 2,832                        -                     168                -     

3,167

Net interest settlements included in
net interest income (2)                          (15,531)              (32,980)                       -                  20,442                -            (28,069)
Total net interest income                        (15,727)              (30,148)                    (248)                 19,763                -            (26,360)

Net (losses) gains on derivatives
and hedging activities

Losses on derivatives not receiving
hedge accounting                                    (420)                  (55)                       -                    (310)               -               (785)
CO bond firm commitments                               -                     -                        -                     302                -                302
Mortgage delivery commitments                          -                     -                       94                       -                -                 94
Price alignment amount (3)                             -                     -                        -                       -                2                  2
Net (losses) gains on derivatives
and hedging activities(4)                           (420)                  (55)                      94                      (8)               2       

(387)


Net losses on trading securities                       -               (11,091)                       -                       -                -   

(11,091)

Total net effect of derivatives and
hedging activities                         $     (16,147)         $    (41,294)         $          (154)               $ 19,755          $     2          $ (37,838)



                                                                 For the Nine Months Ended September 30, 2022
Net Effect of Derivatives and Hedging                                                        Mortgage
Activities                                        Advances             Investments            Loans                  CO Bonds                  

Total

Net interest income
Amortization / accretion of hedging
activities (1)                                 $       (838)         $          -          $    (376)               $ (2,757)               $ (3,971)
Gains on designated fair-value hedges                 2,950                39,506                  -                   1,385                  43,841
Net interest settlements on
derivatives(2)                                      (10,158)              (36,431)                 -                   1,619                 (44,970)
Total net interest income                            (8,046)                3,075               (376)                    247                  (5,100)

Net gains (losses) on derivatives and
hedging activities
Gains (losses) on derivatives not
receiving hedge accounting                               10                    (2)                 -                    (520)                   (512)
CO bond firm commitments                                  -                     -                  -                     520                     520
Mortgage delivery commitments                             -                     -               (744)                      -                    (744)

Net gains (losses) on derivatives and
hedging activities(4)                                    10                    (2)              (744)                      -                    (736)

Net losses on trading securities                          -                  (425)                 -                       -                    (425)
Total net effect of derivatives and
hedging activities                             $     (8,036)         $      2,648          $  (1,120)               $    247                $ (6,261)



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                                                                     For the Nine Months Ended September 30, 2021
Net Effect of Derivatives and                                                            Mortgage
Hedging Activities                             Advances            Investments            Loans                  CO Bonds           Other             Total
Net interest income
Amortization / accretion of hedging
activities (1)                             $    (1,767)           $         -          $  (1,076)               $ (2,249)         $    -          $   

(5,092)

Gains on designated fair-value
hedges                                             940                  6,347                  -                     467               -               7,754
Net interest settlements on
derivatives(2)                                 (47,398)               (84,764)                 -                  43,912               -             (88,250)
Total net interest income                      (48,225)               (78,417)            (1,076)                 42,130               -             (85,588)

Net gains (losses) on derivatives
and hedging activities
(Losses) gains on derivatives not
receiving hedge accounting                        (384)                    83                  -                    (329)           (148)               (778)
CO bond firm commitments                             -                      -                  -                     321               -                 321
Mortgage delivery commitments                        -                      -               (339)                      -               -                (339)
Price alignment amount (3)                           -                      -                  -                       -               8                   8
Net (losses) gains on derivatives
and hedging activities(4)                         (384)                    83               (339)                     (8)           (140)              

(788)


Net losses on trading securities                     -                (40,568)                 -                       -               -          

(40,568)

Total net effect of derivatives and
hedging activities                         $   (48,609)           $  (118,902)         $  (1,415)               $ 42,122          $ (140)         $ (126,944)


________________________
(1)  Represents the amortization/accretion of hedging fair-value adjustments and
cash-flow hedge amortization reclassified from accumulated other comprehensive
income.

(2) Represents interest income/expense on derivatives included in net interest
income.

(3) Represents the amount for derivatives for which variation margin, or
payments made for the changes in the market value of the transaction, is
characterized as a daily settlement amount.

(4) Recorded in Other, net in the statements of operations.


FINANCIAL CONDITION

Advances

At September 30, 2022, the advances portfolio totaled $33.7 billion, an increase
of $21.3 billion from $12.3 billion at December 31, 2021. The significant
increase in advances was concentrated in variable-rate advances and short-term
fixed-rate advances, reflecting rising demand for wholesale funding at member
institutions.

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Table 6 - Advances Outstanding by Product Type
(dollars in thousands)

                                                              September 30, 2022                                 December 31, 2021
                                                       Par Value             Percent of Total            Par Value             Percent of Total
Fixed-rate advances
Short-term                                       $       12,065,164                   35.6  %       $       1,531,550                   12.4  %
Long-term                                                 6,526,493                   19.2                  6,511,706                   52.7
Overnight                                                 2,796,801                    8.2                    225,922                    1.8
Putable                                                     967,400                    2.9                  1,178,425                    9.6
Amortizing                                                  525,736                    1.6                    551,163                    4.5

                                                         22,881,594                   67.5                  9,998,766                   81.0

Variable-rate advances
Simple variable (1)                                      10,707,065                   31.6                  2,348,875                   19.0
Callable                                                    250,000                    0.7                          -                      -
Putable                                                      70,000                    0.2                          -                      -
All other variable-rate indexed advances                        150                      -                         64                      -
                                                         11,027,215                   32.5                  2,348,939                   19.0
Total par value                                  $       33,908,809                  100.0  %       $      12,347,705                  100.0  %


________________________

(1) Includes floating-rate advances that may be contractually prepaid by the
borrower on a floating-rate reset date without incurring prepayment or
termination fees.

See Item 1 - Financial Statements - Notes to the Financial Statements - Note 4
- Advances for disclosures relating to redemption terms of the advances
portfolio.

Advances Credit Risk


We endeavor to minimize credit risk on advances by monitoring the financial
condition of our borrowers and by holding sufficient collateral to protect the
Bank from credit losses. All pledged collateral is subject to collateral
discounts, or haircuts, to the market value or par value, as applicable, based
on our opinion of the risk that such collateral presents. We are prohibited by
Section 10(a) of the FHLBank Act from making advances without sufficient
collateral. We have never experienced a credit loss on an advance.

