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•	Projections of our net interest income, noninterest income, earnings per share, noninterest expenses (including professional services, compliance, compensation and other costs), cash flows, balance sheet positions, capital expenditures, liquidity and capitalization or other financial items

•	Descriptions of our strategic initiatives, plans or objectives for future operations, including pending sales or acquisitions

•	Forecasts of venture capital/private equity funding and investment levels

•	Forecasts of future interest rates, economic performance, and income from investments

•	Forecasts of expected levels of provisions for loan losses, loan growth and client funds

•	Descriptions of assumptions underlying or relating to any of the foregoing

▪	Market and economic conditions (including interest rate environment, and levels of public offerings, mergers/acquisitions and venture capital financing activities) and the associated impact on us

▪	The sufficiency of our capital, including sources of capital (such as funds generated through retained earnings) and the extent to which capital may be used or required

▪	The adequacy of our liquidity position, including sources of liquidity (such as funds generated through retained earnings)

▪	Our overall investment plans, strategies and activities, including venture capital/private equity funding and investments, and our investment of excess cash/liquidity

▪	The realization, timing, valuation and performance of equity or other investments

▪	The likelihood that the market value of our impaired investments will recover

▪	Our intent to sell our available-for-sale securities prior to recovery of our cost basis, or the likelihood of such

▪	The impact on our interest income from mortgage prepayment levels as it relates to our premium amortization expense

▪	Expected cash requirements for unfunded commitments to certain investments, including capital calls

▪	Our overall management of interest rate risk, including managing the sensitivity of our interest-earning assets and interest-bearing liabilities to interest rates, and the impact to earnings from a change in interest rates

▪	The credit quality of our loan portfolio, including levels and trends of nonperforming loans, impaired loans, criticized loans and troubled debt restructurings

▪	The adequacy of reserves (including allowance for loan and lease losses) and the appropriateness of our methodology for calculating such reserves

▪	The level of loan and deposit balances

▪	The level of client investment fees and associated margins

▪	The profitability of our products and services, including loan yields, loan pricing, and interest margins

▪	Our strategic initiatives, including the expansion of operations and business activities in China, India, Israel, the UK and elsewhere domestically or internationally

▪	The expansion and growth of our noninterest income sources

▪	Distributions of venture capital, private equity or debt fund investment proceeds; intentions to sell such fund investments

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▪	The changes in, or adequacy of, our unrecognized tax benefits and any associated impact

▪	The realization of certain deferred tax assets, and of any benefit stemming from certain net operating loss carryforwards.

▪	The extent to which counterparties, including those to our forward and option contracts, will perform their contractual obligations

▪	The condition and suitability of our properties

▪	The effect of application of accounting pronouncements and regulatory requirements

▪	The effect of lawsuits and claims

▪	Regulatory developments, including the nature and timing of the adoption and effectiveness of new requirements under the Dodd-Frank Act (as defined below), Basel guidelines, capital requirements and other applicable laws and regulations

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ITEM 1.	BUSINESS

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Our SVB Accelerator practice focuses on serving our “emerging” or “early stage” clients. These clients are generally in the start-up or early stages of their life cycles. They are typically privately-held and funded by friends and family, “seed” or “angel” investors, or have gone through an initial round of venture capital financing. Typically, they are primarily engaged in research and development, have little or no revenue and may have only brought a few products or services to market. SVB Accelerator clients tend to have annual revenues below $5 million.

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Our SVB Growth practice serves our “mid-stage” and “late-stage” clients. These clients are in the intermediate or later stages of their life cycles and are generally privately-held, and many are dependent on venture capital for funding. Some of these clients are in the more advanced stages of their life cycles and may be publicly held or poised to become publicly held. Our SVB Growth clients generally have a solid or more established product or service offering in the market, with more meaningful or considerable revenue. They also may be expanding globally. SVB Growth clients tend to have annual revenues between $5 million and $75 million.

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Our SVB Corporate Finance practice serves primarily our large corporate clients, which are more mature and established companies. These clients are generally publicly-held or large privately-held companies, have a more sophisticated product or service offering in the market, and significant revenue. They also may be expanding globally. SVB Corporate Finance clients tend to have annual revenues over $75 million.

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•	Require periodic reports and such additional information as the Federal Reserve may require in its discretion;

•	Require the maintenance of certain levels of capital;

•	Restrict the ability of bank holding companies to service debt or to receive dividends or other distributions from their subsidiary banks;

•	Require prior approval for senior executive officer and director changes under certain circumstances;

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Require that bank holding companies serve as a source of financial and managerial strength to subsidiary banks and commit resources as necessary to support each subsidiary bank. A bank holding company's failure to meet its obligations to serve as a source of strength to its subsidiary banks will generally be considered by the Federal Reserve to be an unsafe and unsound banking practice or a violation of Federal Reserve regulations or both under current law, and will be a statutory violation under the Dodd-Frank Act, as described below;

•	Terminate an activity or terminate control of or liquidate or divest certain subsidiaries, affiliates or investments if the Federal Reserve believes the activity or the control of the subsidiary or affiliate constitutes a serious risk to the financial safety, soundness or stability of any bank subsidiary;

•	Regulate provisions of certain bank holding company debt, including the authority to impose interest ceilings and reserve requirements on such debt and require prior approval to purchase or redeem our securities in certain situations; and

•	Approve acquisitions and mergers with banks and consider certain competitive, management, financial, financial stability and other factors in granting these approvals. Similar California and other state banking agency approvals may also be required.

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•	Capital standards applicable to bank holding companies may be no less stringent than those applied to insured depository institutions;

•	Annual stress tests and early remediation or so-called living wills are required for larger banks with more than $50 billon assets, as well as risk committees of its board of directors that include a risk expert, and such requirements may have the effect of establishing new best practices standards for banks below that size, such as SVB Financial Group;

•	Repeal of the federal prohibition (Regulation Q) on the payment of interest on demand deposits, including business checking accounts, and made permanent the $250,000 limit for federal deposit insurance;

•	The establishment of the Consumer Finance Protection Bureau (the “CFPB”) with responsibility for promulgating and enforcing regulations designed to protect consumers' financial interests and prohibit unfair, deceptive and abusive acts and practices by financial institutions;

•	The CFPB to directly examine those financial institutions with $10 billion or more in assets for compliance with the regulations promulgated by the CFPB;

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•	Limits, or places significant burdens and compliance and other costs, on activities traditionally conducted by banking organizations, such as originating and securitizing mortgage loans and other financial assets, arranging and participating in swap and derivative transactions, proprietary trading and investing in private equity and other funds; and

•	The establishment of new compensation restrictions and standards regarding the time, manner and form of compensation given to key executives and other personnel receiving incentive compensation, including documentation and governance, proxy access by stockholders, deferral and claw-back requirements.

