[Congressional Record Volume 155, Number 55 (Wednesday, April 1, 2009)]
[House]
[Pages H4287-H4310]
From the Congressional Record Online through the Government Publishing Office [www.gpo.gov]




                        PAY FOR PERFORMANCE ACT

  The SPEAKER pro tempore. Pursuant to House Resolution 306 and rule 
XVIII, the Chair declares the House in the Committee of the Whole House 
on the state of the Union for the consideration of the bill, H.R. 1664.

                              {time}  1438


                     In the Committee of the Whole

  Accordingly, the House resolved itself into the Committee of the 
Whole House on the state of the Union for the consideration of the bill 
(H.R. 1664) to amend the executive compensation provisions of the 
Emergency Economic Stabilization Act of 2008 to prohibit unreasonable 
and excessive compensation and compensation not based on performance 
standards, with Mr. Jackson of Illinois in the chair.
  The Clerk read the title of the bill.
  The CHAIR. Pursuant to the rule, the bill is considered read the 
first time. The gentleman from Massachusetts (Mr. Frank) and the 
gentleman from Georgia (Mr. Price) each will control 30 minutes.
  The Chair recognizes the gentleman from Massachusetts.
  Mr. FRANK of Massachusetts. Mr. Chairman, I want to begin by 
recognizing the two Members who are the main authors of this bill, and 
I will begin with 2 minutes for the gentleman from Florida (Mr. 
Grayson).
  Mr. GRAYSON. Mr. Chairman, we offer H.R. 1664, the Pay for 
Performance Act. The Pay for Performance Act is based on two simple 
concepts: 1, no one has the right to get rich off taxpayer money, and 
2, no one should get rich off abject failure.
  The U.S. Government spent $170 billion to stabilize AIG, and it now 
owns 80 percent of that company. Yet recently AIG paid more than $165 
million in bonuses to 73 employees with this taxpayer money. We should 
not be paying an arsonist to put out his own fire, and we should not be 
paying an executive to ruin his own bank.
  Mr. Chairman, an economy in which a bank executive can line his own 
pockets by destroying his company with risky bets is an economy that 
will spiral downward to failure. And a government that hands out money 
to such executives is a government that fails to protect its own 
taxpayers.
  H.R. 1664 is designed to allow responsible compensation to those who 
work for companies running on taxpayer money. The bill freezes current 
bonus payments for executives and employees of companies that have 
accepted capital investments from the TARP program until that 
investment capital is paid back to the government. It allows for new 
compensation and bonus arrangements to be made, as long as they are 
based on performance standards and are not excessive or unreasonable. 
These standards must be crafted by the Treasury Secretary within 30 
days and approved by the Federal Financial Institutions Examination 
Council.
  Our job is to act on behalf of taxpayers to fix our economy, and we 
do so today with this bill. The restrictions in this bill apply only to 
financial institutions that have taken capital investments from the 
taxpayer, and they are commonsense restrictions. Pay cannot be 
excessive or unreasonable, and bonuses must be based on performance 
standards. If the banks want to avoid, for some reason, these 
commonsense restrictions, there's a very simple way for them to do so. 
Just pay the bailout money back to the government, and that's what the 
banks say they want to do. I know that taxpayers in my district will 
happily take it back.
  The CHAIR. The time of the gentleman has expired.
  Mr. FRANK of Massachusetts. I yield the gentleman an additional 30 
seconds.
  Mr. GRAYSON. I asked the CEO of AIG when he came to testify before 
the Financial Services Committee, is it more important to protect bank 
executives who have lost billions of dollars and still get millions of 
dollars worth of pay, or to protect us? The answer to that question is 
now before this body, and I know which side I'm on.
  Mr. PRICE of Georgia. Mr. Chairman, I am pleased to yield 1 minute to 
my friend from Texas (Mr. Culberson).
  Mr. CULBERSON. Mr. Chairman, the bill before the House is simply 
political cover for liberals who rushed their $800 billion stimulus 
bill through the House, ensuring these AIG bonuses would be paid. You 
know, Mr. Chairman, if the Members had more than 12 hours to read this 
1,100 page, $800 billion stimulus bill, we might have been able to spot 
problems like this before Members were forced to vote. And in fact, Mr. 
Chairman, one of the Members who voted for this stimulus bill is the 
sponsor of the legislation before us, Mr. Grayson. I'd like to ask the 
gentleman from Florida if he would yield for a question. I will yield 
my time, Mr. Grayson. I'd like to yield to you, please, sir, for a 
question please, sir. Mr. Grayson, thank you very much. Because I would 
like to ask the gentleman from Florida--I thank you, Mr. Grayson. If I 
could, before I yield, very quickly, if I could, sir, would you please 
answer yes or no if you read the 1,100-page stimulus bill before the 
vote.
  The CHAIR. The time of the gentleman has expired.
  Mr. PRICE of Georgia. I yield the gentleman an additional minute.
  Mr. CULBERSON. Did you read the bill before the vote?

                              {time}  1445

  Mr. CULBERSON. There is your answer, Mr. Chairman.
  It is, I think, a terrible injustice to the taxpayers of America that 
the liberal leadership of this House is jamming through $800 billion 
spending bills with very few committee hearings, with less than 12-
hours' notice, without the opportunity for Members to read the bill, 
with a majority that promised to be the most transparent, accountable 
and honest majority in Congress in history, underneath a President who 
promised that he would not sign a bill

[[Page H4288]]

that was not laid out for at least 5 legislative days. The Member from 
Florida walks away from the microphone, the author of the amendment 
before us, who cannot even tell us if he read the bill.
  American taxpayers deserve better in a time of economic crisis. When 
we are guardians of the Treasury, our responsibility is as trustees--to 
protect our children and grandchildren from financial ruin. In 60 days, 
Mr. Chairman, this liberal majority has spent over $1.3 trillion, money 
our kids cannot afford.
  The CHAIR. The time of the gentleman has expired.
  Mr. FRANK of Massachusetts. Regular order.
  The CHAIR. Members should address the Chair even when engaged in a 
colloquy.
  Mr. FRANK of Massachusetts. Mr. Chairman, I will yield myself as much 
time as I may consume.
  This is really extraordinary. What you have just heard is a 
denunciation of something that was done by the Congress a few weeks ago 
and a refusal to undo it. I have never seen people, Mr. Chairman, so 
attached to something they hate. This is presumably a psychological 
disorder which I am not equipped to diagnose.
  The objection of the gentleman from Texas was that, when the recovery 
bill was passed, it was passed too quickly. We signed it that night. It 
included a provision that should not have been in there. This bill 
takes it out. It takes it out in a way that makes sure it will have had 
no effect, because it dealt with something in the past, and it is 
undone by this.
  Speaking about being undone, my Republican colleagues were being 
undone by the loss of their whipping boy.
  Mr. CULBERSON. Mr. Chairman, will you yield?
  Mr. FRANK of Massachusetts. I will yield.
  Mr. CULBERSON. Mr. Chairman, truly, all we ask is for transparency. 
All we ask is for time for the taxpayers and for the people of America 
to read the bill.
  Mr. FRANK of Massachusetts. I will take back my time.
  The bill under consideration is 5\1/2\ pages. I believe even the 
gentleman from Texas could have read it by now, and if the gentleman 
from Texas has not been able to read this 5\1/2\-page bill, I will talk 
long. Even if you read slow, you'll get it done.
  The point is that this bill undoes what he is complaining about. Note 
the refusal to address the subject. The complaint was that the 
amendment in the recovery package said that bonuses in the past given 
by AIG or by anybody else would not be covered by the restrictions in 
that bill. This undoes it. This takes it away. My colleagues on the 
other side are kind of like kids who have had a toy bear or a blanket, 
and this security blanket means a lot to them. Their security blanket 
is being able to complain about something that happened before the 
break. This bill undoes what happened before the break and makes it a 
nullity. They at some point, Mr. Chairman, have to outgrow the security 
blanket.
  Now, of course, here is the real problem. They do not want to vote 
for a bill that restricts excessive pay and unreasonable bonuses. The 
gentleman from Texas has now had a chance to read the bill and has a 
question for me about this bill.
  Mr. CULBERSON. Will the gentleman yield?
  Mr. FRANK of Massachusetts. Yes.
  Mr. CULBERSON. Mr. Chairman, truly, in all sincerity, I would ask 
only if you as chairman would promise us that you would lay these bills 
out for 72 hours before the vote so that the American people could read 
the bill. My objection is to the 1,100-page $800 billion stimulus which 
was laid out for 12 hours.
  Mr. FRANK of Massachusetts. I will take back my time to say that this 
is the bill that came out of the Financial Services Committee, and this 
was not out for 72 hours. It was out for much more than 72 hours. We, 
in fact, marked up the bill, with amendments, in an open markup last 
Wednesday. We voted on it on Thursday.
  Mr. CULBERSON. Thank you.
  Mr. FRANK of Massachusetts. No. I'm sorry. The gentleman wants to 
debate a bill that was passed in February. He can have all of the 
Special Orders he wants in order to beat that dead horse, because it is 
a dead horse, Mr. Chairman. This bill that he does not want to debate 
the merits of, that he is probably prepared to vote against and is 
looking for some reason to, undoes what was done back then for the 
recipients of TARP funds. So that is the issue. This bill was marked up 
in committee. It was fully debated in committee.
  Mr. CULBERSON. This bill----
  Mr. FRANK of Massachusetts. I'm sorry. The gentleman has twice asked 
me to yield for questions.
  The CHAIR. The gentleman from Massachusetts controls the time.
  Mr. FRANK of Massachusetts. I have twice yielded to the gentleman for 
questions, which I must say, in all parliamentary decorum, to me, did 
not seem to substantially add to the quality of the debate, because we 
are on this bill that he does not want to talk about. This bill was 
out. It was debated. It has been laid forth. We have amendments that 
will be considered to be adopted that were also made public for some 
time. Here is the point:
  This bill addresses what Members on the other side complained about. 
Apparently, they regret that fact. They would rather complain than have 
us undo the source of their complaints, so that is why they are dealing 
so unhappily with this legislation.
  Now let me get back to the merits of this bill. It says, if you have 
received capital contributions under the TARP, like AIG--AIG, by the 
way, was originally, of course, given money under the Bush 
administration, by the Bush-appointed head of the Federal Reserve and 
with the approval of the Bush-appointed Secretary of the Treasury. It 
later got TARP funds.
  From the Senate, from the Senator of Connecticut, we then saw 
restrictions. He deserves credit for adding restrictions when no one 
else had pushed for them. He did not get all of the restrictions that 
he should have gotten, which was because of other people objecting. 
There was a requirement that the restrictions not be retroactive. 
Members complained about that. This bill fixes it. Let me emphasize 
again: This bill undoes the exemption of retroactive bonuses from the 
darned language. I don't understand why people are opposed.
  Mr. CULBERSON. Would the gentleman yield?
  Mr. FRANK of Massachusetts. No. Let me explain this to the gentleman 
from Texas. I yielded to him twice. I am not going to continue to let 
the gentleman from Texas evade the issue by not debating this bill. He 
has his own time. I am not going to waste the limited time we have to 
explain this bill with this kind of continued lament for the passage of 
a complaint.
  What the bill says--and what I want to stress--is that it is only for 
people who get capital funds under the TARP. This does not interfere 
with small business lending. It does not interfere with people 
participating in the impaired asset program, and I can guarantee that 
it will not be so extended.
  It says, if you get a capital contribution under the TARP bill, as 
long as you have that contribution, you cannot make payments that are 
excessive and unreasonable. You can give bonuses if they are 
performance-based, and it repeals what the Republicans have been 
complaining about.
  Mr. Chairman, in closing, let me say I condole them on their loss. 
Their attachment to what they hated is truly impressive, but they are 
going to have to live with the fact that we are going to undo that and 
that they are now going to have to talk about what this bill does.
  I reserve the balance of my time.
  Mr. PRICE of Georgia. Mr. Chairman, I yield 1 minute to the 
gentlewoman from North Carolina (Ms. Foxx).
  Ms. FOXX. Mr. Chairman, I do want to talk about this bill, but it is 
very difficult to talk about this bill without also talking about the 
bill that it is going to undo. What I would like to point out--and I am 
sorry I did not think of this sooner--is that this bill really is 
redundant, and if it is not political theater, then I don't understand 
why we have to have the words ``executive or employee'' in this bill. I 
assume that every executive is also an employee. If this bill is not 
written as political theater, then we would simply say ``any employee'' 
because an executive is an employee.
  So I would like to ask the gentleman from Massachusetts if he would 
ask the

[[Page H4289]]

Rules Committee to take a friendly amendment to take out the word 
``executive'' because it is redundant.
  I would also like to point out that, this morning, when I spoke about 
the sponsor of the bill and about his ambition to get this bill passed, 
I neglected to say that I have heard that he has told people he wants 
to be the first freshman to pass a bill. That is very ambitious, but I 
think he has found a good piece of political theater.
  The CHAIR. The time of the gentlewoman has expired.
  Mr. FRANK of Massachusetts. Regular order.
  The CHAIR. The gentleman from Massachusetts controls the time.
  Mr. FRANK of Massachusetts. I thank you, Mr. Chairman.
  I now recognize for 2 minutes----
  Ms. FOXX. Mr. Chairman, would the gentleman yield?
  The CHAIR. The gentleman from Massachusetts controls the time.
  Ms. FOXX. I was hoping he would ask----
  Mr. FRANK of Massachusetts. Regular order, Mr. Chairman.
  The CHAIR. The gentleman from Massachusetts controls the time.
  Mr. FRANK of Massachusetts. Mr. Chairman, I am going to yield myself 
30 seconds to say:
  Apparently, there are two alternative strategies that the minority 
has in discussing this bill: one, discuss a bill that was passed 6 
weeks ago; two, ignore the rules of the House and just talk whenever 
they feel like it. Neither one seems, to me, to advance debate.
  I now yield 2 minutes for serious conversation to the gentleman from 
Connecticut (Mr. Himes).
  Mr. HIMES. Mr. Chairman, I rise today in support of H.R. 1664. This 
is a commonsense measure to protect American taxpayers by making sure 
that their hard-earned dollars are used carefully and wisely in our 
efforts to stabilize our financial institutions. Let us be very clear 
about one thing: No one is happy that the TARP was necessary. We have 
far better uses for our money than stabilizing the very institutions 
that helped drive this economy into a ditch, but into a ditch it went, 
and we need to pull it out.
  President Bush, Secretary Paulson and this very House decided in 
October of last year that we would pump billions of dollars into these 
firms. Now, like it or not, the dollars are there. So the only question 
that matters is: Should we look after those dollars? Should we, as the 
Representatives of the American people, look after their dollars to 
make sure that they are used wisely? The answer to that question must 
be ``yes.''
  H.R. 1664 says one thing to TARP recipients: Pay your people, but do 
so reasonably and according to their performance. Pay reasonably and 
according to performance. The bill asks the Secretary of the Treasury 
to develop guidelines for those things. It does not ask the 435 Members 
of Congress but, rather, Treasury.
  I expect that compensation committees and boards of directors around 
this country will be very interested in those guidelines because they 
know that it is their job to craft reasonable, performance-based 
compensation for their companies and for their shareholders. They have 
a fiduciary obligation to their shareholders. Like it or not, the 
American people are now shareholders, and we, as their Representatives 
have a clear fiduciary obligation to the American taxpayer. We have a 
clear interest in aligning the interests of the employees in the banks 
we now own with the interests of the American taxpayers. You do that 
through performance-based compensation. You do that by supporting this 
bill that aligns pay with performance.
  Mr. PRICE of Georgia. Mr. Chairman, I yield 1 minute to the 
gentlewoman from North Carolina (Ms. Foxx).
  Ms. FOXX. Mr. Chairman, Mr. Himes is leaving, and I wanted to ask him 
a question, but I noticed that the majority party is getting their 
Members off the floor as quickly as they possibly can today so that we 
do not have a chance to ask them any questions.
  I believe that Mr. Himes voted for the stimulus bill, and what I 
wanted to ask him was whether or not he had read the bill before he had 
voted for it, but as I said, I think they are doing a very good job of 
getting their Members off the floor so they can't be put on the record 
in any way.
  Mr. FRANK of Massachusetts. Mr. Chairman, I yield 2 minutes to the 
gentlewoman from Nevada (Ms. Berkley).
  Ms. BERKLEY. Mr. Chairman, I rise to engage Chairman Frank in a 
colloquy.
  First, I want to state on the record that I have, in fact, read this 
bill, and this colloquy is regarding this bill.
  During the past few months, legitimate business travel for meetings, 
events and incentive programs has dramatically decreased across the 
country, especially in my district of Las Vegas. The decline is due, in 
part, to the state of our economy but also to the perception that 
Washington is seeking to limit these legitimate business practices. 
This negative perception has created an environment where every 
business in the United States is beginning to question whether or not 
they should hold a meeting, an event or incentive travel programs.
  As you know, Mr. Chairman, every canceled meeting or event means less 
business for the hotels, conference centers, restaurants, and small 
companies across the country that cater to business travelers. 
Hardworking, middle-class Americans like those in my district--and I 
have 10\1/2\ percent unemployment, not the CEOs--are the people who 
ultimately pay the price if companies continue to cancel business 
meetings and incentive travel.
  I would like to clarify with the chairman that nothing in this bill 
or in the amendments to be offered today would discourage or limit the 
use of meetings, events and incentive travel organized by a company to 
serve legitimate business purposes. Is that the chairman's 
understanding?
  I yield to the chairman.
  Mr. FRANK of Massachusetts. Yes.
  This bill deals only with compensation, not with travel. The 
gentlewoman referred to incentive travel. Any incentives that were 
performance-based would be fully allowed. If by selling a certain 
number of things you earned a trip, that would be allowed. So it 
specifically does not deal with travel for the business. It would allow 
performance-based incentives for this or for any other purpose.

                              {time}  1500

  Ms. BERKLEY. I thank the gentleman for clarifying the legislation and 
the language.
  Mr. PRICE of Georgia. Mr. Chairman, I am pleased to yield 5 minutes 
to the deputy ranking member of the Financial Services Committee, the 
gentleman from Texas (Mr. Neugebauer).
  Mr. NEUGEBAUER. Mr. Chairman, I guess we could call this a Big 
Government week because we're going to roll out a big budget, it has 
big deficits, increases our national deficit to a larger number, going 
to bring out big tax increases.
  But you know, a lot of discussion has been had about all of the 
things that the Federal Government's involving themselves in. And the 
word ``outrage'' keeps coming up. And many of us were outraged about 
the level of the bonuses that we found out were being paid at AIG. I 
think what--more than an outrage about bonuses I think the American 
people are outraged at the level of money that's being invested of 
their hard-earned taxpayer money into these entities. We find out that 
now the American people are investors in banks, insurance companies, 
probably soon to be in the automobile business; and in fact, you're 
going to get an extended warranty from the United States Government. 
And what people are wondering and are outraged about is, when does this 
Big Government, Big Brother, when is the end of this train?
  One of the concerns that I have is that we now have--people were 
outraged about GSEs, and now we have TSEs, and that's taxpayer-
supported entities. And people that used to get outraged in this body 
because we were trying to listen in on foreign enemies, worried about 
their individual rights--and now we have no problem, though, for the 
United States Government to start determining what is reasonable 
compensation in this country.
  Am I outraged about the bonuses? I am more outraged that we would 
relegate to government and to government employees for them to sit down 
and determine whether that is a reasonable compensation. People say. 
Well, this is only foreign entities that we've invested capital into. 
But, you know, that's always the way policy gets started in this 
country. It starts