We assign each non-insurance company borrower to one of the following three
credit status categories based on our assessment of the borrower's overall
financial condition and other factors:

Category-1: Members that are generally in satisfactory financial condition;

Category-2: Members that show financial weakness or weakening financial trends
in key financial indices and/or regulatory findings; and

Category-3: Members with financial weaknesses that present an elevated level of
concern.


We monitor the financial condition of our insurance company members quarterly.
We lend to them based on our assessment of their financial condition and their
pledge of sufficient amounts of eligible collateral.

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Table 7 - Advances Outstanding by Borrower Credit Status Category
(dollars in thousands)


                                                                                    As of September 30, 2022
                                                                               Par Value of                                   Ratio of Discounted
                                                                                 Advances               Discounted                Collateral
                                                Number of Borrowers             Outstanding             Collateral                to Advances
Category-1                                                217                $   29,158,535          $  101,243,923                       347.2  %
Category-2                                                 14                       340,029                 880,113                       258.8
Category-3                                                 16                       196,844                 402,835                       204.6
Insurance companies                                        24                     4,213,401               5,591,358                       132.7
Total                                                     271                $   33,908,809          $  108,118,229                       318.8  %



The method by which a borrower pledges collateral depends upon the type of
borrower (depository vs. non-depository), the category to which the borrower is
assigned, and the type of collateral that the borrower pledges. Moreover,
borrowers in Category-1 are eligible to specifically list and identify
single-family owner-occupied residential mortgage loans at a lower discount than
is allowed if the collateral is not specifically listed and identified.

The Bank may adjust the credit status category of a member from time to time
based on the financial reviews and other circumstances of the member.

We have not recorded any allowance for credit losses on advances at
September 30, 2022, and December 31, 2021, for the reasons discussed in Item 1
- Financial Statements - Notes to the Financial Statements - Note 4 -
Advances.


Table 8 - Top Five Advance-Borrowing Institutions
(dollars in thousands)

                                                                                     September 30, 2022
                                                         Par Value of          Percent of Total Par
Name                                                       Advances             Value of Advances          Weighted-Average Rate (1)
Citizens Bank, N.A.                                    $    9,769,076                       28.8  %                            3.10  %
Webster Bank, N.A.                                          3,510,717                       10.3                               3.03
Massachusetts Mutual Life Insurance Company                 2,100,000                        6.2                               1.78
Hingham Institution for Savings                             1,075,000                        3.2                               2.83
Cambridge Savings Bank                                        805,310                        2.4                               3.04

Total of top five advance-borrowing institutions $ 17,260,103

                50.9  %


                                                                                     December 31, 2021
                                                         Par Value of         Percent of Total Par
Name                                                       Advances        

Value of Advances Weighted-Average Rate (1)
Massachusetts Mutual Life Insurance Company

            $   1,500,000                       12.1  %                            1.62  %
Voya Retirement Insurance and Annuity Company                925,000                        7.5                               0.48
Hingham Institution for Savings                              665,000                        5.4                               0.28
Salem Five Cents Savings Bank                                580,392                        4.7                               0.27
Peoples United Bank                                          562,750                        4.6                               0.39

Total of top five advance-borrowing institutions $ 4,233,142

                34.3  %


_______________________

(1) Weighted-average rates are based on the contract rate of each advance
without taking into consideration the effects of interest-rate-exchange
agreements that we may use as hedging instruments.

Investments

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At September 30, 2022, investment securities and short-term money-market
instruments totaled $21.7 billion, an increase of $5.4 billion from $16.4
billion
at December 31, 2021.


Short-term money-market investments increased $5.8 billion to $8.6 billion at
September 30, 2022, compared with December 31, 2021. The increase was
attributable to increases of $3.6 billion in federal funds sold, $1.7 billion in
securities purchased under agreements to resell, and $508.2 million in interest
bearing deposits.
Investment securities declined $399.9 million to $13.1 billion at September 30,
2022, compared with $13.5 billion at December 31, 2021.

Investments Credit Risk


We are subject to credit risk on unsecured investments consisting primarily of
short-term (meaning one year and under to maturity) money-market instruments
issued by high-quality financial institutions and long-term (original maturity
in excess of one year) debentures issued or guaranteed by U.S. agencies, U.S
government-owned corporations, GSEs, and supranational institutions.

We place short-term funds with large, high-quality financial institutions that
must be rated in at least the third-highest internal rating category on a rating
scale of FHFA1 through FHFA7, reflecting progressively lower credit quality. The
internal rating categories of FHFA1 through FHFA4 are considered to be
investment quality. As of September 30, 2022, all of these placements either
expired within one day or were payable upon demand. See Part 1 - Item 1 -
Business - Business Lines - Investments in the 2021 Annual Report for additional
information.

In addition to these unsecured investments, we also make secured investments in
the form of securities purchased under agreements to resell secured by U.S.
Treasury, U.S. government guaranteed, or agency obligations, with current terms
to maturity up to 95 days and in MBS and HFA securities that are directly or
indirectly supported by underlying mortgage loans.

We actively monitor our investment credit exposures and the credit quality of
our counterparties, including assessments of each counterparty's financial
performance, capital adequacy, sovereign support, and collateral quality and
performance, as well as related market signals such as securities prices and
credit default swap spreads. We may reduce or suspend credit limits and/or seek
to reduce existing exposures, as appropriate, as a result of these monitoring
activities.