•	Require affirmative action to correct any conditions resulting from any violation or practice;

•	Require prior approval for senior executive officer and director changes;

•	Direct an increase in capital and the maintenance of specific minimum capital ratios which may preclude the Bank from being deemed well capitalized for regulatory purposes;

•	Restrict the Bank's growth geographically, by products and services, or by mergers and acquisitions;

•	Enter into informal or formal enforcement orders, including memoranda of understanding, written agreements and consent or cease and desist orders to take corrective action and enjoin unsafe and unsound practices;

•	Restrict or prohibit the Bank from paying dividends or making other distributions to SVB Financial;

•	Remove officers and directors and assess civil monetary penalties; and

•	Take possession of and close and liquidate the Bank.

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“Tier 1 capital” consists of common equity, retained earnings, qualifying non-cumulative perpetual preferred stock, a limited amount of qualifying cumulative perpetual preferred stock issued prior to May 19, 2010 and noncontrolling interests in the equity accounts of consolidated subsidiaries (including trust-preferred securities), less goodwill and certain other intangible assets. Qualifying Tier 1 capital may consist of trust-preferred securities issued prior to May 19, 2010, subject to certain criteria and quantitative limits for inclusion of restricted core capital elements in Tier 1 capital.

•	“Tier 2 capital” includes, among other things, hybrid capital instruments, perpetual debt, mandatory convertible debt securities, qualifying term subordinated debt, preferred stock that does not qualify as Tier 1 capital, and a limited amount of allowance for loan and lease losses.

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•	Increase the quantity and quality of capital required by proposing a new minimum common equity tier 1 ratio of 4.5 percent of risk-weighted assets and a common equity tier 1 capital conservation buffer of 2.5 percent of risk-weighted assets, and raise the minimum tier 1 capital ratio from 4 percent to 6 percent of risk-weighted assets;

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•	Revise the definition of capital to improve the ability of regulatory capital instruments to absorb losses, including the elimination of trust preferred securities as a component of tier 1 capital over a multi-year period;

•	Establish limitations on capital distributions and certain discretionary bonus payments if additional specified amounts, or "buffers," of common equity tier 1 capital are not met; and

•	Introduce a supplementary leverage ratio for internationally active banking organizations.

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ITEM 1A.	RISK FACTORS

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ITEM 1B.	UNRESOLVED STAFF COMMENTS

ITEM 2.	PROPERTIES

ITEM 3.	LEGAL PROCEEDINGS

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Item 5.	MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

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*	$100 invested on 12/31/07 in stock & index-including reinvestment of dividends.

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Item 6.	SELECTED CONSOLIDATED FINANCIAL DATA

(1)	See “Management's Discussion and Analysis of Financial Condition and Results of Operations-Capital Resources-Capital Ratios” under Part II, Item 7 in this report for a reconciliation of non-GAAP tangible common equity to tangible assets and tangible common equity to risk-weighted assets.

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▪	Average loan balances of $7.6 billion, an increase of $1.7 billion, or 30.0 percent. Period-end loan balances were $8.9 billion, an increase of $2.0 billion, or 28.4 percent.

▪	Average deposit balances of $17.9 billion, an increase of $2.3 billion, or 15.0 percent. Average total client funds (including both on-balance sheet deposits and off-balance sheet client investment funds) were $38.1 billion, an increase of $4.8 billion, or 14.5 percent.

▪

Net interest income (fully taxable equivalent basis) of $619.8 million, an increase of $91.6 million, primarily due to an increase in interest income from loans attributable to growth in average balances of $1.7 billion. This increase was largely offset by a decrease in the overall yield of our loan portfolio from a continued shift in the mix of our loans that are indexed to the national Prime rate versus the SVB Prime rate,.

▪

Our net interest margin increased to 3.19 percent, compared to 3.08 percent, primarily due to growth in average loan balances (higher-yielding assets) and lower cash balances from deployment into available-for-sale securities. These increases were partially offset by lower loan yields from a continued shift in the mix of our loans that are indexed to the national Prime rate versus the SVB Prime rate, as well as an increase of $27.7 million in premium amortization expense on our available-for-sale securities portfolio reflective of an increase in mortgage prepayment levels for fixed rate mortgage securities.

▪	A provision for loan losses of $44.3 million, compared to $6.1 million. The provision of $44.3 million in 2012 was primarily due to net charge-offs of $23.6 million and period-end loan growth of $2.0 billion. Net charge-offs in 2012 were 0.31 percent of average total gross loans, reflecting the strong overall credit quality of our portfolio.

▪	Core fee income (deposit service charges, letters of credit fees, credit card fees, client investment fees, and foreign exchange fees) of $136.9 million, an increase of $18.4 million, or 15.6 percent. This increase reflects increased client activity and continued growth in our business, primarily from credit card fees, foreign exchange fees and client

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▪	Gains on investment securities, net of noncontrolling interests and excluding gains on sales of certain-available-for-sale securities, remained at strong levels of $31.5 million, compared to $32.7 million. See “Results of Operations—Noninterest Income—Gains on Investment Securities, Net” for further details and a reconciliation of gains on investment securities, net of noncontrolling interests.

▪	Gains of $5.0 million from the sale of $316 million U.S. agency securities that were held in our available-for-sale portfolio.

▪	Net gains of $4.2 million from the sale of certain assets related to our equity management services business.

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Noninterest expense of $546.0 million, an increase of $45.4 million, or 9.1 percent. The increase was primarily due to higher salaries and wages expense related to an increase in average full-time equivalent employees (“FTEs”), which increased by 9.0 percent to 1,581 average FTEs, compared to 1,451 average FTEs. In addition, we saw an increase in premises and equipment and professional services expenses to support continued growth in our business and IT infrastructure initiatives.

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Overall, our liquidity remained strong based on the attributes of our period end available-for-sale securities portfolio, which totaled $11.3 billion at December 31, 2012, compared to $10.5 billion at December 31, 2011. Our available-for-sale securities portfolio continued to be a good source of liquidity as it was invested in high quality investments and generated steady monthly cash flows. Additionally, our available-for-sale securities portfolio continued to provide us with the ability to secure wholesale borrowings, as needed.

▪	Overall, SVB Financial and the Bank continued to maintain strong capital positions. The Bank's Tier 1 leverage ratio increased by 19 basis points to 7.06 percent at December 31, 2012, compared to 6.87 percent at December 31, 2011. The increase in the Bank's Tier 1 leverage capital ratio was primarily the result of strong earnings, partially offset by growth of average deposits.

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(1)	See "Non-GAAP Net Income and Non-GAAP Diluted Earnings Per Common Share” below for a description and reconciliation of non-GAAP net income available to common stockholders and non-GAAP diluted earnings per share.

(2)	See “Results of Operations–Noninterest Income” below for a description and reconciliation of non-GAAP noninterest income.

(3)	See “Results of Operations–Noninterest Expense” below for a description and reconciliation of non-GAAP noninterest expense and non-GAAP operating efficiency ratio.

