The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our condensed consolidated
financial statements and related notes included elsewhere in this quarterly
report and in our 2019 Form 10-K. The discussion below contains forward-looking
statements that are based upon current expectations and are subject to
uncertainty and changes in circumstances. Actual results may differ materially
from these expectations. See "Cautionary Note Regarding Forward-Looking
Statements."
Introduction and Business Overview
____________________________________________________________________________________________
We are a premier consumer financial services company delivering a wide range of
specialized financing programs, as well as innovative consumer banking products,
across key industries including digital, retail, home, auto, travel, health and
pet. We provide a range of credit products through our financing programs which
we have established with a diverse group of national and regional retailers,
local merchants, manufacturers, buying groups, industry associations and
healthcare service providers, which we refer to as our "partners." For the three
and nine months ended September 30, 2020, we financed $36.0 billion and $99.2
billion of purchase volume, respectively, and had 64.3 million and 67.2 million
average active accounts, respectively, and at September 30, 2020, we had $78.5
billion of loan receivables.
We offer our credit products primarily through our wholly-owned subsidiary, the
Bank. In addition, through the Bank, we offer, directly to retail and commercial
customers, a range of deposit products insured by the Federal Deposit Insurance
Corporation ("FDIC"), including certificates of deposit, individual retirement
accounts ("IRAs"), money market accounts and savings accounts. We also take
deposits at the Bank through third-party securities brokerage firms that offer
our FDIC-insured deposit products to their customers. We have significantly
expanded our online direct banking operations in recent years and our deposit
base serves as a source of stable and diversified low cost funding for our
credit activities. At September 30, 2020, we had $63.5 billion in deposits,
which represented 80% of our total funding sources.
Our Sales Platforms
_________________________________________________________________
We conduct our operations through a single business segment. Profitability and
expenses, including funding costs, credit losses and operating expenses, are
managed for the business as a whole. Substantially all of our operations are
within the United States. We offer our credit products through three sales
platforms (Retail Card, Payment Solutions and CareCredit). Those platforms are
organized by the types of products we offer and the partners we work with, and
are measured on interest and fees on loans, loan receivables, active accounts
and other sales metrics.

                                       6

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[[Image Removed: platformpies.jpg]]
Retail Card
Retail Card is a leading provider of private label credit cards, and also
provides Dual Cards, general purpose co-branded credit cards and small and
medium-sized business credit products. We offer one or more of these products
primarily through 25 national and regional retailers with which we have ongoing
program agreements. The average length of our relationship with these Retail
Card partners is 22 years. Retail Card's revenue primarily consists of interest
and fees on our loan receivables. Other income primarily consists of interchange
fees earned when our Dual Card or general purpose co-branded credit cards are
used outside of our partners' sales channels and fees paid to us by customers
who purchase our debt cancellation products, less loyalty program payments. In
addition, the majority of our retailer share arrangements, which provide for
payments to our partner if the economic performance of the program exceeds a
contractually-defined threshold, are with partners in the Retail Card sales
platform. Substantially all of the credit extended in this platform is on
standard terms.
Payment Solutions
Payment Solutions is a leading provider of promotional financing for major
consumer purchases, offering consumer choice for financing at the point of sale,
including primarily private label credit cards, Dual Cards and installment
loans. Payment Solutions offers these products through participating partners
consisting of national and regional retailers, manufacturers, buying groups and
industry associations. Credit extended in this platform, other than for our oil
and gas retail partners, is primarily promotional financing. Payment Solutions'
revenue primarily consists of interest and fees on our loan receivables,
including "merchant discounts," which are fees paid to us by our partners in
almost all cases to compensate us for all or part of foregone interest income
associated with promotional financing.
CareCredit
CareCredit is a leading provider of promotional financing to consumers for
health, veterinary and personal care procedures, services and products. We have
a network of CareCredit providers and health-focused retailers, the vast
majority of which are individual or small groups of independent healthcare
providers, through which we offer a CareCredit branded private label credit card
and our CareCredit Dual Card offering. Substantially all of the credit extended
in this platform is promotional financing. CareCredit's revenue primarily
consists of interest and fees on our loan receivables, including merchant
discounts.

                                       7

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Our Credit Products
____________________________________________________________________________________________
Through our platforms, we offer three principal types of credit products: credit
cards, commercial credit products and consumer installment loans. We also offer
a debt cancellation product.
The following table sets forth each credit product by type and indicates the
percentage of our total loan receivables that are under standard terms only or
pursuant to a promotional financing offer at September 30, 2020.
                                                               Promotional Offer
                                 Standard Terms
Credit Product                        Only          Deferred Interest      Other Promotional       Total
Credit cards                           62.0 %                17.9 %                  15.9 %           95.8 %
Commercial credit products              1.6                     -                       -              1.6
Consumer installment loans                -                     -                     2.5              2.5
Other                                   0.1                     -                       -              0.1
Total                                  63.7 %                17.9 %                  18.4 %          100.0 %

Credit Cards We typically offer the following principal types of credit cards: • Private Label Credit Cards. Private label credit cards are

partner-branded credit cards (e.g., Lowe's or Amazon) or

program-branded credit cards (e.g., Synchrony Car Care or CareCredit)


          that are used primarily for the purchase of goods and services from the
          partner or within the program network. In addition, in some cases,
          cardholders may be permitted to access their credit card accounts for
          cash advances. In Retail Card, credit under our private label credit
          cards typically is extended on standard terms only, and in Payment
          Solutions and CareCredit, credit under our private label credit cards
          typically is extended pursuant to a promotional financing offer.

• Dual Cards and General Purpose Co-Brand Cards. Our patented Dual Cards

are credit cards that function as private label credit cards when used

to purchase goods and services from our partners, and as general

purpose credit cards when used to make purchases from other retailers


          whenever cards from those card networks are accepted or for cash
          advance transactions. We also offer general purpose co-branded credit
          cards that do not function as private label cards, as well as, in
          limited circumstances, a Synchrony-branded general purpose credit card.

Credit extended under our Dual Cards and general purpose co-branded

credit cards typically is extended on standard terms only. We offer

either Dual Cards or general purpose co-branded credit cards across all


          of our sales platforms, spanning 22 ongoing credit partners and our
          CareCredit Dual Card, of which the majority are Dual Cards. Consumer
          Dual Cards and Co-Branded cards totaled 23% of our total loan
          receivables portfolio at September 30, 2020.


Commercial Credit Products
We offer private label cards and Dual Cards for commercial customers that are
similar to our consumer offerings. We also offer a commercial pay-in-full
accounts receivable product to a wide range of business customers. We offer our
commercial credit products primarily through our Retail Card platform to the
commercial customers of our Retail Card partners.
Installment Loans
In Payment Solutions, we originate installment loans to consumers (and a limited
number of commercial customers) in the United States, primarily in the power
products market (motorcycles, ATVs and lawn and garden). Installment loans are
closed-end credit accounts where the customer pays down the outstanding balance
in installments. Installment loans are assessed periodic finance charges using
fixed interest rates.

                                       8

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Business Trends and Conditions
____________________________________________________________________________________________
We believe our business and results of operations will be impacted in the future
by various trends and conditions, including the following:
• Growth in loan receivables and interest income.


• Adoption of ASU 2016-13 Financial Instruments-Credit Losses: Measurement

of Credit Losses on Financial Instruments ("CECL").

• Asset quality.

• Retailer share arrangement payments under our program agreements.

• Extended duration of our Retail Card program agreements.

• Growth in interchange revenues and loyalty program costs.

• Capital and liquidity levels.




For a further discussion of the above trends and conditions, see "Management's
Discussion and Analysis of Financial Condition and Results of
Operations-Business Trends and Conditions" in our 2019 Form 10-K.
COVID-19
The outbreak of the global pandemic of COVID-19 and resultant economic effects
of preventative measures taken across the United States and worldwide during the
nine months ended September 30, 2020 have resulted in significant and numerous
changes to the previously disclosed trends and conditions referred to above. As
of the date of filing of this report, the duration and magnitude of the effects
of COVID-19 continue to be unknown, and as such the expectations and guidance
for 2020 provided during the Company's earnings conference call on January 24,
2020 can no longer be relied upon. While the magnitude of the impact from
COVID-19 is uncertain and difficult to predict, we anticipate the following key
trends will be affected:
•      Growth in loan receivables and interest income. We have experienced

significant declines in consumer purchase activity following the outbreak

of COVID-19 and associated governmental preventative measures, such as

closures of non-essential businesses. Interest and fees on loans decreased


       16% for the nine months ended September 30, 2020 compared to the prior
       year period. The sale of the Walmart consumer portfolio sale drove a
       decline compared to the prior year period of approximately 11%. The

remaining decrease in interest and fees on loans, along with a decline in

loan receivables of 6% and a reduction in purchase volume for our ongoing

partners of 3%, in all instances at or for the nine months ended

September 30, 2020, were primarily due to the impacts of COVID-19. In

addition, we have experienced a reduction in benchmark interest rates and

we have also provided, for a temporary period of time, forbearance in

terms of deferrals of minimum payments and waivers of interest and fees

for qualifying cardholders that are impacted by COVID-19 and request

relief. The decreases in loan receivables and benchmark interest rates

along with the forbearance actions have led to the reductions in interest

income for the nine months ended September 30, 2020. While we experienced


       growth in purchase volume compared to the prior year for the month of
       September 2020, we expect the above factors will likely result in a
       reduction in the growth of our interest income for the remainder of 2020.
       As noted above, the extent of the impacts from these conditions is
       currently uncertain and dependent on various factors. These factors

include, the nature of and duration for which the preventative measures

remain in place, including responses to increases in COVID-19 infections

nationally that may occur, and the type of any additional stimulus

measures and other policy responses that the U.S. government may adopt.