[[Page H4290]]

off with a little bit of a foot in the door and pretty soon, the 
gorilla is completely in the room.
  So down the road, if I am a small businessman and I have an SBA loan, 
for example, I am wondering if at some point in time the SBA calls up 
and says, You know what? You're taking too big a salary out of your 
company so we're going to set a reasonable set salary for you. What 
does that do to entrepreneurialism in this country? What about people 
that are participating in other government programs? Is the government 
then going to start saying, Well, we've looked and we know that you 
have got a contract. So you're one of the small business contractors 
that has a government contract. And, you know, we've looked at your IRS 
records and you're making a lot of money off of that contract. We think 
maybe we ought to renegotiate that contract because you're making too 
much money.
  Now, that sounds farfetched, but I would guarantee you if we were to 
roll back this conversation a year ago and you would tell the American 
people that they are going to own banks, they are going to own 
insurance companies, that they are going to own automobile companies, 
that they are going to have over $5 or $6 trillion of their money 
committed to these entities, people would have laughed about it. But 
this is really no laughing matter, Mr. Chairman. This is serious.
  This government, this country was founded on the principles of 
individualism, empowerment and not for government to be big. In fact, 
there are tea parties occurring all across this country because people 
are outraged about this. The same outrage that over 230, 240 years ago 
people were outraged at how the King was treating the colonists in this 
land called America. And they were tired of the King telling them what 
they could do, how much money they could make, and who was privileged 
and who was not privileged. And yet we're now starting down that same 
trail with this bill today.
  What should have happened here is that we should have taken a 
reasonable amount of time to determine how this money was going to be 
distributed, term sheets should have been put together if we're going 
to invest American taxpayers' money, we ought to know exactly what that 
money is going to be used for, how it's going to be used. If we want to 
limit salaries, you do that before you pass out the money.
  But that is all really a smokescreen. What the conversation and 
debate in all of this time that we ought to be using today is we ought 
to be talking about how are we going to get the American taxpayers' 
money back. People want to focus on the bonuses, and they messed up, 
they cut a deal with the White House in the middle of the night, had 
people put things in the bill to cover them so that they didn't have to 
lose face. You know, the $170 million in bonuses is a big deal, but let 
me tell you what a big deal is $170 billion in money that we invested 
in AIG.
  Mr. Chairman, let's return America back to the American people. Let's 
not infringe upon their rights, let's not start down the road where 
government starts telling us how much money we can make, what we will 
do with our money. And I urge the people to vote against this bill.
  Mr. FRANK of Massachusetts. Mr. Chairman, I yield myself such time as 
I may consume.
  This is really an interesting debate we're having within the 
Republican Party.
  The first speakers were critical of the bill which passed in the 
recovery bill because it limited Senator Dodd's restrictions on 
compensation and said they wouldn't apply retroactively. As I said, it 
was Senator Dodd who initiated the notion of further restrictions. And 
many of the Republicans were upset that it didn't go far enough.
  But now we have the deputy leader of the Republican side objecting 
that we're going too far, directly contrary to the complaints that we 
didn't apply these retroactively, he's upset that we applied them at 
all. And he says it's an interference with free enterprise.
  Let's stress again. And I do know, he did say this is a revolt 
against King George in effect. And it is. King George Bush. Because we 
are dealing here with a program initiated under the Bush 
administration. We are dealing here when we talk about AIG with a grant 
of funds that came without any congressional input with the approval of 
the Bush administration.
  We did, some of us, raise the compensation issue last fall. Yes, we 
did. We said that if you're going to take government money, you accept 
some compensation restrictions. The gentleman from Texas--and I do note 
that he's left the floor. I think the gentleman from Texas is entitled 
to leave the floor. I don't think having made a speech you have to sit 
here and listen to some of the other speeches. I have to because I am 
the manager of the bill. I wish I didn't have to listen to some of 
these speeches, particularly the repetitive ones about the bill 6 weeks 
ago. But since commenting on people leaving the floor is in vogue, I 
thought I would become fashionable at least in this regard.
  But here's the point. We say if you receive TARP funds capital 
infusion, you accept some restrictions. That is no more an interference 
with free enterprise than any other contracting rule the Federal 
Government has. And as to the gentleman from Texas's suggestion, he 
said, Oh, but this isn't the problem. The problem is where it will go.
  Now, Mr. Chairman, I have observed that when people are opposed to 
something but don't have confidence in the persuasive quality of the 
arguments on the particular issue, they migrate to what would happen if 
it was applied in a wholly different context. It will not be applied in 
a wholly different context.
  I speak for myself and the majority leader, Mr. Hoyer. This bill is 
confined to people who take a capital infusion under the TARP. It will 
not be extended to any other participant in the impaired asset program, 
in the small business lending program, in the higher education lending 
program. I would not, as chairman, convene a meeting for such a bill. 
The majority leader would not bring one to the floor. Again, there is 
zero chance of that happening.
  But when Members complain about something that might happen that 
won't happen, it is because they are against what is happening but 
don't have the confidence that if they said it, people would believe 
it.
  Let's go back to what this bill does. It undoes the restriction on 
retroactivity that had been a cause of such outrage among the 
Republicans, and I repeat again. They appear to have become so attached 
to their outrage that they are even more outraged that they won't be 
able to be outraged any more.
  Secondly, we say that if you receive a capital infusion under the 
TARP program and only a capital infusion, you may not make salary 
payments that are excessive or unreasonable and you can give bonuses as 
long as they are performance-based, such as in restricted stock or in 
other ways.
  I await Members on the other side--because a number of them have 
spoken, but not one of them has objected to the bill on its merits. The 
gentleman from Texas said, Well, if you took this principle and went 
further, it would be a problem. The other Members said, Isn't it too 
bad we did something 6 weeks ago that we're now undoing? I have yet to 
hear an argument against this bill.
  I reserve the balance of my time.
  Mr. PRICE of Georgia. Mr. Chairman, I am pleased to yield to the 
gentleman from Alabama (Mr. Bachus) such time as he may consume.
  Mr. BACHUS. Mr. Chairman, every day brings news of a new government 
program, a new government intervention, a new government mandate, or a 
new government tax. Most of them share the same thing: they are large.
  This bill claims to be about executive compensation. But what it 
really is is just another step expanding the size, the involvement--and 
more importantly--the control of the Federal Government into not only 
the private sector but into all aspects of our lives.
  That's our concern. Yes, it's about this bill. But, yes, Mr. 
Chairman, it is about much more than this bill. You're right about 
that.
  Sometimes the expansion is subtle, as in the case of this bill. 
Sometimes it's more direct, more obvious, like the budget that we will 
vote on as soon as tomorrow. We are witnessing in light speed in just 
the past few months--and then the budget will pass in the next few 
years as it goes into effect--a relentless and massive expansion of the

[[Page H4291]]

Federal Government. And I, for one, Mr. Chairman, am concerned. 
Outraged? I would say ``fear'' and ``concern'' are better. But I do 
believe that as the years go by and we look back on what we've done and 
what we will do in this next year, I believe the American people will 
be outraged.
  As a Member, I took an oath to uphold the principles of the 
Constitution which intentionally and specifically limited the power of 
the central government. Would our forefathers have ever considered 
giving the government a say on how much a private citizen earned, the 
so-called say-on-pay? In reading both the Constitution and the 
Federalist Papers, it clearly appears they would not.
  I think most Americans believe our Founding Fathers had it right. I 
applaud the chairman's honesty. For years, he has advocated a 
government role in limiting the amount of salaries.
  Later tonight, we will consider a budget. As we have said 
repeatedly--and we are going to say again today--it spends too much, it 
taxes too much, and it borrows too much. It expands the government 
control on a scale that we've not seen before, not even in the New 
Deal. It spends more money in this administration than was spent from 
the time of George Washington to George Bush. The majority criticized 
Bush for the deficits, and now they will double and triple them in the 
next 10 years under their proposal.
  The scope and reach of this legislation is breathtaking. If you had 
told me a month ago--and I will recognize the chairman. I will yield to 
him in a minute when I get to the particulars on this bill.
  If you had told me a month ago that Congress wanted to increase the 
tax burden on charitable contributions, I would have said it's an April 
Fool's joke. But the fact is that if donations to charities go down, 
the government will say it has to step in. But there will be a big 
difference. The government will be choosing what it wants to support 
and how. It can support groups like ACORN instead of my local church or 
local charity. Instead of allowing people to support their own causes 
and make their own choices about their charitable contributions, the 
government will expand into what will obviously and clearly be a 
restriction on private charities as their funds are restricted.

                              {time}  1515

  Unfortunately, it wasn't an April Fool's Day joke, and that's what is 
being proposed this very week, restricting private contribution, and 
there's a pattern developing here.
  Just this week, we saw a government mandate to change the management 
of General Motors. Regardless of what you think about the performance 
of the CEO--and I don't think it was good. I, for one, do not defend 
his stewardship. But do we want the Federal Government making such far-
ranging decisions on hiring and firing and setting salaries and job 
descriptions for everyone from the manager to the receptionist?
  This is all about government control, government command and control, 
running an economy, not according to free enterprise principles, which 
many of my Democratic colleagues admittedly and honestly don't agree 
with. It is about making business decisions based not on 
competitiveness but based on social goals.
  Does anyone really believe that a government that is about to add $10 
trillion to our debt, to our children and our grandchildren, has any 
expertise at all in telling the private sector how to turn a profit?
  During the campaign, President Obama said, ``So if somebody wants to 
build a coal-powered plant, they can. It's just that it will bankrupt 
them because they're going to be charged such a huge sum for all the 
greenhouse gas that's being emitted.''
  Later today, we will take a step down that road with cap-and-trade. 
We're going to raise every American's utility bill if that utility is 
fired by coal.
  We hear the government will require the automobile makers to produce 
green cars. No one argues with the idea of cleaner-burning cars, but 
maybe someone should ask consumers whether they can afford to spend 
several thousand dollars more to buy them or whether such a policy will 
end the need for taxpayer support. I think not. I think it will make 
General Motors less profitable, and the taxpayer investment will 
certainly be at risk.
  This is the problem with government getting involved in the 
management of business. Decisions will be based on the government's 
political agenda and not sound economics. There will be no limits to 
how far this can go and will go.
  Will the government start telling companies we'd like to review your 
advertising to see if you're sending the right message or spending too 
much? Will the government tell drug companies, who market similar 
products, we think there's too much competition, maybe you should 
combine products or merge to make prices cheaper? Now, you don't have 
to do that, but if you do business with the government, you do. Some 
believe less competition leads to lower prices. I don't think this is 
the case at all.
  Now, the legislation before us today, it gives the Treasury Secretary 
and a board, all unelected, headed by a Harvard professor, wide 
discretion to formulate performance-based compensation standards for 
hundreds of banks across America. Who does the legislation apply to? 
Let me read the legislation: Compensation payment to any executive or 
employee under any existing compensation arrangement.
  Any executive or employee? Line 23 on page 2, Mr. Chairman. Every 
employee. There is nothing in this legislation to prevent the Secretary 
from deciding that one measure of performance is where the loan 
officers are approving loans to favored constituencies that the 
administration may believe are entitled to a loan or to credit. That 
was precisely the type of government allocation of capital and 
decisions that helped lead us into the housing bubble and the collapse 
of Freddie and Fannie, at a cost of hundreds of billions of taxpayer 
money.
  In 1999, I introduced into the Record on this House floor the article 
from the New York Times, not a friend of the minority, which said, 
first, the government directed that you would make home loans to people 
with poor credit, and then it went further and said not only with poor 
credit but without a down payment. Part of the reason we're here today 
is because the government did that. There's no question that we need 
more performance-based pay decisions, but the government deciding and 
judging the performance of employees and private companies? The 
Secretary of the Treasury deciding whether an employee is performing? I 
think not.
  The answer is not a dramatic expansion of government control. That 
hasn't worked in any country. It didn't work in Russia. It didn't work 
in China. It's not working in North Korea, and it's not working in 
Cuba.
  The American economy has always attracted entrepreneurs and business 
investment because it has been free of the political risk present in 
developing and socialist countries. We have attracted investment and 
have maintained a strong currency because of the belief in foreign 
investors, whom we depend on and must have to support not only this 
economy but the spending that is proposed. In fact, more than half the 
borrowing going forward for this new budget will have to be borrowed 
from citizens in just three foreign countries. Without those 
assumptions, the budget doesn't work. Without the assumptions, there's 
more deficits. Without those assumptions, without that foreign 
investment, we default on our obligation.
  As I say, we have attracted investment and a belief that we in 
America are productive, specifically because of the belief that our 
government does not take arbitrary and punitive actions to negatively 
affect business operations. It doesn't break contracts, it doesn't 
confiscate property, and it doesn't set salaries.
  Let me close by saying I honestly fear, Mr. Chairman, that this bill 
and the overall thrust of what we are hearing from this administration 
is tilting that delicate balance. The implications for our 
competitiveness as a country, our economy, and the prosperity of our 
citizens and their freedoms are disturbing.
  In the end, America has succeeded by putting its faith not in 
government but in the people. That's what the Constitution is all 
about, and I, for one, will always trust the people and always distrust 
the government. I make no

[[Page H4292]]

apology for that. The solution is not this bill. What we need is a 
strategy to get the government out of the bailout business, out of the 
taxpayer bailout business, with no further intrusions into what should 
have been and needs to be and will need to be in the future, private 
decisions.
  Mr. Chairman, you and I can come to an agreement, and that agreement 
can be no further government bailout. That is the only way to avoid 
more government interference, more government control, and ultimately, 
the loss of not only our freedom but our prosperity. I appreciate the 
honest differences here, but I accept fully your statement that we on 
this side are outraged. We're fearful, we're concerned, and we become 
more so every day.
  Mr. FRANK of Massachusetts. How much time remains on each side?
  The CHAIR. The gentleman from Massachusetts has 14 minutes remaining. 
The gentleman from Georgia has 6\1/2\ minutes remaining.
  Mr. FRANK of Massachusetts. I yield myself such time as I may 
consume.
  I heard the gentleman from Alabama say that we should not get into 
this business of fixing compensation. Someone claiming to be the 
gentleman from Alabama last year voted for legislation which included 
the following. It was the rescue plan. The gentleman voted for it when 
it passed.
  On page 12 of that bill, there's a heading, section 111, ``Executive 
Compensation and Corporate Governance.'' The gentleman from Alabama 
voted for this. So did the rest of the Republican leadership. They did 
it at the request of President Bush and of Secretary Paulson and of 
Chairman Bernanke, not heretofore known for their socialism. But the 
gentleman from Alabama voted for exactly what he now decries.
  It is a grant of authority to the Secretary of the Treasury to 
require--I'm now quoting. He shall require that the financial 
institution meet appropriate standards for executive compensation and 
corporate governance. It goes beyond much of this bill, corporate 
governance. The standard shall be effective for the duration of the 
period that the Secretary holds an equity or debt position in the 
financial institution. So the gentleman voted for this when the 
Republicans were in power. Circumstances apparently change opinions.
  In fact, there's also this great inconsistency. For a month now, the 
Republicans have been complaining that in the recovery bill we adopted 
a provision as the Congress which limited the reach of the government's 
intervention into compensation. That was the part about retroactivity. 
This undoes that limitation. So, in the name of limiting government, 
the gentleman denounces the bill that would undue the limitation that 
his party has been denouncing. There is a fundamental gap that can only 
be explained, it seems to me, by something other than the merits.
  Given what the gentleman from Alabama said--we've got to get the 
government out of this--why was he then opposed, if he was, to the 
language that limited its retroactive application? In fact, if you 
believe that one of the big arguments is that we changed the rules 
after the fact, he should have been for that limitation.
  The arguments about free enterprise and not understanding the 
principles are just nonsense, Mr. Chairman. We're not debating free 
enterprise. We're debating how best to make it work.
  I think Franklin Roosevelt helped save free enterprise. I think rules 
help save free enterprise. I think when Secretary Paulson in the Bush 
administration called for more regulation of credit default swaps and 
collateralized debt obligations, we'll probably be getting an 
announcement that they will be opposed to that, because that's what we 
are going to be going forward trying to do.
  Yes, the government does have a role in this, but to return to this 
bill, which the gentleman only briefly discussed, it does do what the 
gentleman voted for last fall, and by the way, the argument that the 
government was responsible--the gentleman said in 1999 this started. I 
was not going to refer to the history, but from 1995 through 2006, 
Members of the Republican Party controlled this Chamber, and they 
controlled it tightly. If, in 1999, the gentleman from Alabama, as a 
member of the Republican majority on the Financial Services Committee 
thought there was a problem, they should have done something about it.
  The gentleman from Alabama was, for a time later on, the chairman of 
the Financial Institutions Subcommittee, which had jurisdiction over 
lending standards. Some of us wanted to pass a bill to limit abuse of 
subprime lending. Yes, that happened, Mr. Chairman, in the House. It 
happened in 2007, after we became the majority, and let me say now I 
think we still have the potential for the bad loans to be made.
  When this House returns after the April break, we will have in 
committee arguments on the floor legislation that will stop precisely 
the kind of loans that the gentleman from Alabama decried, and I await 
with interest what the votes will be.
  I reserve the balance of my time.
  Mr. PRICE of Georgia. Mr. Chairman, we have no more speakers on this 
side, so until the chairman is ready to close, I will reserve.
  Mr. FRANK of Massachusetts. I yield 4 minutes to the gentleman from 
California (Mr. Sherman).
  Mr. SHERMAN. This bill does three things. First, it requires the 
issuance of regulations defining excessive and unreasonable 
compensation and applies them only to those who are holding our 
capital. As the Chairman pointed out, similar legislation is already 
law and was voted in favor of by the Republican leadership.

                              {time}  1530

  The bill we passed in October of last year specifically required the 
Treasury to issue appropriate standards for executive compensation--not 
for every company in America, but for those that are holding our money. 
Clearly, this new language will provide additional impetus for Treasury 
to issue appropriate regulations.
  There are other things the bill does. First, it deals with excessive 
bonuses and the provision that Senator Dodd is now famous for having 
added to the recovery legislation.
  As I think every Member of this House knows, Senator Dodd had a 
provision that he added--and he was prevailed upon to cause his 
provision not to apply to preexisting contracts.
  Since then, those on the other side of the aisle have done two things 
that strike me as inconsistent. They have denounced Senator Dodd's 
amendment and the philosophy behind it, and they have denounced the 
fact that it doesn't apply retroactively to preexisting contracts. This 
is like announcing that you detest the taste of broccoli and 
complaining that you didn't get a double helping. It makes no sense 
except for those who simply want to find something to denounce.
  This bill eliminates the exception that Senator Dodd has been so 
viciously criticized for by the other party. If you vote against this 
bill, then you are embracing the very exception that many of you have 
been vilifying.
  Third, this bill has a disclosure provision that I authored. It says 
that companies that are holding our TARP money must disclose how many 
of their employees are getting a total compensation package of over $5 
million; how many have a total compensation package of over $3 million; 
how many over $1 million. Why? Because if the American people are 
putting up the money, they have a right to know.
  Now the self-styled ``defenders of capitalism'' say that we've got to 
protect these companies from the influence of the taxpayer. How is 
capitalism actually supposed to work? Those who provide the capital and 
take the risk are supposed to have some control. That's real 
capitalism. The taxpayers are taking the risk with these companies. We 
hope to get our money back. As soon as we do, the companies can operate 
as they will.
  Instead, we're told that we need a kind of cancerous capitalism--a 
system that works like this: Socialism for the risks, capitalism for 
the rewards.
  I don't think Adam Smith would have voted for the TARP bill. The 
gentleman from Alabama did. I voted against it. But I do think that 
economist Adam Smith--not our colleague from Washington--would vote 
``yes'' on this bill because those who provide the capital should 
control--or have at least some control--of the enterprise. And that 
includes some control over compensation.
  To say instead that firms should take our money but not listen to our 
ideas on how it should be used, that isn't

[[Page H4293]]

capitalism. That is socialism for the rich.
  Mr. FRANK of Massachusetts. How much time do I have remaining, Mr. 
Chairman?
  The CHAIR. The gentleman from Massachusetts has 6\1/2\ minutes 
remaining. The gentleman from Georgia has 6\1/2\ minutes remaining.
  Mr. FRANK of Massachusetts. I will be the closing speaker so the 
gentleman may proceed.
  The CHAIR. The Chair recognizes the gentleman from Georgia.
  Mr. PRICE of Georgia. Thank you, Mr. Chairman.
  It's been an interesting discussion, there's no doubt about it. We've 
talked about executive compensation, we've talked about a problem that 
arose--a specific problem that arose when Senator Dodd put that 
language in the bill in the middle of the night--in the spending bill.
  The interesting thing about it, Mr. Chairman, is that the bill to 
remove that language is 11 lines long. It's just 11 lines long. It's 
not 6 pages long.
  So if we were to do what some in this body on the other side say--the 
only thing we're here to do, which is to remove that language--it would 
be H.R. 1673 from Mr. Lungren. That's the bill that would remove the 11 
lines that make it so that that backroom deal for AIG executives would 
be stricken.
  So I think it's important that we appreciate what's going on. I 
appreciate the comments from the gentleman from California, who did 
indeed, I think appropriately, describe what was in the bill. It's 
important that our colleagues look at this bill. It's not too long. Six 
pages. We can indeed read it. I hope some of my colleagues will read 
it.
  The title of the bill: To amend executive compensation and to 
prohibit unreasonable and excessive compensation and compensation not 
based on performance standards.
  When you read the bill and get to who's going to define all that, 
which is really the question, Mr. Chairman--who's going to define that. 
Usually, we think that in a market economy, in the United States 
economy, in the economy that has allowed more success and more 
opportunity for more individuals than any nation in the history of 
mankind, that the way that we define compensation and performance in 
the market is in the private market, not in the government.
  So on page 3 it says that no payment would be able to provide for 
compensation that is unreasonable or excessive as defined in standards 
established by the Secretary. The Secretary of the Treasury is going to 
tell us what is unreasonable and what is quality performance.
  Well, the Secretary of the Treasury, let's look at his biography, Mr. 
Chairman. Oh, my goodness. He's the ninth president and chief executive 
officer of the Federal Reserve Bank of New York, which began when he 
began his service there in 2003. It's a wonderful job. But what 
experience does he have in setting compensation? In fact, what 
experience does the government have in setting compensation?
  He first joined the Department of the Treasury in 1988. Let me think 
a moment, Mr. Chairman. That means 21 years of service for the 
Department of the Treasury or in the Federal Government. Well, that's 
wonderful, and he's to be commended for it, but what experience does he 
have and why would the Nation want him to be deciding what compensation 
and performance standards are for this Nation?
  Maybe it was in his education. He went to Dartmouth College, 
bachelor's degree in government and Asian studies in 1983. Wonderful 
institution. Great study. Master's in international economics and East 
Asian studies in 1985.
  Mr. Chairman, not to slight the Secretary of the Treasury, but the 
American people do not believe that the Secretary of the Treasury ought 
to be setting compensation limits for anybody.
  Why? Why does all this feel so strange? It's because we're in a 
political economy. We're no longer in the market economy that the 
American people know and love and embrace.
  What does a political economy look like? Well, the gentleman from 
California described it. He said, Because of the disclosure provisions, 
the American people, who are putting up the money, have a right to 
know. Well, sure they have a right to know. But that's not what a 
market economy is.
  He says that the people have a right to know and set the limits 
because this is capitalism. No. Capitalism was bastardized a year or 
more ago when we started down this road that, Mr. Chairman, I opposed 
every step of the way. Because we pointed out then this is where we'd 
get. We would get to be debating on the floor of this House what kind 
of compensation members in the private sector ought to have.
  Well, Mr. Chairman, that's a dangerous place to be. It's a dangerous 
place to be because it leads Presidents to thinking that they can 
remove CEOs from private companies. That's where it leads to. It leads 
Members of Congress to believe that they can call on the Treasury 
Department to get money out of previous bills that have been passed in 
Congress even though the institution in their district doesn't qualify 
under the rules that have been provided.
  Mr. Chairman, it's a dangerous place to be. And it violates the 
Constitution. I know it's a quaint document, Mr. Chairman. We don't 
think about it much anymore. But article I, section 9 says, ``No bill 
of attainder or ex post facto law shall be passed.'' Mr. Chairman, this 
bill is each. It is each.
  Mr. Chairman, this is a bad step. It's a bad and a dangerous step for 
this Congress. It adds to the dangerous and reckless--and reckless--
policies of this administration that the American people recognize as 
not being consistent with American fundamental principles--the market 
principles that have made this Nation the greatest Nation in the 
history of mankind.
  Mr. Chairman, I urge my colleagues to recognize this bill for what it 
is, and that is a bill that this Congress ought not adopt.
  I yield back the balance of my time.
  Mr. FRANK of Massachusetts. I yield myself the remaining time, first 
to say that this dangerous step was of course taken--if you think it's 
a dangerous step--last fall, when, with the support of the Republican 
leader and the Republican whip and the ranking Republican on the 
committee, Congress passed a bill which had a section on executive 
compensation and corporate governance.
  This one called on the Secretary to set appropriate standards. 
Frankly, excessive and unreasonable is a tighter limitation. Unlike 
this one, it isn't just the Secretary of the Treasury--it is the 
Secretary of the Treasury, in accordance with, and has to get the 
approval of the head of the FDIC, Ms. Bair, the Comptroller of the 
Currency. Yes, there's a consultation with the head of the oversight 
board. She has no vote on it. The votes are from the regulators.
  Let's stress again--this only applies, this bill, to people who 
voluntarily keep capital infusions from the Federal Government. If they 
don't like it, they can return the money. That's what an assault on 
free enterprise is.
  The ranking Republican said before that anybody who does business 
with the Federal Government might be subjected to that. No, that's not 
remotely true. It certainly isn't true in the bill.
  The bill explicitly says that if you do business with one of the 
covered entities, you're not covered by this. It explicitly says that.
  Not being able to argue against this bill on the merits, they then 
say, Well, what happened if it was applied 16 different other ways? I 
don't think it should be. I didn't know it won't be.
  Again, when people argue against what is not in the bill, but what 
might come, it's because they have no confidence in their arguments 
against the bill.
  We did adopt, with a majority of Senate Republicans, the leadership--
not quite a majority--but the leadership of House Republicans on these 
issues, President George Bush--we've already adopted rules that say, 
quite sensibly, if you take the Federal money, there are some 
restrictions. And if you don't like it, give the money back.
  Now the gentleman from Georgia said, Oh, but the bill goes too far 
because it doesn't just repeal what we did. And he talked about the 
Lungren bill. I hadn't heard about the Lungren bill. The reason is that 
the Lungren Republican bill was introduced after we had made clear what 
we were going to do on Monday, 2 days before we marked up the bill. It 
was not called to my attention. No member of the Republicans