(4)	Ratio represents consolidated net income available to common stockholders divided by average assets.

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(5)	Ratio represents consolidated net income available to common stockholders divided by average SVBFG stockholders’ equity.

(6)	Our risk-weighted assets at December 31, 2012 reflect a refinement in our determination of certain unfunded credit commitments related to the contractual borrowing base made in 2012.

(7)	See “Capital Resources–Capital Ratios” for a reconciliation of non-GAAP tangible common equity to tangible assets and tangible common equity to risk-weighted assets.

(8)	The operating efficiency ratio is calculated by dividing total noninterest expense by total taxable-equivalent net interest income plus noninterest income.

(9)	Book value per common share is calculated by dividing total SVBFG stockholders’ equity by total outstanding common shares at period-end.

(1)	Gains on the sales of $316 million and $1.4 billion in certain available-for-sale securities in the second quarters of 2012 and 2011, respectively.

(2)	Net gains of $4.2 million from the sale of certain assets related to our equity management services business in the second quarter of 2012.

(3)	Net gains of $3.1 million from the repurchase of $109 million of our 5.70% Senior Notes and $204 million of our 6.05% Subordinated Notes and the termination of the corresponding portions of interest rate swaps in the second quarter of 2011.

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•	Changes in lending policies and procedures, including underwriting standards and collections, and charge-off and recovery practices;

•	Changes in national and local economic business conditions, including the market and economic condition of our clients' industry sectors;

•	Changes in the nature of our loan portfolio;

•	Changes in experience, ability, and depth of lending management and staff;

•	Changes in the trend of the volume and severity of past due and classified loans;

•	Changes in the trend of the volume of nonaccrual loans, troubled debt restructurings, and other loan modifications;

•	Reserve floor for portfolio segments that would not draw a minimum reserve based on the lack of historical loan loss experience;

•	Reserve for large funded loan exposure; and

•	Other factors as determined by management from time to time.

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•	An underlying asset value, which is estimated based on current information available, including any information regarding subsequent rounds of funding for the entity issuing the warrant.

•	Stated strike price, which can be adjusted for certain warrants upon the occurrence of subsequent funding rounds or other future events.

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Price volatility or the amount of uncertainty or risk about the magnitude of the changes in the underlying asset price. The volatility assumption is based on historical price volatility of publicly traded companies within indices similar in nature to the underlying client companies issuing the warrant. The actual volatility input is based on the median volatility for an individual public company within an index, averaged for the past 16 quarters. The weighted average quarterly median volatility assumption used for the warrant valuation at December 31, 2012 was 45.2 percent, compared to 52.5 percent at December 31, 2011.

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Actual data on cancellations and exercises of our equity warrant assets are utilized as the basis for determining the expected remaining life of the equity warrant assets in each financial reporting period. Equity warrant assets may be exercised in the event of acquisitions, mergers or IPOs, and cancelled due to events such as bankruptcies, restructuring activities or additional financings. These events cause the expected remaining life assumption to be shorter than the contractual term of the warrants. The remaining life assumption used for the valuation of our private warrant portfolio was 45.0 percent at December 31, 2012, compared to 40.0 percent at December 31, 2011. The increase was made to reflect market conditions and trends.

•	The risk-free interest rate is derived from the Treasury yield curve and is calculated based on a weighted average of the risk-free interest rates that correspond closest to the expected remaining life of the warrant. The risk-free interest rate used for the warrant valuation was 0.4 percent at both December 31, 2012 and December 31, 2011.

•	A discount applied to all private company warrants to account for a general lack of marketability due to the private nature of the associated underlying company. The discount is based on long-run averages and is influenced over time by various factors, including market conditions. The marketability discount used for the valuation of our private

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•	Interest income for 2012 increased by $83.3 million primarily due to:

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A $79.3 million increase in interest income on loans to $469.1 million in 2012, compared to $389.8 million in 2011. This increase was reflective of an increase in average loan balances of $1.7 billion, partially offset by a decrease of 49 basis points in the overall yield on our loan portfolio. The decrease in yields was reflective of a continued shift in the mix of our loans that are indexed to the national Prime rate versus the SVB Prime rate. We expect our loan yields will continue to be impacted by this shift in the mix of our loans in 2013, as we expect we will continue to index more loans to the national Prime rate, instead of our SVB Prime rate. The national Prime rate was 75 basis points lower than the SVB Prime rate as of December 31, 2012.

◦	A $6.3 million increase in interest income on available-for-sale securities to $177.3 million in 2012, compared to $171.0 million in 2011. The increase of $6.3 million was comprised of the following:

▪	A $22.4 million increase related to higher average balances of $1.3 billion.

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An $11.6 million increase related to higher yields, reflective of a shift in our portfolio to a smaller proportion of lower-yielding variable-rate securities as we did not purchase any of these securities in 2012. For 2012, average variable-rate securities were $2.1 billion, or 19.7 percent of our portfolio, compared to $2.7 billion, or 28.9 percent for 2011. The coupon rate on these securities resets based on changes in the one-month LIBOR rate.

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A $27.7 million decrease related to higher premium amortization expense, which increased to $55.6 million in 2012 from $27.9 million in 2011. The increase in premium amortization expense was reflective of an increase in mortgage prepayment levels on our fixed rate mortgage securities. As of December 31, 2012, the remaining unamortized premium balance on our available-for-sale securities portfolio was $115.0 million. As such, in 2013, we expect our interest income from available-for-sale securities will continue to be impacted by mortgage prepayment levels, to the extent they impact our actual, as well as forecasted, premium amortization expense.

•	Interest expense for 2012 decreased by $8.3 million primarily due to:

◦	A decrease in interest expense of $6.2 million related to our long-term debt, primarily due to the maturity of $250.0 million of our 3.875% Convertible Notes in April 2011, as well as the repurchase of $109 million of our 5.70% Senior Notes and $204 million of our 6.05% Subordinated Notes in May 2011.

◦	A decrease in interest expense from interest-bearing deposits of $2.2 million, primarily due to decreases in rates paid on deposits throughout 2011, which was reflective of market rates.

•	Interest income for 2011 increased by $103.6 million primarily due to:

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A $70.3 million increase in interest income from loans to $389.8 million in 2011, compared to $319.5 million in 2010. This increase was reflective of an increase in average loan balances of $1.4 billion, partially offset by a decrease of 50 basis points in the overall yield on our loan portfolio. The decrease in yields was reflective of a continued shift in the mix of our loans that were indexed to the national Prime rate versus the SVB Prime rate.

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A $37.7 million increase in interest income from available-for-sale securities to $171.0 million in 2011, compared to $133.3 million in 2010. This increase was primarily reflective of growth in average balances of $4.0 billion due to new investments, which were purchased as a result of our continued deposit growth. This increase was partially offset by lower investment yields available on purchases of new securities in the low rate environment and the effect of sales of $1.4 billion and $651 million in higher-yielding securities in 2011 and 2010, respectively, which resulted in pre-tax gains of $37.3 million and $23.6 million, respectively.