                                       9

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• Adoption of ASU 2016-13 Financial Instruments-Credit Losses: Measurement


       of Credit Losses on Financial Instruments ("CECL"). In response to the
       COVID-19 pandemic, in March 2020, the Coronavirus Aid, Relief, and
       Economic Security Act ("CARES Act") was signed into law and includes a

provision that permits financial institutions to defer temporarily the use

of CECL. However, in a related action, the joint federal bank regulatory

agencies issued an interim final rule that allows banking organizations to

mitigate the effects of the CECL accounting standard in their regulatory

capital. Banking organizations that are required under U.S. accounting

standards to adopt CECL this year can elect to mitigate the estimated

cumulative regulatory capital effects of CECL for up to two years. This

two-year delay is in addition to the three-year transition period that the

agencies had already made available. The Company has elected to adopt the

option provided by the interim final rule, which will largely delay the

effects of CECL on its regulatory capital for the next two years, after

which the effects will be phased-in over a three-year period from January

1, 2022 through December 31, 2024. Under the interim final rule, the

amount of adjustments to regulatory capital deferred until the phase-in

period includes both the initial impact of our adoption of CECL at January

1, 2020 and 25% of subsequent changes in our allowance for credit losses

during each quarter of the two-year period ended December 31, 2021.

• Asset quality. Prior to COVID-19, we had experienced slightly improving


       asset quality trends that reflected stable U.S. unemployment rates and
       consumer confidence. In addition, over-30 day loan delinquencies as a
       percentage of period-end loan receivables decreased to 2.67% at

September 30, 2020 from 4.47% at September 30, 2019, primarily driven by

an improvement in customer payment behavior. Beginning in March 2020, we

have taken certain forbearance actions for our customers impacted by

COVID-19. Through September 30th, we have granted minimum payment

forbearance to a cumulative total of approximately 2.0 million accounts,

or $3.8 billion in account balances at the time of forbearance. At

September 30th, only 0.1 million accounts or $227 million in account

balances remained in forbearance. To date, while not having a material


       impact to the Company's overall delinquency metrics at September 30, 2020,
       we have experienced a higher incidence rate of accounts becoming
       delinquent following their exit from these short-term programs, as
       compared to accounts that did not enter the forbearance program. We
       anticipate that this post-program performance and the current levels of

filings for unemployment benefits in the United States, while partially

mitigated by the effects of governmental actions such as the CARES Act

which included unemployment benefits that expired in July 2020, will

result in an increase from current levels in the Company's delinquencies

and net charge-off rate for the remainder of 2020 and into 2021.

Similarly, we have experienced an increase to our allowance for credit

losses and provision for credit losses during the three and nine months

ended September 30, 2020 attributable to the impact of COVID-19. To the

extent the current environment continues beyond our expectations or

deteriorates further, we may experience further increases to our allowance

for credit losses and provision for credit losses related to COVID-19.

• Retailer share arrangement payments under our program agreements. To the

extent we experience further reductions in interest income and also

increases in expected net charge-offs related to COVID-19 discussed above,

we expect that the growth in absolute terms of our payments to our

partners under our retailer share arrangements, compared to the prior

year, will decrease.




For a further discussion of the risks and uncertainties relating to COVID-19 for
our results of operations and business condition, see Item 1A. Risk Factors. For
a discussion of how certain trends and conditions impacted the three and nine
months ended September 30, 2020, see "-Results of Operations."
Seasonality
____________________________________________________________________________________________
In our Retail Card and Payment Solutions platforms, we experience fluctuations
in transaction volumes and the level of loan receivables as a result of higher
seasonal consumer spending and payment patterns that typically result in an
increase of loan receivables from August through a peak in late December, with
reductions in loan receivables occurring over the first and second quarters of
the following year as customers pay their balances down.
The seasonal impact to transaction volumes and the loan receivables balance
typically results in fluctuations in our results of operations, delinquency
metrics and the allowance for credit losses as a percentage of total loan
receivables between quarterly periods.

                                       10

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In addition to the seasonal variance in loan receivables discussed above, we
also typically experience a seasonal increase in delinquency rates and
delinquent loan receivables balances during the third and fourth quarters of
each year due to lower customer payment rates resulting in higher net charge-off
rates in the first and second quarters. Our delinquency rates and delinquent
loan receivables balances typically decrease during the subsequent first and
second quarters as customers begin to pay down their loan balances and return to
current status resulting in lower net charge-off rates in the third and fourth
quarters. Because customers who were delinquent during the fourth quarter of a
calendar year have a higher probability of returning to current status when
compared to customers who are delinquent at the end of each of our interim
reporting periods, we expect that a higher proportion of delinquent accounts
outstanding at an interim period end will result in charge-offs, as compared to
delinquent accounts outstanding at a year end. Consistent with this historical
experience, we generally experience a higher allowance for credit losses as a
percentage of total loan receivables at the end of an interim period, as
compared to the end of a calendar year. In addition, despite improving credit
metrics such as declining past due amounts, we may experience an increase in our
allowance for credit losses at an interim period end compared to the prior year
end, reflecting these same seasonal trends.

                                       11

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Results of Operations
____________________________________________________________________________________________
Highlights for the Three and Nine Months Ended September 30, 2020
Below are highlights of our performance for the three and nine months ended
September 30, 2020 compared to the three and nine months ended September 30,
2019, as applicable, except as otherwise noted.
•      Net earnings decreased 70.4% to $313 million for the three months ended

September 30, 2020 and decreased 78.5% to $647 million for the nine months

ended September 30, 2020 primarily driven by lower net interest income and

higher provision for credit losses, partially offset by a decrease in

retailer share arrangements. These changes were primarily due to the

impact of COVID-19 and the effects from the sale of the Walmart consumer

portfolio in 2019.

• We adopted the new CECL accounting guidance in January 2020 and recorded

an increase to our allowance for loan losses of $3.0 billion. In addition,

the increases in provision for credit losses for the three and nine months

ended September 30, 2020 included $66 million, or $50 million after-tax,

and $650 million, or $491 million after-tax, respectively, attributable to


       applying the new CECL guidance as compared to the prior accounting
       guidance.


•      Loan receivables decreased 5.6% to $78.5 billion at September 30, 2020

compared to September 30, 2019, primarily driven by lower purchase volume

and a decrease in average active accounts for our ongoing partner programs

due to the impact of COVID-19, as well as the sale of loan receivables


       associated with the Yamaha portfolio.


•      Net interest income decreased 21.2% to $3.5 billion and 15.9% to $10.7
       billion for the three and nine months ended September 30, 2020,
       respectively, primarily due to a decrease in interest and fees on loans
       due to the impact of COVID-19 and the Walmart consumer portfolio sale,
       partially offset by a decrease in interest expense reflecting lower
       benchmark interest rates.

• Retailer share arrangements decreased 11.5% to $899 million and 8.2% to

$2.6 billion for the three and nine months ended September 30, 2020,

respectively, reflecting the impact of COVID-19 on program performance.

• Over-30 day loan delinquencies as a percentage of period-end loan

receivables decreased 180 basis points to 2.67% at September 30, 2020, and

the net charge-off rate decreased 93 basis points to 4.42% and 75 basis

points to 5.05% for the three and nine months ended September 30, 2020,

respectively.

• Provision for credit losses increased by $191 million, or 18.7%, and $1.5

billion, or 48.2%, for the three and nine months ended September 30, 2020,

respectively. The increases were primarily driven by higher reserve builds

reflecting the projected impacts of COVID-19, the increases attributable


       to CECL discussed above and the effects of the prior year reductions in
       reserves for credit losses related to the Walmart consumer portfolio sale
       of $326 million and $1.1 billion, respectively. These increases were
       partially offset by lower net charge-offs. Our allowance coverage ratio

(allowance for credit losses as a percent of period-end loan receivables)

increased to 12.92% at September 30, 2020, as compared to 6.74% at

September 30, 2019, primarily due to the impact of the CECL implementation

and impacts from COVID-19.

• Other expense remained flat and decreased by $111 million, or 3.5%, for

the three and nine months ended September 30, 2020, respectively,

primarily driven by the cost reductions related to the sale of the Walmart

consumer portfolio, lower purchase volume and average active accounts and

reductions in certain discretionary spend. These decreases in expenses


       were offset by a restructuring charge of $89 million recorded in the
       current quarter, as well as expenditures related to our response to
       COVID-19. The decrease for the nine months ended September 30, 2020 also
       included lower professional fees due to interim servicing costs in the

prior year associated with acquired portfolios, partially offset by higher

operational losses.

• At September 30, 2020, deposits represented 80% of our total funding


       sources. Total deposits decreased by 2.5% to $63.5 billion at
       September 30, 2020, compared to December 31, 2019.



                                       12

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• During the nine months ended September 30, 2020, we declared and paid cash

dividends on our Series A 5.625% non-cumulative preferred stock of $42.34


       per share, or $32 million.


•      During the nine months ended September 30, 2020, we repurchased $1.0
       billion of our outstanding common stock, and declared and paid cash

dividends of $0.66 per share, or $392 million. In response to COVID-19, we


       have suspended share repurchases until we have greater visibility as to
       the current economic environment.

2020 Partner Agreements • In our Retail Card sales platform, we launched new programs with Harbor


       Freight Tools, Venmo and Verizon and extended our program agreement with
       Sam's Club.

• In our Payment Solutions sales platform, we announced our new partnerships

with Adorama, Club Champion, HiSun, Levin Furniture and Mattress, Modani

Furniture and Piaggio, extended our program agreements with ABC Warehouse,

Bernina, CarX, Englert, 4 Wheel Parts, Hanks, Icahn Enterprises LP

automotive brands (Pep Boys, AAMCO Transmissions, Precision Tune Auto

Care, Cottman Transmission and Auto Plus Auto Parts), Kane's Furniture,

Living Spaces, Puronics, SVP Sewing Brands LLC, System Pavers and

Vanderhall and completed the sale of loan receivables associated with the

Yamaha portfolio.

• In our CareCredit sales platform, we expanded our network through our new

partnership with AdventHealth, launched other healthcare system

partnerships with Lehigh Valley Health Network, St. Luke's University

Health Network and Cox Health, extended Pets Best's relationship with
       Progressive, and renewed our agreements with Blue River Petcare,
       NVA,Vision Group Holdings and West Coast Dental.

Summary Earnings The following table sets forth our results of operations for the periods indicated.