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Table 9 - Credit Ratings of Investments at Carrying Value
(dollars in thousands)

                                                                        As of September 30, 2022
                                                                        Long-Term Credit Rating
Investment Category                                   Triple-A            Double-A              Single-A                        Unrated
Money-market instruments: (1)
Interest-bearing deposits                           $       -          $        150          $   593,165                      $      -
Securities purchased under agreements to
resell                                                      -             2,500,000                    -                             -
Federal funds sold                                          -               273,000            5,239,000                             -

Total money-market instruments                              -             2,773,150            5,832,165                             -

Investment securities:(2)

Non-MBS:
U.S. Treasury obligations                                   -             5,668,041                    -                             -
Corporate bonds                                             -                     -                    -                         1,101
U.S. government-owned corporations                          -               232,051                    -                             -
GSE                                                         -                99,066                    -                             -
Supranational institutions                            350,382                     -                    -                             -
HFA securities                                         32,973                27,467                    -                             -
Total non-MBS                                         383,355             6,026,625                    -                         1,101

MBS:
U.S. government guaranteed - single-family                  -                20,531                    -                             -
U.S. government guaranteed - multifamily                    -               513,852                    -                             -
GSE - single-family                                         -               921,096                    -                             -
GSE - multifamily                                           -             5,276,909                    -                             -

Total MBS                                                   -             6,732,388                    -                             -

Total investment securities                           383,355            12,759,013                    -                         1,101

Total investments                                   $ 383,355          $ 15,532,163          $ 5,832,165                      $  1,101

_______________________

(1)  The counterparty NRSRO rating is used for money-market instruments.
Counterparty ratings are obtained from Moody's, Fitch, Inc. (Fitch), and S&P and
are each as of September 30, 2022. If there is a split rating, the lowest rating
is used. In certain instances where a counterparty is unrated, the Bank may
assign a deemed rating to the counterparty and that deemed rating is used.

(2) The issue rating is used for investment securities. Issue ratings are
obtained from Moody's, Fitch, and S&P. If there is a split rating, the lowest
rating is used.


FHFA regulations include limits on the amount of unsecured credit we may extend
to a counterparty or to a group of affiliated counterparties based on a
percentage of regulatory capital and an internal credit rating determined by
each FHLBank. See Part 1 - Item 1 - Business - Business Lines - Investments in
the 2021 Annual Report for additional information. Under these regulations, the
level of regulatory capital is determined as the lesser of our total regulatory
capital or the regulatory capital of the counterparty. The applicable regulatory
capital is then multiplied by a specified percentage for each counterparty,
which product is the maximum amount of unsecured credit exposure we may extend
to that counterparty. The percentage that we may offer for extensions of
unsecured credit other than overnight sales of federal funds ranges from one to
15 percent based on the counterparty's credit rating. From time to time, we may
establish internal credit limits lower than those permitted by regulation for
individual counterparties.

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Table 10 - Unsecured Credit Related to Money-Market Instruments and Debentures
by Carrying Value
(dollars in thousands)

                                                             Carrying Value
                                               September 30, 2022      December 31, 2021
    Interest bearing deposits                 $          593,315      $           85,153
    Federal funds sold                                 5,512,000               1,944,000
    Supranational institutions                           350,382                 403,765
    U.S. government-owned corporations                   232,051                 306,864
    GSEs                                                  99,066                 126,472
    Corporate bonds                                        1,101                   1,442



Mortgage Loans

We invest in mortgages through the MPF program. The MPF program is further
described under - Mortgage Loans Credit Risk and in Part I - Item 1 - Business -
Business Lines - Mortgage Loan Finance in the 2021 Annual Report.


As of September 30, 2022, our mortgage loan investment portfolio totaled $2.8
billion, a decrease of $299.5 million from December 31, 2021. We have
experienced continued competition from Fannie Mae and Freddie Mac, as well as
from private mortgage loan acquirers, for loan investment opportunities.
Mortgage loan purchase volumes were significantly lower during the first nine
months of 2022, compared to earlier periods, primarily due to rising interest
rates which has resulted in a reduction of home purchases and reduced mortgage
loan refinancing activity in general. In addition, prepayment activity in the
nine months ended September 30, 2022, has outpaced our purchases of mortgage
loans.

Mortgage Loans Credit Risk


We are subject to credit risk from the mortgage loans in which we invest due to
our exposure to the credit risk of the underlying borrowers and the credit risk
of the participating financial institutions when the participating financial
institutions retain credit-enhancement and/or servicing obligations. For
additional information on the credit risks arising from our participation in the
MPF program, see Part II - Item 7 - Management's Discussion and Analysis of
Financial Condition and Results of Operations - Financial Condition - Mortgage
Loans - Mortgage Loans Credit Risk in the 2021 Annual Report. For information on
the credit performance of our mortgage loan portfolio as of September 30, 2022,
see Item I - Financial Statements - Note 5 - Mortgage Loans Held for Portfolio
in this report.

Although our mortgage loan portfolio includes loans throughout the U.S.,
concentrations of 5 percent or greater of the par value of our conventional
mortgage loan portfolio are shown in Table 11.

Table 11 - State Concentrations by Par Value

Percentage of Total Par Value of Conventional

                                                                                     Mortgage Loans
                                                                     September 30, 2022            December 31, 2021
Massachusetts                                                                        62  %                       63  %
Maine                                                                                10                          10
Connecticut                                                                           9                           8
Vermont                                                                               5                           5

All others                                                                           14                          14
Total                                                                               100  %                      100  %



We place conventional mortgage loans on nonaccrual status when the collection of
interest or principal is doubtful or contractual principal or interest is 90
days or more past due. Accrued interest on nonaccrual loans is excluded from
interest income. We monitor the delinquency levels of the mortgage loan
portfolio on a monthly basis.

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Table 12 - Mortgage Loans - Risk Elements and Credit Losses
(dollars in thousands)


                                                                For the 

Nine Months Ended September 30,

                                                                     2022                      2021

Average par value of mortgage loans outstanding during the
period ending

                                                $      2,906,839           $     3,539,477
Net (charge-offs) recoveries                                               (1)                       62
Net charge-offs to average loans outstanding during the
period ending                                                               -   %                     -  %

                                                             As of September 30,        As of December 31,
                                                                     2022                      2021
Mortgage loans held for portfolio, par value                 $      2,781,414           $     3,072,075
Nonaccrual loans, par value                                            13,870                    21,384
Allowance for credit losses on mortgage loans                           2,000                     1,700

Allowance for credit losses to mortgage loans held for
portfolio

                                                                0.07   %                  0.06  %
Nonaccrual loans to mortgage loans held for portfolio                    0.50                      0.70
Allowance for credit losses to nonaccrual loans                         14.42   %                  7.95  %



Mortgage Insurance Companies. We are exposed to credit risk from primary
mortgage insurance coverage (PMI) on individual loans. As of September 30, 2022,
we were the beneficiary of PMI coverage of $62.4 million on $237.7 million of
conventional mortgage loans. These amounts relate to loans originated with PMI
and for which current loan-to-value ratios exceed 78 percent (determined by
recalculating the original loan-to-value ratio using the current par value
divided by the appraised home value at the time of loan origination).