•	Interest expense for 2011 decreased by $4.5 million primarily due to:

◦	A $5.9 million decrease in interest expense from interest-bearing deposits, primarily due to decreases in rates paid on deposits throughout 2010 and 2011, reflective of low market rates. This decrease was partially offset by an increase in interest expense related to an increase of $519.6 million in average interest-bearing deposit balances during 2011.

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An increase in interest expense of $1.5 million related to our long-term debt, primarily due to a $13.9 million increase in interest expense from the issuance of $350 million in 5.375% Senior Notes in September 2010, partially offset by a $9.9 million decrease due to the maturity of our 3.875% Convertible Notes in April 2011 and a $2.7 million decrease due to the repurchase of $109 million of our 5.70% Senior Notes and $204 million of our 6.05% Subordinated Notes in May 2011.

•	An increase in net interest margin from an increase of $1.7 billion in average loan balances (higher-yielding assets).

•	An increase in net interest margin from lower cash balances as a result of deployment into available-for-sale securities, which has resulted in a favorable change in our mix of interest-earning assets.

•	An increase in net interest margin from an increase in yields on our available-for-sale securities, which was reflective of a shift in our portfolio to a smaller proportion of lower-yielding variable-rate securities.

•	A decrease in net interest margin from a decrease in the overall yield on our loan portfolio resulting from changes in loan mix.

•	A decrease in net interest margin from an increase in premium amortization expense on our available-for-sale securities portfolio.

•	An increase in net interest margin from an increase of $1.4 billion in average loan balances (higher-yielding assets).

•	An increase in net interest margin from a decrease in rates paid on our deposits.

•	A decrease in net interest margin from significant growth in deposits, the majority of which were invested in available-for-sale securities (lower-yielding assets), as well as paydowns and sales of higher-yielding securities throughout 2011 being reinvested in lower-yielding securities given the low interest rate environment.

•	A decrease in net interest margin from a decrease in the overall yield on our loan portfolio resulting from changes in loan mix.

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(1)	Includes average interest-earning deposits in other financial institutions of $250 million, $324 million and $217 million in 2012, 2011 and 2010, respectively. For 2012, 2011 and 2010, balances also include $726 million, $1.4 billion and $3.5 billion, respectively, deposited at the FRB, earning interest at the Federal Funds target rate.

(2)	Yields on available-for-sale securities are based on amortized cost, and therefore do not give effect to unrealized changes in fair value that are reflected in other comprehensive income.

(3)	Interest income on non-taxable available-for-sale securities is presented on a fully taxable-equivalent basis using the federal statutory income tax rate of 35.0 percent for all periods presented.

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(4)	Nonaccrual loans are reflected in the average balances of loans.

(5)	Interest income includes loan fees of $76.1 million, $65.9 million and $56.1 million in 2012, 2011 and 2010, respectively.

(6)	Average investment securities of $1.3 billion, $958 million and $687 million in 2012, 2011 and 2010, respectively, were classified as other assets as they were noninterest-earning assets. These investments primarily consisted of non-marketable securities.

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(1)	The following table provides a reconciliation GAAP noninterest income to non-GAAP core fee income:

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(1)	Comprised of mutual funds and Repurchase Agreement Program assets.

(2)	Client investment funds are maintained at third party financial institutions and are not recorded on our balance sheet.

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•	Gains of $13.3 million from our managed funds, which included valuation increases and carried interest of $9.2 million from a single investment in two of our managed funds.

•	Gains of $12.3 million from our investments in debt funds, driven primarily by IPO and M&A activity and other valuation increases from the investments within the funds.

•	Gains of $6.6 million from our strategic and other investments, primarily driven by valuation increases from certain fund investments and realized gains on distributions from our fund investments.

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(1)	At December 31, 2012, we held warrants in 1,270 companies, compared to 1,174 companies at December 31, 2011 and 1,157 companies at December 31, 2010.

(2)	Net gains on equity warrant assets are included in the line item “Gains on derivative instruments, net” as part of noninterest income.

(3)	Represents the net gains for foreign exchange forward contracts executed on behalf of clients.

(4)	Represents the change in the fair value of foreign exchange forward contracts used to economically reduce our foreign exchange exposure related to certain foreign currency denominated loans.

(5)	Primarily represents the change in fair value of loan conversion options held by SVB Financial. As of December 31, 2012, the loan conversion options related to five clients. For more information, refer to Note 12—"Derivative Financial Instruments" of the "Notes to the Consolidated Financial Statements" under Part II, Item 8 in this report.

•	Net gains on equity warrant assets of $19.4 million in 2012, compared to net gains of $37.4 million in 2011. The net gains of $19.4 million in 2012 included the following:

◦	Net gains of $10.9 million from changes in warrant valuations from both private and public clients.

◦	Net gains of $10.0 million from the exercise of equity warrant assets.

•	Net gains on equity warrant assets of $37.4 million in 2011, compared to net gains of $6.6 million in 2010. The net gains of $37.4 million in 2011 included the following:

◦	Net gains of $21.4 from changes in warrant valuations from both private and public clients.

◦	Net gains of $17.9 million from the exercise of equity warrant assets.

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(1)	Includes income from SVB Analytics.

(2)	Represents the revaluation of foreign currency denominated financial instruments issued and held by us, primarily loans, deposits and cash

(3)	Includes the revaluation of foreign currency denominated financial statements of certain funds. Included in these amounts are gains of $27 thousand, losses of $2.9 million and gains of $0.4 million in 2012, 2011 and 2010, respectively, attributable to noncontrolling interests calculated based on the ownership percentages of the noncontrolling interests.

•	A $5.9 million increase in unused commitment fees, primarily resulting from the prospective reclassification of certain fees from interest income to noninterest income. The comparable amount of these fees included in interest income in 2011 was $5.2 million.

•	Gains of $4.2 million on the sale of certain assets related to our equity management services business in the second quarter of 2012. The sale of these assets was also the primary driver for the decrease of $1.8 million in service-based fee income.

•	Currency revaluation losses of $16 thousand in 2012, compared to losses of $4.3 million in 2011. The losses of $4.3 million in 2011 were primarily due to the strengthening of the U.S. Dollar against the Indian Rupee.

•	Gains on the revaluation of foreign currency instruments of $1.7 million in 2012, compared to losses of $2.1 million in 2011. The revaluation gains were primarily due to the weakening of the U.S. Dollar against the Euro and Pound Sterling.

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(1)	The non-GAAP operating efficiency ratio is calculated by dividing non-GAAP noninterest expense by non-GAAP total taxable-equivalent income.

(1)	Other employee benefits includes employer payroll taxes, group health and life insurance, share-based compensation, 401(k), warrant incentive and retention program plans, agency fees and other employee related expenses.