                                         Three months ended September 30,           Nine months ended September 30,
($ in millions)                             2020                   2019                2020                 2019
Interest income                      $         3,837         $         4,981     $       12,074       $       14,505
Interest expense                                 380                     592              1,331                1,735
Net interest income                            3,457                   4,389             10,743               12,770
Retailer share arrangements                     (899 )                (1,016 )           (2,598 )             (2,829 )
Provision for credit losses                    1,210                   1,019              4,560                3,076
Net interest income, after retailer
share arrangements and provision for
credit losses                                  1,348                   2,354              3,585                6,865
Other income                                     131                      85                323                  267
Other expense                                  1,067                   1,064              3,055                3,166
Earnings before provision for income
taxes                                            412                   1,375                853                3,966
Provision for income taxes                        99                     319                206                  950
Net earnings                         $           313         $         1,056     $          647       $        3,016
Net earnings available to common
stockholders                         $           303         $         1,056     $          615       $        3,016



                                       13

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Other Financial and Statistical Data
The following table sets forth certain other financial and statistical data for
the periods indicated.
                                                 At and for the                            At and for the
                                        Three months ended September 30,           Nine months ended September 30,
($ in millions)                            2020                  2019                2020                  2019
Financial Position Data (Average):
Loan receivables, including held for
sale                                 $       78,005       $         90,556     $       80,368       $         89,752
Total assets                         $       96,340       $        106,413     $       98,333       $        105,542
Deposits                             $       63,876       $         65,898     $       64,380       $         64,826
Borrowings                           $       16,017       $         21,117     $       17,207       $         21,577
Total equity                         $       12,139       $         14,828     $       12,303       $         14,812
Selected Performance Metrics:
Purchase volume(1)(2)                $       36,013       $         38,395     $       99,210       $        109,199
Retail Card                          $       27,374       $         29,282     $       75,762       $         83,472
Payment Solutions                    $        5,901       $          6,281     $       16,099       $         17,478
CareCredit                           $        2,738       $          2,832     $        7,349       $          8,249
Average active accounts (in
thousands)(2)(3)                             64,270                 76,695             67,246                 76,653
Net interest margin(4)                        13.80 %                16.29 %            14.17 %                16.04 %
Net charge-offs                      $          866       $          1,221     $        3,037       $          3,896
Net charge-offs as a % of average
loan receivables, including held for
sale                                           4.42 %                 5.35 %             5.05 %                 5.80 %
Allowance coverage ratio(5)                   12.92 %                 6.74 %            12.92 %                 6.74 %
Return on assets(6)                             1.3 %                  3.9 %              0.9 %                  3.8 %
Return on equity(7)                            10.3 %                 28.3 %              7.0 %                 27.2 %
Equity to assets(8)                           12.60 %                13.93 %            12.51 %                14.03 %
Other expense as a % of average loan
receivables, including held for sale           5.44 %                 4.66 %             5.08 %                 4.72 %
Efficiency ratio(9)                            39.7 %                 30.8 %             36.1 %                 31.0 %
Effective income tax rate                      24.0 %                 23.2 %             24.2 %                 24.0 %
Selected Period-End Data:
Loan receivables                     $       78,521       $         83,207     $       78,521       $         83,207
Allowance for credit losses          $       10,146       $          5,607     $       10,146       $          5,607
30+ days past due as a % of
period-end loan receivables(10)                2.67 %                 4.47 %             2.67 %                 4.47 %
90+ days past due as a % of
period-end loan receivables(10)                1.24 %                 2.07 %             1.24 %                 2.07 %
Total active accounts (in
thousands)(2)(3)                             64,800                 77,094             64,800                 77,094


______________________

(1) Purchase volume, or net credit sales, represents the aggregate amount of

charges incurred on credit cards or other credit product accounts less

returns during the period.

(2) Includes activity and accounts associated with loan receivables held for

sale.

(3) Active accounts represent credit card or installment loan accounts on which

there has been a purchase, payment or outstanding balance in the current

month.

(4) Net interest margin represents net interest income divided by average

interest-earning assets.

(5) Allowance coverage ratio represents allowance for credit losses divided by

total period-end loan receivables.

(6) Return on assets represents net earnings as a percentage of average total

assets.

(7) Return on equity represents net earnings as a percentage of average total

equity.

(8) Equity to assets represents average total equity as a percentage of average

total assets.

(9) Efficiency ratio represents (i) other expense, divided by (ii) sum of net

interest income, plus other income, less retailer share arrangements.




(10) Based on customer statement-end balances extrapolated to the respective
     period-end date.



                                       14

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Average Balance Sheet
The following tables set forth information for the periods indicated regarding
average balance sheet data, which are used in the discussion of interest income,
interest expense and net interest income that follows.
                                                 2020                                   2019
                                                Interest     Average                    Interest     Average
Three months ended September 30   Average       Income /     Yield /      Average       Income/      Yield /
($ in millions)                   Balance       Expense      Rate(1)      Balance       Expense      Rate(1)
Assets
Interest-earning assets:
Interest-earning cash and
equivalents(2)                   $ 13,664     $        4       0.12 %   $  10,947     $       59       2.14 %
Securities available for sale       7,984             12       0.60 %       5,389             32       2.36 %
Loan receivables, including held
for sale(3):
Credit cards                       74,798          3,752      19.96 %      87,156          4,807      21.88 %
Consumer installment loans          1,892             46       9.67 %       2,022             48       9.42 %
Commercial credit products          1,238             22       7.07 %       1,329             35      10.45 %
Other                                  77              1         NM            49              -          - %
Total loan receivables,
including held for sale            78,005          3,821      19.49 %      90,556          4,890      21.42 %
Total interest-earning assets      99,653          3,837      15.32 %     106,892          4,981      18.49 %
Non-interest-earning assets:
Cash and due from banks             1,489                                   1,374
Allowance for credit losses        (9,823 )                                (5,773 )
Other assets                        5,021                                   3,920
Total non-interest-earning
assets                             (3,313 )                                  (479 )
Total assets                     $ 96,340                               $ 106,413
Liabilities
Interest-bearing liabilities:
Interest-bearing deposit
accounts                         $ 63,569     $      245       1.53 %   $  65,615     $      411       2.49 %
Borrowings of consolidated
securitization entities             8,057             53       2.62 %      11,770             88       2.97 %
Senior unsecured notes              7,960             82       4.10 %       9,347             93       3.95 %
Total interest-bearing
liabilities                        79,586            380       1.90 %      86,732            592       2.71 %
Non-interest-bearing
liabilities:
Non-interest-bearing deposit
accounts                              307                                     283
Other liabilities                   4,308                                   4,570
Total non-interest-bearing
liabilities                         4,615                                   4,853
Total liabilities                  84,201                                  91,585
Equity
Total equity                       12,139                                  14,828
Total liabilities and equity     $ 96,340                               $ 106,413
Interest rate spread(4)                                       13.42 %                                 15.78 %
Net interest income                           $    3,457                              $    4,389
Net interest margin(5)                                        13.80 %                                 16.29 %



                                       15

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                                                2020                                   2019
                                               Interest     Average                   Interest     Average
Nine months ended September 30    Average      Income /     Yield /      Average       Income/     Yield /
($ in millions)                   Balance       Expense     Rate(1)      Balance       Expense     Rate(1)
Assets
Interest-earning assets:
Interest-earning cash and
equivalents(2)                   $ 13,992     $      49       0.47 %   $  10,989     $     190       2.31 %
Securities available for sale       6,918            56       1.08 %       5,679           102       2.40 %
Loan receivables, including held
for sale(3):
Credit cards                       77,476        11,764      20.28 %      86,471        13,975      21.61 %
Consumer installment loans          1,624           118       9.71 %       1,931           134       9.28 %
Commercial credit products          1,210            85       9.38 %       1,304           103      10.56 %
Other                                  58             2       4.61 %          46             1       2.91 %
Total loan receivables,
including held for sale            80,368        11,969      19.89 %      89,752        14,213      21.17 %
Total interest-earning assets     101,278        12,074      15.92 %     106,420        14,505      18.22 %
Non-interest-earning assets:
Cash and due from banks             1,475                                  1,327
Allowance for credit losses        (9,253 )                               (6,006 )
Other assets                        4,833                                  3,801
Total non-interest-earning
assets                             (2,945 )                                 (878 )
Total assets                     $ 98,333                              $ 105,542
Liabilities
Interest-bearing liabilities:
Interest-bearing deposit
accounts                         $ 64,075     $     894       1.86 %   $  64,546     $   1,183       2.45 %
Borrowings of consolidated
securitization entities             8,966           185       2.76 %      12,315           278       3.02 %
Senior unsecured notes              8,241           252       4.08 %       9,262           274       3.96 %
Total interest-bearing
liabilities                        81,282         1,331       2.19 %      86,123         1,735       2.69 %
Non-interest-bearing
liabilities:
Non-interest-bearing deposit
accounts                              305                                    280
Other liabilities                   4,443                                  4,327
Total non-interest-bearing
liabilities                         4,748                                  4,607
Total liabilities                  86,030                                 90,730
Equity
Total equity                       12,303                                 14,812
Total liabilities and equity     $ 98,333                              $ 

105,542


Interest rate spread(4)                                      13.73 %                                15.53 %
Net interest income                           $  10,743                              $  12,770
Net interest margin(5)                                       14.17 %                                16.04 %


_______________________

(1) Average yields/rates are based on total interest income/expense over average

balances.

(2) Includes average restricted cash balances of $214 million and $1.2 billion

for the three months ended September 30, 2020 and 2019, respectively, and

$612 million and $879 million for the nine months ended September 30, 2020

and 2019, respectively.

(3) Interest income on loan receivables includes fees on loans of $487 million

and $737 million for the three months ended September 30, 2020 and 2019,

respectively, and $1.6 billion and $2.1 billion for the nine months ended

September 30, 2020 and 2019, respectively.

(4) Interest rate spread represents the difference between the yield on total

interest-earning assets and the rate on total interest-bearing liabilities.




(5)  Net interest margin represents net interest income divided by average total
     interest-earning assets.