We have analyzed our potential loss exposure to all of the mortgage insurance
companies and do not expect incremental losses based on these exposures at this
time.

Consolidated Obligations

See - Liquidity and Capital Resources for information regarding our COs.

Derivative Instruments


All derivatives are recorded on the statement of condition at fair value and
classified as either derivative assets or derivative liabilities. Bilateral and
cleared derivatives outstanding are classified as assets or liabilities
according to the net fair value of derivatives aggregated by each counterparty.
Derivative assets' net fair value, net of cash collateral and accrued interest,
totaled $457.1 million and $378.5 million as of September 30, 2022, and
December 31, 2021, respectively. Derivative liabilities' net fair value, net of
cash collateral and accrued interest, totaled $34.4 million and $38.9 million as
of September 30, 2022, and December 31, 2021, respectively.

The following table presents a summary of the notional amounts and estimated
fair values of our outstanding derivatives, excluding accrued interest, and
related hedged item by product and type of accounting treatment as of
September 30, 2022, and December 31, 2021. The notional amount represents the
hypothetical principal basis used to determine periodic interest payments
received and paid. However, the notional amount does not represent an actual
amount exchanged or our overall exposure to credit and market risk.
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Table 13 - Hedged Item and Hedge-Accounting Treatment
(dollars in thousands)

                                                                                                                    September 30, 2022                         December 31, 2021
                                                                                                              Notional                Fair                Notional               Fair
Hedged Item                                           Derivative                 Designation(2)                Amount                 Value                Amount               Value
Advances (1)                                      Swaps                     Fair value                     $  3,222,610          $      8,172          $  2,693,195          $   1,800
                                                  Swaps                     Economic                            330,000                    34               345,425            (11,761)
Total associated with advances                                                                                3,552,610                 8,206             3,038,620             (9,961)
Available-for-sale securities                     Swaps                     Fair value                       12,577,159                64,186            10,795,541             56,831
Trading securities                                Swaps                     Economic                                  -                     -               500,000              3,087
COs                                               Swaps                     Fair value                       22,202,750            (1,435,735)           13,101,220           (173,243)
                                                  Swaps                     Economic                                  -                     -                55,000                (24)
                                                  Forward starting
                                                  swaps                     Cash Flow                         1,391,000                 2,814             1,391,000               (380)
Total associated with COs                                                                                    23,593,750            (1,432,921)           14,547,220           (173,647)

Total                                                                                                        39,723,519            (1,360,529)           28,881,381           (123,690)
CO bond firm commitments                                                                                         65,000                   195                55,000                 24
Mortgage delivery commitments                                                                                     4,421                    49                 3,164                 68
Total derivatives                                                                                          $ 39,792,940            (1,360,285)         $ 28,939,545           (123,598)
Accrued interest                                                                                                                       (1,989)                                 (50,008)
Cash collateral, including related accrued
interest                                                                                                                            1,784,971                                  513,194
Net derivatives                                                                                                                  $    422,697                                $ 339,588

Derivative asset                                                                                                                 $    457,083                                $ 378,532
Derivative liability                                                                                                                  (34,386)                                 (38,944)
Net derivatives                                                                                                                  $    422,697                                $ 339,588

_______________________

(1)  As of September 30, 2022, and December 31, 2021, embedded derivatives
separated from certain advance contracts with notional amounts of $330.0 million
and $345.4 million, respectively, and fair values of $(32) thousand and $11.9
million, respectively, are not included in the table.

(2)  The hedge designation "fair value" represents the hedge classification for
transactions that qualify for hedge-accounting treatment and hedge changes in
fair value attributable to changes in the designated benchmark interest rate.
The hedge designation "cash flow" represents the hedge classification for
transactions that qualify for hedge-accounting treatment and hedge the exposure
to variability in expected future cash flows. The hedge designation "economic"
represents derivatives hedging specific or nonspecific assets, liabilities, or
firm commitments that do not qualify or were not documented as fair-value or
cash-flow hedges but are documented as serving a non-speculative use and are
hedging strategies under our risk-management policy.

Derivative Instruments Credit Risk. We are subject to credit risk on
derivatives. This risk arises from the risk of counterparty default on the
derivative contract. The amount of unsecured credit exposure to derivative
counterparty default is the amount by which the replacement cost of the
defaulted derivative contract exceeds the value of any collateral held by us (if
the counterparty is the net obligor on the derivative contract) or is exceeded
by the value of collateral pledged by us to counterparties (if we are the net
obligor on the derivative contract). We accept cash and securities collateral in
accordance with the terms of the applicable master netting agreement for
uncleared derivatives (principal-to-principal derivatives that are not centrally
cleared) from counterparties with whom we are in a current positive fair-value
position. We pledge cash and securities collateral in accordance with the terms
of the applicable master netting agreement for uncleared derivatives to
counterparties with whom we are in a current negative fair-value position.

From time to time, due to timing differences or derivatives valuation
differences between our calculated derivatives values and those of our
counterparties, and to the contractual haircuts applied to securities, we pledge
to counterparties cash or securities

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collateral whose fair value is greater than the current net negative fair-value
of derivative positions outstanding with them (variation margin).

In addition, our average daily aggregate notional amount for uncleared
derivatives transactions between June 2021 and August 2021 exceeded $8 billion
and, as a result, as of September 1, 2022, we became subject to two-way initial
margin obligations as required by the Wall Street Reform and Consumer Protection
Act. For uncleared derivatives transactions executed on or after September 1,
2022, a party whose initial margin requirement for such derivatives transactions
exceeds a specified threshold would be required to deliver collateral in the
amount by which the initial margin requirement exceeds such specified threshold.
Initial margin is required to be held at a third-party custodian for the benefit
of the secured party, which can only assert ownership of such collateral upon
the occurrence of certain events, including an event of default due to
bankruptcy, insolvency, or similar proceeding. As of September 30, 2022, all
initial margin requirements owed to our counterparties by us or owed to us by
our counterparties were less than specified delivery thresholds.