•	An increase of $15.8 million in salaries and wages expense, primarily due to an increase in the number of average FTEs, as well as from merit increases. Average FTEs increased by 130 to 1,581 in 2012, compared to 1,451 in 2011, primarily to support our product development, operational and sales and advisory, as well as to support our commercial banking operations and initiatives.

•	An increase of $8.7 million in other employee benefits, primarily due to an increase in average FTEs, as well as an increase in 401(k) expenses and employer payroll taxes driven by 2011 incentive compensation payouts during the first quarter of 2012, which were at higher levels than 2010 incentive compensation payouts in the first quarter of 2011.

•	A decrease of $10.6 million in incentive compensation and ESOP expense, primarily reflective of higher expenses in 2011 as a result of better than expected results for that period.

•	An increase of $31.8 million in incentive compensation and ESOP expense, primarily reflective of better than expected results in 2011.

•	An increase of $18.1 million in salaries and wages expense, primarily due to an increase in the number of average FTEs, as well as from base salary merit increases. Average FTEs increased by 146 to 1,451 average FTEs in 2011, primarily to support our product development, operational and sales and advisory, as well as to support our commercial banking operations and initiatives.

•	An increase of $14.6 million from other employee related benefits, primarily due to an increase in average FTEs, as well as an increase in 401(k) expenses and employer payroll taxes driven by 2010 incentive compensation payouts during the first quarter of 2011, which were at higher levels than 2009 incentive compensation payouts in the first quarter of 2010.

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(1)	Represents net gains from the repurchase of $109 million of our 5.70% Senior Notes and $204 million of our 6.05% Subordinated Notes and the termination of the corresponding portions of interest rate swaps in 2011.

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(1)	Represents noncontrolling interests’ share in net interest income, noninterest income and noninterest expense.

(2)	Represents the preferred allocation of income earned by the general partners or limited partners of certain consolidated funds.

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•	Net gains on investment securities of $16.2 million in 2012, compared to net gains of $17.1 million in 2011. The net gains on investment securities of $16.2 million in 2012 were primarily driven by valuation increases and IPO and M&A activity within our managed funds.

•	Fund management fees of $11.1 million in 2012, compared to $10.7 million in 2011.

•	Net gains on investment securities of $17.1 million in 2011, compared to net gains of $8.6 million in 2010. The net gains on investment securities of $17.1 million in 2011 were primarily related to net gains of $14.7 million from our managed funds attributable to valuation increases and IPO and M&A activity.

•	Fund management fees of $10.7 million in 2011, compared to $10.8 million in 2010.

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•	Funding of our capital contribution of $80 million to our joint venture bank in China in the second quarter of 2012, which is included in the line item "Other investments" under equity method accounting.

•	An increase of $54 million in venture capital and private equity investments accounted for using fair value accounting from our managed funds of funds due to additional capital calls (net of distributions) for fund investments, as well as from valuation increases

•	An increase of $35 million in low income housing tax credit funds due to new investments.

•	An increase of $221 million in venture capital and private equity investments accounted for using fair value accounting from our managed funds of funds due to additional capital calls (net of distributions) for fund investments of $101 million, as well as from valuation gains of $80 million.

•	An increase of $35 million in venture capital and private equity fund investments accounted for using cost method accounting primarily related to capital calls paid to fund investments.

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(1)	The following table shows the amounts of venture capital and private equity fund investments held by the following consolidated funds and amounts attributable to SVBFG for each fund at December 31, 2012, 2011 and 2010:

(2)	The following table shows the amounts of other venture capital investments held by the following consolidated funds and amounts attributable to SVBFG for each fund at December 31, 2012, 2011 and 2010:

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(i)	As of December 31, 2012, SVB India Capital Partners I, LP was deconsolidated from the financial statements of SVBFG. See Note 2 – “Significant Accounting Policies-Principles of Consolidation and Presentation” of the “Notes to Consolidated Financial Statements” under Part II, Item 8 of this report for additional details.

(1)	Because of the diverse nature of clean technology products and services, for our loan-related reporting purposes, cleantech-related loans are reported under our hardware, software, life science and other commercial loan categories, as applicable.

(2)	Included in our premium wine portfolio are gross construction loans of $148 million, $111 million, $119 million, $122 million and $115 million at December 31, 2012, 2011, 2010, 2009 and 2008, respectively.

(3)	Consumer loans secured by real estate at December 31, 2012, 2011, 2010, 2009 and 2008 were comprised of the following:

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(4)	Construction loans consist of low income housing loans made to fulfill our responsibilities under the Community Reinvestment Act and are primarily secured by real estate.

(5)	Unearned income, net of deferred costs, was $77 million, $60 million, $46 million, $35 million and $45 million in 2012, 2011, 2010, 2009 and 2008, respectively.

(6)	Included within our total loan portfolio are credit card loans of $64 million, $50 million, $33 million and $25 million at December 31, 2012, 2011, 2010 and 2009, respectively. We did not have any credit card loans at December 31, 2008

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(1)	Premium wine clients can have loan balances included in both commercial loans and real estate secured loans, the total of which are used for the breakout of the above categories.

(2)	Consumer loan clients have loan balances included in both real estate secured loans and other consumer loans, the total of which are used for the breakout of the above categories.

(1)	Premium wine clients can have loan balances included in both commercial loans and real estate secured loans, the total of which are used for the breakout of the above categories.

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(2)	Consumer loan clients have loan balances included in both real estate secured loans and other consumer loans, the total of which are used for the breakout of the above categories.

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(1)	Represents loan category as a percentage of total gross loans as of year end.

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(1)	The “Reserve for unfunded credit commitments” is included as a component of other liabilities. See “Provision for Unfunded Credit Commitments” above for a discussion of the changes to the reserve.

(2)	Includes unfunded loan commitments and letters of credit.

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(1)	See “Derivatives” section below.

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(1)	As part of our liquidity risk management practices, we periodically test availability and access to overnight borrowings in the Fed Funds market. These balances represent short-term borrowings.

(2)	Represents cash collateral received from counterparties for our interest rate swap agreements related to our 5.70% Senior Notes and 6.05% Subordinated Notes.

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(1)	See “Derivatives” section above.

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(1)	Our risk-weighted assets for 2012 reflect a refinement in our determination of certain unfunded credit commitments related to the contractual borrowing base.

(2)	See below for a reconciliation of non-GAAP tangible common equity to tangible assets and tangible common equity to risk-weighted assets.

(3)	The FRB has not issued any minimum guidelines for the tangible common equity to tangible assets ratio or the tangible common equity to risk-weighted assets ratio. However, we believe these ratios provide meaningful supplemental information regarding our capital levels and are therefore provided above.

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(1)	Our risk-weighted assets for 2012 reflect a refinement in our determination of risk rating for certain unfunded credit commitments related to the contractual borrowing base.