                                       16

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For a summary description of the composition of our key line items included in
our Statements of Earnings, see Management's Discussion and Analysis of
Financial Condition and Results of Operations in our 2019 Form 10-K.
Interest Income
Interest income decreased by $1.1 billion, or 23.0%, for the three months ended
September 30, 2020 primarily driven by a decrease in interest and fees on loans
of 21.9%. The decrease in interest and fees on loans was primarily driven by the
impact of COVID-19 and the Walmart consumer portfolio sale. The sale of the
Walmart consumer portfolio drove a decline in interest and fees on loans
compared to the prior year quarter of approximately 11%.
Interest income decreased by $2.4 billion, or 16.8%, for the nine months ended
September 30, 2020 primarily driven by a decrease in interest and fees on loans
related to the Walmart consumer portfolio sale, as well as the impact of
COVID-19. The sale of the Walmart consumer portfolio drove a decline in interest
and fees on loans compared to the prior year period of approximately 11%.
Average interest-earning assets
Three months ended September 30 ($ in millions)   2020         %         2019         %
Loan receivables, including held for sale       $ 78,005     78.3 %   $  90,556     84.7 %
Liquidity portfolio and other                     21,648     21.7 %      16,336     15.3 %
Total average interest-earning assets           $ 99,653    100.0 %   $ 

106,892 100.0 %




Nine months ended September 30 ($ in millions)    2020         %         2019         %
Loan receivables, including held for sale      $  80,368     79.4 %   $  89,752     84.3 %
Liquidity portfolio and other                     20,910     20.6 %      

16,668 15.7 % Total average interest-earning assets $ 101,278 100.0 % $ 106,420 100.0 %




The decreases in average loan receivables, including held for sale, of 13.9% and
10.5% for the three and nine months ended September 30, 2020, respectively, were
primarily driven by the sale of loan receivables associated with the Walmart and
Yamaha portfolios, in October 2019 and January 2020, respectively. In addition,
the decreases also reflect a decline in average active accounts of 7.8% at our
ongoing partner programs for the quarter ended September 30, 2020, primarily due
to the impact of COVID-19.
Yield on average interest-earning assets
The yield on average interest-earning assets decreased for the three and nine
months ended September 30, 2020, primarily due to decreases in loan receivable
yield and decreases in the percentage of interest-earning assets attributable to
loan receivables. The decrease in loan receivable yield was 193 basis points to
19.49% and 128 basis points to 19.89% for the three and nine months ended
September 30, 2020, respectively, primarily driven by lower benchmark rates and
the sale of the Walmart consumer portfolio, as well as fee and interest waivers
related to COVID-19.
Interest Expense
Interest expense decreased by $212 million, or 35.8%, and $404 million, or
23.3%, for the three and nine months ended September 30, 2020, respectively,
driven primarily by lower benchmark interest rates and a decrease in borrowings
of our securitization entities and senior unsecured notes. Our cost of funds
decreased to 1.90% and 2.19% for the three and nine months ended September 30,
2020, respectively, compared to 2.71% and 2.69% for the three and nine months
ended September 30, 2019, respectively.

                                       17

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Average interest-bearing liabilities
Three months ended September 30 ($ in millions)      2020         %        2019         %
Interest-bearing deposit accounts                  $ 63,569     79.9 %   $ 65,615     75.6 %
Borrowings of consolidated securitization entities    8,057     10.1 %     11,770     13.6 %
Senior unsecured notes                                7,960     10.0 %      

9,347 10.8 % Total average interest-bearing liabilities $ 79,586 100.0 % $ 86,732 100.0 %

Nine months ended September 30 ($ in millions) 2020 % 2019 % Interest-bearing deposit accounts

$ 64,075     78.9 %   $ 64,546     74.9 %
Borrowings of consolidated securitization entities    8,966     11.0 %     12,315     14.3 %
Senior unsecured notes                                8,241     10.1 %      

9,262 10.8 % Total average interest-bearing liabilities $ 81,282 100.0 % $ 86,123 100.0 %




Net Interest Income
Net interest income decreased by $932 million, or 21.2%, and $2.0 billion, or
15.9%, for the three and nine months ended September 30, 2020, respectively,
primarily driven by a decrease in interest and fees on loans due to the impact
of COVID-19 and the Walmart consumer portfolio sale, partially offset by
decreases in interest expense reflecting lower benchmark interest rates.
Retailer Share Arrangements
Retailer share arrangements decreased by $117 million, or 11.5%, and $231
million, or 8.2%, for the three and nine months ended September 30, 2020,
respectively, reflecting the impact of COVID-19 on program performance.
Provision for Credit Losses
Provision for credit losses increased by $191 million, or 18.7%, and $1.5
billion, or 48.2%, for the three and nine months ended September 30, 2020,
respectively, primarily driven by the higher reserve build in the current year
periods and the prior year reductions in reserves for credit losses related to
the Walmart consumer portfolio sale, partially offset by lower net charge-offs.
The higher reserve build reflects both the projected impacts of COVID-19 and the
increases attributable to the CECL implementation of $66 million and $650
million for the three and nine months ended September 30, 2020, respectively.
The prior year reductions in reserves related to the Walmart portfolio were $326
million and $1.1 billion for the three and nine months ended September 30, 2020,
respectively.
Other Income
                                        Three months ended September 30,          Nine months ended September 30,
($ in millions)                            2020                  2019                2020                 2019
Interchange revenue                  $         172         $         197       $         467         $         556
Debt cancellation fees                          68                    64                 206                   201
Loyalty programs                              (155 )                (203 )              (447 )                (562 )
Other                                           46                    27                  97                    72
Total other income                   $         131         $          85       $         323         $         267


Other income increased by $46 million, or 54.1%, and increased by $56 million,
or 21.0%, for the three and nine months ended September 30, 2020, respectively,
primarily driven by lower loyalty costs, partially offset by a decrease in
interchange revenue.
The decreases in loyalty costs and interchange revenue were primarily due to
lower purchase volume and the effects from the Walmart consumer portfolio sale.

                                       18

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Other Expense


                                      Three months ended September 30,     Nine months ended September 30,
($ in millions)                             2020               2019              2020              2019
Employee costs                       $             382     $      359     $          1,033     $    1,070
Professional fees                                  187            205                  573            668
Marketing and business development                 107            139                  309            397
Information processing                             125            127                  364            363
Other                                              266            234                  776            668
Total other expense                  $           1,067     $    1,064     $          3,055     $    3,166


Other expense remained flat for the three months ended September 30, 2020, as
the restructuring charge of $89 million recorded in the current quarter and
expenditures related to our response to COVID-19 were offset by the cost
reductions related to the sale of the Walmart consumer portfolio, lower purchase
volume and average active accounts and reductions in certain discretionary
spend. The restructuring charge included $45 million of operating lease and
other asset impairments and $44 million of employee-related expenses. See Note
12. Restructuring Charges to our condensed consolidated financial statements for
more information on our strategic plan to reduce operating expenses.
Other expense decreased by $111 million, or 3.5%, for the nine months ended
September 30, 2020 primarily driven by the same factors discussed above as well
as lower professional fees due to interim servicing costs in the prior year
associated with acquired portfolios. These decreases were also partially offset
by higher operational losses.
Provision for Income Taxes
                                         Three months ended September 30,           Nine months ended September 30,
($ in millions)                             2020                   2019                2020                 2019
Effective tax rate                            24.0 %                    23.2 %            24.2 %                24.0 %
Provision for income taxes           $          99           $           319     $         206         $         950


The effective tax rate for the three months ended September 30, 2020 increased
compared to the same period in the prior year primarily due to higher research
and development credits recorded in the prior year. The effective tax rate for
the nine months ended September 30, 2020 increased slightly compared to the same
period in the prior year primarily due to an increase in state tax rates. For
the nine months ended September 30, 2020, the effective tax rate differs from
the applicable U.S. federal statutory tax rate primarily due to state income
taxes.
Platform Analysis
As discussed above under "-Our Sales Platforms," we offer our products through
three sales platforms (Retail Card, Payment Solutions and CareCredit), which
management measures based on their revenue-generating activities. The following
is a discussion of certain supplemental information for the three and nine
months ended September 30, 2020, for each of our sales platforms.

                                       19

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Retail Card


                                        Three months ended September 30,          Nine months ended September 30,
($ in millions)                             2020                 2019                2020                 2019
Purchase volume                      $        27,374       $        29,282     $       75,762       $       83,472
Period-end loan receivables          $        49,595       $        52,697     $       49,595       $       52,697
Average loan receivables, including
held for sale                        $        49,503       $        60,660     $       51,181       $       60,494
Average active accounts (in
thousands)                                    47,065                58,082             49,197               58,156

Interest and fees on loans           $         2,619       $         3,570     $        8,296       $       10,414
Retailer share arrangements          $          (877 )     $          (998 )   $       (2,533 )     $       (2,774 )
Other income                         $            84       $            65     $          199       $          200


Retail Card interest and fees on loans decreased by $951 million, or 26.6%, for
the three months ended September 30, 2020. The sale of the Walmart consumer
portfolio drove a decline compared to the prior year period of approximately
14%. The remaining decrease was primarily due to the impact of COVID-19. Retail
Card interest and fees on loans decreased by $2.1 billion, or 20.3%, for the
nine months ended September 30, 2020 driven by these same factors.
Retailer share arrangements decreased by $121 million, or 12.1%, and $241
million, or 8.7%, for the three and nine months ended September 30, 2020,
respectively, primarily as a result of the factors discussed under the heading
"Retailer Share Arrangements" above.
Other income increased by $19 million, or 29.2%, and remained relatively flat,
for the three and nine months ended September 30, 2020, respectively. The
increase for the three months ended September 30, 2020 was primarily driven by
lower loyalty costs, partially offset by a decrease in interchange revenue.
Payment Solutions
                                        Three months ended September 30,          Nine months ended September 30,
($ in millions)                             2020                 2019                2020                 2019
Purchase volume                      $         5,901       $         6,281     $       16,099       $       17,478
Period-end loan receivables          $        19,550       $        20,478     $       19,550       $       20,478
Average loan receivables, including
held for sale                        $        19,247       $        20,051     $       19,551       $       19,654
Average active accounts (in
thousands)                                    11,497                12,384             12,031               12,354

Interest and fees on loans           $           650       $           721     $        1,988       $        2,092
Retailer share arrangements          $           (20 )     $           (15 )   $          (56 )     $          (48 )
Other income                         $            13       $            (1 )   $           40       $           11


Payment Solutions interest and fees on loans decreased by $71 million, or 9.8%,
and $104 million, or 5.0%, for the three and nine months ended September 30,
2020, respectively. The decreases were primarily driven by lower late fees in
the three and nine months ended September 30, 2020 as well as the sale of the
Yamaha portfolio in January 2020.