Similarly, from time to time, due to timing or derivatives-valuation
differences, we receive from counterparties cash or securities collateral whose
fair value is less than the current net positive fair-value of derivatives
positions outstanding with them. We currently pledge only cash collateral,
including initial and variation margin, for cleared derivatives, but may also
pledge securities for initial margin as allowed by the applicable DCO and
clearing member.

Table 14 - Credit Exposure to Derivatives Counterparties
(dollars in thousands)

                                                                   As of September 30, 2022
                                                                     Net Derivatives           Cash Collateral
                                                                    Fair Value Before            Pledged to                   Net Credit Exposure
Credit Rating (1)                          Notional Amount             Collateral               Counterparty                   to Counterparties

Liability positions with credit
exposure:

Cleared derivatives                      $     16,636,369          $         44,019          $        412,815                $          456,834

CO Bond firm commitments                           65,000                       195                         -                               195
Mortgage delivery commitments (2)                   4,421                        54                         -                                54
Total                                    $     16,705,790          $         44,268          $        412,815                $          457,083


_______________________
(1)  Uncleared derivatives counterparty ratings are obtained from Moody's,
Fitch, and S&P. Each rating classification includes all rating levels within
that category. If there is a split rating, the lowest rating is used. In the
case where the obligations are unconditionally and irrevocably guaranteed, the
rating of the guarantor or the counterparty is used.

(2)  Total fair-value exposures related to commitments to invest in mortgage
loans are offset by certain pair-off fees. Commitments to invest in mortgage
loans are reflected as derivatives. We do not collateralize these commitments.
However, should the participating financial institution fail to deliver the
mortgage loans as agreed, the participating financial institution is charged a
fee to compensate us for the nonperformance.


For information on our approach to the credit risks arising from our use of
derivatives, see Part II - Item 7 - Management's Discussion and Analysis and
Results of Operations - Financial Condition - Derivative Instruments -
Derivative Instruments Credit Risk in the 2021 Annual Report.

Transition from LIBOR to Alternative Reference Rates


We have exposures to investment securities and derivatives with interest rates
indexed to U.S. dollar LIBOR. All of our LIBOR-indexed financial instruments
utilize a LIBOR tenor that will either cease to be published or will no longer
be representative after June 30, 2023. Table 15 presents our exposure to
LIBOR-indexed investment securities and LIBOR-indexed derivatives, at
September 30, 2022.

For further details see the following Risk Factors in our 2021 Annual Report:
Part I - Item 1A - Risk Factors - Market and Liquidity Risks - Changes to and
replacement of the LIBOR benchmark interest rate could adversely affect our
business, financial condition, and results of operations; and - We use
derivatives to manage interest-rate risk, however, we could be unable to enter
into effective derivative instruments on acceptable terms.

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Table 15 - Financial Instruments with LIBOR Exposure at September 30, 2022
(dollars in thousands)

                                                Terminates in          Due/Terminates in         Due/Terminates after
                                                    2022             2023, through June 30          June 30, 2023              Total

Assets with LIBOR exposure


Investment securities, par amount by
contractual maturity
Non-MBS                                        $          -          $                -          $          11,350          $  11,350
MBS(1)                                                    -                           -                    398,230            398,230
Total investment securities                    $          -          $                -          $         409,580          $ 409,580

LIBOR-indexed interest-rate swaps,
notional amount
Receive leg
Cleared                                        $      4,500          $                -          $          19,750          $  24,250
Uncleared(1)                                              -                      68,000                    219,900            287,900

Total interest-rate swaps, receive leg $ 4,500 $

68,000 $ 239,650 $ 312,150

_______________________

(1)Balances are presented according to contractual maturity date and do not
reflect scheduled or unscheduled principal repayments of underlying mortgage
loans for MBS and do not reflect potential early termination option exercises
for uncleared interest-rate swaps.

Table 16 - Variable Rate Financial Instruments by Interest-Rate Index
(dollars in thousands)

                                                                    Par Value of
                                             Par Value of             Non-MBS             Par Value of          Par Value of
                                               Advances             Investments                MBS                CO Bonds
LIBOR                                       $          -          $      11,350          $    398,230          $          -
SOFR                                             367,500                      -             1,532,121             5,315,000
FHLBank discount note auction rate            10,659,565                      -                     -                     -
Constant Maturity Treasury                             -                      -                    29                     -
Other                                                150                      -                     -                     -
Total                                       $ 11,027,215          $      11,350          $  1,930,380          $  5,315,000



LIQUIDITY AND CAPITAL RESOURCES


Our financial structure is designed to enable us to expand and contract our
assets, liabilities, and capital in response to changes in membership
composition and member credit needs. Our primary source of liquidity is our
access to the capital markets through CO issuance, which is described in Part I
- Item 1 - Business - Consolidated Obligations of the 2021 Annual Report.
Outstanding COs and the condition of the market for COs are discussed below
under - Debt Financing - Consolidated Obligations. Our equity capital resources
are governed by our capital plan, certain portions of which are described under
- Capital below as well as by applicable legal and regulatory requirements.

Liquidity


We are required to maintain liquidity in accordance with the FHLBank Act, FHFA
regulations and guidance, and policies established by our management and board
of directors. We seek to be in a position to meet the credit and liquidity needs
of our members and to meet all current and future financial commitments by
managing liquidity positions to maintain stable, reliable, and cost-effective
sources of funds while taking into account market conditions, member demand, and
the maturity profile of our assets and liabilities.