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(1)

See Note 7–“Investment Securities” of the “Notes to the Consolidated Financial Statements” under Part II, Item 8 in this report, for further disclosure related to non-marketable securities. We make commitments to invest in venture capital and private equity funds, which in turn make investments generally in, or in some cases make loans to, privately-held companies. Commitments to invest in these funds are generally made for a 10-year period from the inception of the fund. Although the limited partnership agreements governing these investments typically do not restrict the general partners from calling 100% of committed capital in one year, it is customary for these funds to generally call most of the capital commitments over 5 to 7 years; however in certain cases, the funds may not call 100% of committed capital over the life of the fund. The actual timing of future cash requirements to fund these commitments is generally dependent upon the investment cycle, overall market conditions, and the nature and type of industry in which the privately held companies operate.

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1.	Nature of Business

2.	Summary of Significant Accounting Policies

1.	We have the power to direct the activities of the VIE that most significantly impact the entity’s economic performance;

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2.	The aggregate indirect and direct variable interests held by the Company have the obligation to absorb losses or the right to receive benefits from the entity that could be significant to the VIE; and,

3.	Qualitative and quantitative factors regarding the nature, size, and form of our involvement with the VIE.

•	The length of time and the extent to which the fair value has been less than the amortized cost basis (severity and duration);

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•	Adverse conditions specifically related to the security, an industry, or geographic area; for example, changes in the financial condition of the issuer of the security, or in the case of an asset-backed debt security, changes in the financial condition of the underlying loan obligors. Examples of those changes include any of the following:

◦	Changes in technology;

◦	The discontinuance of a segment of the business that may affect the future earnings potential of the issuer or underlying loan obligors of the security; and

◦	Changes in the quality of the credit enhancement.

•	The historical and implied volatility of the fair value of the security;

•	The payment structure of the debt security and the likelihood of the issuer being able to make payments that increase in the future;

•	Failure of the issuer of the security to make scheduled interest or principal payments;

•	Any changes to the rating of the security by a rating agency; and

•	Recoveries or additional declines in fair value after the balance sheet date.

•	Funds of funds; which make investments in venture capital and private equity funds;

•	Direct venture funds; which make equity investments in privately held companies.

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(1)	The general partners of these funds are owned and controlled by SVB Financial. The limited partners of these funds do not have substantive participating or kick-out rights. Therefore, these funds are consolidated and any gains or losses resulting from changes in the estimated fair value of the investments are recorded as investment gains or losses in our consolidated net income.

•	Equity securities, such as preferred or common stock in privately-held companies in which we hold a voting interest of at least 20 percent but less than 50 percent or in which we have the ability to exercise significant influence over the investees' operating and financial policies, are accounted for under the equity method.

•	Investments in limited partnerships in which we hold voting interests of more than 5 percent, but less than 50 percent or in which we have the ability to exercise significant influence over the partnerships' operating and financial policies are accounted for using the equity method.

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•	Our China joint venture partnership, for which we have 50 percent ownership, is accounted for under the equity method.

•	Equity securities, such as preferred or common stock in privately-held companies in which we hold an ownership interest of less than 20 percent and in which we do not have the ability to exercise significant influence over the investees' operating and financial policies, are accounted for under the cost method.

•	Investments in limited partnerships in which we hold voting interests of less than 5 percent and in which we do not have the ability to exercise significant influence over the partnerships' operating and financial policies, are accounted for under the cost method. These non-marketable securities include investments in venture capital and private equity funds.

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•	Changes in lending policies and procedures, including underwriting standards and collections, and charge-off and recovery practices;

•	Changes in national and local economic business conditions, including the market and economic condition of our clients' industry sectors;

•	Changes in the nature of our loan portfolio;

•	Changes in experience, ability, and depth of lending management and staff;

•	Changes in the trend of the volume and severity of past due and classified loans;

•	Changes in the trend of the volume of nonaccrual loans, troubled debt restructurings, and other loan modifications;

•	Reserve floor for portfolio segments that would not draw a minimum reserve based on the lack of historical loan loss experience;

•	Reserve for large funded loan exposure; and

•	Other factors as determined by management from time to time.

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•	An underlying asset value, which is estimated based on current information available, including any information regarding subsequent rounds of funding.

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•	Stated strike price, which can be adjusted for certain warrants upon the occurrence of subsequent funding rounds or other future events.

•

Price volatility or the amount of uncertainty or risk about the magnitude of the changes in the warrant price. The volatility assumption is based on historical price volatility of publicly traded companies within indices similar in nature to the underlying client companies issuing the warrant. The actual volatility input is based on the median volatility for an individual public company within an index for the past 16 quarters, from which an average volatility was derived.

•

Actual data on cancellations and exercises of our warrants are utilized as the basis for determining the expected remaining life of the warrants in each financial reporting period. Warrants may be exercised in the event of acquisitions, mergers or IPOs, and cancelled due to events such as bankruptcies, restructuring activities or additional financings. These events cause the expected remaining life assumption to be shorter than the contractual term of the warrants.

•	The risk-free interest rate is derived from the Treasury yield curve and is calculated based on a weighted average of the risk-free interest rates that correspond closest to the expected remaining life of the warrant.

•	Other adjustments, including a marketability discount, are estimated based on management's judgment about the general industry environment.

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3.	Stockholders’ Equity and EPS

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4.	Share-Based Compensation

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5.	Reserves on Deposit with the Federal Reserve Bank and Federal Bank Stock

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6.	Cash and Cash Equivalents

(1)	At December 31, 2012 and 2011, $72 million and $100 million, respectively, of our cash and due from banks was deposited at the FRB and was earning interest at the Federal Funds target rate, and interest-earning deposits in other financial institutions were $283 million and $372 million, respectively.

(2)	At December 31, 2012 and 2011, securities purchased under agreements to resell were collateralized by U.S. treasury securities and U.S. agency securities with aggregate fair values of $136 million and $179 million, respectively. None of these securities received as collateral were sold or repledged as of December 31, 2012 and 2011.

7.	Investment Securities

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(1)	The following table shows the amounts of venture capital and private equity fund investments held by the following consolidated funds and our ownership percentage of each fund at December 31, 2012 and December 31, 2011 (fair value accounting):

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(i)	At December 31, 2012, we had a direct ownership interest of 1.3 percent and an indirect ownership interest of 3.8 percent in the fund through our ownership interest of SVB Strategic Investors Fund II, LP.

(ii)	At December 31, 2012, we had a direct ownership interest of 41.5 percent and indirect ownership interests of 12.6 percent and 4.1 percent in the fund through our ownership interest of SVB Capital—NT Growth Partners, LP and SVB Capital Preferred Return Fund, LP, respectively.

(2)	The following table shows the amounts of other venture capital investments held by the following consolidated funds and our ownership percentage of each fund at December 31, 2012 and December 31, 2011 (fair value accounting):

(i)	At December 31, 2012, we had a direct ownership interest of 1.3 percent and an indirect ownership interest of 3.8 percent in the fund through our ownership of SVB Strategic Investors Fund II, LP.