                                       20

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CareCredit


                                          Three months ended September 30,         Nine months ended September 30,
($ in millions)                              2020                 2019                2020                2019
Purchase volume                        $       2,738       $         2,832      $       7,349       $         8,249
Period-end loan receivables            $       9,376       $        10,032      $       9,376       $        10,032
Average loan receivables               $       9,255       $         9,845      $       9,636       $         9,604
Average active accounts (in thousands)         5,708                 6,229              6,018                 6,143

Interest and fees on loans             $         552       $           599      $       1,685       $         1,707
Retailer share arrangements            $          (2 )     $            (3 )    $          (9 )     $            (7 )
Other income                           $          34       $            21      $          84       $            56


CareCredit interest and fees on loans decreased by $47 million, or 7.8%, and $22
million, or 1.3%, for the three and nine months ended September 30, 2020,
respectively, primarily driven by lower merchant discount as a result of the
declines in purchase volume. The decrease in the nine months ended September 30,
2020 was partially offset by growth in average loan receivables in the first
quarter of 2020.
Loan Receivables
____________________________________________________________________________________________
Loan receivables are our largest category of assets and represent our primary
source of revenue. The following discussion provides supplemental information
regarding our loan receivables portfolio. See Note 2. Basis of Presentation and
Summary of Significant Accounting Policies and Note 4. Loan Receivables and
Allowance for Credit Losses to our condensed consolidated financial statements
for additional information related to our Loan Receivables, including troubled
debt restructurings ("TDR's").
The following table sets forth the composition of our loan receivables portfolio
by product type at the dates indicated.
                              At September 30,                    At December 31,
($ in millions)                     2020               (%)              2019              (%)
Loans
Credit cards                 $         75,204            95.8 %   $       84,606            97.1 %
Consumer installment loans              1,987             2.5 %            1,347             1.5
Commercial credit products              1,270             1.6 %            1,223             1.4
Other                                      60             0.1 %               39               -
Total loans                  $         78,521           100.0 %   $       87,215           100.0 %


Loan receivables decreased 10.0% to $78.5 billion at September 30, 2020 compared
to December 31, 2019, primarily driven by lower purchase volume and a decrease
in average active accounts for our ongoing partner programs due to the impact of
COVID-19, as well as the seasonality of our business.
Loan receivables decreased 5.6% to $78.5 billion at September 30, 2020 compared
to September 30, 2019, primarily driven by a decrease in average active accounts
and flat purchase volume for our ongoing partner programs due to the impact of
COVID-19, as well as the sale of loan receivables associated with the Yamaha
portfolio.

                                       21

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Our loan receivables portfolio had the following geographic concentration at September 30, 2020.



($ in millions)                       % of Total Loan
                 Loan Receivables       Receivables
State               Outstanding         Outstanding
Texas           $            8,067            10.3 %
California      $            8,023            10.2 %
Florida         $            6,750             8.6 %
New York        $            4,322             5.5 %
North Carolina  $            3,250             4.1 %


COVID-19 Related Loan Modifications
TDRs are those loans for which we have granted a concession to a borrower
experiencing financial difficulties where we do not receive adequate
compensation. These loans are identified at the point when the borrower enters
into a modification program. See Note 4 to our Condensed Consolidated Financial
Statements for additional information on loans classified as TDRs. However,
short-term loan modifications to support our customers impacted by COVID-19 are
not accounted for as a TDR.
Under the CARES Act, banks may elect to deem that loan modifications do not
result in TDRs if they are (1) related to COVID-19; (2) executed on a loan that
was not more than 30 days past due as of December 31, 2019; and (3) executed
between March 1, 2020, and the earlier of (A) 60 days after the date of
termination of the National Emergency or (B) December 31, 2020. At September 30,
2020, we have not made such an election. Additionally, certain other short-term
modifications made on a good faith basis in response to COVID-19 are not
considered TDRs under ASC Subtopic 310-40. This includes delays in payment that
are insignificant or short-term (e.g., up to six months) modifications such as
payment deferrals, fee waivers or extensions of repayment terms to borrowers who
were current prior to any relief. Borrowers considered current are those that
are less than 30 days past due on their contractual payments at the time a
modification program is implemented.
We have provided support to our customers impacted by COVID-19 through various
actions, such as minimum payment deferrals and interest and late fee waivers.
Loans enrolled in minimum payment deferrals generally continue to accrue
interest and their delinquency status as of the modification date will not
advance through the deferment period.
During the nine months ended September 30, 2020, we enrolled approximately 2.0
million customers in short-term modifications to defer minimum payments,
representing $3.8 billion in loan receivables. The substantial majority of these
enrollments were for our credit card customers. For certain customers we also
provided waivers of interest charges or late fees. During the nine months ended
September 30, 2020, the waivers of interest and late fees provided to our
customers resulted in foregone interest and fee income of $84 million.
At September 30, 2020, approximately 94% of enrolled accounts have exited our
forbearance programs and approximately 0.1 million customers, representing $227
million in loan receivables, remained in these short-term modification programs.
To date, while not having a material impact to the Company's overall delinquency
metrics at September 30, 2020, we have experienced a higher incidence rate of
accounts becoming delinquent following their exit from these short-term
programs, as compared to accounts that did not enter the forbearance program.
Delinquencies
Over-30 day loan delinquencies as a percentage of period-end loan receivables
decreased to 2.67% at September 30, 2020 from 4.47% at September 30, 2019, and
decreased from 4.44% at December 31, 2019. These decreases were primarily driven
by an improvement in customer payment behavior.

                                       22

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Net Charge-Offs
Net charge-offs consist of the unpaid principal balance of loans held for
investment that we determine are uncollectible, net of recovered amounts. We
exclude accrued and unpaid finance charges and fees and third-party fraud losses
from charge-offs. Charged-off and recovered finance charges and fees are
included in interest and fees on loans while third-party fraud losses are
included in other expense. Charge-offs are recorded as a reduction to the
allowance for credit losses and subsequent recoveries of previously charged-off
amounts are credited to the allowance for credit losses. Costs incurred to
recover charged-off loans are recorded as collection expense and included in
other expense in our Condensed Consolidated Statements of Earnings.
The table below sets forth the ratio of net charge-offs to average loan
receivables, including held for sale, ("net charge-off rate") for the periods
indicated.
                                       Three months ended September 30,     

Nine months ended September 30,


                                           2020                 2019               2020                2019
Net charge-off rate                          4.42 %               5.35 %             5.05 %               5.80 %


Allowance for Credit Losses and Impact of Adoption of CECL
The allowance for credit losses totaled $10.1 billion at September 30, 2020,
compared with allowance for loan losses of $5.6 billion at both December 31,
2019 and September 30, 2019. Similarly, our allowance for credit losses as a
percentage of total loan receivables increased to 12.92% at September 30, 2020,
from 6.42% at December 31, 2019 and increased from 6.74% at September 30, 2019.
The increases in the allowance for credit losses and allowance coverage ratio
reflect the impact of the CECL adoption and implementation in January 2020. Upon
adoption of the new accounting standard on January 1, 2020, we recorded an
increase to our allowance for loan losses of $3.0 billion. The allowance for
credit losses at September 30, 2020 reflects our estimate of expected credit
losses for the life of the loan receivables on our condensed consolidated
statement of financial position at September 30, 2020, which includes the
consideration of current and expected macroeconomic conditions that existed at
that date.
During the initial year of implementation of the new CECL accounting standard we
continue to determine what our allowance for credit losses and allowance
coverage ratio would have been if the prior accounting guidance were still in
effect, in order to help provide comparability with our prior year results. The
following table illustrates the effects of the implementation of the new
accounting standard to our allowance for credit losses and allowance coverage
ratio at September 30, 2020.
($ in millions)            Amounts under prior       Impact of adoption of    Ongoing implementation of CECL
At September 30, 2020     accounting guidance(1)              CECL                        model                 GAAP reported amounts
Allowance for credit
losses                  $             6,475          $           3,021        $                 650            $             10,146
Allowance coverage
ratio                                  8.25 %                     3.85 %                       0.82 %                         12.92 %


______________________

(1) Amounts shown above as if the prior accounting guidance remained in effect

are non-GAAP measures and are presented only in this initial year after

adoption for comparability with the prior year reported GAAP metrics.




In addition to the effects of the increases attributable to CECL noted in the
above table, our allowance coverage ratio increased as compared to both
December 31, 2019 and September 30, 2019 primarily due to the projected impacts
from COVID-19.

                                       23

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Funding, Liquidity and Capital Resources
____________________________________________________________________________________________
We maintain a strong focus on liquidity and capital. Our funding, liquidity and
capital policies are designed to ensure that our business has the liquidity and
capital resources to support our daily operations, our business growth, our
credit ratings and our regulatory and policy requirements, in a cost effective
and prudent manner through expected and unexpected market environments.
Funding Sources
Our primary funding sources include cash from operations, deposits (direct and
brokered deposits), securitized financings and senior unsecured notes.
The following table summarizes information concerning our funding sources during
the periods indicated:
                                               2020                         

2019


Three months ended September 30   Average                Average     Average                Average
($ in millions)                   Balance        %         Rate      Balance        %         Rate
Deposits(1)                      $ 63,569       79.9 %      1.5 %   $ 65,615       75.6 %      2.5 %
Securitized financings              8,057       10.1        2.6       11,770       13.6        3.0
Senior unsecured notes              7,960       10.0        4.1        9,347       10.8        4.0
Total                            $ 79,586      100.0 %      1.9 %   $ 86,732      100.0 %      2.7 %

______________________

(1) Excludes $307 million and $283 million average balance of

non-interest-bearing deposits for the three months ended September 30, 2020

and 2019, respectively. Non-interest-bearing deposits comprise less than 10%


     of total deposits for the three months ended September 30, 2020 and 2019.