We may not be able to predict future trends in member credit needs because they
are driven by complex interactions among a number of factors, including members'
asset growth or reductions, deposit growth or reductions, and the attractiveness
of
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advances compared to other wholesale borrowing alternatives. We regularly
monitor current trends, anticipate future debt issuance needs and maintain a
portfolio of highly liquid assets in an effort to be prepared to fund our
members' credit needs and our investment opportunities. We are generally able to
expand our CO debt issuance in response to our members' increased credit needs
for advances and to increase our acquisitions of mortgage loans. Alternatively,
in response to reduced member credit needs, we may allow our COs to mature
without replacement, transfer debt to another FHLBank, or repurchase and retire
outstanding COs, or redeem callable COs on eligible redemption dates, allowing
our balance sheet to shrink.

Sources and Uses of Liquidity. Our primary sources of liquidity are proceeds
from the issuance of COs and advance repayments, and maturing short-term
investments, as well as cash and investment holdings that are primarily
high-quality, short- and intermediate-term financial instruments. During the
nine months ended September 30, 2022, we maintained continuous access to funding
and adapted our debt issuance to meet the needs of our members.

Our primary uses of liquidity are advance originations and consolidated
obligation payments. Other uses of liquidity are mortgage loan and investment
purchases, dividend payments, general operating expenses, and other contractual
payments. We also maintain liquidity to redeem or repurchase excess capital
stock, through our daily excess stock repurchases, upon the request of a member
or as required under our capital plan.

Secondary sources of liquidity include payments collected on mortgage loans,
proceeds from the issuance of capital stock, and deposits from members. In
addition, under the FHLBank Act, the U.S. Treasury may purchase up to $4 billion
of FHLBank COs. The terms, conditions, and interest rates of such a purchase
would be determined by the U.S. Treasury. This authority may be exercised at the
discretion of the U.S. Treasury with the agreement of the FHFA only if
alternative means cannot be effectively employed to permit members of the
FHLBanks to continue to supply reasonable amounts of funds to the mortgage
market, and the ability to supply such funds is substantially impaired because
of monetary stringency and a high level of interest rates. There were no such
purchases by the U.S. Treasury during the nine months ended September 30, 2022.

For information and discussion of our guarantees and other commitments we may
have, see below - Off-Balance-Sheet Arrangements and Aggregate Contractual
Obligations. For further information and discussion of the joint and several
liability for FHLBank COs, see below - Debt Financing - Consolidated
Obligations.

Internal Liquidity Sources / Liquidity Management

We have developed a methodology and policies by which we measure and manage the
Bank's short-term liquidity needs based on projected net cash flow and
contingent obligations.


Projected Net Cash Flow. We define projected net cash flow as projected sources
of funds less projected uses of funds based on contractual maturities or
expected option exercise periods, and settlement of committed assets and
liabilities, as applicable. For mortgage-related cash flows and callable debt,
we incorporate projected prepayments and call exercise.

Liquidity Management Action Trigger. We maintain a liquidity management action
trigger pertaining to projected net cash flow: if projected net cash flow falls
below zero on or before the 21st day following the measurement date, then
management of the Bank is notified and determines whether any corrective action
is necessary. We did not exceed this threshold at any time during the nine
months ended September 30, 2022.

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Table 17 - Projected Net Cash Flow
(dollars in thousands)

                                                          As of September 30, 2022
                                                                   21 Days
Uses of funds
Interest payable                                         $                  62,460
Maturing liabilities                                                    11,595,009
Committed asset settlements                                                 67,112
Capital outflow                                                             58,286
MPF delivery commitments                                                     4,421

Gross uses of funds                                                     11,787,288

Sources of funds
Interest receivable                                                        104,632
Maturing or projected amortization of assets                            

18,908,877

Committed liability settlements                                            

299,992

Cash and due from banks and interest bearing deposits                      628,883
Other                                                                       45,543
Gross sources of funds                                                  19,987,927

Projected net cash flow                                  $               8,200,639



Base Case Liquidity Requirement. The Bank is subject to FHFA guidance on
liquidity, Advisory Bulletin 2018-07 (Liquidity Guidance AB), which communicates
the FHFA's expectations with respect to the maintenance of sufficient liquidity
to enable us to provide advances and letters of credit for members for a
specified time without access to the capital markets or other unsecured funding
sources.

The Liquidity Guidance AB provides guidance on the level of on-balance sheet
liquid assets related to base case liquidity. As part of the base case liquidity
measure, the guidance also includes a separate provision covering off-balance
sheet commitments from standby letters of credit. In addition, the Liquidity
Guidance AB provides guidance related to asset/liability maturity funding gap
limits.

Under the Liquidity Guidance AB, FHLBanks are required to hold positive cash
flow while rolling over maturing advances to all members and assuming no access
to capital markets for a period of time between 10 and 30 calendar days, with a
specific measurement period set forth in a supervisory letter. The Liquidity
Guidance AB also sets forth the initial cash flow assumptions and formula to
calculate base case liquidity. With respect to standby letters of credit, the
guidance states that FHLBanks should maintain a liquidity reserve of between one
percent and 20 percent of its outstanding standby letters of credit commitments,
as specified in a supervisory letter.

During the nine months ended September 30, 2022, we were out of compliance with
the Base Case Liquidity Requirement for one day and in compliance each other
day.

Balance Sheet Funding Gap Policy. We may use a portion of the short-term COs
issued to fund assets with longer terms, including longer-term floating-rate
assets. Funding longer-term floating-rate assets with shorter-term liabilities
generally does not expose us to significant interest-rate risk because the
interest rates on both the floating-rate assets and liabilities typically reset
similarly (either through rate resets or re-issuance of the obligations).
However, deviations in the cost of our short-term liabilities relative to
resetting assets can cause fluctuations in our net interest margin.

Additionally, the Bank is exposed to refinancing risk since, over certain time
horizons, it has more liabilities than assets maturing. In order to manage the
Bank's refinancing risk, we maintain a policy that limits the potential
difference between the amount of financial assets and the amount of financial
liabilities expected to mature within three-month and one-year time horizons
inclusive of projected mortgage-related prepayment activity. We measure this
difference, or gap, as a percentage of total assets under two different
measurement horizons - three months and one year. In conformity with the
provisions of the
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Liquidity Guidance AB, the Bank has instituted a limit and management action
trigger framework around these metrics as follows:

Table 18 - Funding Gap Metric

                                                                                                             Three-Month Average               Three-Month Average
Funding Gap Metric (1)                               Limit             Management Action Trigger             September 30, 2022                 December 31, 2021
3-month Funding Gap                                   15%                         13%                               2.0%                             (8.2)%
1-year Funding Gap                                    30%                         25%                               15.0%                            (0.5)%


_______________________

(1) The funding gap metric is a positive value when maturing liabilities exceed
maturing assets, as defined, within the given time period. Compliance with
Limits and Management Action Triggers are evaluated against the rolling
three-month average of the month-end funding gaps.