[[Page H4294]]

on the Financial Services Committee said, Let's just do it this way.
  We had an open markup. The Lungren bill could have been offered as an 
amendment by any Republican member of the committee. They did not do 
it. If they forgot, Mr. Lungren himself could have come to the Rules 
Committee and asked that it be made in order as amendment. They did not 
do it.
  They quietly introduced a bill, made sure that no one noticed it; 
called it to no one's attention; deliberately refrained from offering 
it as an amendment at an open markup, when they could have; 
deliberately refrained from going to Rules Committee and asking that it 
be made in order; and now they're complaining that it wasn't adopted.
  The fact is this: The Republicans regret losing the provision that 
was added mistakenly, in my judgment, in the hurried deliberations, 
hurried conclusion on the recovery bill.
  The gentleman from California mentioned this. The Senator from 
Connecticut offered restrictions. The Members on the other side baffle 
me sometimes--sometimes more than others. They are critical of 
restrictions. The gentleman from Connecticut offered restrictions on 
compensation. Presumably, they would denounce him for that. But as the 
gentleman from California pointed out, they are objecting to offering 
restrictions, and then they're objecting because somebody persuaded him 
the restriction shouldn't be so restrictive.
  Now we also have in here a provision that this will lead people to 
give back TARP money. At an earlier stage, before I think they 
reconsidered the total inconsistency of it, some of the Republicans 
said, Oh, this is a problem because it will give back TARP money. Of 
course, these are the same people who said they wished there was no 
TARP.
  So, first they don't want restrictions, then they complain because 
the restrictions are not made retroactive, then they complain when we 
take away the provision that restrictions wouldn't be retroactive. 
First they say they don't want any TARP at all, then they worry there 
will be a smaller TARP because people will give the money back.
  Here is the essential element of this bill. Apparently, my Republican 
colleagues do not want to say to the largest financial institutions 
that--and we're going to adopt an amendment, I hope, that limits this 
to the larger institutions because the community banks have been 
unfairly tarred by this. They didn't make the mistakes that led us 
here. They weren't part of the Republican majority from 1995 to 2006 
that passed no legislation on Fannie Mae and Freddie Mac, that passed 
no regulation on subprime lending, that did nothing about any of the 
abuses in other areas, all of which we tried to correct when we came to 
power in 2007.

                              {time}  1545

  But what we have is a bill that says if you get capital infusions of 
$250 million or more from the Federal Government and you decide to keep 
that money, then you should not make payments that are excessive or 
unreasonable.
  People said, what is that? Well, you know when you are running a 
company, you try to hold your expenses down to the least possible. You 
pay your employees, frankly, as little as you can get and still have 
them work. But there has been an exception to that at the top levels. 
We do say retention bonuses are a mistake, where people say, I have the 
secret to the formula and if you don't bribe me, I'm going to quit. We 
are saying, No, don't give into that. Give them performance bonuses, as 
you can do.
  So these are the issues, two pieces of this bill: Do we undo the 
restriction on retroactivity that was in the recovery bill that has 
been so denounced, and then do they lose their major source of ability 
to denounce? And, do you say to a bank that has taken more than $250 
million in Federal funds: For as long as you voluntarily decide to keep 
that money, do not make bonus payments that are not performance-based 
and do not make excessive and unreasonable payments?
  Members have invoked the American people. I do not think the American 
people stand wholly behind the proposition that people should be able 
to keep the Federal money, not voluntarily return it, and then 
disregard any rules about who gets what.
  I do believe it is possible for institutions to use performance 
bonuses and to make payments that are not excessive or unreasonable, 
that will go, as the gentleman from California has pointed out on many 
cases, into the millions of dollars a year to some of the top people. 
These will be people who will be very well paid, people who will be 
much better paid, I guarantee you, than the auto workers who have borne 
the brunt of the Republican decision that it is okay to restrict.
  By the way, where were my colleagues who want free enterprise and no 
interference with wages when the Senator from Tennessee, Mr. Corker, 
was trying to drive down the wages of auto workers, American auto 
workers, and saying that the American auto workers shouldn't get the 
wages that are paid by the American companies?
  There is every argument being given here. But what I do not 
understand, as I listen to these inconsistent arguments that have no 
weight, what is it about saying that if you take Federal money 
voluntarily, you can't make excessive payments that troubles them?
  Mr. VAN HOLLEN. Mr. Chair, I rise in support of H.R. 1664, the Pay 
for Performance Act.
  I'm honored today to join my colleagues in supporting the Pay for 
Performance Act, a measure designed to ensure that taxpayers' dollars 
are used wisely to protect our financial institutions, and I want to 
applaud the work done on this issue by Representatives Grayson and 
Himes. The recently disclosed AIG bonuses highlight the potential for 
abuses of the public trust by companies rewarding employees with 
excessive compensation--all on the taxpayer dime. This legislation will 
ensure that companies receiving TARP funds tie pay to performance. I am 
particularly pleased that this bill includes a provision I authored 
requiring full disclosure of compensation and perks for the family 
members of employees working for these companies.
  Mr. CANTOR. Mr. Chair, my wife currently receives compensation from a 
financial institution that would be covered by the provisions of H.R. 
1664. I have determined that this constitutes a direct personal and 
pecuniary interest under clause 1 of Rule III of the Rules of the House 
and thus I will be answering ``present'' on any question related to 
H.R. 1664 put to the House or to the Committee of the Whole House.
  The CHAIR. All time for general debate has expired.
  Pursuant to the rule, the amendment in the nature of a substitute 
printed in the bill shall be considered as an original bill for the 
purpose of amendment under the 5-minute rule and shall be considered 
read.
  The amendment in the nature of a substitute is as follows:

                               H.R. 1664

       Be it enacted by the Senate and House of Representatives of 
     the United States of America in Congress assembled,

     SECTION 1. PROHIBITION ON CERTAIN COMPENSATION.

       (a) Prohibition on Certain Compensation Not Based on 
     Performance Standards.--Section 111 of the Emergency Economic 
     Stabilization Act of 2008 (12 U.S.C. 5221) is amended by 
     redesignating subsections (e) through (h) as subsections (f) 
     through (i), and inserting after subsection (d) the 
     following:
       ``(e) Prohibition on Certain Compensation Not Based on 
     Performance Standards.--
       ``(1) Prohibition.--No financial institution that has 
     received or receives a direct capital investment under the 
     Troubled Assets Relief Program under this title, or with 
     respect to the Federal National Mortgage Association, the 
     Federal Home Loan Mortgage Corporation, or a Federal home 
     loan bank, under the amendments made by section 1117 of the 
     Housing and Economic Recovery Act of 2008, may, while that 
     capital investment remains outstanding, make a compensation 
     payment, other than a longevity bonus or a payment in the 
     form of restricted stock, to any executive or employee under 
     any existing compensation arrangement, or enter into a new 
     compensation payment arrangement, if such compensation 
     payment or compensation payment arrangement--
       ``(A) provides for compensation that is unreasonable or 
     excessive, as defined in standards established by the 
     Secretary, in consultation with the Chairperson of the 
     Congressional Oversight Panel established under section 125, 
     in accordance with paragraph (2); or
       ``(B) includes any bonus or other supplemental payment that 
     is not directly based on performance-based measures set forth 
     in standards established by the Secretary in accordance with 
     paragraph (2).
     Provided that, nothing in this paragraph applies to an 
     institution that did business with a recipient of a direct 
     capital investment under the TARP.
       ``(2) Standards.--Not later than 30 days after the date of 
     enactment of this subsection, the Secretary, with the 
     approval of the agencies

[[Page H4295]]

     that are members of the Federal Financial Institutions 
     Examination Council, and in consultation with the Chairperson 
     of the Congressional Oversight Panel established under 
     section 125, shall establish the following:
       ``(A) Unreasonable and excessive compensation standards.--
     Standards that define `unreasonable or excessive' for 
     purposes of subparagraph (1)(A).
       ``(B) Performance-based standards.--Standards for 
     performance-based measures that a financial institution must 
     apply when determining whether it may provide a bonus or 
     retention payment under paragraph (1)(B). Such performance 
     measures shall include--
       ``(i) the stability of the financial institution and its 
     ability to repay or begin repaying the United States for any 
     capital investment received under this title;
       ``(ii) the performance of the individual executive or 
     employee to whom the payment relates;
       ``(iii) adherence by executives and employees to 
     appropriate risk management requirements; and
       ``(iv) other standards which provide greater accountability 
     to shareholders and taxpayers.
       ``(3) Reporting requirement.--
       ``(A) In general.--Any financial institution that is 
     subject to the requirements of paragraph (1) shall, not later 
     than 90 days after the date of enactment of this subsection 
     and annually on March 31 each year thereafter, transmit to 
     the Secretary, who shall make a report which states how many 
     persons (officers, directors, and employees) received or will 
     receive total compensation in that fiscal year in each of the 
     following amounts:
       ``(i) over $500,000;
       ``(ii) over $1,000,000;
       ``(iii) over $2,000,000;
       ``(iv) over $3,000,000; and
       ``(v) over $5,000,000.

     The report shall distinguish amounts the institution 
     considers to be a bonus and the reason for such distinction. 
     The name or identity of persons receiving compensation in 
     such amounts shall not be required in such reports. The 
     Secretary shall make such reports available on the Internet. 
     Any financial institution subject to this paragraph shall 
     issue a retrospective annual report for 2008 and both a 
     prospective and retrospective annual report for each 
     subsequent calendar year until such institution ceases to be 
     subject to this paragraph.
       ``(B) Total compensation defined.--For purposes of this 
     paragraph, the term `total compensation' includes all cash 
     payments (including without limitation salary, bonus, 
     retention payments), all transfers of property, stock 
     options, sales of stock, and all contributions by the company 
     (or its affiliates) for that person's benefit.''.
       (b) Revision to Rule of Construction.--Section 
     111(b)(3)(D)(iii) of the Emergency Economic Stabilization Act 
     of 2008 (12 U.S.C. 5221(b)(3)(D)(iii)) is amended by 
     inserting before the period the following: ``, except that an 
     entity subject to subsection (e) may not, while a capital 
     investment described in that subsection remains outstanding, 
     pay a bonus or other supplemental payment that is otherwise 
     prohibited by clause (i) without regard to when the 
     arrangement to pay such a bonus was entered into''.

  The CHAIR. No amendment to the committee amendment is in order except 
those printed in House Report 111-71. Each amendment may be offered 
only in the order printed in the report, by a Member designated in the 
report, shall be considered read, shall be debatable for the time 
specified in the report, equally divided and controlled by the 
proponent and an opponent of the amendment, shall not be subject to 
amendment, and shall not be subject to a demand for division of the 
question.


         Amendment No. 1 Offered by Mr. Frank of Massachusetts

  The CHAIR. It is now in order to consider amendment No. 1 printed in 
House Report 111-71.
  Mr. FRANK of Massachusetts. I rise to offer that amendment.
  The CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Amendment No. 1 offered by Mr. Frank of Massachusetts:
       In subsection (e)(1) of the matter proposed to be inserted 
     by section 1(a) of the bill, in the matter following 
     subparagraph (B), strike ``nothing in this paragraph'' and 
     all that follows through ``under the TARP'' and insert ``an 
     institution shall not become subject to the requirements of 
     this paragraph as a result of doing business with a recipient 
     of a direct capital investment under the TARP or under the 
     amendments made by the Housing and Economic Recovery Act of 
     2008''.
        In subsection (e) of the matter proposed to be inserted by 
     section 1(a) of the bill, redesignate paragraph (3) as 
     paragraph (4) and insert after paragraph (2) the following:
       ``(3) Clarification relating to severance pay.--For 
     purposes of this subsection, a compensation payment or 
     compensation payment arrangement shall not include a 
     severance payment paid by an employer in the ordinary course 
     of business to an employee who has been employed by the 
     employer for a minimum of 5 years upon dismissal of that 
     employee, unless such severance payment is in an amount 
     greater than the annual salary of such employee or 
     $250,000.''.
       In the matter proposed to be inserted by section 1(a) of 
     the bill, in subsection (e)(4)(B) (as redesignated by the 
     previous amendment), insert before the period the following: 
     ``or for the benefit of that person's immediate family 
     members''.
       At the end of the bill, insert the following new section:

     SEC. 2. EXECUTIVE COMPENSATION COMMISSION.

       Section 111 of the Emergency Economic Stabilization Act of 
     2008 (12 U.S.C. 5221), as amended by section 1, is further 
     amended by adding at the end the following new subsection:
       ``(j) Executive Compensation Commission.--
       ``(1) Establishment.--There is hereby established a 
     commission to be known as the `Commission on Executive 
     Compensation' (hereinafter in this subsection referred to as 
     the `Commission').
       ``(2) Duties.--
       ``(A) Study required.--The Commission shall conduct a study 
     of the executive compensation system for recipients of a 
     direct capital investment under the TARP. In conducting such 
     study, the Commission shall examine--
       ``(i) how closely executive pay is currently linked to 
     company performance;
       ``(ii) how closely executive pay has been linked to company 
     performance in the past;
       ``(iii) how executive pay can be more closely linked to 
     company performance in the future;
       ``(iv) the factors influencing executive pay; and--
       ``(v) how current executive pay incentives affect executive 
     behavior.
       ``(B) Consideration of proposals.--The Commission shall 
     consider, in addition to any recommendations made by members 
     of the Commission or outside advisers, the effects of 
     implementing increased shareholder voice in executive 
     compensation.
       ``(3) Report.--
       ``(A) In general.--Not later than 90 days after the date on 
     which all members of the Commission have been appointed, the 
     Commission shall deliver a report to the President and to the 
     Congress containing--
       ``(i) recommendations for legislative action;
       ``(ii) recommendations for executive action, including 
     actions taken by the Department of the Treasury or any other 
     agency for which the Commission has recommendations; and
       ``(iii) recommendations for voluntary actions to be taken 
     by recipients of a direct capital investment under the TARP.
       ``(B) Minority views.--The report required under 
     subparagraph (A) shall be accompanied by any separate 
     recommendations that members of the Commission wish to make, 
     but that were not agreed upon by the Commission for purposes 
     of the report required under subparagraph (A). Such separate 
     recommendations must take the form of a proposal for aligning 
     executive pay with the long-term health of the company.
       ``(4) Composition.--
       ``(A) The Commission shall be composed of 9 members, 
     appointed as follows:
       ``(i) 1 member appointed by the Council of Economic 
     Advisers.
       ``(ii) 1 member appointed by the Speaker of the House of 
     Representatives.
       ``(iii) 1 member appointed by the Senate Majority Leader.
       ``(iv) 1 member appointed by the House Minority Leader.
       ``(v) 1 member appointed by the Senate Minority Leader.
       ``(vi) 1 member appointed by the Chairman of the Financial 
     Services Committee of the House of Representatives.
       ``(vii) 1 member appointed by the Ranking Member of the 
     Financial Services Committee of the House of Representatives.
       ``(viii) 1 member appointed by the Chairman of the Banking, 
     Housing, and Urban Affairs Committee of the Senate.
       ``(ix) 1 member appointed by the Ranking Member of the 
     Banking, Housing, and Urban Affairs Committee of the Senate.
       ``(B) Each appointing entity shall name its member within 
     21 days of the date of the enactment of this subsection.
       ``(C) Any vacancy in the Commission shall be filled in the 
     same manner as the original appointment.
       ``(5) Activities.--
       ``(A) The Chairman of the Financial Services Committee of 
     the House of Representatives shall select one member to serve 
     as the Chairman of the Commission, and such Chairman will 
     call to order the first meeting of the Commission within 10 
     business days after the date on which all members of the 
     Commission have been appointed.
       ``(B) The Commission shall meet at least once every 30 days 
     and may meet more frequently at the discretion of the 
     Chairman.
       ``(C) The Commission shall solicit and consider policy 
     proposals from Members of Congress, the financial sector, 
     academia and other fields as the Commission deems necessary.
       ``(D) The Commission shall hold at least two public 
     hearings, and may hold more at the discretion of the 
     Chairman.
       ``(6) Actions by the commission.--A decision of a majority 
     of commissioners present at a meeting of the Commission shall 
     constitute the decision of the Commission where the 
     Commission is given discretion to act, including but not 
     limited to, recommendations to be made in the report 
     described in paragraph 3.
       ``(7) Staff.--The Chair may hire at his or her discretion 
     up to seven professional staff members.

[[Page H4296]]

       ``(8) Termination.--The Commission shall terminate 30 days 
     after the date on which the Commission submits its report to 
     the President and the Congress under paragraph 3.
       ``(9) Authorization of appropriations.--There are 
     authorized to be appropriated such sums as may be necessary 
     to carry out this subsection.

  The CHAIR. Pursuant to House Resolution 306, the gentleman from 
Massachusetts (Mr. Frank) and a Member opposed each will control 10 
minutes.
  The Chair recognizes the gentleman from Massachusetts.
  Mr. FRANK of Massachusetts. Mr. Chairman, this is an amendment that 
reflects the debate that we had to some extent in the committee. Some 
Members on both sides raised questions about ambiguity. That is why you 
have markups.
  For example, we want to make it very clear that this applies only to 
institutions that have received and voluntarily retained capital 
infusions.
  So, as a later amendment offered by one of our Republican colleagues 
does, that I hope is adopted, it reinforces that you don't become 
subject to these limitations on compensation just because you do 
business with an institution that gets the investment. One Republican 
Member said, well, what about people who buy or sell mortgages from 
Fannie Mae and Freddie Mac? We make it very clear that they would not 
be covered.
  We did make it clear that where people have earned severance pay and 
their salary was $250,000 or less, that the severance pay is not 
greater than $250,000, or the annual salary, that earned severance pay 
could be paid under previous contracts. We always intended that. We 
wanted to make sure. And it does create a commission on executive 
compensation to study a system, because some people thought, well, we 
haven't done it well enough.
  Now, I have one other point, Mr. Chairman. Would it be in order for 
me to make a unanimous consent request for a modification of the 
amendment?
  The CHAIR. It is in order.
  Mr. FRANK of Massachusetts. The gentlewoman from North Carolina said 
that she thought it was a mistake to refer to both executive or 
employee, because executives are employees. And in the interest of that 
grammatical position, I ask unanimous consent to amend the manager's 
amendment to incorporate the point made by the gentlewoman from North 
Carolina, and strike the words ``executive or.''
  The CHAIR. The Clerk will report the modification.
  The Clerk read as follows:

       Modification to amendment No. 1. offered by Mr. Frank of 
     Massachusetts:
       Add at the end of the amendment:
       On page 2, line 23--delete ``executive or''.
       On page 4, line 14--delete ``executive or''.