                                               2020                               2019
Nine months ended September 30    Average                Average     Average                Average
($ in millions)                   Balance        %         Rate      Balance        %         Rate
Deposits(1)                      $ 64,075       78.9 %      1.9 %   $ 64,546       74.9 %      2.5 %
Securitized financings              8,966       11.0        2.8       12,315       14.3        3.0
Senior unsecured notes              8,241       10.1        4.1        9,262       10.8        4.0
Total                            $ 81,282      100.0 %      2.2 %   $ 86,123      100.0 %      2.7 %

______________________

(1) Excludes $305 million and $280 million average balance of

non-interest-bearing deposits for the nine months ended September 30, 2020

and 2019, respectively. Non-interest-bearing deposits comprise less than 10%

of total deposits for the nine months ended September 30, 2020 and 2019.

Deposits


We obtain deposits directly from retail and commercial customers ("direct
deposits") or through third-party brokerage firms that offer our deposits to
their customers ("brokered deposits"). At September 30, 2020, we had $52.5
billion in direct deposits and $11.0 billion in deposits originated through
brokerage firms (including network deposit sweeps procured through a program
arranger that channels brokerage account deposits to us). A key part of our
liquidity plan and funding strategy is to continue to utilize our direct
deposits base as a source of stable and diversified low-cost funding.
Our direct deposits include a range of FDIC-insured deposit products, including
certificates of deposit, IRAs, money market accounts and savings accounts.
Brokered deposits are primarily from retail customers of large brokerage firms.
We have relationships with 11 brokers that offer our deposits through their
networks. Our brokered deposits consist primarily of certificates of deposit
that bear interest at a fixed rate and at September 30, 2020, had a weighted
average remaining life of 1.9 years. These deposits generally are not subject to
early withdrawal.

                                       24

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Our ability to attract deposits is sensitive to, among other things, the
interest rates we pay, and therefore, we bear funding risk if we fail to pay
higher rates, or interest rate risk if we are required to pay higher rates, to
retain existing deposits or attract new deposits. To mitigate these risks, our
funding strategy includes a range of deposit products, and we seek to maintain
access to multiple other funding sources, such as securitized financings
(including our undrawn committed capacity) and unsecured debt.
The following table summarizes certain information regarding our
interest-bearing deposits by type (all of which constitute U.S. deposits) for
the periods indicated:
                                               2020                         

2019


Three months ended September 30   Average                Average     Average                Average
($ in millions)                   Balance        %         Rate      Balance        %         Rate
Direct deposits:
Certificates of deposit
(including IRA certificates of
deposit)                         $ 29,810       46.9 %      2.0 %   $ 34,100       52.0 %      2.6 %
Savings accounts (including
money market accounts)             22,680       35.7        0.8       18,856       28.7        2.1
Brokered deposits                  11,079       17.4        1.7       

12,659 19.3 2.7 Total interest-bearing deposits $ 63,569 100.0 % 1.5 % $ 65,615 100.0 % 2.5 %




                                               2020                         

2019

Nine months ended September 30 Average % of Average Average % of Average ($ in millions)

                   Balance      Total       Rate      Balance      Total       Rate
Direct deposits:
Certificates of deposit
(including IRA certificates of
deposit)                         $ 31,871       49.7 %      2.2 %   $ 33,147       51.3 %      2.5 %
Savings accounts (including
money market accounts)             21,121       33.0        1.2       18,626       28.9        2.1
Brokered deposits                  11,084       17.3        1.9       

12,773 19.8 2.7 Total interest-bearing deposits $ 64,076 100.0 % 1.9 % $ 64,546 100.0 % 2.5 %




Our deposit liabilities provide funding with maturities ranging from one day to
ten years.
The following table summarizes total deposits by contractual maturity at
September 30, 2020:
                                                         Over             Over
                                                       3 Months         6 Months
                                    3 Months or       but within       but within         Over
($ in millions)                        Less            6 Months        12 Months        12 Months        Total
U.S. deposits (less than FDIC
insurance limit)(1)(2)            $      26,943     $      5,910     $      8,771     $     9,037     $  50,661
U.S. deposits (in excess of FDIC
insurance limit)(2)
Direct deposits:
Certificates of deposit
(including IRA certificates of
deposit)                                  1,182            1,934            2,417           1,448         6,981
Savings accounts (including money
market accounts)                          5,827                -                -               -         5,827
Brokered deposits:
Sweep accounts                               24                -                -               -            24
Total                             $      33,976     $      7,844     $     11,188     $    10,485     $  63,493


______________________

(1) Includes brokered certificates of deposit for which underlying individual

deposit balances are assumed to be less than $250,000.

(2) The standard deposit insurance amount is $250,000 per depositor, for each

account ownership category. Deposits in excess of FDIC insurance limit

presented above include partially uninsured accounts.




At September 30, 2020, the weighted average maturity of our interest-bearing
time deposits was 1.1 years. See Note 7. Deposits to our condensed consolidated
financial statements for more information on the maturities of our time
deposits.

                                       25

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Securitized Financings
We access the asset-backed securitization market using the Synchrony Credit Card
Master Note Trust ("SYNCT") and the Synchrony Card Issuance Trust ("SYNIT")
through which we may issue asset-backed securities through both public
transactions and private transactions funded by financial institutions and
commercial paper conduits. In addition, we issue asset-backed securities in
private transactions through the Synchrony Sales Finance Master Trust ("SFT").
The following table summarizes expected contractual maturities of the investors'
interests in securitized financings, excluding debt premiums, discounts and
issuance costs at September 30, 2020.
                                              One Year         Four Years
                                               Through          Through
                              Less Than         Three             Five            After Five
($ in millions)               One Year          Years            Years              Years            Total
Scheduled maturities of
long-term borrowings-owed
to securitization
investors:
SYNCT(1)                    $     1,725     $     3,191     $            -     $            -     $    4,916
SFT                                   -             300                  -                  -            300
SYNIT(1)                          1,000           1,600                  -                  -          2,600
Total long-term
borrowings-owed to
securitization investors    $     2,725     $     5,091     $            -     $            -     $    7,816


______________________

(1)  Excludes any subordinated classes of SYNCT notes and SYNIT notes that we
     owned at September 30, 2020.


We retain exposure to the performance of trust assets through: (i) in the case
of SYNCT, SFT and SYNIT, subordinated retained interests in the loan receivables
transferred to the trust in excess of the principal amount of the notes for a
given series to provide credit enhancement for a particular series, as well as a
pari passu seller's interest in each trust and (ii) in the case of SYNCT and
SYNIT, any subordinated classes of notes that we own.
All of our securitized financings include early repayment triggers, referred to
as early amortization events, including events related to material breaches of
representations, warranties or covenants, inability or failure of the Bank to
transfer loan receivables to the trusts as required under the securitization
documents, failure to make required payments or deposits pursuant to the
securitization documents, and certain insolvency-related events with respect to
the related securitization depositor, Synchrony (solely with respect to SYNCT)
or the Bank. In addition, an early amortization event will occur with respect to
a series if the excess spread as it relates to a particular series or for the
trust, as applicable, falls below zero. Following an early amortization event,
principal collections on the loan receivables in the applicable trust are
applied to repay principal of the trust's asset-backed securities rather than
being available on a revolving basis to fund the origination activities of our
business. The occurrence of an early amortization event also would limit or
terminate our ability to issue future series out of the trust in which the early
amortization event occurred. No early amortization event has occurred with
respect to any of the securitized financings in SYNCT, SFT or SYNIT.
The following table summarizes for each of our trusts the three-month rolling
average excess spread at September 30, 2020.
                                                 Three-Month Rolling

Note Principal Balance # of Series Average Excess


           ($ in millions)        Outstanding         Spread(1)
SYNCT $                  5,144              9       ~15.6% to 17.9%
SFT   $                    300              7                  16.3 %
SYNIT $                  2,600              1                  16.6 %

______________________

(1) Represents the excess spread (generally calculated as interest income

collected from the applicable pool of loan receivables less applicable net

charge-offs, interest expense and servicing costs, divided by the aggregate

principal amount of loan receivables in the applicable pool) for SFT or, in

the case of SYNCT and SYNIT, a range of the excess spreads relating to the

particular series issued within each trust and omitting any series that have

not been outstanding for at least three full monthly periods, in each case

calculated in accordance with the applicable trust or series documentation,


     for the three securitization monthly periods ended September 30, 2020.



                                       26

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Senior Unsecured Notes
During the nine months ended September 30, 2020 we made repayments of $1.5
billion, which included all of our previously outstanding floating rate senior
unsecured notes.
The following table provides a summary of our outstanding fixed rate senior
unsecured notes at September 30, 2020.
                                                                          Principal Amount
         Issuance Date             Interest Rate(1)       Maturity         Outstanding(2)
($ in millions)
Fixed rate senior unsecured
notes:
Synchrony Financial
August 2014                             3.750%          August 2021     $               750
August 2014                             4.250%          August 2024                   1,250
July 2015                               4.500%          July 2025                     1,000
August 2016                             3.700%          August 2026                     500
December 2017                           3.950%          December 2027                 1,000
March 2019                              4.375%          March 2024                      600
March 2019                              5.150%          March 2029                      650
July 2019                               2.850%          July 2022                       750
Synchrony Bank
June 2017                               3.000%          June 2022                       750
May 2018                                3.650%          May 2021                        750
Total fixed rate senior
unsecured notes                                                         $             8,000


______________________

(1) Weighted average interest rate of all senior unsecured notes at September 30,

2020 was 3.94%.

(2) The amounts shown exclude unamortized debt discount, premiums and issuance


    cost.