External Sources of Liquidity


Amended and Restated FHLBanks P&I Funding Contingency Plan Agreement. We have a
source of emergency external liquidity through the Amended and Restated FHLBanks
P&I Funding Contingency Plan Agreement. Under the terms of that agreement, in
the event we do not fund principal and interest payments due with respect to any
CO for which issuance proceeds were allocated to us within deadlines established
in the agreement, the other FHLBanks will be obligated to fund any shortfall to
the extent that any of the other FHLBanks has a net positive settlement balance
(that is, the amount by which end-of-day proceeds received by such FHLBank from
the sale of COs on that day exceeds payments by such FHLBank on COs on the same
day) in its account with the Office of Finance on the day the shortfall occurs.
We would then be required to repay the funding to the other FHLBanks. We have
never drawn funding under this agreement, nor have we ever been required to
provide funding to another FHLBank under this agreement.

Debt Financing - Consolidated Obligations


At September 30, 2022, and December 31, 2021, outstanding COs for which we are
primarily liable, including both CO bonds and CO discount notes, totaled $54.5
billion and $28.9 billion, respectively. CO bonds outstanding for which we are
primarily liable at September 30, 2022, and December 31, 2021, include issued
callable bonds totaling $20.3 billion and $12.8 billion, respectively.

CO discount notes comprised 39.8 percent and 7.9 percent of the outstanding COs
for which we are primarily liable at September 30, 2022, and December 31, 2021,
respectively, but accounted for 90.7 percent and 93.1 percent of the proceeds
from the issuance of such COs during the nine months ended September 30, 2022
and 2021, respectively.

Overall, we continued to experience strong demand for COs among investors. We
have been able to issue debt in the amounts and structures required to meet our
funding and risk-management needs. For most of the period covered by this
report, COs were issued at yields that were historically competitive versus
those of comparable-term U.S. Treasury securities. COs continue to be issued at
yields that are at or lower than SOFR for comparable short-term maturities.
However, periodic threats of Congressional failure to raise the U.S. Treasury
debt ceiling raise the potential for defaults on U.S. Treasury debt, which could
have impacts on demand for and pricing of CO debt.

The Federal Reserve's recent signaling of inflation concerns and potential
changes to its repurchase agreement offerings, purchases of U.S. Treasury
securities and U.S. Agency mortgage-backed securities, as well as the previous
establishment of liquidity facilities, are potentially important factors that
could continue to shape investor demand for debt, including COs. Moreover,
increases in U.S. Treasury security issuance in response to high fiscal deficits
following fiscal stimulus programs underlying the CARES Act, American Rescue
Plan Act, and any similar future legislation or any change or roll back of
regulations governing money market investors may also have an impact on our
funding costs.

Capital

Total capital at September 30, 2022, was $3.1 billion compared with $2.5 billion
at year-end 2021.

Capital stock increased by $764.1 million during the nine months ended
September 30, 2022, resulting from the issuance of $3.0 billion of capital stock
offset by capital stock repurchases of $2.2 billion.

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The FHLBank Act and FHFA regulations specify that each FHLBank is required to
satisfy certain minimum regulatory capital requirements. We were in compliance
with these requirements at September 30, 2022, as discussed in   Part 1- Item 1
- Notes to the Financial Statements - Note 10 - Capital.

Table 19 - Mandatorily Redeemable Capital Stock by Expiry of Redemption Notice
Period
(dollars in thousands)

                                               September 30, 2022       December 31, 2021
Past redemption date (1)                      $             3,086      $            3,138
Due in one year or less                                         -                      92
Due after one year through two years                           59                      30
Due after two years through three years                       435                       -
Due after three years through four years                      689           

581

Due after four years through five years                     6,128                   9,721

Total                                         $            10,397      $           13,562


_______________________
(1)  Amount represents mandatorily redeemable capital stock that has reached the
end of the five-year redemption-notice period but the member-related activity
(for example, advances) remains outstanding. Accordingly, these shares of stock
will not be redeemed until the activity is no longer outstanding.


Capital Rule


The FHFA's regulation on FHLBank capital classification and critical capital
levels (the Capital Rule), among other things, establishes criteria for four
capital classifications and corrective action requirements for FHLBanks that are
classified in any classification other than adequately capitalized. The Capital
Rule requires the Director of the FHFA to determine on no less than a quarterly
basis the capital classification of each FHLBank. By letter dated September 15,
2022, the Director of the FHFA notified us that based on June 30, 2022,
financial information, we met the definition of adequately capitalized under the
Capital Rule.

Internal Capital Practices and Policies


We also take steps as we believe prudent beyond legal or regulatory requirements
in an effort to ensure capital adequacy, reflected in our internal minimum
capital requirement, which exceeds regulatory requirements, our minimum retained
earnings target, and limitations on our dividends.

Internal Minimum Capital Requirement in Excess of Regulatory Requirements


To provide protection for our capital base, we maintain an internal minimum
capital requirement whereby the amount of paid-in capital stock and retained
earnings (together, our actual regulatory capital) must be at least equal to the
sum of 4 percent of our total assets plus an amount we measure as our risk
exposure with 99 percent confidence using our economic capital model (together,
our internal minimum capital requirement). As of September 30, 2022, this
internal minimum capital requirement equaled $2.9 billion, which was satisfied
by our actual regulatory capital of $3.4 billion.

Minimum Retained Earnings Target


At September 30, 2022, we had total retained earnings of $1.7 billion compared
with our minimum retained earnings target of $700.0 million. We generally view
our minimum retained earnings target as a floor for retained earnings rather
than as a retained earnings limit and expect to continue to grow our retained
earnings modestly even though we exceed the target.