  The CHAIR. Is there objection to the request of the gentleman from 
Massachusetts?
  Mr. PRICE of Georgia. Mr. Chairman, reserving the right to object, I 
just received this.
  My understanding is that this is removing the words ``executive or'' 
among those individuals who would come under the jurisdiction of 
determining what compensation ought to be or performance ought to be, 
so that it would read that ``any employee.'' Is my understanding 
correct?
  Mr. FRANK of Massachusetts. If the gentleman would yield, yes, that 
was the point raised by the gentlewoman from North Carolina. I think 
that effectuates her point.
  Mr. PRICE of Georgia. And I appreciate that. Continuing to reserve 
the right to object, my sense is that what this is, is actually a 
clarifying amendment to a greater intent by the Members on the majority 
side who----
  Mr. FRANK of Massachusetts. Mr. Chairman, I withdraw my unanimous 
consent request.
  The CHAIR. The request is withdrawn.
  Mr. FRANK of Massachusetts. Mr. Chairman, I guess we get a sense of 
what is happening here. The gentlewoman from North Carolina raised the 
point that, frankly, didn't seem to me one of the most important ever 
to be raised. It said we had some redundancy in the bill. Lawyers, of 
course, hate redundancy, as we all know. They are belt and suspenders 
opposed to it.
  I tried to accommodate the gentlewoman from North Carolina. It 
touched off an entirely unnecessary debate eating up the time. If the 
Members are prepared to accept this at some point, in the spirit of 
conciliation I will offer it again, but not to be the subject for extra 
debate time which intrudes on the Members' time.
  The manager's amendment, as I said, clarifies points that were 
raised, as I just tried to do with the gentlewoman from North Carolina, 
tried to give some assurance. Sometimes the atmosphere gets so partisan 
that that effort of conciliation becomes too difficult, so I will leave 
it where it is.
  I reserve the balance of my time.
  Mr. PRICE of Georgia. Mr. Chairman, I am pleased to yield 2 minutes 
to the gentleman from Nebraska (Mr. Terry).
  The CHAIR. Does the gentleman rise in opposition to the amendment?
  Mr. PRICE of Georgia. I claim the time in opposition to the 
amendment.
  The CHAIR. The gentleman from Georgia is recognized for 10 minutes.
  Mr. PRICE of Georgia. And I yield 2 minutes to the gentleman from 
Nebraska (Mr. Terry).
  Mr. TERRY. Let's go over the chronology of events here.
  We had a stimulus bill that was 1,100 pages, and there was a 
provision within the stimulus bill that was the opposite of the 
intentions of the House and the Senate, where language from the 
original versions and intentions of the House were stripped out in the 
middle of the night with only a few people in the room, which we have 
now subsequently learned that at least two of the people in the room 
were Secretary Geithner of the White House's Cabinet, and Senator Dodd.
  Now, I heard an earlier speaker, the gentleman from California, 
saying something about how we are deriding this one statement. They are 
right, because this one statement protected the bonuses, specifically 
protected the bonuses that became the outrage of America.
  This stimulus bill, with this language protecting it that was 
inserted by the White House and Senator Dodd, who has received about 
$200,000 in campaign contributions from AIG, by the way, that doesn't 
get mentioned on the floor too much. This was then brought to the 
floor, 1,100 pages, put before this body without an opportunity to 
read, a promise to us and American people that we would have 48 hours 
to read a complex bill when we had very few hours to read this bill.
  And now we are in what we call the coverup or cover your rear stage, 
because the people who voted for that stimulus are now running for 
cover.
  The CHAIR. The time of the gentleman has expired.
  Mr. PRICE of Georgia. I yield the gentleman an additional 1 minute.
  Mr. TERRY. We went through this exercise a week or so ago when we 
wanted to tax the bonuses at 90 percent. And so I ask the original so-
called author, ostensible author of this bill, Mr. Grayson, if he even 
read the bill. And I would yield to Mr. Grayson for an answer.
  Okay. I guess we won't get an answer of whether or not he read the 
bill.
  What we found out is that now the public is still outraged because 
they are mad at the coverup between the Cabinet and Senator Dodd and 
this body's participation in it. So we are going to take now an extra 
measure in our CYA efforts and develop a bill that now will make the 
Federal Government intrude to the very core of any business that 
accepted a dollar of TARP dollars, where now the Treasury comes in 
without any expertise and sets the salaries for the secretaries on up.
  Mr. FRANK of Massachusetts. I yield myself 2\1/2\ minutes to comment 
on the most extraordinary display of illogic ever inflicted on this 
Chamber.
  The gentleman complains that the restriction was adopted, but now 
complains that we are going to undo it.
  And the gentleman is leaving the Chamber. Let me say to him, I 
understand differences of opinion, but I do resent the suggestion that 
I am trying to cover anything up. As chairman of the committee, I----
  Mr. TERRY. Will the gentleman yield?
  Mr. FRANK of Massachusetts. No. I brought a bill to the committee for 
a markup. We had an open markup. People could have offered any 
amendment they wanted. We then brought the bill to the floor. We went 
to the Rules Committee. I urged some----
  Mr. TERRY. Would the gentleman yield for a clarification?
  Mr. FRANK of Massachusetts. I will yield.

[[Page H4297]]

  Mr. TERRY. For a clarification, when you said brought to markup, are 
you referring to the so-called Grayson bill that you brought to the 
markup, or the original stimulus?
  Mr. FRANK of Massachusetts. I reclaim my time. The answer is obvious. 
No, the stimulus bill did not come to a committee which had no 
jurisdiction over it, as the Member well knew. I am talking about the 
accusation that a bill to correct a mistake is a coverup.
  The illogic of that is overwhelming. The lack, I think, of commitment 
here to public policy is striking. The gentleman is complaining about a 
mistake, and he calls an attempt to correct a mistake a coverup. What 
is the coverup? This is a bill that was debated openly in a markup, it 
was debated openly in the Rules Committee. It is being debated openly 
on the floor.
  This accusation of coverup is not, it seems to me, a serious 
contribution to a debate on the merits. But there is also the 
fundamental inconsistency on the Republican side. They were opposed, 
and the gentleman said this bill is going to get us deeper into the 
affairs of corporations. How? By repealing something the gentleman was 
opposed to.
  If in fact the provision he didn't like hadn't been put in there in 
the first place, we wouldn't have been so deeply into it. This is 
simply, let's find something to complain about. Let's ignore logic.
  The gentleman says he doesn't want us more deeply into corporations. 
Well, then he should have been for that restriction. Indeed, his 
quarrel with Senator Dodd is not that he only got part of what he 
wanted, but that he moved it at all. Because, remember, it was Senator 
Dodd who initiated the further restriction.
  I reserve the balance of my time.
  Mr. PRICE of Georgia. Mr. Chairman, I am pleased to yield to the 
gentleman from New Jersey (Mr. Garrett) for 5 minutes.
  Mr. GARRETT of New Jersey. I thank the gentleman from Georgia. And I 
also thank the gentleman from Massachusetts, for I agree with him, as 
most Americans do, with regard to the underlying bill here as far as 
the apparent excesses, as far as the salaries that some people made 
when they were underperforming companies. And I share the concern that 
taxpayers have, and I share the chairman's concern with regard to his 
overall amendment that he makes to the bill. But the underlying bill 
here, however, has three or four fundamental problems.
  One, it is unconstitutional, as some have said; secondly, it has an 
uncalled for retroactive effect; thirdly, there is this unfairness as 
we treat disparate individuals within the same company; and, fourthly, 
there is certainly a harmful impact upon the very programs that our now 
Secretary of the Treasury wishes to implement.

                              {time}  1600

  On the unconstitutionality portion, I am unclear, as are outside 
experts who have looked over this legislation, to see exactly how it is 
within the powers of the U.S. Congress, as much as we may like to do so 
sometimes, to simply go in and abrogate contracts that were voluntarily 
made by willing parties on either side. Regardless of whether the fact 
is that those companies or those individuals may be receiving Federal 
dollars or not, whether there is a constitutional ability to do so is a 
question I think that this body should be addressing and how that can 
be answered.
  The second aspect is the retroactivity effect. Some of the provisions 
in this bill I could probably come to agreement with. But to step in 
here, after the fact, and say that we are now going to go back, 
backwards in time and look at those very same corporations who had 
entered into contracts, had activity prior to their receiving TARP 
funds or other Federal dollars or investments, capital investments, and 
now saying, we are going backwards and we will basically open up 
agreements and open up terms of deals over there and look back on them, 
seems to be an activity that Congress should not engage in.
  Prospective is another matter. For companies or banks or other 
financial institutions that want to engage and receive Federal dollars, 
absolutely. They should be knowing what the terms of the deal are on 
the table. And if they accept them today, then those are the deals 
going forward. But to go backwards in time really raises, as I said 
before, an unconstitutional aspect.
  Finally, the unfairness as far as the disparate treatment that you 
may receive within the same company. I think the basic outrage that 
most Americans have on this situation is when we read in the paper the 
multimillion dollar deals or bonuses that people received, especially 
in those failing companies, and say, How do they receive millions and 
millions of dollars? Well, this bill addresses that. Fine. But it also 
addresses that secretary who may be just working there on weekends or 
part-time or even full-time making slightly over $10 an hour or more. 
That secretary comes within the confines of this bill too. The 
custodian or other worker in the business would also fall within the 
purviews of this legislation.
  Now the answer might be, well, we are still going to look to see 
whether their payment is reasonable or excessive. But why we would pick 
on those individuals who did absolutely no wrong and to say that now 
Congress is going to be scrutinizing your salaries and see whether or 
not you were paid far too much for the activities that you did in the 
company is beyond me.
  Finally, the fourth portion, harmful. Secretary Geithner comes out, 
finally, after several failed attempts with his plan on how we are 
going to get out of this global morass that we are in right now, and 
how does he want to do it? He and the White House have opened their 
doors to the free enterprise system, the capitalist markets, and the 
banking and the financial institutions, as they did this past week and 
said, Come on board. Work with us as teammates in this. We want to make 
you partners. Partners? What partner wants to hook up with somebody 
that if you are successful, there may be other legislation like this 
that will go in and claw back the money that you made? If you're 
successful it may be clawed back. And I have heard some people say, If 
you're unsuccessful, maybe you will be penalized.
  And I appreciate the fact that the chairman in Rules Committee 
yesterday said, to paraphrase, he said, Fear not. If it goes through my 
committee, I would not permit such language to go forward. And I 
appreciate that. But as the chairman knows, the bill we did, I think it 
was last Thursday, the 90 percent tax, to the best of my knowledge, did 
not go through your committee. You and I may have liked it to. But it 
did not.
  So we have seen the way this House operates. When the mood drives the 
Speaker or the majority leader, they can pass a bill through. A 90 
percent tax that basically makes the Tax Code the penal code and 
punishes people for activity that they never realized was unlawful or 
inappropriate before, did not go through his committee. So to all of 
the best wishes of the chairman, he unfortunately, may not have that 
ability to block that provision going forward as much as he and I might 
wish that he did. So the legislation that is before us still puts that 
harmful impact upon him.
  And finally, if I still have some time, we have to ask the larger 
question, what actually does this do at the end of the day? Is it 
window dressing? Maybe.
  The CHAIR. The time of the gentleman has expired.
  Mr. PRICE of Georgia. I yield the gentleman 1 additional minute.
  Mr. GARRETT of New Jersey. What did we actually do? Well, it puts 
language in here which says that there cannot be excessive or 
unreasonable compensation. Yesterday, again, at Rules Committee, 
somebody from our side of the aisle and someone from the other side of 
the aisle asked, What is excessive or unreasonable compensation? And 
quite candidly, they said they couldn't answer the question. They will 
leave it to someone else.
  I'm not sure if that is the right answer to that question. If you're 
going to have legislation like this, and I don't support the 
legislation, but if you're going to have legislation like this, you 
should be doing it the way we dealt with Fannie and Freddie when we had 
that situation and say, We don't want anybody making more than X, and 
take the responsibility as Congress and say, We are going to put the 
dollar amounts in it. This doesn't. This abrogates that to a Secretary 
of the Treasury who can come up with who knows what? It could be $1 
million. It could be

[[Page H4298]]

$10 million. It could be $100,000. It could be $50,000.
  We should not be putting this ambiguity in here. It doesn't answer 
the question. It is just one more way to say that this is a potentially 
harmful, unconstitutional, retroactive legislation to the overall 
global climate that we are in today.
  Mr. FRANK of Massachusetts. Mr. Chairman, I have only one speaker 
remaining.
  Mr. PRICE of Georgia. I have no speakers remaining, and I will 
consume the rest of our time when the gentleman is ready to close.
  Mr. Chairman, may I ask how much time remains?
  The CHAIR. The gentleman from Georgia has 1 minute remaining. The 
gentleman from Massachusetts has 5 minutes remaining.
  Mr. PRICE of Georgia. Mr. Chairman, I think it is important to 
appreciate that this bill is very far-reaching. It is not just a simple 
little exclusion of an amendment that was inserted in the middle of the 
night on the previous $1 trillion spending bill that the majority 
passed.
  It includes compensation arrangements and includes compensation 
limitation potential by the Secretary of the Treasury. It also includes 
performance-based standards that are also defined by the Secretary of 
the Treasury. Now what does that mean? The performance in the bill or 
the performance of an individual executive or employee to whom the 
payment relates? The adherence by executives or employees to 
appropriate risk management requirements? And ``other standards which 
provide greater accountability to shareholders and taxpayers.''
  What is all that?
  Well, Mr. Chairman, I would suggest that we don't know what all that 
is. And that is why the American people are so concerned about these 
issues. Because they know that the faith that they have in the American 
system of government and the American marketplace does not rest in the 
Secretary of the Treasury. It does not rest in the government. It rests 
in the ingenuity and the vitality of the American people. And that is 
where they want it to remain.
  The CHAIR. The time of the gentleman from Georgia has expired.
  Mr. FRANK of Massachusetts. Mr. Chairman, first, I appreciate the 
generosity of the gentleman from New Jersey when he accepts the fact 
that I intend to do this through the committee that I chair. He then 
suggested, however, that we might lose control of this. I'm talking now 
about the ability to restrict the recipients of the capital infusion. 
And he talked about a tax bill that didn't come out of the Committee on 
Financial Services and a bill just voted on today, defeated, out of 
Judiciary.
  But I will assure him, given the support of the leadership on the 
Democratic side, of the importance of restricting this to recipients of 
capital infusions. Both of those bills included that same restriction. 
The Committee on Financial Services had no great input into the tax 
bill. But the writers of that bill accepted our language that applied 
only to recipients of a capital infusion. Similarly, the Judiciary bill 
applies only to recipients of the capital infusion. And I have now put 
every other chairman on notice about assurances that will be there.
  The other thing the gentleman from New Jersey said indicates the 
split on the Republican side. He denounced retroactivity. There is a 
good argument against retroactivity, and the courts may have to decide 
it. But remember that unlike the gentleman from New Jersey with his 
consistency to principle, a large number of Republicans, including the 
gentleman from Nebraska, have been denouncing the administration and 
the Senate precisely for accepting the principle that you don't go 
retroactive. The gentleman from New Jersey said, ``Don't be 
retroactive.'' But most of the other Republicans have been saying, 
``How dare you not go retroactive?''
  The provision that kindled all the anger that was put into the 
recovery bill was a provision that says, ``Don't apply these rules 
retroactively.'' The gentleman from New Jersey says, ``Don't apply the 
rules retroactively''?
  I guess he is lucky that his colleagues have decided not to denounce 
him. He is a very nice guy. That is probably what has charmed them. But 
he has just articulated precisely the principle that has led to that 
firestorm of attack.
  Now again, this bill undoes that. Members said, Oh, but it does more 
than that. And there is an implicit suggestion that if only, if we had 
only done that, it would have been okay. But I repeat, the bill that 
only does that was introduced 2 days before the markup. I don't read 
every bill that is introduced. No Member of the Republican's minority 
on the committee offered an amendment to reduce this only to that 
repeal. No Republican in the House came to the Rules Committee and 
said, You know, that provision, that is a terrible provision. Let's get 
rid of it.
  They don't want to get rid of it, Mr. Chairman, because they want to 
be able to attack it. Some of them want to attack retroactivity, and 
some of them want to attack a bar on retroactivity.
  As to the standards, in the first place, members of the minority have 
consistently--I guess it scares people more--misstated the authority 
here. It is to the Secretary of the Treasury and the Federal Financial 
Institutions Examination Council, a five-member body, three of whom are 
George Bush appointees; the Comptroller of the Currency, Mr. Duggan; 
the head of the FDIC, Ms. Bair, and the chairman of the Federal 
Reserve, Mr. Bernanke. They are three of the five members of this 
committee, and they are not advisory. The oversight panel is an 
advisory role.
  The five members of the Federal Financial Institutions Examination 
Council, people with long experience in regulating financial 
institutions, are the ones that have to sign off on any regulations. So 
why is it simply the Secretary of the Treasury? The gentleman from 
Georgia read off the biography of the Secretary of the Treasury. He 
went to Dartmouth. Apparently that is a prerequisite today for 
Secretaries of the Treasury, as Mr. Paulson did. But what about Ms. 
Bair's experience? What about Mr. Duggan's experience? What about 
others who are in that position who have had long experience both in 
the private sector, as they have, and as bank regulators?
  This is an effort to caricature the bill. By the way, last year, the 
Republican majority of the Senate, President Bush, the Republican 
leadership of the Financial Services Committee and the Republican 
leadership of the House voted for a bill that gave more discretion to 
the Secretary of the Treasury alone. I understand that times change. 
But a change in political control should not lead to such a rapid 
change in political opinion. And if retroactivity is a terrible thing, 
then retroactivity shouldn't have been the cause of all that argument.
  I repeat again. This says if you take Federal money under the capital 
infusion program, you cannot issue excessive or unreasonable payments, 
which is what AIG did. And they didn't just do the top executives. Why 
do we cover everybody? Because AIG and others could cover everybody. 
And it says, ``Let's undo the mistake that was made during the 
recovery.''
  Obviously, the manager's amendment is not controversial. It has just 
been the forum for more extended debate. I hope the manager's amendment 
is adopted.
  The CHAIR. The question is on the amendment offered by the gentleman 
from Massachusetts (Mr. Frank).
  The amendment was agreed to.


                 Amendment No. 2 Offered by Mr. Cardoza

  The CHAIR. It is now in order to consider amendment No. 2 printed in 
House Report 111-71.
  Mr. CARDOZA. Mr. Chairman, I have an amendment at the desk.
  The CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Amendment No. 2 offered by Mr. Cardoza:
       In subsection (e) of the matter proposed to be inserted by 
     section 1(a), add at the end the following:

       ``(4) Community financial institution exemption.--
       ``(A) In general.--The Secretary may exempt community 
     financial institutions from any of the requirements of this 
     subsection, when the Secretary finds that such an exemption 
     is consistent with the purposes of this subsection.
       ``(B) Community financial institution defined.--For the 
     purposes of this paragraph,

[[Page H4299]]

     the term `community financial institution' means a financial 
     institution that receives or received a direct capital 
     investment under the Troubled Asset Relief Program under this 
     title of not more than $250,000,000.''.

  The CHAIR. Pursuant to House Resolution 306, the gentleman from 
California (Mr. Cardoza) and a Member opposed each will control 5 
minutes.
  The Chair recognizes the gentleman from California.
  Mr. CARDOZA. Mr. Chairman, I yield myself such time as I may consume.
  I rise today in support of my amendment. My amendment allows the 
Secretary of the Treasury to exempt community bank TARP participants 
from compensation standards established by the Secretary as long as 
they have not received more than $250 million in TARP funds and as long 
as doing so is consistent with the intent of this bill.
  The community banks were not the bad actors that led to the collapse 
of our credit markets, and we need them to be a part of the solution to 
our economic recovery. They are known for their prudent lending 
practices and their commonsense compensation policies, which is why the 
vast majority of them remain well capitalized and ready to lend.
  By painting community banks with the same brush as the financial 
institutions that abused the trust of the taxpayers and their 
shareholders, we are unfairly adding to the regulatory burden of these 
community banks, and we run the risk that they will drop out of the 
Capital Purchase Program.
  I do not support outrageous bonuses that were paid out of TARP funds 
to irresponsible executives. But I also do not support burdening 
community banks with overbearing regulations that are in response to 
actions made by the larger institutions.
  My amendment will make sure this doesn't happen by allowing the 
Treasury Secretary to concentrate his efforts on where the problem 
existed in the first place and not in our community banks. It will also 
encourage the participation of more community banks in the Capital 
Purchase Program and will enhance their role as leaders in the economic 
recovery.
  I want to thank Chairman Frank for working with me to craft this 
amendment and to support my efforts to protect community banks from 
unfairly burdensome regulations.
  Mr. FRANK of Massachusetts. Will the gentleman yield?
  Mr. CARDOZA. I yield to the gentleman from Massachusetts.
  Mr. FRANK of Massachusetts. I thank the gentleman because this is 
important not just for what it does but for what it says. Community 
banks have not been the source of this problem. They didn't make bad 
subprime loans. They didn't get into CDOs. They have been unfairly 
blamed and to some extent burdened. And it should be our commitment, 
and we are, we are trying to do this in other ways, with the FDIC 
assessment. The gentleman from California has been a leader in this. 
This is a chance for us, in effect, to apologize to community banks for 
criticism that was undeserved and to assure them that we will try to 
insulate them from actions that should not occur that would penalize 
them for things that they didn't do wrong.
  I thank the gentleman for his leadership.

                              {time}  1615

  Mr. CARDOZA. I thank the chairman for his leadership on this and for 
his help crafting this amendment. I thank his staff for the same.
  Mr. FRANK of Massachusetts. If the gentleman would yield further, I 
would note that I'm going to introduce a letter from Camden Fine, the 
president and CEO of the Independent Community Bank Association.
                                                   March 31, 2009.
     Re Support Cardoza Amendment to H.R. 1664.

       Dear Representative: On behalf of the Independent Community 
     Bankers of America, and its 5,000 members, I strongly urge 
     you to support the Cardoza Amendment to H.R. 1664, the 
     executive compensation legislation applicable to TARP 
     recipients. The Cardoza Amendment recognizes that community 
     banks do not engage in the unreasonable and excessive 
     compensation practices that are at the heart of the TARP 
     bonus scandals.
       As a result of prudent lending practices and common-sense 
     compensation policies, the majority of community banks remain 
     strongly capitalized and ready to do their part to aid 
     economic recovery through lending to households and small 
     businesses. Recognizing the important role community banks 
     play in our recovery, both the Obama and Bush Administrations 
     have encouraged community banks to participate in the TARP 
     Capital Purchase Program. The Program provides additional 
     resources to participating community banks to enhance their 
     role as catalysts for economic recovery in their local 
     communities.
       Unfortunately, efforts to rein in excessive and 
     unreasonable compensation practices of MG and others have 
     also reached the community banks. The broad-brush approach to 
     addressing compensation abuses needlessly and unfairly adds 
     to the regulatory burden of community banks participating in 
     the Capital Purchase Program. It would be a shame if well-
     intended, but misdirected, regulation of bank employee 
     compensation forces community banks to withdraw from the 
     program or not sign up in the first place.
       The Cardoza Amendment takes a targeted approach to the 
     regulation of executive and employee compensation by allowing 
     the Secretary of the Treasury to concentrate his efforts 
     where the problems existed in the first place--the largest 
     financial institutions. The amendment allows the Secretary to 
     exempt community financial institutions from the compensation 
     standards established under H.R. 1664, if the Secretary finds 
     that an exemption is consistent with the purposes of the new 
     legislation. For purposes of the exemption, a community 
     financial institution is an institution that receives or has 
     received not more than $250 million under the Capital 
     Purchase Program.
       The Cardoza amendment will encourage the participation of 
     community banks in the Capital Purchase Program and enhance 
     the community bank industry's role as leaders in our economic 
     recovery. Thank you for considering our views.
           Sincerely,
                                                   Camden R. Fine,
                                                President and CEO.