(ii)	As of December 31, 2012, SVB India Capital Partners I, LP, was deconsolidated from the financial statements of SVBFG. See Note 2 – “Significant Accounting Policies-Principles of Consolidation and Presentation” for additional details.

(3)	The following table shows the carrying value and our ownership percentage of each investment at December 31, 2012 and December 31, 2011 (equity method accounting):

(i)	At December 31, 2012, we had a direct ownership interest of 4.8 percent in the fund and an indirect interest in the fund through our investment in Gold Hill Venture Lending Partners 3, LLC (“GHLLC”) of 4.5 percent.

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(ii)	At December 31, 2012, we had a direct ownership interest of 11.5 percent in the fund and an indirect interest in the fund through our investment in Gold Hill Capital 2008, LLC of 4.0 percent.

(iii)	In 2012, we contributed $80 million to SPD Silicon Valley Bank Co., Ltd. ("SPD-SVB"), our joint venture bank in China.

(4)

Represents investments in 324 and 329 funds (primarily venture capital funds) at December 31, 2012 and December 31, 2011, respectively, where our ownership interest is less than 5% of the voting interests of each such fund and in which we do not have the ability to exercise significant influence over the partnerships operating activities and financial policies. For the year ended December 31, 2012, we recognized OTTI losses of $1.0 million resulting from other-than-temporary declines in value for 46 of the 324 investments. The OTTI losses are included in net gains on investment securities, a component of noninterest income. We concluded that any declines in value for the remaining investments were temporary and as such, no OTTI was required to be recognized. At December 31, 2012, the carrying value of these venture capital and private equity fund investments (cost method accounting) was $162 million, and the estimated fair value was $193 million.

(1)

As of December 31, 2012, we identified a total of 33 investments that were in unrealized loss positions, of which six investments totaling $8.2 million with unrealized losses of $0.3 million have been in an impaired position for a period of time greater than 12 months. As of December 31, 2012, we do not intend to sell any impaired debt or equity securities prior to recovery of our adjusted cost basis, and it is more likely than not that we will not be required to sell any of our securities prior to recovery of our adjusted cost basis. Based on our analysis as of December 31, 2012, we deem all impairments to be temporary, and therefore changes in value for our temporarily impaired securities as of the same date are included in other comprehensive income. Market valuations and impairment analyses on assets in the available-for-sale securities portfolio are reviewed and monitored on a quarterly basis.

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(1)	Includes realized gains on sales of available-for-sale securities that are recognized in the income statement. Unrealized gains on available-for-sale securities are recognized in other comprehensive income. The cost basis of available-for-sale securities sold is determined on a specific identification basis.

8.	Loans and Allowance for Loan Losses

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(1)	Included in our premium wine portfolio are gross construction loans of $148 million and $111 million at December 31, 2012 and 2011, respectively.

(2)	Consumer loans secured by real estate at December 31, 2012 and 2011 were comprised of the following:

(3)	Included within our total loan portfolio are credit card loans of $64 million and $50 million at December 31, 2012 and 2011, respectively.

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(1)	During 2012 and 2011, we had partial charge-offs of $14.3 million and $2.8 million, respectively, on loans classified as TDRs.

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9.	Premises and Equipment

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10.	Deposits

11.	Short-Term Borrowings and Long-Term Debt

(1)	Represents cash collateral received from our counterparty for our interest rate swap agreement related to our 6.05% Subordinated Notes.

(2)	At December 31, 2011, included in the carrying value of our 5.70% Senior Notes was $2.6 million related to hedge accounting associated with the notes.

(3)	At December 31, 2012 and 2011, included in the carrying value of our 6.05% Subordinated Notes were $9.0 million and $8.8 million, respectively, related to hedge accounting associated with the notes.

(4)	Represents long-term notes payable related to one of our debt fund investments. The last payment related to the notes was made in April 2012.

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12.	Derivative Financial Instruments

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(1)	Cash collateral received from our counterparty for our interest rate swap agreement is recorded as a component of “short-term borrowings” on our consolidated balance sheets.

(2)	Net exposure for contracts in a gain position reflects the replacement cost in the event of nonperformance by all such counterparties. The credit ratings of our institutional counterparties as of December 31, 2012 remain at investment grade or higher and there were no material changes in their credit ratings for the year ended December 31, 2012.

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(1)	Primarily represents the change in fair value of loan conversion options.

13.	Other Noninterest Income and Other Noninterest Expense

(1)	Balance in 2012 reflects the prospective reclassification of certain fees from interest income to noninterest income. The comparable amount of these fees included in interest income in 2011 and 2010 was $5.2 million and $4.8 million, respectively.

(2)	Represents the revaluation of foreign currency denominated financial instruments issued and held by us, primarily loans, deposits and cash.

(3)	Includes the revaluation of foreign currency denominated financial statements of certain funds. Included in these amounts are gains of $27 thousand, losses of $2.9 million and gains of $0.4 million in 2012, 2011 and 2010, respectively, attributable to noncontrolling interests calculated based on the ownership percentages of the noncontrolling interests.

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(1)	Represents gains from the repurchase of 109 million of our 5.70% Senior Notes and $204 million of our 6.05% Subordinated Notes and the termination of the corresponding portions of interest rate swaps in 2011. For more information, see Note 11–"Short-Term Borrowings and Long-Term Debt."

14.	Income Taxes

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15.	Employee Compensation and Benefit Plans

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16.	Related Parties

17.	Off-Balance Sheet Arrangements, Guarantees and Other Commitments

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(1)	Represents commitments which are available for funding, due to clients meeting all collateral, compliance and financial covenants required under loan commitment agreements.

(2)	See below for additional information on our commercial and standby letters of credit.

(3)	Represents commitments which are currently unavailable for funding, due to clients failing to meet all collateral, compliance and financial covenants under loan commitment agreements.

(4)	We extend credit under accounts receivable factoring arrangements when our clients’ sales invoices are deemed creditworthy under existing underwriting practices.

(5)	Our reserve for unfunded credit commitments includes an allowance for both our unfunded loan commitments and our letters of credit.

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(1)	Our ownership includes 1.3 percent direct ownership through SVB Capital Partners II, LLC and SVB Financial, and 3.8 percent indirect ownership through our investment in SVB Strategic Investors Fund II, LP.

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(2)	Our ownership includes 41.5 percent direct ownership and indirect ownership interest of 12.6 percent and 4.1 percent in the fund through our ownership interest of SVB Capital - NT Growth Partners, LP and SVB Capital Preferred Return Fund, LP, respectively.

(3)	Our ownership includes 4.8 percent direct ownership and 4.5 percent indirect ownership interest through GHLLC.

(4)	Represents commitments to 332 funds (primarily venture capital funds) where our ownership interest is generally less than 5 percent of the voting interests of each such fund.