For information on limitations on dividends, including limitations when we are
under our minimum retained earnings target, see Part II - Item 5 - Market for
Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities in the 2021 Annual Report.

Repurchases of Excess Stock

We have the authority, but are not obliged, to repurchase excess stock, as
discussed under Part I - Item 1 - Business - Capital Resources - Repurchase of
Excess Stock in the 2021 Annual Report.

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Table 20 - Capital Stock Requirements and Excess Capital Stock
(dollars in thousands)

                                                                                                                      Outstanding            Excess
                                      Membership Stock            Activity-Based              Total Stock               Class B             Class B
                                         Investment              Stock Investment             Investment             Capital Stock          Capital
                                       Requirement(1)              Requirement              Requirement (2)               (3)                Stock
September 30, 2022                  $         316,280          $       1,353,558          $      1,669,859          $  1,728,145          $  58,286
December 31, 2021                             429,353                    505,264                   934,638               967,200             32,562

_______________________

(1)  Pursuant to our Capital Plan of the Federal Home Loan Bank of Boston
Amended and Restated as of December 31, 2021, the membership stock investment
requirement changed from 0.20 percent of the Membership Stock Investment Base to
0.05 percent of total assets. The change was intended to reduce the aggregate
membership stock investment requirement.

(2) Total stock investment requirement is rounded up to the nearest $100 on an
individual member basis.

(3) Class B capital stock outstanding includes mandatorily redeemable capital
stock.



To facilitate our ability to maintain a prudent level of capitalization and an
efficient capital structure, while providing for an equitable allocation of
excess stock ownership among members, we conduct daily repurchases of excess
stock from any shareholder whose excess stock exceeds the lesser of $3 million
or 3 percent of the shareholder's total stock investment requirement, subject to
the minimum repurchase of $100,000. We plan to continue with this practice,
subject to regulatory requirements and our anticipated liquidity or capital
management needs, although continued repurchases remain at our sole discretion,
and we retain authority to adjust our excess stock repurchase practices subject
to notice requirements defined in our Capital Plan, or to suspend repurchases of
excess stock from any shareholder or all shareholders without prior notice.

Restricted Retained Earnings

At September 30, 2022, our total required contribution to the restricted
retained earnings account was $530.7 million compared with our total
contribution of $388.6 million. Due to the increase in the average balance of
consolidated obligations during the quarter ended September 30, 2022, we
contributed $12.0 million of third quarter 2022 net income to restricted
retained earnings.

Contractual Obligations


During the third quarter of 2022, the Bank entered into a lease modification
agreement for its existing headquarters in the Prudential Tower in Boston, MA,
and concurrently entered into a lease for new office space within the same
building. The new office space lease commences on January 1, 2023, and the Bank
intends to relocate from our existing office space to the new office space in
2023. The new lease will terminate on December 31, 2038. Additionally, during
the third quarter of 2022 the Bank entered into a lease modification agreement
for its business continuity site, which extends the term of the lease by four
years and two months, which will terminate on April 30, 2027. As a result of
these lease agreements and lease modifications, the Bank's future minimum lease
payments for operating leases are the following, as of September 30, 2022:

Table 21 - Operating Lease Future Minimum Lease Payments
(dollars in thousands)

Operating lease obligations       As of September 30, 2022
Less than one year               $                  2,085
One to three years                                  4,750
Three to five years                                 4,922
Thereafter                                         29,814
Total                            $                 41,571


Off-Balance-Sheet Arrangements

Our significant off-balance-sheet arrangements consist of the following:

• commitments that obligate us for additional advances;

                                       62

--------------------------------------------------------------------------------

Table of Contents

 •  standby letters of credit;

 •  commitments for unused lines-of-credit advances; and

 •  unsettled COs.

Off-balance-sheet arrangements are more fully discussed in Item 1 - Financial
Statements - Notes to the Financial Statements - Note 13 - Commitments and
Contingencies .

CRITICAL ACCOUNTING ESTIMATES


The preparation of financial statements in accordance with GAAP requires
management to make a number of judgments, estimates, and assumptions that affect
the reported amounts of assets and liabilities, the disclosure of contingent
assets and liabilities (if applicable), and the reported amounts of income and
expenses during the reported periods. Although management believes these
judgments, estimates, and assumptions to be reasonably accurate, actual results
may differ.

We have identified three accounting estimates that we believe are critical
because they require us to make subjective or complex judgments about matters
that are inherently uncertain, and because of the likelihood that materially
different amounts would be reported under different conditions or using
different assumptions. These estimates include accounting for derivatives, the
use of fair-value estimates, and accounting for deferred premiums and discounts
on prepayable assets. The Audit Committee of our board of directors has reviewed
these estimates. The assumptions involved in applying these policies are
discussed in Part II - Item 7 - Management's Discussion and Analysis of
Financial Condition and Results of Operations - Critical Accounting Estimates in
the 2021 Annual Report.

As of September 30, 2022, we have not made any significant changes to the
estimates and assumptions used in applying our critical accounting policies and
estimates from those used to prepare our audited financial statements.

RECENT ACCOUNTING DEVELOPMENTS


See   Item 1 - Financial Statements - Notes to the Financial Statements - Note 2
- Recently Issued and Adopted Accounting Guidance   for a discussion of recent
accounting developments impacting or that could impact us.

LEGISLATIVE AND REGULATORY DEVELOPMENTS

We summarize certain significant legislative and regulatory actions and related
developments for the period covered by this report below.


Amendments to FINRA Rule 4210: Margining of Covered Agency Transactions. On
August 15, 2022, the SEC published amendments to Financial Industries Regulatory
Authority (FINRA) Rule 4210 that delayed the effectiveness of margining
requirements for covered agency transactions from October 26, 2022, until at
least April 24, 2023. These amendments became effective upon FINRA's filing with
the SEC on July 29, 2022. Once the margining requirements are effective, we may
be required to collateralize our transactions that are covered agency
transactions, which include to be announced transactions (TBAs). These
collateralization requirements could have the effect of reducing the overall
profitability of engaging in covered agency transactions, including TBAs. We do
not expect this rule to have a material effect on our financial condition or
results of operations.

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