  Mr. PRICE of Georgia. Mr. Chairman, I claim the time in opposition, 
though I am not opposed.
  The CHAIR. Without objection, the gentleman from Georgia is 
recognized for 5 minutes.
  There was no objection.
  Mr. PRICE of Georgia. Mr. Chairman, I want to commend my friend from 
California for introducing this amendment. I think that it's a good 
idea, but in my view, doesn't go far enough. I would also point out 
that it is purely arbitrary, and that gets to the heart of the 
challenge that we have here, the arbitrary nature of what we're 
deciding.
  Small financial institutions should be automatically exempt from this 
legislation. The best approach to protecting the taxpayers' investment 
in private business is through stronger oversight and accountability, 
not by further entrenching government in the operations and management 
of hundreds of businesses across America, many of which are community 
and regional banks that did nothing, as my friends have commented, to 
create the current financial challenge.
  Indeed, given the government's track record in piling up huge 
deficits and mismanaging a wide range of Federal programs, there is 
little reason to believe that it will have any more success in running 
private enterprises.
  The amendment leaves the discretion to the Secretary of the Treasury 
to exempt community financial institutions from the legislation's 
compensation prohibitions.
  I would suggest, Mr. Chairman, that rather than leaving this 
responsibility to the Treasury Secretary who, I might add, failed to 
block the AIG bonuses and who, by his own admission, has a very full 
plate these days. Why not simply exempt smaller TARP recipients 
entirely from the government micromanagement of compensation levels for 
all employees that this bill imposes?
  I would reserve the balance of my time.
  Mr. CARDOZA. I have no further speakers, Mr. Chair. I reserve to 
close.
  Mr. PRICE of Georgia. Mr. Chairman, how much time remains?
  The CHAIR. The gentleman has 3\1/2\ minutes remaining. The gentleman 
from California has 2 minutes remaining.
  Mr. PRICE of Georgia. Mr. Chairman, I yield the balance of our time 
to Mr. Bachus from Alabama.
  Mr. BACHUS. Mr. Chairman, I just want to ask the sponsor a question. 
You have included in the original, in the legislation before us, it 
includes all financial institutions who accepted TARP money; is that 
correct?
  I ask the chairman of the full committee.

[[Page H4300]]

  Mr. FRANK of Massachusetts. Capital infusions from TARP. There are 
other forms of TARP money, but accept capital infusions of TARP money.
  Mr. BACHUS. This only involves capital infusions.
  Mr. FRANK of Massachusetts. Only the capital infusions, the gentleman 
from Alabama's idea, as I give him credit for.
  Mr. BACHUS. What about AIG? Would they be included?
  Mr. FRANK of Massachusetts. Yes, because AIG did get a TARP capital 
infusion.
  Mr. BACHUS. So it's all TARP.
  Mr. FRANK of Massachusetts. They didn't originally, as the gentleman 
knows, but there was subsequently a TARP addition to.
  Mr. BACHUS. And I'm sincerely trying to--and I think amendment is an 
improvement. And I think the basis for it, as you both said, we don't 
want to limit the salaries of people who were not at fault.
  I think what this bill, Mr. Frank, what, Chairman Frank, you're 
attacking is what you've called a, and I know the sponsor of the bill 
said last night that the people who have been ripping off the American 
taxpayer by stealing money and sucking it into their own pockets.
  Mr. FRANK of Massachusetts. If the gentleman would yield, I never 
used that language. That's not my language
  Mr. BACHUS. That was his. But I guess what I'm saying, I think the 
philosophy behind this bill is we, the taxpayers, are going to come 
into people who caused this problem and limit their salaries; at least 
that's what he has said on two or three occasions.
  But I guess my question to you, what about the institutions that have 
not caused any of the problem and were urged to take the money by the 
Secretary of the Treasury, and even those last week, you know, again, 
the President, last week, urged these companies to keep the money and 
not to return it. And I guess----
  Mr. FRANK of Massachusetts. Will the gentleman yield?
  Mr. BACHUS. Yes.
  Mr. FRANK of Massachusetts. Well, the President and I agree a lot, 
but not all the time. I'd like people to return the money. It's good 
for the taxpayers. It's a sign that they are stable, and we 
specifically amended the law to allow them to return it, and I 
encourage them to return it.
  Mr. BACHUS. But now do you realize, and I believe the chairman is 
sincere, do you realize that while you're urging them to return it, the 
President and the Secretary of the Treasury are saying, please don't 
return it because when you do, it will restrict or reduce lending?
  Mr. FRANK of Massachusetts. Will the gentleman yield?
  Mr. BACHUS. Yes.
  Mr. FRANK of Massachusetts. If it's going to reduce their lending, 
then they probably shouldn't return it. But there are other things that 
people do with it. And I understand. But if the gentleman is asking me 
do I understand that I'm disagreeing to some extent with the President 
and the Secretary of the Treasury, yes, sometimes that happens.
  If the gentleman would yield, the Secretary of the Treasury 
apparently sponsored the restriction against retroactivity. He is on 
the side of the gentleman from New Jersey (Mr. Garrett) against 
retroactivity. I am here with a bill that undoes something the 
Secretary of the Treasury did.
  Mr. BACHUS. But my question to you, Chairman Frank, is, this bill 
applies to all employees of all these institutions, does it not?
  Mr. FRANK of Massachusetts. If the gentleman will yield. Yes, because 
in AIG we had hundreds of people--yes, it does.
  Mr. BACHUS. Yes, it does. It covers every employee and every 
financial institution, the several hundred who were actually urged last 
week by this President to keep the money and which we're getting a 5 
percent dividend.
  The CHAIR. The time of the gentleman has expired.
  Mr. CARDOZA. Mr. Speaker, just today, the New York Times reported 
that four small banks were returning our TARP funds because of the 
onerous regulations they find themselves having to comply with. If we 
apply the same regulations to small banks that we do to the big ones, 
more community banks will opt out of the TARP program, and I think to 
some disadvantage to districts like mine that are suffering so badly.
  My amendment will make sure that they can take TARP funds and still 
not have to deal with some of these regulations. I think that's a 
positive movement in the right direction.
  I actually thank Mr. Bachus for saying that this was a step in the 
right direction, and I enjoy working with him and my colleague from 
Georgia.
  I urge the adoption of this amendment.
  I yield back the balance of my time.
  The CHAIR. The question is on the amendment offered by the gentleman 
from California (Mr. Cardoza).
  The amendment was agreed to.


            Amendment No. 3 Offered by Mr. Meeks of New York

  The CHAIR. It is now in order to consider amendment No. 3 printed in 
House Report 111-71.
  Mr. MEEKS of New York. I have an amendment at the desk.
  The CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Amendment No. 3 offered by Mr. Meeks of New York:
       In subsection (e)(1) of the matter proposed to be inserted 
     by section 1(a)--
       (1) strike ``has received or receives a direct capital 
     investment under the Troubled Assets Relief Program under 
     this title'' and insert ``receives a direct capital 
     investment under the Troubled Assets Relief Program under 
     this title after the date of enactment of this subsection''; 
     and
       (2) strike ``any existing compensation arrangement'' and 
     insert ``any compensation arrangement other than a 
     compensation arrangement entered into prior to the date of 
     enactment of this subsection''.

  The CHAIR. Pursuant to House Resolution 306, the gentleman from New 
York (Mr. Meeks) and a Member opposed each will control 5 minutes.
  The Chair recognizes the gentleman from New York.
  Mr. MEEKS of New York. Mr. Chairman, I, like most Americans, was 
deeply upset and emotionally charged when I learned of the bonuses that 
AIG gave to its employees.
  I, like most Americans, believe strongly that if you receive taxpayer 
dollars, you should have standards to limit abuses. I believe that this 
bill does begin to set those standards, but with just one flaw.
  To correct this flaw, I had to contemplate, because some have said 
this amendment may not be the safest thing for me to do. Some say, for 
the sake of expedience, this may not be the political thing for me to 
do. And others say for the sake of vanity, it definitely may not be the 
popular thing to do.
  But I'm reminded of Dr. King, who said, there comes a time when one 
must take a position that is neither safe, nor political, nor popular, 
but one must take that position because it's the right thing to do.
  The rule of law and economic growth have been critically linked in 
the development of our Nation. The strength of our laws allows 
investors to trust that they can do business here. A legal system like 
ours provides protection and has allowed investors to innovate and take 
risks unsurpassed anywhere else in the world.
  Right now we are undergoing a necessary and painful examination of 
our system of regulation and of our financial markets and the risks 
that were taken. However, we have to be careful that, in this process 
of correction and damage control, we do not do more harm than good. I 
fear that if we legislate changes to the rules in the middle of the 
game, we begin to undermine the trust that has made us so strong.
  Do we really want to be dismantling confidence in our laws now?
  This body should be the safety measure against arbitrary governance, 
not the entity that ushers it in. Just because we can do it doesn't 
mean we should. Yes, we can take retroactive action. We have that 
sovereign right. And Congress has acted accordingly in the past. But we 
should do so carefully and in a limited and not a broad way.
  The Supreme Court has made it clear that Congress has the right to 
act retroactively, but its right is not unfettered. And our Founding 
Fathers were strong in their concern about breaching contracts. James 
Madison summed it up this way: Bills of attainder, ex post facto laws 
and laws impairing the obligation of contracts, are contrary to the 
first principles of the

[[Page H4301]]

social compact and to every principle of sound legislation.
  I am concerned about unintended consequences that will impact the 
jobs linked to the financial services industry in the United States and 
the potential impact on our economic recovery efforts. The fact is, in 
New York, there aren't just fat cats on Wall Street. There are everyday 
people that commute to their jobs from my district. Those jobs are 
directly and indirectly linked to the financial services sector, and as 
the sector goes, so goes their jobs.
  I just heard from one company that is losing approximately 1,000 
people a week, many going to foreign competitors, and they aren't able 
to hire enough employees to replace them.
  I've also heard from companies that are nervous about participating 
in public/private partnerships because of the uncertainty that 
Congressional action could cause. Our actions are having a chilling 
effect on government efforts to partner with the private sector in 
meaningful ways.
  In closing, Mr. Chairman, and to sum up, let's do something. Yes, we 
must do something. But let's do something that won't have unintended 
consequences. Let's not do something that will make an already 
difficult economic situation far worse and perhaps irreversibly so. 
Let's not cut off our nose to spite our face.
  I find myself, for the reasons outlined, concerned about H.R. 1664, 
even as I support most of its provisions and its intent.
  And I urge my colleagues to support this amendment.
  I retain the balance of my time.
  Mr. PRICE of Georgia. Mr. Chairman, I claim the time in opposition, 
though I am not opposed to the amendment.


                        Parliamentary Inquiries

  Mr. FRANK of Massachusetts. Parliamentary inquiry, Mr. Chairman.
  The CHAIR. The gentleman is recognized for his parliamentary inquiry.
  Mr. FRANK of Massachusetts. I am in opposition to the amendment. Does 
that give me priority in claiming the time?
  The CHAIR. The time in opposition is reserved for an opponent of the 
amendment.
  Mr. FRANK of Massachusetts. I am an opponent of the amendment.
  Mr. PRICE of Georgia. Mr. Chairman, parliamentary inquiry.
  The CHAIR. The gentleman from Georgia is recognized.
  Mr. PRICE of Georgia. If I claim the time in opposition, does the 
minority have the right to claim that time?
  The CHAIR. It is the discretion of the Chair to recognize for the 
time in opposition someone truly opposed to the amendment. However, in 
exercising that discretion, the chair might consider balance in the 
control of time for debate.
  Mr. FRANK of Massachusetts. Mr. Chairman, I would respond this way. I 
think fairness on an important issue requires that there be a balanced 
debate. The gentleman previously said he was not in opposition. Neither 
was I. I did not try to claim the time. But I believe the spirit of 
parliamentary debate is vitiated if there are two proponents and no 
opponent. The rule calls for an opponent and a proponent. I claimed the 
time. The gentleman has said he was not in opposition to it, and I am. 
I do believe in fairness, and I believe fairness requires that it be a 
balanced debate.
  Mr. PRICE of Georgia. Parliamentary inquiry.
  The CHAIR. The gentleman from Georgia will state it.
  Mr. PRICE of Georgia. Does the chairman of the committee not have 
time available to him on general leave?
  The CHAIR. Not time for debate.
  Mr. BACHUS. Mr. Chairman, would the gentleman who is controlling the 
time yield to the ranking member?
  The CHAIR. The gentleman from Georgia does not control the time. The 
gentleman has not been recognized for control of the time nor has the 
gentleman from Massachusetts. The chair is responding to a 
parliamentary inquiry.
  The gentleman from Georgia is recognized for the purpose of his 
parliamentary inquiry.

                              {time}  1630

  Mr. PRICE of Georgia. Mr. Chairman, I claim the time in opposition.


                         Parliamentary Inquiry

  Mr. FRANK of Massachusetts. Mr. Chairman, parliamentary inquiry.
  The CHAIR. The gentleman will state his inquiry.
  Mr. FRANK of Massachusetts. The gentleman has said he is not in 
opposition, so how could he get the time in opposition preferred over 
someone who is in opposition?
  The CHAIR. The gentleman from Georgia has stated that he is opposed.
  Mr. FRANK of Massachusetts. Point of order, Mr. Chairman. The 
gentleman from Georgia, 2 minutes ago, said he was not opposed. I don't 
think the conversion was that rapid. He said he was rising in 
opposition even though he was not in opposition. He clearly stated 
that.
  The CHAIR. The Chair will take the gentleman from Georgia at his 
word.
  The gentleman from Georgia is recognized for 5 minutes in opposition 
to the amendment.
  Mr. PRICE of Georgia. Mr. Chairman, I would point out that the 
amendment is a curious one. It points out the challenge that we have 
when we march down this path of a political economy--where Members of 
Congress are deciding specific items for private enterprises and where 
the Secretary of the Treasury is about to be given remarkable 
authority, whether it is retroactive or prospective. That is why many 
of us on our side of the aisle oppose this kind of launch into a 
political economy where the government controls winners and losers from 
the very beginning.
  If, in fact, the challenge were to protect taxpayers, as our friends 
on the other side of the aisle say, if Democrats were so eager to 
protect taxpayers, then why would they not commit to ending taxpayer-
subsidized bailouts? That is the simple solution to all of this, Mr. 
Chairman.
  The reason we are here in this circuitous logic of Washington is that 
the taxpayers are benefiting private industry. The solution to this, 
Mr. Chairman, is to make it so we are not putting taxpayer liability, 
hard-earned taxpayer money, on the table for private industry.
  Why don't they guarantee that they will not provide the Treasury with 
any more TARP funds for the future?


                             Point of Order

  Mr. NADLER of New York. Point of order, Mr. Chairman.
  Mr. PRICE of Georgia. Why don't they encourage the Treasury to 
produce----
  The CHAIR. The gentleman will suspend.
  The gentleman from New York will state his point of order.
  Mr. NADLER of New York. The gentleman from Georgia obtained the floor 
in opposition after stating that he was not opposed and then stating 
that he was opposed. We have not heard a word of opposition to the 
amendment. We have heard some skepticism about the bill, but we have 
not heard a word about opposition to the amendment. I think, as a 
matter of order, that we are entitled to hear opposition to the 
amendment so I can make up my mind on this amendment.
  Mr. PRICE of Georgia. Point of order, Mr. Chairman.
  The CHAIR. The gentleman is recognized for his point of order.
  Mr. PRICE of Georgia. As a matter of fact, had the gentleman been 
listening to my debate, I pointed out, whether it was prospective or 
retrospective, that it was a bad idea for this Congress to adopt 
because it further launches us down the road of a political economy.
  Mr. NADLER of New York. That is not in opposition to the amendment. 
That is in opposition to the bill.
  The CHAIR. The chair discerns no cognizable point of order. The 
gentleman from Georgia has been recognized for the purposes of 
opposition to the amendment.
  The gentleman from Georgia may continue.
  Mr. PRICE of Georgia. May I inquire as to the time remaining?
  The CHAIR. The gentleman from Georgia has 3\1/2\ minutes remaining. 
The gentleman from New York has 1 minute remaining.
  Mr. PRICE of Georgia. Mr. Chairman, as I was saying, if our friends 
on the other side of the aisle were so enamored with wanting to protect 
the taxpayer, why wouldn't they encourage the Secretary of the Treasury 
and the Treasury Department to produce an exit strategy to this launch 
into a political economy that stifles creativity,

[[Page H4302]]

that stifles entrepreneurship, that stifles vision, that stifles the 
very vitality of the American system, a system that has created more 
opportunity and more success for more individuals than any Nation in 
the history of mankind?
  Mr. Chairman, I would suggest that this amendment and others to this 
bill, to the underlying bill, are a launch in the wrong direction 
whether we are talking about prospective or retrospective activity on 
this amendment.
  I am pleased to yield to my friend from Alabama for the remainder of 
our time.
  Mr. BACHUS. Mr. Chairman, the gentleman who offered this amendment 
expressed some reservations about the underlying bill in that it would 
affect employees and executives who were not at fault and who, in some 
cases, did not ask for the money.
  In the interest of fairness, I would like to hear from the chairman 
of the full committee as to whether or not he shares the gentleman's 
reservations and my reservations also. I would yield to the chairman.
  Chairman Frank, a member of the majority on your committee expressed 
strong reservations about this bill and about it affecting all 
employees.
  At this time, I would like to yield the remaining amount of time to 
the gentleman from Massachusetts.
  Mr. FRANK of Massachusetts. How much time is remaining that has been 
yielded to me?
  The CHAIR. The gentleman from Georgia has 2 minutes remaining and I 
understand that the gentleman from Alabama has yielded that 2 minutes 
to you, Mr. Chairman.
  The gentleman from New York has 1 minute remaining, and reserves the 
right to close.
  Mr. FRANK of Massachusetts. I thank the gentleman from Alabama for a 
sense of fairness that I wish had been more present in the House.
  We are here, talking about retroactivity. Again, this raises the 
central issue. People on the Republican side have been objecting to a 
provision added in the recovery bill that says ``no retroactivity.'' 
This does that again, so I don't understand. If people are genuinely 
opposed to the amendment added to the recovery bill, they cannot 
consistently be supportive of this amendment. The principle is the 
same.
  Is the principle of no retroactivity a terrible abuse of the taxpayer 
or is it a matter of fairness? It cannot be both.
  So Members who vote for this amendment are voting to ratify what was 
done in the recovery bill. If it passes, then people will not be able 
to argue that the recovery bill, without giving Members a chance to 
vote, took away an important part of the restriction, because that is 
the question. It is more than retroactivity in that sense. Although, 
the gentleman did want to modify the amendment, and I didn't think, at 
this late date, that that was appropriate. It even would allow some 
restriction on what you could do going forward depending on when people 
took the TARP money.
  It says this would only apply as written--and I know the gentleman 
wanted to modify it. If you now have TARP money and do not refuse it, 
you are not covered by this. The amendment says, if you now have TARP 
money and decide to keep it, you are not covered by this. It is far too 
broad. It is broader even than the retroactivity. It says only those 
companies that now decide to take an infusion under TARP will be 
restricted. I know the gentleman wanted to change it at the last 
minute. I didn't think that was appropriate at the last minute.
  The other part of it is this: The gentleman says he wants to protect 
anything already done. He wants to ban retroactivity. That is precisely 
what has gotten everybody excited about what the Senate put into the 
recovery bill.
  Mr. SHERMAN. Mr. Chairman, I ask unanimous consent that the time on 
the amendment be extended on both sides by 30 seconds.
  The CHAIR. Is there objection to the request of the gentleman from 
California?
  There was no objection.
  The CHAIR. The Chair recognizes the gentleman from New York.
  Mr. MEEKS of New York. I recognize the gentleman from California for 
30 seconds.
  Mr. SHERMAN. I thank the gentleman.
  Mr. Chairman, I would point out that the amendment, as written, means 
that the bill does not apply to any company that has already received a 
TARP infusion of capital. It applies only to those who receive 
infusions of capital in the future. The Treasury Secretary has 
announced that he is not going to make any infusions of capital in the 
future. He is going to use the TARP money for a completely different 
program. So the effect of the amendment is to gut the bill.
  Mr. MEEKS of New York. The bill does not mandate it, and the sole 
purpose of this bill is as I indicated.
  At one point, the President said we should be thoughtful and careful 
as we move forward, and I don't believe, in order of fairness, that in 
the middle of a game we can change the rules. Therefore, once the game 
is completed, then we should change the rules. I just think that there 
are ordinary people, not executives, who are affected by the bill.
  I have talked to people in my district who are depending on certain 
funds and on certain contracts that were written before we got into the 
TARP money, and they need that to pay their mortgages. When you look at 
the effects on the City of New York, the mayor of the city has said, in 
the past 2 years, the firms on Wall Street have reported losses of more 
than $54 billion and may eventually lay off one quarter of their 
workforce. While the financial services sector directly employs only 
about 9 percent of our city's private sector, it accounts for more than 
one-third of its payroll, and those individuals in ancillary businesses 
therein are affected. Therefore, I am just trying to take care of those 
average, everyday Americans.
  The CHAIR. The time of the gentleman has expired.
  Mr. PRICE of Georgia. Mr. Chairman, I understand I have 30 seconds.
  The CHAIR. The gentleman is correct.
  Mr. PRICE of Georgia. I am pleased to yield my 30 seconds to the 
chairman of the committee.
  Mr. FRANK of Massachusetts. I appreciate that, and I would emphasize 
the point made by the gentleman from California, which is, as drafted, 
the amendment would say that people who have had billions of dollars in 
TARP money are not covered by this amendment. Billions of dollars.
  The question of the average worker is a bit of a straw employee. No 
one is talking about getting to that level, and that has not been the 
problem, but if you talk only about the top executives, AIG gave 
bonuses to hundreds of people. I don't believe anyone thinks 
secretaries are getting excessive and unreasonable amounts of money or 
huge bonuses.
  Again, if you vote for this amendment, you are removing the debate 
about the part of the recovery bill that says no retroactivity.
  The CHAIR. The question is on the amendment offered by the gentleman 
from New York (Mr. Meeks).
  The amendment was rejected.