Short-Term Borrowings
Except as described above, there were no material short-term borrowings for the
periods presented.
Other
At September 30, 2020, we had more than $25.0 billion of unencumbered assets in
the Bank available to be used to generate additional liquidity through secured
borrowings or asset sales or to be pledged to the Federal Reserve Board for
credit at the discount window.
Covenants
The indenture pursuant to which our senior unsecured notes have been issued
includes various covenants. If we do not satisfy any of these covenants, the
maturity of amounts outstanding thereunder may be accelerated and become
payable. We were in compliance with all of these covenants at September 30,
2020.
At September 30, 2020, we were not in default under any of our credit
facilities.
Credit Ratings
Our borrowing costs and capacity in certain funding markets, including
securitizations and senior and subordinated debt, may be affected by the credit
ratings of the Company, the Bank and the ratings of our asset-backed securities.

                                       27

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The table below reflects our current credit ratings and outlooks:


                                                        S&P      Fitch Ratings
Synchrony Financial
Senior unsecured debt                                     BBB-            BBB-
Preferred stock                                            BB-              B+
Outlook for Synchrony Financial senior unsecured debt Negative        Negative
Synchrony Bank
Senior unsecured debt                                      BBB            

BBB-

Outlook for Synchrony Bank senior unsecured debt Negative Negative




In addition, certain of the asset-backed securities issued by SYNCT and SYNIT
are rated by Fitch, S&P and/or Moody's. A credit rating is not a recommendation
to buy, sell or hold securities, may be subject to revision or withdrawal at any
time by the assigning rating organization, and each rating should be evaluated
independently of any other rating. Downgrades in these credit ratings could
materially increase the cost of our funding from, and restrict our access to,
the capital markets.
Liquidity
____________________________________________________________________________________________
We seek to ensure that we have adequate liquidity to sustain business
operations, fund asset growth, satisfy debt obligations and to meet regulatory
expectations under normal and stress conditions.
We maintain policies outlining the overall framework and general principles for
managing liquidity risk across our business, which is the responsibility of our
Asset and Liability Management Committee, a subcommittee of the Risk Committee
of our Board of Directors. We employ a variety of metrics to monitor and manage
liquidity. We perform regular liquidity stress testing and contingency planning
as part of our liquidity management process. We evaluate a range of stress
scenarios including Company specific and systemic events that could impact
funding sources and our ability to meet liquidity needs.
We maintain a liquidity portfolio, which at September 30, 2020 had $21.4 billion
of liquid assets, primarily consisting of cash and equivalents and short-term
obligations of the U.S. Treasury, less cash in transit which is not considered
to be liquid, compared to $17.3 billion of liquid assets at December 31, 2019.
The increase in liquid assets was primarily due to the reduction in our loan
receivables, the retention of excess cash flows from operations and the
seasonality of our business. Additionally, on March 15, 2020, in response to the
COVID-19 pandemic, the Federal Reserve Board reduced reserve requirements for
insured depository institutions to zero percent, which further increased the
Bank's available liquidity. We believe our liquidity position at September 30,
2020 remains strong as we continue to operate in a period of uncertain economic
conditions related to COVID-19 and we will continue to closely monitor our
liquidity as economic conditions change.
As additional sources of liquidity, at September 30, 2020, we had an aggregate
of $4.9 billion of undrawn committed capacity on our securitized financings,
subject to customary borrowing conditions, from private lenders under our
securitization programs and $0.5 billion of undrawn committed capacity under our
unsecured revolving credit facility with private lenders, and we had more than
$25.0 billion of unencumbered assets in the Bank available to be used to
generate additional liquidity through secured borrowings or asset sales or to be
pledged to the Federal Reserve Board for credit at the discount window.
As a general matter, investments included in our liquidity portfolio are
expected to be highly liquid, giving us the ability to readily convert them to
cash. The level and composition of our liquidity portfolio may fluctuate based
upon the level of expected maturities of our funding sources as well as
operational requirements and market conditions.

                                       28

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We rely significantly on dividends and other distributions and payments from the
Bank for liquidity; however, bank regulations, contractual restrictions and
other factors limit the amount of dividends and other distributions and payments
that the Bank may pay to us. For a discussion of regulatory restrictions on the
Bank's ability to pay dividends, see "Regulation-Risk Factors Relating to
Regulation-We are subject to restrictions that limit our ability to pay
dividends and repurchase our common stock; the Bank is subject to restrictions
that limit its ability to pay dividends to us, which could limit our ability to
pay dividends, repurchase our common stock or make payments on our indebtedness"
and "Regulation-Regulation Relating to Our Business-Savings Association
Regulation-Dividends and Stock Repurchases" in our 2019 Form 10-K.
Capital
____________________________________________________________________________________________
Our primary sources of capital have been earnings generated by our business and
existing equity capital. We seek to manage capital to a level and composition
sufficient to support the risks of our business, meet regulatory requirements,
adhere to rating agency targets and support future business growth. The level,
composition and utilization of capital are influenced by changes in the economic
environment, strategic initiatives and legislative and regulatory developments.
Within these constraints, we are focused on deploying capital in a manner that
will provide attractive returns to our stockholders.
Synchrony is not currently required to conduct stress tests. See
"Regulation-Regulation Relating to Our Business-Legislative and Regulatory
Developments" in our 2019 Form 10-K. In addition, while as a savings and loan
holding company, we have not been subject to the Federal Reserve Board's capital
planning rule to-date, we submitted a capital plan to the Federal Reserve Board
in 2020. While not required, our capital plan process does include certain
internal stress testing.
Dividend and Share Repurchases
                                                              Amount per 

Common

Common Stock Cash Dividends Declared Month of Payment Share

             Amount
($ in millions, except per share data)
Three months ended March 31, 2020         February 2020      $            0.22     $          135
Three months ended June 30, 2020          May 2020                        0.22                128
Three months ended September 30, 2020     August, 2020                    0.22                129
Total dividends declared                                     $            0.66     $          392


                                                                 Amount per
Preferred Stock Cash Dividends Declared   Month of Payment     Preferred Share          Amount
($ in millions, except per share data)
Three months ended March 31, 2020         February 2020      $           14.22     $           11
Three months ended June 30, 2020          May 2020                       14.06                 11
Three months ended September 30, 2020     August, 2020                   14.06                 10
Total dividends declared                                     $           42.34     $           32


The declaration and payment of future dividends to holders of our common and
preferred stock will be at the discretion of the Board and will depend on many
factors. For a discussion of regulatory and other restrictions on our ability to
pay dividends and repurchase stock, see "Regulation-Risk Factors Relating to
Regulation-We are subject to restrictions that limit our ability to pay
dividends and repurchase our common stock; the Bank is subject to restrictions
that limit its ability to pay dividends to us, which could limit our ability to
pay dividends, repurchase our common stock or make payments on our indebtedness"
in our 2019 Form 10-K.

                                       29

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                                                        Total Number

Common Shares Repurchased Under Publicly Announced of Shares Dollar Value of Shares Programs

                                                 Purchased          

Purchased


($ and shares in millions)
Three months ended March 31, 2020                              33.6     $                984
Three months ended June 30, 2020                                  -                        -
Three months ended September 30, 2020                             -                        -
Total                                                          33.6     $                984


Our previously approved share repurchase program (the "2019 Share Repurchase
Program") expired on June 30, 2020. Under this program we repurchased $3.6
billion of common stock. In response to COVID-19, we have suspended our share
repurchase activities until we have greater visibility as to the current
economic environment.
Regulatory Capital Requirements - Synchrony Financial
As a savings and loan holding company, we are required to maintain minimum
capital ratios, under the applicable U.S. Basel III capital rules. For more
information, see "Regulation-Savings and Loan Holding Company Regulation" in our
2019 Form 10-K.
For Synchrony Financial to be a well-capitalized savings and loan holding
company, Synchrony Bank must be well-capitalized and Synchrony Financial must
not be subject to any written agreement, order, capital directive, or prompt
corrective action directive issued by the Federal Reserve Board to meet and
maintain a specific capital level for any capital measure. As of September 30,
2020, Synchrony Financial met all the requirements to be deemed
well-capitalized.
The following table sets forth the composition of our capital ratios for the
Company calculated under the Basel III Standardized Approach rules at
September 30, 2020 and December 31, 2019, respectively.
                                                                     Basel III
                                                At September 30, 2020          At December 31, 2019
($ in millions)                                  Amount         Ratio(1)        Amount        Ratio(1)
Total risk-based capital                     $      13,925         18.1 %   $      14,211        16.3 %
Tier 1 risk-based capital                    $      12,891         16.7 %   $      13,064        15.0 %
Tier 1 leverage                              $      12,891         13.3 %   $      13,064        12.6 %
Common equity Tier 1 capital                 $      12,157         15.8 %   $      12,330        14.1 %
Risk-weighted assets                         $      76,990                  $      87,302


______________________

(1) Tier 1 leverage ratio represents total Tier 1 capital as a percentage of

total average assets, after certain adjustments. All other ratios presented

above represent the applicable capital measure as a percentage of

risk-weighted assets.




In response to the COVID-19 pandemic, in March 2020 the joint federal bank
regulatory agencies issued an interim final rule that allows banking
organizations to mitigate the effects of the CECL accounting standard in their
regulatory capital. Banking organizations that adopt CECL in 2020 can elect to
mitigate the estimated cumulative regulatory capital effects of CECL for two
years. This two-year delay is in addition to the three-year transition period
that the agencies had already made available. The Company has elected to adopt
the option provided by the interim final rule, which will largely delay the
effects of CECL on its regulatory capital for the next two years, after which
the effects will be phased-in over a three-year period from January 1, 2022
through December 31, 2024. Under the interim final rule, the amount of
adjustments to regulatory capital deferred until the phase-in period includes
both the initial impact of our adoption of CECL at January 1, 2020 and 25% of
subsequent changes in our allowance for credit losses during each quarter of the
two-year period ended December 31, 2021, collectively the "CECL regulatory
capital transition adjustment".
Capital amounts and ratios at September 30, 2020 in the above table all reflect
the application of the CECL regulatory capital transition adjustment. The
increase in our common equity Tier 1 capital ratio compared to December 31, 2019
was primarily due to the decrease in loan receivables and a corresponding
decrease in risk-weighted assets in the nine months ended September 30, 2020.