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18.	Fair Value of Financial Instruments

(1)	Included in Level 1, Level 2, and Level 3 assets are $1.1 million, $8.7 million, and $708 million, respectively, attributable to noncontrolling interests calculated based on the ownership percentages of the noncontrolling interests.

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(1)	Included in Level 1 and Level 3 assets are $1.2 million and $648 million, respectively, attributable to noncontrolling interests calculated based on the ownership percentages of the noncontrolling interests.

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(1)	Realized and unrealized gains (losses) are recorded on the line items “gains on investment securities, net”, and “other noninterest income”, components of noninterest income.

(2)	Realized and unrealized gains are recorded on the line item “gains on derivative instruments, net”, a component of noninterest income.

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(1)	Beginning in the third quarter of 2012, for purposes of this disclosure we revised our methodology to exclude reclassifications of previously recorded unrealized gains (losses) as a result of distributions.

(2)	Unrealized gains (losses) are recorded on the line items “gains on investment securities, net”, and “other noninterest income”, components of noninterest income.

(3)	Unrealized (losses) gains are recorded on the line item “gains on derivative instruments, net”, a component of noninterest income.

(1)

In determining the fair value of our other venture capital investment portfolio, we evaluate a variety of factors related to each underlying private portfolio company including, but not limited to, actual and forecasted results, cash position, recent or planned transactions and market comparable companies. Additionally, we have ongoing communication with the portfolio companies and venture capital fund managers, to determine whether there is a material change in fair value. These factors are specific to each portfolio company and a weighted average or range of values of the unobservable inputs is not meaningful.

(2)

Our marketability discount is applied to all private company warrants to account for a general lack of liquidity due to the private nature of the associated underlying company. The quantitative measure used is based on long-run averages and is influenced over time by various factors, including market conditions. On a quarterly basis, a sensitivity analysis is performed on our marketability discount. In the third quarter of 2012, we increased the marketability discount from 15.0 percent to 22.5 percent to reflect market conditions and trends.

(3)	We adjust the contractual remaining term of private company warrants based on our best estimate of the actual remaining life, which we determine by utilizing historical data on cancellations and exercises. At December 31, 2012, the weighted average contractual remaining term was 6.4 years, compared to our estimated remaining life of 2.9 years. On a quarterly

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(1)	Includes noninterest-bearing demand deposits, interest-bearing checking accounts, money market accounts and interest-bearing sweep deposits.

(2)	At December 31, 2012 and 2011, included in the carrying value and estimated fair value of our 6.05% Subordinated Notes was $9.0 million and $8.8 million, respectively, related to hedge accounting associated with the notes.

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(3)	At December 31, 2011, included in the carrying value and estimated fair value of our 5.70% Senior Notes was $2.6 million related to hedge accounting associated with the notes.

(1)

Venture capital and private equity fund investments within non-marketable securities (fair value accounting) include investments made by our managed funds of funds and one of our direct venture funds. These investments represent investments in venture capital and private equity funds that invest primarily in U.S. and global technology and life sciences companies. Included in the fair value and unfunded commitments of fund investments under fair value accounting are $590 million and $422 million, respectively, attributable to noncontrolling interests. It is estimated that we will receive distributions from the fund investments over the next 10 to 13 years, depending on the age of the funds and any potential extensions of terms of the funds.

(2)

Other investments within non-marketable securities (equity method accounting) include investments in debt funds and venture capital and private equity fund investments that invest in or lend money to primarily U.S. and global technology and life sciences companies. It is estimated that we will receive distributions from the fund investments over the next 10 to 13 years, depending on the age of the funds.

(3)

Venture capital and private equity fund investments within non-marketable securities (cost method accounting) include investments in venture capital and private equity fund investments that invest primarily in U.S. and global technology and life sciences companies. It is estimated that we will receive distributions from the fund investments over the next 10 to 13 years, depending on the age of the funds and any potential extensions of the terms of the funds.

19.	Regulatory Matters

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20.	Segment Reporting

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Global Commercial Bank provides solutions to the financial needs of commercial clients through lending, deposit products, cash management services, and global banking and trade products and services. It also serves the needs of our non-U.S. clients with global banking products, including loans, deposits and global finance, in key foreign entrepreneurial markets, where applicable. Our Global Commercial Bank segment is comprised of results from our Commercial Bank, and also includes SVB Specialty Lending, SVB Analytics and our Debt Fund Investments. As a result of the change in FTP methodology discussed above, our Global Commercial Bank segment’s total net interest income for 2011 and 2010 was increased by $73.7 million and $56.3 million, respectively (offset is included within “Other Items”), due to the reclassification of all prior periods to reflect the current period’s methodology and presentation.

•	SVB Private Bank provides banking products and a range of credit services primarily to venture capital/private equity professionals using both long-term secured and short-term unsecured lines of credit.

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SVB Capital is the venture capital investment arm of SVBFG, which focuses primarily on funds management. SVB Capital manages funds (primarily venture capital funds) on behalf of third party limited partners and SVB Financial Group. The SVB Capital family of funds is comprised of funds of funds and direct venture funds. SVB Capital generates income for the Company primarily through management fees, carried interest arrangements and returns through the Company’s investments in the funds.

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(1)	Global Commercial Bank’s and SVB Capital’s components of net interest income, noninterest income, noninterest expense and total average assets are shown net of noncontrolling interest for all periods presented. Noncontrolling interest is included within "Other Items".

(2)	The Global Commercial Bank segment includes direct depreciation and amortization of $16.3 million, $12.2 million and $9.7 million for 2012, 2011 and 2010, respectively.

(3)	The internal reporting model used by management to assess segment performance does not calculate income tax expense by segment. Our effective tax rate is a reasonable approximation of the segment rates.

(4)	Total average assets equals the greater of total average assets or the sum of total liabilities and total stockholders’ equity for each segment.

21.	Parent Company Only Condensed Financial Information

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22.	Unaudited Quarterly Financial Data

23.	Legal Matters

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24.	Subsequent Events

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ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTNATS ON ACCOUNTING AND FINANCIAL DISCLOSURE

ITEM	9A. CONTROLS AND PROCEDURES

(a)	Disclosure Controls and Procedures

(b)	Internal Control Over Financial Reporting

ITEM 9B.	OTHER INFORMATION

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ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

ITEM 11.	EXECUTIVE COMPENSATION

ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT, AND RELATED STOCKHOLDER MATTERS

(1)	Represents options granted under our 2006 Equity Incentive Plan and 1997 Equity Incentive Plan. This number does not include securities to be issued for unvested restricted stock units of 585,543 shares.

(2)	Includes shares available for issuance under our 2006 Equity Incentive Plan and 872,725 shares available for issuance under the 1999 Employee Stock Purchase Plan. This amount excludes securities already granted under our 2006 Equity Incentive Plan and 1997 Equity Incentive Plan (as discussed above).

ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

ITEM 14.	PRINCIPAL ACCOUNTING FEES AND SERVICES

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ITEM 15.	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)	Financial Statements and Exhibits:

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