                  Amendment No. 4 Offered by Ms. Bean

  The CHAIR. It is now in order to consider amendment No. 4 printed in 
House Report 111-71.
  Ms. BEAN. Mr. Chairman, I rise in support of the amendment that I 
have authored with my colleague from New York, Congressman McMahon.
  The CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Amendment No. 4 offered by Ms. Bean:
       In subsection (e) of the matter proposed to be inserted by 
     section 1(a) of the bill, redesignate paragraph (3) as 
     paragraph (4) and insert after paragraph (2) the following:
       ``(3) Conditional exemption.--
       ``(A) Repayment agreement.--Paragraph (1) shall not apply 
     to a financial institution that has entered into a 
     comprehensive agreement with the Secretary to repay the 
     United States, in accordance with a schedule and terms 
     established by the Secretary, all outstanding amounts of any 
     direct capital investment or investments received by such 
     institution under this title.
       ``(B) Default.--If the Secretary determines that an 
     institution that has entered into an agreement as provided 
     for in subparagraph (A) has defaulted on such agreement, the 
     Secretary shall require that any compensation payments made 
     by such institution that would have been subject to paragraph 
     (1) if the institution had not entered into such an agreement 
     be surrendered to the Treasury.''.


[[Page H4303]]


  The CHAIR. Pursuant to House Resolution 306, the gentlewoman from 
Illinois (Ms. Bean) and a Member opposed each will control 5 minutes.
  The Chair recognizes the gentlewoman from Illinois.
  Ms. BEAN. Mr. Chairman, like many of our colleagues and constituents, 
we were outraged by bonuses paid to those who brought down AIG and the 
economy along with it.
  Today's bill allows the Secretary of the Treasury to disallow 
unreasonable bonuses to employees of TARP recipients. Our amendment 
recognizes, as did Ranking Member Bachus's just a few minutes ago, that 
some financial institutions who did participate in the TARP program did 
so because they were asked to by the Treasury or wanted to provide 
additional loans, not because they needed it or had failed in their 
businesses. While they expected compensation limits for top executives, 
they did not expect to be disallowed from providing bonuses company-
wide.
  The underlying bill allows for an institution to be free from the 
bonuses and compensation restrictions once it returns the entire direct 
Federal investment back to the government. This carries the risk of 
unintended consequences that could harm the very taxpayers we seek to 
protect.
  First, if major financial institutions seek to exempt themselves from 
these restrictions by returning all of the Federal Government's TARP 
investment at once, they may need to raise capital through a major 
sell-off of equities or other assets. This kind of pressure on the 
market was a big contributor to the market crash last fall, and we 
should seek to avoid turning back the clock.
  Second, if they were to pay back too quickly, their financial well-
being could be jeopardized and could add instability to our credit 
markets.
  This amendment is a commonsense approach, excepting companies who 
adhere to a repayment program as defined by the Treasury.
  Over 500 financial institutions have received a direct capital 
investment up to this point. Four major institutions have begun to pay 
back their TARP investments, and many hope to do so making taxpayers 
whole again. Forcing institutions to return the money at once could 
decrease lending significantly and could further destabilize our 
economy. At the same time, those companies that do not agree to a 
repayment plan would be subject to bonus limits on unreasonable bonus 
payments.
  I now would like to yield 2 minutes to Congressman McMahon from New 
York.
  Mr. McMAHON. Mr. Chair, I rise in support of this amendment which I 
offer along with my esteemed colleague from Illinois, Congresswoman 
Bean.
  Like all Americans, I was appalled at the bonuses from AIG. These 
bonuses were wrong in so many ways, and anyone with any sense of the 
frustrations and of the challenges that average Americans are facing 
knows these bonuses could not pass the smell test, but we must be 
thoughtful and measured.
  Mr. Chair, we know the government has to play a role to keep our 
financial institutions solvent.

                              {time}  1645

  A bank failure of the size of some of our largest institutions would 
reverberate throughout the economy with the cascading effect not only 
on depositors but would greatly affect the ability of individuals to 
access credit. In my city of New York, these institutions also mean 
jobs, hundreds of thousands of them from the trading floors to the 
restaurants and the car services. We are intrinsically linked to the 
success of this industry, and I want to see it recover.
  Our amendment is simple. When an institution which took TARP funds 
starts to pay back the TARP funds, we will lift these restrictions on 
pay. Merit bonuses are an important part of employee compensation in 
the financial services industry. And I know it is also important to my 
city because we are dependent on the income from the bonuses to pay for 
critical municipal services. They directly help to put teachers in 
schools, cops on the street, firefighters in the firehouses.
  This amendment is an incentive for these companies to get back their 
financial health. Once companies that receive TARP funds start repaying 
the TARP funding, we will lift these restrictions. If you continue to 
repay, you will have the ability to reward longevity and performance 
with bonuses. If for some reason you stop repaying, then you fall under 
these restrictions of this bill.
  All of us want to see the U.S. taxpayers made whole. This gives an 
incentive to the employees who are working at these companies trying to 
right the ship to know that when they turn their company around and pay 
back the taxpayer, they will be justly and fairly rewarded as well.
  For these reasons, I urge my colleagues to support the Bean-McMahon 
amendment.
  Mr. FRANK of Massachusetts. Mr. Chairman, I rise to claim the time in 
opposition.
  The CHAIR. The gentleman from Massachusetts (Mr. Frank) is recognized 
for 5 minutes.
  Mr. FRANK of Massachusetts. Mr. Chairman, I would say by explanation 
I have consulted and I appreciate the cooperation of the members of the 
minority. The minority is not opposed to this bill. I am not opposed to 
the next amendment that's going to be offered. So we've agreed to take 
5 minutes each, and I think we then have worked everything out so that 
on the next one, we will get an equality of time and there will be real 
opposition. And I appreciate the accommodation that the members showed 
in reaching this.
  I understand the principle because it's one we have in the bill, but 
the question is on which end do you wait? The gentlewoman has suggested 
that people would want to pay it and they can't get it all paid at 
once, and that's true, and therefore, they should immediately be 
removed from the restrictions. But the alternative is this: They 
announced they are going to pay it, they plan to make the compensation 
adjustments, and they pay them--they simply defer them for a couple of 
months. In other words, it seems to me there are two possible 
arguments.
  One is that the repayment period would be a very long period, in 
which case I wouldn't want there to be a tolling of the provision. The 
other is that the repayment period will be a fairly short period, in 
which case it's only a short period to have to wait until they pay the 
bonuses.
  So I think that is a better way to deal with it. It is not an 
unreasonable position. The question is where do you do the risk.
  This way they say we're going to repay, they do a repayment schedule, 
and as soon as they repay, they can make those payments. In other 
words, the entity that determines how long it will be is the repaying 
entity.
  I think the good legal principle is it's the entity that controls the 
timing that bears the burden of a delay. If they delay too much, then 
they have a problem. If they do it promptly, then they don't have a 
problem because they can make the payments. And I do think with all the 
other burdens that you put on the secretary--and then I guess the other 
question is well what if people say they are going to repay, and for 
some reason they aren't able to make the scheduled payments. Do they 
have to rescind the bonuses? Do we get into that again?
  So I would prefer to leave it as we have now. People can announce 
they're going to repay and the more quickly they repay, the more 
quickly they can make those payments, and there is nothing that stops 
them from telling people, By the way, we plan to repay, and as soon as 
we do, you'll get this raise, you'll get this bonus. I think that is a 
better way to go.
  I reserve the balance of my time.
  Ms. BEAN. Mr. Chairman, can I ask how much time I have left?
  The CHAIR. The gentlewoman has 1 minute remaining.
  Ms. BEAN. I will reserve.
  The CHAIR. The gentleman from Massachusetts has 2\1/2\ minutes 
remaining.
  Mr. FRANK of Massachusetts. Who has the right to close?
  The CHAIR. The gentleman from Massachusetts has the right to close.
  Mr. FRANK of Massachusetts. I have one remaining speaker, so I will 
reserve my right to close.
  Ms. BEAN. Mr. Chairman, in response I would say that it's the 
Treasury that gets to decide what type of repayment plan, whether 
that's a long repayment or a short repayment. We had considered putting 
a monthly or

[[Page H4304]]

quarterly limit on it, maybe six quarters on it, but I would trust the 
Treasury's judgement to make sure that it would be done in a way that 
doesn't destabilize our markets.
  And with that, I will yield back.
  Mr. FRANK of Massachusetts. Mr. Chairman, I yield my remaining time 
to the gentleman from California, Mr. Sherman.
  Mr. SHERMAN. I thank the Chairman.
  I think a lot of us would like companies to repay the TARP money as 
quickly as possible. I think that's true of those who voted against the 
bill, and I think it's true of many of those who voted in favor of it. 
And I might support this amendment if it was one that required 
companies to repay in a 6-month schedule, or a 1-year schedule.
  But this amendment allows companies to escape all the provisions of 
the bill just by entering into a schedule of repayment that could be a 
10-year schedule or a 15-year schedule. And I don't think that a 
company should be able to escape the bill just by repaying us the money 
over the next 10 or 15 years. After all, all of the companies who got 
the TARP money are supposed to be repaying it; many of them in a 
shorter period than over the next 10 or 15 years.
  Fairness would say that we should not treat a company that's repaying 
us over a 15-year schedule differently than a company that has not 
entered into a particular repayment schedule.
  So I would hope that we would defeat this amendment because the 
amendment, as written, would allow a large number of companies to 
escape the effect of the bill without doing much more than making a few 
monthly payments, potentially of a very small amount.
  As to the issue of retroactivity, there is much discussion over what 
happened in the Senate, but here in the House, we didn't vote for this 
version of the Dodd amendment or that version of the Dodd amendment. We 
just had the conference report before us.
  Those of us who voted ``yes'' on the conference report at least voted 
for a provision that would prevent crazy bonuses in the future. And 
there are many Members--in fact, the entire Republican side of the 
House who voted against the stimulus bill. That means they voted 
against a provision that would prevent huge $6 million AIG bonuses in 
the future. And their only excuse is, well, they would have hoped for 
an amendment that would have prevented the bonuses in the past.
  When a bill comes before us that would prevent $6 million bonuses 
from being paid to AIG executives in the future, and you vote against 
the bill, it is a very small fig leaf to say that you are nonetheless 
opposed to excessive bonuses.
  The CHAIR. The question is on the amendment offered by the 
gentlewoman from Illinois (Ms. Bean).
  The question was taken; and the Chair announced that the noes 
appeared to have it.
  Ms. BEAN. Mr. Chairman, I demand a recorded vote.
  The CHAIR. Pursuant to clause 6 of rule XVIII, further proceedings on 
the amendment offered by the gentlewoman from Illinois will be 
postponed.


                Amendment No. 5 Offered by Mr. Bilirakis

  The CHAIR. It is now in order to consider amendment No. 5 printed in 
House Report 111-71.
  Mr. BILIRAKIS. Mr. Chairman, I have an amendment at the desk.
  The CHAIR. The Clerk will report the amendment.
  The text of the amendment is as follows:

       Amendment No. 5 offered by Mr. Bilirakis:
       In subsection (e)(1) of the matter proposed to be inserted 
     by section 1(a) of the bill, in the matter following 
     subparagraph (B), strike ``Provided that'' and all that 
     follows through ``under the TARP'' and insert ``An 
     institution shall not become subject to the requirements of 
     this paragraph as a result of doing business with a recipient 
     of a direct capital investment under the TARP or under the 
     amendments made by the Housing and Economic Recovery Act of 
     2008''.

  The CHAIR. Pursuant to House Resolution 306, the gentleman from 
Florida (Mr. Bilirakis) and a Member opposed each will control 5 
minutes.
  The Chair recognizes the gentleman from Florida.
  Mr. BILIRAKIS. Mr. Chairman, I yield myself as much time as I may 
consume.
  Mr. Chairman, this Congress has an obligation to protect taxpayers. 
The $590 billion that was handed to Wall Street firms does not belong 
to Wall Street. That money is the property of the American people. The 
fact that I voted against the TARP legislation is no excuse for me to 
wash my hands of the matter. I have a duty to my constituents and to 
the American taxpayers to do everything in my power to protect their 
investment.
  H.R. 1664 will impose restrictions on TARP recipients who refuse 
voluntarily to change their excessive compensation practices. However, 
those firms that are not receiving taxpayer dollars who directly engage 
in business with a TARP recipient must be assured they will not find 
themselves falling within the compensation restrictions of this bill.
  The bill, as written, recognizes this and states that a company that 
did business with a recipient of TARP funds will not be subject to the 
requirements of the bill. This language gives assurance to the non-TARP 
recipients that it is safe to do business with those firms on taxpayer 
life support, which is vitally important to protect taxpayer 
investments.
  However, this same language in the bill has the potential to 
inadvertently let most, if not all, TARP recipients off the hook.
  For example, Goldman Sachs is a TARP recipient and has engaged in 
business with AIG, another TARP recipient. Since Goldman Sachs does 
business with a recipient of TARP moneys, then by the terms of the 
language of the bill, Goldman Sachs will no longer be subject to the 
requirements of the bill. And for that matter, AIG will not be subject 
to the requirements of the bill because AIG does business with Goldman 
Sachs which is a TARP recipient.
  As you can guess, virtually all of the largest TARP recipients have 
done business with each other and therefore will escape the 
compensation restrictions of H.R. 1664 if this language is not 
corrected.
  My amendment solves this problem by clarifying the language in the 
bill to eliminate the possibility of this unintended result.
  Mr. FRANK of Massachusetts. Will the gentleman yield?
  Mr. BILIRAKIS. Yes, I will yield.
  Mr. FRANK of Massachusetts. I understand the gentleman from Georgia 
is going to take the time in non-opposition. I want to thank the 
gentleman from Florida for bringing this forward. It is important that 
we have this totally nailed down. Ambiguity is to be avoided at all 
costs, and he's performed a useful service with this amendment.
  Mr. BILIRAKIS. Mr. Chairman, I reserve the balance of my time.
  Mr. PRICE of Georgia. Mr. Chairman, through a previous understanding, 
I claim the time in opposition, though I am not opposed.
  The CHAIR. Without objection, the gentleman from Georgia is 
recognized for 5 minutes.
  There was no objection.
  Mr. PRICE of Georgia. Mr. Chairman, I want to commend my friend from 
Florida for his appropriate reading of the bill and appropriate 
correction through this amendment in clarifying that TARP recipients 
will not be subject to the requirements as a result of doing business 
with a TARP recipient.
  I would suggest, however, Mr. Chairman, that the reason that it feels 
so peculiar, this whole debate feels so peculiar is because the 
American people know that the reason we're standing here today is 
because we went beyond the bounds of what government ought to be doing. 
And so my friend from Florida recognizes an appropriate flaw in the 
underlying bill and has appropriately corrected it by his amendment.
  But, Mr. Chairman, the real flaw is the action that this Congress has 
taken and this administration, and Mr. Chairman, the previous 
administration in moving our Nation into an economy that is no longer 
market-based but is politically based. That is a very dangerous place 
to be.
  So I want to commend my friend from Florida for what he has done for 
his amendment.
  I urge my colleagues to support this amendment.
  I yield back the balance of my time.
  Mr. BILIRAKIS. Mr. Chairman, I strongly recommend that the Members 
vote favorably on this very important amendment.
  I yield back the balance of my time.

[[Page H4305]]

  The CHAIR. The question is on the amendment offered by the gentleman 
from Florida (Mr. Bilirakis).
  The amendment was agreed to.

                              {time}  1700


                Amendment No. 6 Offered by Mr. De Fazio

  The CHAIR. It is now in order to consider amendment No. 6 printed in 
House Report 111-71.
  Mr. DeFAZIO. I have an amendment at the desk.
  The CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Amendment No. 6 offered by Mr. DeFazio:
       At the end of the bill insert the following:
       (c) Shareholder Approval of Executive Compensation.--
     Subsection (f)(2) of section 111 of the Emergency Economic 
     Stabilization Act of 2008 (12 U.S.C. 5221) is amended--
       (1) by striking ``shall not be binding'' and inserting 
     ``shall be binding''; and
       (2) by striking ``and may not be construed'' and all that 
     follows and inserting ``and any compensation payment 
     arrangement not approved by such a vote may not be entered 
     into by the TARP recipient.''.

  The CHAIR. Pursuant to House Resolution 306, the gentleman from 
Oregon (Mr. DeFazio) and a Member opposed each will control 5 minutes.
  The Chair recognizes the gentleman from Oregon.
  Mr. DeFAZIO. I rise in support of the bill, and I'm very favorable to 
the say-on-pay provision. I'm going to propose that we actually add to 
that provision, but first, I've been a bit bemused by the debate today 
and listening from my office to hear from the Republican side that 
they're saying, well, it's the Democrats' fault that there aren't more 
meaningful restrictions, but we're against these meaningful 
restrictions. So I'm going to give them a chance here to maybe be a 
little more consistent because I'm going to offer a free-market 
approach to enhancing protections for stockholders and taxpayers 
against excessive corporate executive remuneration. It's a free-market 
approach, and it's also a democratic approach because it would allow 
the owners of the company, the stockholders, to cast not just an 
advisory vote but a binding vote on corporate compensation.
  Now, I know we're going to hear concerns about this, and perhaps 
again they will be extraordinarily inconsistent on their side of the 
aisle, bemoaning the fact that we didn't do this earlier but not 
wanting to do it now in a more meaningful way.
  But the issue here is very real. The growth in corporate compensation 
has been extraordinary. We've gone from a 40:1 ratio to the average 
worker 25 years ago to nearly 400:1 in many cases now, and Americans 
are justifiably outraged, and they're particularly outraged when it's 
sometimes now their taxpayer money which is going to support these 
lavish lifestyles.
  We have examples of some corporations that have recently gone to 
binding votes. NBIA after a rather disastrous year has gone there. You 
can expect that their stockholders are going to be a little cranky 
about the corporate compensation. Carl Icahn supports this provision. 
And the Netherlands has adopted this. In the Netherlands, the way it 
works is it's prospective. The next year's salary package has to be 
approved by the stockholders in a vote.
  Now, the bill does refer, the provision regarding say-on-pay, to the 
SEC, and I would leave that intact so it would be up to the SEC to 
figure out how this might work. Perhaps there's already an egregious 
pay package in effect and voting against a prospective package wouldn't 
even get at the underlying--I can understand that some people would say 
that this needs a little work, but I trust the SEC to get there.
  With that, I yield to the chairman.
  Mr. FRANK of Massachusetts. I thank the gentleman for yielding.
  He's raised a very important issue. My attitude on this amendment is 
almost certainly yes but not yet. He's raised some of the questions. 
There's a little bit too much to give to the SEC. They will ultimately 
have to administer it. I would give him my word--he remembers he voted 
for it in 2007, the say-on-pay bill, when we first brought it in the 
House. It was then advisory. I believe it is time to consider going 
further and as part of the whole corporate governance, because an 
alternative is to simply empower the shareholders more to have real 
control of the board.
  So I intend to vote ``no'' now with the commitment to the gentleman 
from Oregon that this will be seriously studied in our committee later 
this year.
  Mr. DeFAZIO. With that, I reserve the balance of my time.
  Mr. PRICE of Georgia. Mr. Chairman, I claim the time in opposition.
  The CHAIR. The gentleman from Georgia is recognized for 5 minutes.
  Mr. PRICE of Georgia. Mr. Chairman, as one amendment after another 
continues to show, this is a very dangerous road we're on, and I would 
underscore that for this amendment.
  This amendment fundamentally undermines the purpose of a board of 
directors. This says that the shareholders, the owners of the company, 
will set the compensation for individuals not at the board of directors 
level but on down in the company.
  Now, why should we stop there, Mr. Chairman? Why should the 
shareholders not decide where the corporate headquarters is? Why should 
the shareholders not decide, in a binding way, what type of business 
endeavor the company goes into, whether it expands into this area or 
that area? Why should the shareholders not decide on any employment 
decision?
  Well, Mr. Chairman, the answer is very clear, and that is because 
that's not the way to retain whatever remnant we have left of a vital 
American economic system.
  My friend cites the nation of the Netherlands, the European 
companies. Mr. Chairman, there's a reason that the American economy has 
been the greatest economy in the world, and that's because of the 
structure that we have that allows shareholders to participate in 
appropriate, nonbinding decisions.
  What are their options as shareholders if they don't like the way a 
company is running? Well, they have two, and you know what they are, 
Mr. Chairman. They could vote ``no'' or vote for a different board of 
directors, which is their direct input into the running of the company, 
which gives it that vitality and that vibrancy. Mr. Chairman, they can 
sell their shares. That's the beauty of the system.
  My friend from Oregon wants to have the shareholders be not just the 
owners but the managers of the company. You talk about dampening the 
vitality and the spirit of the American entrepreneur. You talk about 
inserting into the board of directors' room a situation where you can't 
begin to expand in a way that you ought to expand. You can't begin to 
grow your business in the way that you want because the next step from 
here, Mr. Chairman, is to move it on to further discussions and debates 
and decisions within the board of directors.
  Mr. Chairman, this is truly a very poor idea. It's an idea that this 
Congress should not embrace. It's an idea that, again, further gets us 
down to the Congress deciding in a very political way who ought to be 
winners and losers. You can just imagine the logical extension of the 
waywardness of this kind of amendment.
  So I urge my colleagues to vote ``no'' on the amendment.
  I reserve the balance of my time.
  Mr. DeFAZIO. I believe I have the right to close. Does he have 
further speakers?
  The CHAIR. The gentleman from Georgia has the right to close.
  Mr. DeFAZIO. Okay. Well, then I yield myself the balance of my time.
  The gentleman refers to the board of directors. He's apparently not 
particularly conversant with how those elections are set up so that it 
is extraordinarily difficult to nominate and/or replace anyone on 
boards of directors the way most corporate governance is set up.
  You know, it's amazing to me that somehow those who have a direct 
interest, Americans who own the stock, they should just sell their 
stock. Well, maybe their stock's worth half what it was last year 
because of crumby management, and he says, well, just sell your stock 
because they lost half your money and let the CEO still get an 
exorbitant salary. Come on, is that a good decision? No.
  The other alternative would be to actually allow the owners, in what 
I think is a fairly well-accepted form of government in the United 
States of America, those people to actually vote in a meaningful and 
binding way, as opposed to an advisory way, to a board

[[Page H4306]]

of directors who are all first cousins, who all serve on each other's 
boards, and all feather each other's nests and all compensate 
themselves very well. Come on, we all know how this works.
  If you want to just stick up for the current system, then stop this 
sort of bifurcated argument, oh, the Democrats are really bad because 
they didn't do this earlier, and it was in another bill that could have 
been or should have been but we don't want to do it now, and we don't 
want to do it in a meaningful way. That's where the Republicans are 
coming down here, and I find it to be a most disingenuous argument.
  With that, I yield back the balance of my time.
  Mr. PRICE of Georgia. Mr. Chairman, what time remains?
  The CHAIR. The gentleman from Georgia has 2 minutes remaining.
  Mr. PRICE of Georgia. The gentleman, the author of the amendment says 
that it's difficult to vote on board of director elections. Well, it 
may be a little challenge to fill out a form that comes in the mail. It 
may be a bit of a challenge to get to headquarters to vote, but in 
fact, that's the way that shareholders have their input, and it's an 
appropriate way.
  And the real response to his dilemma, his concern, is that if 50 
percent, plus one, of the shareholders vote a member of the board of 
directors out, that member of the board of directors is gone, and 
therefore, there's the accountability. And that's imperative that we 
retain that.
  What does this amendment mean? This amendment means, again, that the 
shareholders become not just the owners of the company but the managers 
of the company. And that's, again, Mr. Chairman, not the way that you 
allow and create a vibrant and incisive and wonderful entrepreneurial 
spirit across this land that has resulted in the remarkable success of 
the American economy.
  What this amendment means is that pension plans and retirement plans 
are put at risk because if we allow shareholders to become not just 
owners of companies but managers of companies, then the result will be 
that companies will not be able to institute the kind of wonderful 
opportunities for their businesses and, hence, their shareholders.
  So I urge my colleagues not to march further down this road. This is 
a road upon which we should not be; but, Mr. Chairman, we find 
ourselves moving headlong in the direction of greater governmental 
intervention into the private industry in a very dangerous way.
  I urge my colleagues to oppose this amendment.
  I yield back the balance of my time.
  The CHAIR. The question is on the amendment offered by the gentleman 
from Oregon (Mr. DeFazio).
  The amendment was rejected.