                                       30

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Regulatory Capital Requirements - Synchrony Bank
At September 30, 2020 and December 31, 2019, the Bank met all applicable
requirements to be deemed well-capitalized pursuant to OCC regulations and for
purposes of the Federal Deposit Insurance Act. The following table sets forth
the composition of the Bank's capital ratios calculated under the Basel III
Standardized Approach rules at September 30, 2020 and December 31, 2019, and
also reflects the CECL regulatory capital transition adjustment in the
September 30, 2020 amounts and ratios.
                                                                                           Minimum to be Well-
                                                                                               Capitalized
                                                                                              under Prompt
                                                                                            Corrective Action
                                At September 30, 2020           At December 31, 2019           Provisions
($ in millions)                  Amount          Ratio          Amount          Ratio             Ratio

Total risk-based capital $ 12,260 17.9 % $ 11,911

       15.6 %          10.0%
Tier 1 risk-based capital    $      11,340         16.6 %   $      10,907         14.3 %          8.0%
Tier 1 leverage              $      11,340         13.0 %   $      10,907         11.9 %          5.0%
Common equity Tier 1 capital $      11,340         16.6 %   $      10,907

14.3 % 6.5%




Failure to meet minimum capital requirements can result in the initiation of
certain mandatory and possibly additional discretionary actions by regulators
that, if undertaken, could limit our business activities and have a material
adverse effect on our business, results of operations and financial condition.
See "Regulation-Risk Factors Relating to Regulation-Failure by Synchrony and the
Bank to meet applicable capital adequacy and liquidity requirements could have a
material adverse effect on us" in our 2019 Form 10-K.
Off-Balance Sheet Arrangements and Unfunded Lending Commitments
____________________________________________________________________________________________
We do not have any material off-balance sheet arrangements, including guarantees
of third-party obligations. Guarantees are contracts or indemnification
agreements that contingently require us to make a guaranteed payment or perform
an obligation to a third-party based on certain trigger events. At September 30,
2020, we had not recorded any contingent liabilities in our Condensed
Consolidated Statement of Financial Position related to any guarantees. See Note
9 - Fair Value Measurements to our condensed consolidated financial statements
for information on contingent consideration liabilities related to business
acquisitions.
We extend credit, primarily arising from agreements with customers for unused
lines of credit on our credit cards, in the ordinary course of business. Each
unused credit card line is unconditionally cancellable by us. See Note 4 - Loan
Receivables and Allowance for Credit Losses to our condensed consolidated
financial statements for more information on our unfunded lending commitments.
Critical Accounting Estimates
____________________________________________________________________________________________
In preparing our condensed consolidated financial statements, we have identified
certain accounting estimates and assumptions that we consider to be the most
critical to an understanding of our financial statements because they involve
significant judgments and uncertainties. The critical accounting estimates we
have identified relate to allowance for credit losses and fair value
measurements. These estimates reflect our best judgment about current, and for
some estimates future, economic and market conditions and their effects based on
information available as of the date of these financial statements. If these
conditions change from those expected, it is reasonably possible that these
judgments and estimates could change, which may result in incremental losses on
loan receivables, or material changes to our Condensed Consolidated Statement of
Financial Position, among other effects.

                                       31

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Allowance for Credit Losses
Effective January 1, 2020, losses on loan receivables are estimated and
recognized upon origination of the loan, based on expected credit losses for the
life of the loan balance as of the period end date. This requires us to estimate
expected losses in the portfolio as of each balance sheet date. The method for
calculating the estimate of expected credit loss takes into account historical
experience and current conditions for homogeneous pools of loans, and reasonable
and supportable forecasts about the future. We also perform a qualitative
assessment in addition to model estimates and apply qualitative adjustments as
necessary. The reasonable and supportable forecast period is determined based
upon the accuracy level of historical loss forecast estimates, models and
methodology utilized, an assessment of the current economic outlook, including
the effects of COVID-19, and consideration of material changes in our loan
portfolio such as changes in growth, portfolio mix and credit strategy. The
reasonable and supportable forecast period used in our estimate of credit losses
at September 30, 2020 was 12 months, consistent with the forecast period
utilized since adoption of CECL. The Company reassesses the reasonable and
supportable forecast period on a quarterly basis. Beyond the reasonable and
supportable forecast period, we revert to historical loss information at the
loan receivables segment level over a 6-month period, gradually increasing the
weight of historical losses in the reversion period, and utilize historical loss
information thereafter for the remaining life of the portfolio. The reversion
period, similar to the reasonable and supportable forecast period, may change in
the future depending on multiple factors such as forecasting methods, portfolio
changes, and macroeconomic environment.

We evaluate each portfolio quarterly. For credit card receivables, our
estimation process includes analysis of historical data, and there is a
significant amount of judgment applied in selecting inputs and analyzing the
results produced by the models to determine the allowance for credit losses. Our
risk process includes standards and policies for reviewing major risk exposures
and concentrations, and evaluates relevant data either for individual loans or
on a portfolio basis, as appropriate. More specifically, we use an enhanced
migration analysis to estimate the likelihood that a loan will progress through
the various stages of delinquency. The enhanced migration analysis considers
uncollectible principal, interest and fees reflected in the loan receivables,
segmented by credit and business parameters. We use other analyses to estimate
losses on non-delinquent accounts, which include past performance, bankruptcy
activity such as filings, policy changes, loan volume and amounts. Holistically,
for assessing the portfolio credit loss content, we also evaluate portfolio risk
management techniques applied to various accounts, historical behavior of
different account vintages, account seasoning, economic conditions, recent
trends in delinquencies, account collection management, forecasting
uncertainties, expectations about the future, and a qualitative assessment of
the adequacy of the allowance for credit losses.

We estimate our allowance for credit card loan losses using pools of homogeneous
loans. Further, experience is not available for new portfolios; therefore, while
we accumulate experience, we utilize our experience with the most closely
analogous products and segments in our portfolio. The underlying assumptions,
estimates and assessments we use to provide for losses are updated periodically
to reflect our view of current conditions and expectations about the future and
are subject to the regulatory examination process, which can result in changes
to our assumptions. Changes in such estimates can significantly affect the
allowance and provision for credit losses. It is possible that we will
experience credit losses that are different from our current estimates of
expected credit losses.
See "Management's Discussion and Analysis-Critical Accounting Estimates" in our
2019 Form 10-K, for a detailed discussion of the critical accounting estimate
related to fair value measurements.
New Accounting Standards
____________________________________________________________________________________________
See Note 2. Basis of Presentation and Summary of Significant Accounting Policies
- New Accounting Standards, to our condensed consolidated financial statements
for additional information related recent accounting pronouncements, including
ASU 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses
on Financial Instruments, which was effective and adopted by the Company on
January 1, 2020.

                                       32

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Regulation and Supervision
____________________________________________________________________________________________
Our business, including our relationships with our customers, is subject to
regulation, supervision and examination under U.S. federal, state and foreign
laws and regulations. These laws and regulations cover all aspects of our
business, including lending practices, treatment of our customers, safeguarding
deposits, customer privacy and information security, capital structure,
liquidity, dividends and other capital distributions, transactions with
affiliates, and conduct and qualifications of personnel.
As a savings and loan holding company and a financial holding company, Synchrony
is subject to regulation, supervision and examination by the Federal Reserve
Board. As a large provider of consumer financial services, we are also subject
to regulation, supervision and examination by the CFPB.
The Bank is a federally chartered savings association. As such, the Bank is
subject to regulation, supervision and examination by the OCC, which is its
primary regulator, and by the CFPB. In addition, the Bank, as an insured
depository institution, is supervised by the FDIC.
On March 27, 2020, the CARES Act was signed into law, and includes a provision
that permits financial institutions to defer temporarily the use of CECL.
However, in a related action, the joint federal bank regulatory agencies issued
an interim final rule effective March 31, 2020, that allows banking
organizations that implement CECL this year to elect to mitigate the effects of
the CECL accounting standard on their regulatory capital for two years. This
two-year delay is in addition to the three-year transition period that the
agencies had already made available. The Company has elected to defer the
regulatory capital effects of CECL in accordance with the interim final rule,
and not to apply the provision of the CARES Act discussed above. See "-Capital"
above for additional details.
The CARES Act also includes a provision that permits a financial institution to
elect to suspend temporarily troubled debt restructuring accounting under ASC
Subtopic 310-40 in certain circumstances ("section 4013").
To be eligible under section 4013, a loan modification must be (1) related to
COVID-19; (2) executed on a loan that was not more than 30 days past due as of
December 31, 2019; and (3) executed between March 1, 2020, and the earlier of
(A) 60 days after the date of termination of the National Emergency or (B)
December 31, 2020. In response to this section of the CARES Act, the federal
banking agencies issued a revised interagency statement on April 7, 2020 that,
in consultation with the Financial Accounting Standards Board, confirmed that
for loans not subject to section 4013, short-term modifications made on a good
faith basis in response to COVID-19 are not considered troubled debt
restructurings under ASC Subtopic 310-40. This includes delays in payment that
are insignificant or short-term (e.g., up to six months) modifications such as
payment deferrals, fee waivers, and extensions of repayment terms to borrowers
who were current prior to any relief. Borrowers considered current are those
that are less than 30 days past due on their contractual payments at the time a
modification program is implemented.
The CARES Act also includes a range of other provisions designed to support the
U.S. economy and mitigate the impact of COVID-19 on financial institutions and
their customers, including through the authorization of various programs and
measures that the U.S. Department of the Treasury, the Small Business
Administration, the Federal Reserve Board, and other federal banking agencies
may or are required to implement. Further, in response to the COVID-19 outbreak,
the Federal Reserve Board has implemented or announced a number of facilities to
provide emergency liquidity to various segments of the U.S. economy and
financial markets.
See "Regulation" in our 2019 Form 10-K for additional information on regulations
that are currently applicable to us. See also "-Capital" above, for discussion
of the impact of regulations and supervision on our capital and liquidity,
including our ability to pay dividends and repurchase stock.

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