               Amendment No. 7 Offered by Mrs. Dahlkemper

  The CHAIR. It is now in order to consider amendment No. 7 printed in 
House Report 111-71.
  Mrs. DAHLKEMPER. I have an amendment at the desk.
  The CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Amendment No. 7 offered by Mrs. Dahlkemper:
       In subsection (e)(1)(B), of the matter proposed to be 
     inserted by section 1(a), insert after ``payment'' the 
     following: ``, whether payable before employment, during 
     employment, or after termination of employment,''.
       In subsection (e), of the matter proposed to be inserted by 
     section 1(a), add at the end the following new paragraph:
       ``(4) Compensation considerations under the standards.--In 
     establishing standards under this subsection, the Secretary 
     shall consider as compensation any transfer of property, 
     payment of money, or provision of services by the financial 
     institution that causes any increase in wealth on the part of 
     an executive or employee.''.

  The CHAIR. Pursuant to House Resolution 306, the gentlewoman from 
Pennsylvania (Mrs. Dahlkemper) and a Member opposed each will control 5 
minutes.
  The Chair recognizes the gentlewoman from Pennsylvania.
  Mrs. DAHLKEMPER. Mr. Chairman, I yield myself such time as I shall 
consume.
  Mr. Chairman, I rise today to offer an amendment to H.R. 1664 to 
clarify and strengthen key provisions within this important legislation 
that provides crucial protection for taxpayer dollars.
  I strongly support H.R. 1664, legislation that prohibits ANY 
institution that has received a direct capital investment under TARP 
from paying any employee compensation that is ``unreasonable or 
excessive.'' It also prohibits any bonus or payment that is not 
directly based on performance-based standards set by the Treasury 
Secretary. My constituents are demanding accountability from financial 
institutions that are receiving taxpayer assistance.
  The amendment that I offer to you today speaks on behalf of those 
demands by closing loopholes that may exist in order to protect 
taxpayers as TARP-funded companies allocate bonuses to their employees. 
It specifies that H.R. 1664 includes payments made before, during, or 
after employment of the executive by the financial institution 
receiving a direct capital investment under the TARP section 1117 of 
the Housing Economic Recovery Act of 2008.
  Furthermore, my amendment helps to clarify that prohibited executive 
compensation for purposes of this bill may take the form of money paid, 
property transferred, or services rendered.
  There are many possible forms of compensation, and indeed, there's a 
virtual industry which specializes in nurturing this diversity. This 
amendment affirms the intent of H.R. 1664 by taking a very 
comprehensive view of the concept of executive compensation and, in 
turn, possible prohibited executive compensation.
  Mr. Chairman, like most of my colleagues on both sides of the aisle, 
my district has been hit especially hard by this economic downturn. 
Traveling across my district, I have heard the same story from far too 
many middle-class families about how they're bearing the brunt of a 
faltering economy. In fact, many of my constituents who have worked 
hard and played by the rules have had to take a pay cut simply to keep 
their job.
  Various small businesses across my district have had to make some 
hard choices. Many have had to reduce their workforce. Executives and 
workers alike have had to take sometimes up to 20 percent reductions in 
their income, while others have had to reduce their work week to 4 
days.
  As a small business owner myself, I understand firsthand that the 
small business community is struggling just to keep employees on the 
payroll and the lights on at the end of the day.
  Mr. Chairman, my constituents work hard and meet their 
responsibilities every day. And their hard-earned tax dollars are being 
used to bail out companies, some of which were responsible for the 
economic downturn we have today. What they ask for in return is 
accountability, transparency, and to play by the same rules as 
everybody else.
  The purpose of this legislation before us is to set up an operating 
framework to give taxpayers the confidence that the irresponsible 
actions of some of the bad actors will not be repeated again. The 
purpose of my amendment is to offer additional clarity to that end. All 
excessive bonuses at taxpayer expense are prohibited regardless of when 
the executive worked at the company. All excessive bonuses at taxpayer 
expense are prohibited regardless of what form they take.
  Mr. Chairman, I came to Congress to represent the interests of my 
constituents on Main Street. That means putting in place important 
protections to safeguard taxpayer dollars. That's why I'm offering my 
amendment today.
  I thank the chairman for working with me on developing this amendment 
and for his leadership, and that's why I urge a ``yes'' vote on my 
amendment.
  I reserve the balance of my time.
  Mr. BACHUS. Mr. Chairman, I rise to claim the time in opposition.
  The CHAIR. The gentleman from Alabama is recognized for 5 minutes.
  Mr. BACHUS. I yield myself 4 minutes and also ask the sponsor of the 
amendment if she would remain on the floor because I have a question 
for her, and also the gentleman from New Jersey has a question.

                              {time}  1715

  Mr. BACHUS. Mr. Chairman, the underlying bill applies to any 
executive

[[Page H4307]]

or employee of these companies. The amendment by Mrs. Dahlkemper 
defines payment as payment before employment, during employment, or 
after termination of employment, which almost appears to be almost a 
cradle-to-grave period of time.
  Having said that, I have got specific concerns. I'd like to engage in 
a colloquy with the gentlelady from Pennsylvania about her amendment.
  Would your amendment enable the Treasury Secretary to establish 
compensation standards for employees after they retire?
  Mrs. DAHLKEMPER. If this is excessive, any time before or after.
  Mr. BACHUS. So he could determine that any payment after they retire 
was excessive or unreasonable?
  Mrs. DAHLKEMPER. Yes, it does.
  Mr. BACHUS. Would those standards include retirement plans, pension 
plans, and retiree medical benefits provided by the company?
  Mrs. DAHLKEMPER. Only while the investment is outstanding, if it's in 
violation of the rules.
  Mr. BACHUS. You mean the Treasury Secretary could limit retirement 
benefits, pension benefits, and their medical benefits?
  Mrs. DAHLKEMPER. If it's in violation of the rules.
  Mr. BACHUS. If he thinks it's a violation. All right. Your amendment 
requires the Treasury Secretary to consider any increase in wealth on 
the part of the executive or employee as compensation. Would the 
gentlelady please provide what her definition of wealth is? Would 
wealth include retirement plans, pension plans, medical benefits?
  Mrs. DAHLKEMPER. Yes, it does.
  Mr. BACHUS. It does. In other words, the Secretary of the Treasury 
would have what I would consider sweeping rights to limit retirement 
benefits, medical benefits, and pension plans for any and all employees 
if he deemed that they were unreasonable or excessive or more than he 
deemed proper. Is that correct?
  Mrs. DAHLKEMPER. If they're unreasonable and excessive.
  Mr. BACHUS. The gentlelady understands that you're giving sole 
discretion to a few people to determine whether someone--in other 
words, all employees' pension, health, or retirement benefits are 
excessive. Is that what the gentlelady intended to do? That's what her 
amendment does.
  Mr. FRANK of Massachusetts. Will the gentleman yield?
  Mr. BACHUS. I yield.
  Mr. FRANK of Massachusetts. In fairness to the gentlewoman, she's 
amending into the base of the bill. There had been a notion that you 
just did the top executives. AIG made it clear there could be hundreds 
of people covered.
  Yes, I trust no Secretary of the Treasury that I've ever seen would 
say that a cost of living or even salary increase--but it does cover 
all employees because, as I said, the AIG and other experiences show 
hundreds of employees could be involved.
  Mr. BACHUS. I understand what the chairman is saying. But this bill 
applies to all these financial institutions. I believe this is a 
sweeping definition of compensation.
  The CHAIR. The time of the gentleman has expired. The gentleman has 
used 4 minutes of his 5 minutes.
  The gentlewoman from Pennsylvania has 1\1/2\ minutes remaining.
  Mrs. DAHLKEMPER. Mr. Chair, I think this is just a straightforward 
amendment that is basically closing loopholes. I urge a ``yes'' vote on 
this.
  Mr. FRANK of Massachusetts. Will the gentlewoman yield to me?
  Mrs. DAHLKEMPER. I yield.
  Mr. FRANK of Massachusetts. Let me respond to the gentleman from 
Alabama. It does close loopholes. Golden parachutes are a form of 
retirement. We have cases where executives after retirement get the use 
of airplanes, get the use of other things. And it is true that it has 
only been executives. We have no contemplation that anybody would use 
this for lower level, average employees. But if you limit it to 5 
executives, 10 executives in some of these large companies, yes, you do 
invite problems. And it would be a very easy thing to do to say, Okay, 
we're only going to give you this now, but once you retire, we'll give 
you all the extra money we couldn't give you in the first place. It is 
certainly the case that outsized retirement packages to a handful of 
favored employees has been a part of the problem.
  Mr. BACHUS. Will the gentlewoman yield?
  Mrs. DAHLKEMPER. I yield.
  Mr. BACHUS. I would say, What if an employee upon his retirement is 
given stock in the company and 10 years after his retirement----
  Mr. FRANK of Massachusetts. I ask the gentlewoman to yield me back 
the time.
  Mrs. DAHLKEMPER. I yield.
  Mr. FRANK of Massachusetts. Stock of that sort would not count. If it 
is stock that goes up in time, that is not a problem. Stock that is 
going to simply be regular stock, and it goes up, that's not covered.
  The CHAIR. The gentlewoman from Pennsylvania controls the time.
  Mrs. DAHLKEMPER. I reserve the balance of my time.
  Mr. FRANK of Massachusetts. Would the gentlewoman yield further?
  Mrs. DAHLKEMPER. I yield.
  Mr. FRANK of Massachusetts. The other problem is this. The gentleman 
from Alabama, my good friend, is apparently assuming that the TARP will 
live forever, because by the time a lot of these people have been 
retired, we hope they have paid back the TARP funds.
  The CHAIR. The time of the gentlewoman has expired.
  Mr. BACHUS. I ask unanimous consent that each side be given an 
additional 1 minute.
  The CHAIR. Is there objection to the request of the gentleman from 
Alabama?
  Mr. FRANK of Massachusetts. Reserving the right to object, how many 
minutes?
  Mr. BACHUS. Extend the time by 1 minute on each side.
  Mr. FRANK of Massachusetts. One is the outer limit of everybody's 
patience, but I won't object.
  The CHAIR. Is there objection to the request of the gentleman from 
Alabama?
  There was no objection.
  Mr. BACHUS. I yield myself 1 minute.
  We don't know how long all this is going to last. But what I will say 
is you are giving--for every employee of these companies, you're giving 
the Secretary of the Treasury the right to control their pension 
benefits, their retirement benefits, their health benefits, whether 
intended or not.
  I don't think that you can assure me that the power will not be 
abused in the future because, as the gentlelady said, her amendment 
includes any compensation for the rest of their life. It also includes 
any compensation before they arrived at the company.
  That, to me, is a very broad brush. I would definitely oppose this 
amendment.
  Mr. FRANK of Massachusetts. Will the gentlelady yield?
  Mrs. DAHLKEMPER. I yield to the gentleman from Massachusetts.
  Mr. FRANK of Massachusetts. I thank the gentlewoman.
  I will take the 1 minute that was yielded to say, once again, this 
only applies while they have got TARP money. The notion that TARP is 
going to live forever is a fantasy--or, that people won't pay it back. 
This only applies during the duration of TARP.
  Secondly, there is a scare tactic here that I think is belied by the 
facts. I do not think any Secretary of the Treasury I have seen, served 
with, or read about, would decide that the health benefits of a 
thousand workers could be excessive or unreasonable.
  I will tell the gentleman this. I wish we lived in a society in which 
we had to worry about excessive and unreasonable pension benefit for 
retirees who are simply rank and file workers. That's not a problem 
that has ever arisen.
  So I think this is, frankly, an objection in search of a reason. Yes, 
you want to avoid what we know has been used--putting it into the back 
end or the front end or trying to do it in tricky ways. And that's what 
the gentlewoman correctly wants to stop.
  The CHAIR. The time of the gentlewoman has expired. The gentleman 
from Alabama has 1 minute remaining.
  Mr. BACHUS. I yield that minute to the gentleman from New Jersey (Mr. 
Garrett).
  Mr. GARRETT of New Jersey. I'm reminded of the statement that the 
nearest thing to immortality on this Earth

[[Page H4308]]

is a Federal agency or Federal program. So some things do apparently 
live forever--and that's Federal Government programs.
  And on to this point, if the gentlelady is still on the floor, the 
history of the underlying problem here is AIG. And it did in fact start 
not as a TARP program, but as the Fed Reserve, and that was 9/16, when 
the Fed gave an $85 billion loan to AIG. That did change, as the 
gentlelady knows, on November 10, and it basically became a Federal 
TARP program when the loan was restructured and reduced. And it 
eventually changed again on March 2. I assume the gentlelady who's the 
sponsor of the bill is familiar with that history.
  I will yield to the gentlelady to make sure that she is understanding 
of the history of how we got here.
  Mr. FRANK of Massachusetts. Would the gentlewoman yield?
  Mrs. DAHLKEMPER. I will yield.
  Mr. FRANK of Massachusetts. The gentlewoman was not a Member of the 
Congress when those events transpired.
  Mr. GARRETT of New Jersey. Just to the gentlelady. I appreciate that. 
To the gentlelady--I just ran through the history of saying that it 
initially began as a Fed program and then became a TARP program, 
without any restrictions on it.
  The CHAIR. The question is on the amendment offered by the 
gentlewoman from Pennsylvania (Mrs. Dahlkemper).
  The question was taken; and the Chair announced that the noes 
appeared to have it.
  Mr. FRANK of Massachusetts. Mr. Chairman, I demand a recorded vote.
  The CHAIR. Pursuant to clause 6 of rule XVIII, further proceedings on 
the amendment offered by the gentlewoman from Pennsylvania will be 
postponed.


                       Announcement by the Chair

  The CHAIR. Pursuant to clause 6 of rule XVIII, proceedings will now 
resume on those amendments printed in House Report 111-71 on which 
further proceedings were postponed, in the following order:
  Amendment No. 4 by Ms. Bean of Illinois.
  Amendment No. 7 by Mrs. Dahlkemper of Pennsylvania.
  The Chair will reduce to 5 minutes the time for any electronic vote 
after the first vote in this series.


                  Amendment No. 4 Offered by Ms. Bean

  The CHAIR. The unfinished business is the demand for a recorded vote 
on the amendment offered by the gentlewoman from Illinois (Ms. Bean) on 
which further proceedings were postponed and on which the noes 
prevailed by voice vote.
  The Clerk will redesignate the amendment.
  The Clerk redesignated the amendment.


                             Recorded Vote

  The CHAIR. A recorded vote has been demanded.
  A recorded vote was ordered.
  The vote was taken by electronic device, and there were--ayes 228, 
noes 198, answered ``present'' 1, not voting 10, as follows:

                             [Roll No. 180]

                               AYES--228

     Ackerman
     Aderholt
     Adler (NJ)
     Akin
     Alexander
     Altmire
     Austria
     Bachmann
     Bachus
     Barrett (SC)
     Bartlett
     Bean
     Biggert
     Bilbray
     Bilirakis
     Bishop (NY)
     Bishop (UT)
     Blackburn
     Blunt
     Boccieri
     Boehner
     Bonner
     Bono Mack
     Boozman
     Boucher
     Boustany
     Brady (TX)
     Broun (GA)
     Brown (SC)
     Brown-Waite, Ginny
     Burgess
     Burton (IN)
     Buyer
     Calvert
     Camp
     Campbell
     Cao
     Capito
     Cassidy
     Castle
     Chaffetz
     Childers
     Clarke
     Coble
     Cohen
     Cole
     Conaway
     Cooper
     Crenshaw
     Crowley
     Cuellar
     Culberson
     Davis (KY)
     Davis (TN)
     Deal (GA)
     Dent
     Diaz-Balart, L.
     Diaz-Balart, M.
     Dreier
     Duncan
     Ehlers
     Emerson
     Engel
     Etheridge
     Fallin
     Flake
     Fleming
     Forbes
     Fortenberry
     Foster
     Foxx
     Franks (AZ)
     Frelinghuysen
     Gallegly
     Garrett (NJ)
     Gerlach
     Giffords
     Gingrey (GA)
     Gohmert
     Goodlatte
     Granger
     Graves
     Griffith
     Guthrie
     Hall (TX)
     Harman
     Harper
     Hastings (WA)
     Heller
     Hensarling
     Herger
     Himes
     Hoekstra
     Hunter
     Inglis
     Israel
     Issa
     Jenkins
     Johnson (IL)
     Johnson, Sam
     Jones
     Jordan (OH)
     Kanjorski
     Kind
     King (IA)
     King (NY)
     Kingston
     Kirk
     Kirkpatrick (AZ)
     Kline (MN)
     Kratovil
     Lamborn
     Lance
     Larsen (WA)
     Latham
     LaTourette
     Latta
     Lee (NY)
     Lewis (CA)
     LoBiondo
     Lowey
     Lucas
     Luetkemeyer
     Lummis
     Lungren, Daniel E.
     Mack
     Maffei
     Maloney
     Manzullo
     Marchant
     Markey (CO)
     Markey (MA)
     Marshall
     Massa
     Matheson
     McCarthy (CA)
     McCaul
     McClintock
     McCollum
     McCotter
     McHenry
     McHugh
     McIntyre
     McKeon
     McMahon
     McMorris Rodgers
     Meeks (NY)
     Mica
     Miller (FL)
     Miller (MI)
     Minnick
     Moran (KS)
     Murphy, Patrick
     Murphy, Tim
     Myrick
     Nadler (NY)
     Neal (MA)
     Neugebauer
     Nunes
     Nye
     Oberstar
     Olson
     Paul
     Paulsen
     Pence
     Perlmutter
     Peterson
     Petri
     Pitts
     Platts
     Poe (TX)
     Polis (CO)
     Pomeroy
     Posey
     Price (GA)
     Putnam
     Radanovich
     Rangel
     Rehberg
     Reichert
     Roe (TN)
     Rogers (AL)
     Rogers (KY)
     Rogers (MI)
     Rooney
     Roskam
     Ross
     Royce
     Ruppersberger
     Rush
     Ryan (WI)
     Salazar
     Scalise
     Schock
     Schwartz
     Sensenbrenner
     Sessions
     Sestak
     Shadegg
     Shimkus
     Shuler
     Simpson
     Smith (NE)
     Smith (NJ)
     Smith (TX)
     Smith (WA)
     Snyder
     Souder
     Stearns
     Tanner
     Terry
     Thompson (PA)
     Thornberry
     Tiahrt
     Tiberi
     Turner
     Upton
     Walden
     Wamp
     Weiner
     Whitfield
     Wilson (SC)
     Wittman
     Wolf
     Wu
     Yarmuth
     Young (AK)
     Young (FL)

                               NOES--198

     Abercrombie
     Andrews
     Arcuri
     Baca
     Baird
     Baldwin
     Barrow
     Becerra
     Berkley
     Berman
     Berry
     Bishop (GA)
     Blumenauer
     Bordallo
     Boren
     Boswell
     Boyd
     Brady (PA)
     Braley (IA)
     Bright
     Brown, Corrine
     Buchanan
     Butterfield
     Capps
     Capuano
     Cardoza
     Carnahan
     Carney
     Carson (IN)
     Carter
     Castor (FL)
     Chandler
     Christensen
     Clay
     Cleaver
     Clyburn
     Coffman (CO)
     Connolly (VA)
     Conyers
     Costa
     Costello
     Courtney
     Cummings
     Dahlkemper
     Davis (AL)
     Davis (CA)
     Davis (IL)
     DeFazio
     DeGette
     Delahunt
     DeLauro
     Dicks
     Dingell
     Doggett
     Donnelly (IN)
     Doyle
     Driehaus
     Edwards (MD)
     Edwards (TX)
     Ellison
     Ellsworth
     Eshoo
     Faleomavaega
     Farr
     Fattah
     Filner
     Frank (MA)
     Fudge
     Gonzalez
     Gordon (TN)
     Grayson
     Green, Al
     Green, Gene
     Grijalva
     Gutierrez
     Hall (NY)
     Halvorson
     Hare
     Hastings (FL)
     Heinrich
     Herseth Sandlin
     Higgins
     Hill
     Hinchey
     Hinojosa
     Hirono
     Hodes
     Holden
     Holt
     Honda
     Hoyer
     Inslee
     Jackson (IL)
     Jackson-Lee (TX)
     Johnson (GA)
     Johnson, E. B.
     Kagen
     Kaptur
     Kildee
     Kilpatrick (MI)
     Kilroy
     Kissell
     Klein (FL)
     Kosmas
     Kucinich
     Langevin
     Larson (CT)
     Lee (CA)
     Lewis (GA)
     Linder
     Lipinski
     Loebsack
     Lofgren, Zoe
     Lujan
     Lynch
     Matsui
     McCarthy (NY)
     McDermott
     McGovern
     McNerney
     Meek (FL)
     Melancon
     Michaud
     Miller (NC)
     Miller, George
     Mitchell
     Mollohan
     Moore (KS)
     Moore (WI)
     Moran (VA)
     Murphy (CT)
     Murtha
     Napolitano
     Norton
     Obey
     Olver
     Ortiz
     Pastor (AZ)
     Payne
     Perriello
     Peters
     Pierluisi
     Pingree (ME)
     Price (NC)
     Rahall
     Reyes
     Richardson
     Rodriguez
     Rohrabacher
     Ros-Lehtinen
     Rothman (NJ)
     Roybal-Allard
     Ryan (OH)
     Sablan
     Sanchez, Linda T.
     Sarbanes
     Schakowsky
     Schauer
     Schiff
     Schrader
     Scott (GA)
     Scott (VA)
     Serrano
     Shea-Porter
     Sherman
     Shuster
     Sires
     Skelton
     Slaughter
     Space
     Speier
     Spratt
     Stark
     Stupak
     Sullivan
     Sutton
     Tauscher
     Taylor
     Teague
     Thompson (CA)
     Tierney
     Titus
     Tonko
     Towns
     Tsongas
     Van Hollen
     Velazquez
     Visclosky
     Walz
     Wasserman Schultz
     Waters
     Watson
     Watt
     Waxman
     Welch
     Wexler
     Wilson (OH)
     Woolsey

                        ANSWERED ``PRESENT''--1

       
     Cantor
       

                             NOT VOTING--10

     Barton (TX)
     Kennedy
     Levin
     Miller, Gary
     Pallone
     Pascrell
     Sanchez, Loretta
     Schmidt
     Thompson (MS)
     Westmoreland

                              {time}  1758

  Messrs. VAN HOLLEN, VISCLOSKY, KILDEE, Ms. KILPATRICK of Michigan, 
Messrs. WATT, HONDA, TIERNEY, BUTTERFIELD, BECERRA, BERMAN, GEORGE 
MILLER of California, BERRY, ORTIZ, DOYLE, LUJAN, ARCURI, LYNCH, BISHOP 
of Georgia, RYAN of Ohio, KLEIN of Florida, CLEAVER, GORDON of 
Tennessee, Ms. ESHOO, Ms. KAPTUR, Ms. ROS-LEHTINEN, Ms. LINDA T. 
SANCHEZ of California, Mrs. HALVORSON, Ms. KOSMAS, Ms. WASSERMAN 
SCHULTZ, Ms. PINGREE of Maine and Ms. SLAUGHTER changed their vote from 
``aye'' to ``no.''
  Messrs. FRANKS of Arizona, RYAN of Wisconsin, NEAL of Massachusetts, 
GALLEGLY, McHENRY, FLAKE, HENSARLING, TIM MURPHY of Pennsylvania, MASSA 
and Ms. CLARKE changed their vote from ``no'' to ``aye.''
  So the amendment was agreed to.
  The result of the vote was announced as above recorded.

[[Page H4309]]

  Stated for:
  Mr. MARKEY of Massachusetts. Madam Speaker, on rollcall No. 180, I 
inadvertently voted ``aye'', but intended to vote ``no.''


               Amendment No. 7 Offered by Mrs. Dahlkemper

  The CHAIR. The unfinished business is the demand for a recorded vote 
on the amendment offered by the gentlewoman from Pennsylvania (Mrs. 
Dahlkemper) on which further proceedings were postponed and on which 
the noes prevailed by voice vote.
  The Clerk will redesignate the amendment.
  The Clerk redesignated the amendment.


                             Recorded Vote

  The CHAIR. A recorded vote has been demanded.
  A recorded vote was ordered.
  The CHAIR. This will be a 5-minute vote.
  The vote was taken by electronic device, and there were--ayes 246, 
noes 180, answered ``present'' 1, not voting 10, as follows:

                             [Roll No. 181]

                               AYES--246

     Abercrombie
     Ackerman
     Adler (NJ)
     Altmire
     Andrews
     Arcuri
     Baca
     Baird
     Baldwin
     Barrow
     Bean
     Becerra
     Berkley
     Berman
     Berry
     Bishop (GA)
     Bishop (NY)
     Blumenauer
     Boccieri
     Bordallo
     Boren
     Boswell
     Boyd
     Brady (PA)
     Braley (IA)
     Bright
     Brown, Corrine
     Brown-Waite, Ginny
     Butterfield
     Capps
     Capuano
     Cardoza
     Carnahan
     Carney
     Carson (IN)
     Castor (FL)
     Chandler
     Christensen
     Clarke
     Clay
     Cleaver
     Clyburn
     Cohen
     Connolly (VA)
     Conyers
     Cooper
     Costa
     Courtney
     Crowley
     Cuellar
     Cummings
     Dahlkemper
     Davis (AL)
     Davis (CA)
     Davis (IL)
     Davis (TN)
     DeFazio
     DeGette
     Delahunt
     DeLauro
     Diaz-Balart, L.
     Diaz-Balart, M.
     Dicks
     Dingell
     Doggett
     Donnelly (IN)
     Doyle
     Driehaus
     Edwards (MD)
     Edwards (TX)
     Ellison
     Ellsworth
     Engel
     Eshoo
     Etheridge
     Faleomavaega
     Farr
     Fattah
     Filner
     Foster
     Frank (MA)
     Fudge
     Giffords
     Gonzalez
     Gordon (TN)
     Grayson
     Green, Al
     Green, Gene
     Griffith
     Grijalva
     Gutierrez
     Hall (NY)
     Halvorson
     Hare
     Harman
     Hastings (FL)
     Heinrich
     Herseth Sandlin
     Higgins
     Hill
     Himes
     Hinchey
     Hinojosa
     Hirono
     Hodes
     Holden
     Holt
     Honda
     Hoyer
     Inslee
     Israel
     Jackson (IL)
     Jackson-Lee (TX)
     Johnson (GA)
     Johnson, E. B.
     Kagen
     Kanjorski
     Kaptur
     Kildee
     Kilpatrick (MI)
     Kilroy
     Kind
     Kissell
     Klein (FL)
     Kosmas
     Kratovil
     Kucinich
     Langevin
     Larsen (WA)
     Larson (CT)
     Lee (CA)
     Lewis (GA)
     Loebsack
     Lofgren, Zoe
     Lowey
     Lujan
     Lynch
     Maffei
     Maloney
     Markey (CO)
     Markey (MA)
     Massa
     Matheson
     Matsui
     McCarthy (NY)
     McCollum
     McDermott
     McGovern
     McIntyre
     McNerney
     Meek (FL)
     Meeks (NY)
     Michaud
     Miller (NC)
     Miller, George
     Minnick
     Mitchell
     Mollohan
     Moore (KS)
     Moore (WI)
     Murphy (CT)
     Murphy, Patrick
     Murtha
     Nadler (NY)
     Napolitano
     Norton
     Nye
     Oberstar
     Obey
     Olver
     Ortiz
     Pastor (AZ)
     Payne
     Perlmutter
     Perriello
     Peters
     Peterson
     Pierluisi
     Pingree (ME)
     Polis (CO)
     Pomeroy
     Posey
     Price (NC)
     Rahall
     Rangel
     Reyes
     Richardson
     Rodriguez
     Rooney
     Ros-Lehtinen
     Ross
     Rothman (NJ)
     Roybal-Allard
     Ruppersberger
     Rush
     Ryan (OH)
     Sablan
     Salazar
     Sanchez, Linda T.
     Sarbanes
     Schakowsky
     Schauer
     Schiff
     Schrader
     Schwartz
     Scott (GA)
     Scott (VA)
     Serrano
     Shea-Porter
     Sherman
     Shuler
     Sires
     Skelton
     Slaughter
     Smith (WA)
     Space
     Speier
     Spratt
     Stark
     Stupak
     Sutton
     Tauscher
     Taylor
     Teague
     Thompson (CA)
     Tierney
     Titus
     Tonko
     Towns
     Tsongas
     Van Hollen
     Velazquez
     Visclosky
     Walz
     Wasserman Schultz
     Waters
     Watson
     Watt
     Waxman
     Weiner
     Welch
     Wexler
     Wilson (OH)
     Woolsey
     Wu
     Yarmuth

                               NOES--180

     Aderholt
     Akin
     Alexander
     Austria
     Bachmann
     Bachus
     Barrett (SC)
     Bartlett
     Biggert
     Bilbray
     Bilirakis
     Bishop (UT)
     Blackburn
     Blunt
     Boehner
     Bonner
     Bono Mack
     Boozman
     Boucher
     Boustany
     Brady (TX)
     Broun (GA)
     Brown (SC)
     Buchanan
     Burgess
     Burton (IN)
     Buyer
     Calvert
     Camp
     Campbell
     Cao
     Capito
     Carter
     Cassidy
     Castle
     Chaffetz
     Childers
     Coble
     Coffman (CO)
     Cole
     Conaway
     Costello
     Crenshaw
     Culberson
     Davis (KY)
     Deal (GA)
     Dent
     Dreier
     Duncan
     Ehlers
     Emerson
     Fallin
     Flake
     Fleming
     Forbes
     Fortenberry
     Foxx
     Franks (AZ)
     Frelinghuysen
     Gallegly
     Garrett (NJ)
     Gerlach
     Gingrey (GA)
     Gohmert
     Goodlatte
     Granger
     Graves
     Guthrie
     Hall (TX)
     Harper
     Hastings (WA)
     Heller
     Hensarling
     Herger
     Hoekstra
     Hunter
     Inglis
     Issa
     Jenkins
     Johnson (IL)
     Johnson, Sam
     Jones
     Jordan (OH)
     King (IA)
     King (NY)
     Kingston
     Kirk
     Kirkpatrick (AZ)
     Kline (MN)
     Lamborn
     Lance
     Latham
     LaTourette
     Latta
     Lee (NY)
     Lewis (CA)
     Linder
     Lipinski
     LoBiondo
     Lucas
     Luetkemeyer
     Lummis
     Lungren, Daniel E.
     Mack
     Manzullo
     Marchant
     Marshall
     McCarthy (CA)
     McCaul
     McClintock
     McCotter
     McHenry
     McHugh
     McKeon
     McMahon
     McMorris Rodgers
     Melancon
     Mica
     Miller (FL)
     Miller (MI)
     Moran (KS)
     Moran (VA)
     Murphy, Tim
     Myrick
     Neal (MA)
     Neugebauer
     Nunes
     Olson
     Paul
     Paulsen
     Pence
     Petri
     Pitts
     Platts
     Poe (TX)
     Price (GA)
     Putnam
     Radanovich
     Rehberg
     Reichert
     Roe (TN)
     Rogers (AL)
     Rogers (KY)
     Rogers (MI)
     Rohrabacher
     Roskam
     Royce
     Ryan (WI)
     Scalise
     Schock
     Sensenbrenner
     Sessions
     Sestak
     Shadegg
     Shimkus
     Shuster
     Simpson
     Smith (NE)
     Smith (NJ)
     Smith (TX)
     Snyder
     Souder
     Stearns
     Sullivan
     Tanner
     Terry
     Thompson (PA)
     Thornberry
     Tiahrt
     Tiberi
     Turner
     Upton
     Walden
     Wamp
     Whitfield
     Wilson (SC)
     Wittman
     Wolf
     Young (AK)
     Young (FL)

                        ANSWERED ``PRESENT''--1

       
     Cantor
       

                             NOT VOTING--10

     Barton (TX)
     Kennedy
     Levin
     Miller, Gary
     Pallone
     Pascrell
     Sanchez, Loretta
     Schmidt
     Thompson (MS)
     Westmoreland


                       Announcement by the Chair

  The CHAIR (during the vote). Two minutes remain in this vote.

                              {time}  1805

  So the amendment was agreed to.
  The result of the vote was announced as above recorded.
  The CHAIR. The question is on the committee amendment in the nature 
of a substitute, as amended.
  The committee amendment in the nature of a substitute, as amended, 
was agreed to.
  The CHAIR. Under the rule, the Committee rises.
  Accordingly, the Committee rose; and the Speaker pro tempore (Mr. 
Weiner) having assumed the chair, Mr. Jackson of Illinois, Chair of the 
Committee of the Whole House on the state of the Union, reported that 
that Committee, having had under consideration the bill (H.R. 1664) to 
amend the executive compensation provisions of the Emergency Economic 
Stabilization Act of 2008 to prohibit unreasonable and excessive 
compensation and compensation not based on performance standards, 
pursuant to House Resolution 306, he reported the bill back to the 
House with an amendment adopted by the Committee of the Whole.
  The SPEAKER pro tempore. Under the rule, the previous question is 
ordered.
  Is a separate vote demanded on any amendment to the amendment 
reported from the Committee of the Whole? If not, the question is on 
the amendment.
  The amendment was agreed to.
  The SPEAKER pro tempore. The question is on the engrossment and third 
reading of the bill.
  The bill was ordered to be engrossed and read a third time, and was 
read the third time.
  The SPEAKER pro tempore. The question is on the passage of the bill.
  The question was taken; and the Speaker pro tempore announced that 
the ayes appeared to have it.


                             Recorded Vote

  Mr. FRANK of Massachusetts. Mr. Speaker, I demand a recorded vote.
  A recorded vote was ordered.
  The vote was taken by electronic device, and there were--ayes 247, 
noes 171, answered ``present'' 1, not voting 12, as follows:

                             [Roll No. 182]

                               AYES--247

     Abercrombie
     Ackerman
     Adler (NJ)
     Altmire
     Andrews
     Arcuri
     Baca
     Baird
     Baldwin
     Barrow
     Bean
     Becerra
     Berkley
     Berman
     Berry
     Bilirakis
     Bishop (GA)
     Bishop (NY)
     Blumenauer
     Boccieri
     Boren
     Boswell
     Boucher
     Boyd
     Brady (PA)
     Bright
     Brown, Corrine
     Brown-Waite, Ginny
     Butterfield
     Cao
     Capps
     Capuano
     Cardoza
     Carnahan
     Carney
     Carson (IN)
     Castor (FL)
     Chandler
     Childers
     Clarke
     Clay
     Cleaver
     Clyburn
     Cohen
     Connolly (VA)
     Conyers
     Cooper
     Costa
     Costello
     Courtney
     Crowley
     Cuellar
     Cummings
     Dahlkemper
     Davis (AL)
     Davis (CA)
     Davis (IL)
     Davis (TN)
     DeFazio
     DeGette
     Delahunt
     DeLauro
     Diaz-Balart, L.
     Diaz-Balart, M.
     Dicks

[[Page H4310]]


     Dingell
     Doggett
     Donnelly (IN)
     Doyle
     Driehaus
     Duncan
     Edwards (MD)
     Edwards (TX)
     Ellison
     Ellsworth
     Engel
     Eshoo
     Etheridge
     Farr
     Fattah
     Filner
     Foster
     Frank (MA)
     Fudge
     Giffords
     Gonzalez
     Gordon (TN)
     Grayson
     Green, Al
     Green, Gene
     Griffith
     Grijalva
     Gutierrez
     Hall (NY)
     Halvorson
     Hare
     Harman
     Hastings (FL)
     Heinrich
     Herseth Sandlin
     Higgins
     Hill
     Himes
     Hinchey
     Hinojosa
     Hirono
     Hodes
     Holden
     Holt
     Honda
     Hoyer
     Inslee
     Israel
     Jackson (IL)
     Jackson-Lee (TX)
     Johnson (GA)
     Johnson, E. B.
     Jones
     Kagen
     Kanjorski
     Kaptur
     Kildee
     Kilpatrick (MI)
     Kilroy
     Kind
     Kissell
     Klein (FL)
     Kosmas
     Kratovil
     Kucinich
     Langevin
     Larsen (WA)
     Larson (CT)
     Lee (CA)
     Lewis (GA)
     Lipinski
     Lofgren, Zoe
     Lowey
     Lujan
     Lynch
     Maffei
     Maloney
     Markey (CO)
     Markey (MA)
     Marshall
     Massa
     Matsui
     McCarthy (NY)
     McCollum
     McDermott
     McGovern
     McHugh
     McIntyre
     McMahon
     McNerney
     Meek (FL)
     Meeks (NY)
     Melancon
     Michaud
     Miller (NC)
     Miller, George
     Mollohan
     Moore (KS)
     Moore (WI)
     Murphy (CT)
     Murphy, Patrick
     Murtha
     Nadler (NY)
     Napolitano
     Neal (MA)
     Nye
     Oberstar
     Obey
     Olver
     Ortiz
     Pastor (AZ)
     Payne
     Perlmutter
     Perriello
     Peters
     Peterson
     Pingree (ME)
     Polis (CO)
     Pomeroy
     Price (NC)
     Rahall
     Rangel
     Reyes
     Richardson
     Rodriguez
     Rohrabacher
     Ros-Lehtinen
     Ross
     Rothman (NJ)
     Roybal-Allard
     Ruppersberger
     Rush
     Ryan (OH)
     Salazar
     Sanchez, Linda T.
     Sarbanes
     Schakowsky
     Schauer
     Schiff
     Schrader
     Schwartz
     Scott (GA)
     Scott (VA)
     Serrano
     Shea-Porter
     Sherman
     Shuler
     Sires
     Skelton
     Slaughter
     Smith (WA)
     Space
     Speier
     Spratt
     Stark
     Stupak
     Sutton
     Tanner
     Tauscher
     Taylor
     Teague
     Thompson (CA)
     Tierney
     Titus
     Tonko
     Towns
     Tsongas
     Van Hollen
     Velazquez
     Visclosky
     Walz
     Wasserman Schultz
     Waters
     Watson
     Waxman
     Weiner
     Welch
     Wexler
     Wilson (OH)
     Woolsey
     Wu
     Yarmuth

                               NOES--171

     Aderholt
     Akin
     Alexander
     Austria
     Bachmann
     Bachus
     Barrett (SC)
     Bartlett
     Biggert
     Bilbray
     Bishop (UT)
     Blackburn
     Blunt
     Boehner
     Bonner
     Bono Mack
     Boozman
     Boustany
     Brady (TX)
     Braley (IA)
     Broun (GA)
     Brown (SC)
     Buchanan
     Burgess
     Burton (IN)
     Buyer
     Calvert
     Camp
     Campbell
     Capito
     Carter
     Cassidy
     Castle
     Chaffetz
     Coble
     Coffman (CO)
     Cole
     Conaway
     Crenshaw
     Culberson
     Davis (KY)
     Deal (GA)
     Dent
     Dreier
     Ehlers
     Emerson
     Fallin
     Flake
     Fleming
     Forbes
     Fortenberry
     Foxx
     Franks (AZ)
     Frelinghuysen
     Gallegly
     Garrett (NJ)
     Gerlach
     Gingrey (GA)
     Gohmert
     Goodlatte
     Granger
     Graves
     Guthrie
     Hall (TX)
     Harper
     Hastings (WA)
     Heller
     Hensarling
     Herger
     Hoekstra
     Hunter
     Inglis
     Issa
     Jenkins
     Johnson (IL)
     Johnson, Sam
     Jordan (OH)
     King (IA)
     King (NY)
     Kingston
     Kirk
     Kirkpatrick (AZ)
     Kline (MN)
     Lamborn
     Lance
     Latham
     LaTourette
     Latta
     Lee (NY)
     Lewis (CA)
     Linder
     LoBiondo
     Lucas
     Luetkemeyer
     Lummis
     Lungren, Daniel E.
     Mack
     Manzullo
     Marchant
     Matheson
     McCarthy (CA)
     McCaul
     McClintock
     McCotter
     McHenry
     McKeon
     McMorris Rodgers
     Mica
     Miller (FL)
     Miller (MI)
     Minnick
     Mitchell
     Moran (KS)
     Moran (VA)
     Murphy, Tim
     Myrick
     Neugebauer
     Nunes
     Olson
     Paul
     Paulsen
     Pence
     Petri
     Pitts
     Platts
     Poe (TX)
     Posey
     Price (GA)
     Putnam
     Radanovich
     Rehberg
     Reichert
     Roe (TN)
     Rogers (AL)
     Rogers (KY)
     Rogers (MI)
     Rooney
     Roskam
     Royce
     Ryan (WI)
     Scalise
     Schock
     Sensenbrenner
     Sessions
     Sestak
     Shadegg
     Shimkus
     Shuster
     Simpson
     Smith (NE)
     Smith (NJ)
     Smith (TX)
     Snyder
     Souder
     Stearns
     Sullivan
     Terry
     Thompson (PA)
     Thornberry
     Tiahrt
     Tiberi
     Turner
     Upton
     Walden
     Wamp
     Whitfield
     Wilson (SC)
     Wittman
     Wolf
     Young (AK)
     Young (FL)

                        ANSWERED ``PRESENT''--1

       
     Cantor
       

                             NOT VOTING--12

     Barton (TX)
     Kennedy
     Levin
     Loebsack
     Miller, Gary
     Pallone
     Pascrell
     Sanchez, Loretta
     Schmidt
     Thompson (MS)
     Watt
     Westmoreland

                              {time}  1823

  So the bill was passed.
  The result of the vote was announced as above recorded.
  A motion to reconsider was laid on the table.

                          ____________________