Bloomberg News reports that Washington pulled another Sunday night special -- wiping out Wall Street as we have known it. Ironically, this move will put Wall Street back where it was prior to the Great Depression. How so? Last night the Fed approved changing Morgan Stanley (NYSE: MS) and Goldman Sachs (NYSE: GS) from investment banks to commercial ones. Morgan Stanley -- which may sell up to 20% of itself to Mitsubishi UFJ and may put merger discussions on hold -- and Goldman Sachs now have greater odds of remaining independent.

Most significantly, the change will allow both banks to take consumer deposits and get short-term loans from the Fed. In exchange for that cheap money, they will need to increase the amount of capital they have, take less risk, and submit themselves to tighter regulatory scrutiny. The capital increases are the most significant piece of this new puzzle. According to the New York Times, "Goldman Sachs has $1 of capital for every $22 of assets; Morgan Stanley has $1 for every $30. By contrast, Bank of America (NYSE: BAC) has less than $11 for every $1 of capital." Goldman and Morgan will be required to raise significant capital to reach that 11 to 1 ratio. How they do that still remains a mystery.

Ironically, prior to the Great Depression, banks like JPMorgan operated both commercial and investment banks -- taking deposits from consumers and doing stock offerings for business. I was surprised to learn that they already have billions in deposits. "Morgan Stanley had $36 billion in retail deposits as of August 31 and Goldman Sachs had $20 billion," according to the Times. Now, they'll need to add branches and invest in marketing and systems to expand that amount. So, although the industry will return to its pre-Great Depression structure -- it will be more tightly regulated than it was back then.

I have been astonished by the speed of the collapse of our financial system. There is no precedent in my lifetime for such a rapid collapse. And I doubt that the lessons of the Great Depression pertain to the current situation. This is the Greatest Depression -- about which I posted in March -- and the lessons of this one are likely to expose five fundamental flaws in our financial architecture.

These flaws are the reason for the rapid meltdown and they include:

1. Securitization -- the popularity of shifting risk from an originator to a group of investors in a package wrapped in a AAA credit rating based on flawed analysis.
2. Lack of transparency -- the inability to estimate the future cash flows of such a complex security -- thereby creating massive uncertainty in a period of decline.
3. Leverage -- borrowing way too much money with too tiny a sliver of capital to protect against risk -- making it possible to wipe out all the capital with a 6% decline in the value of these securities.
4. Heads-I-win, tails-you-lose pay -- Paying deal makers for the size of their deals and sticking taxpayers and shareholders with the losses.
5. Global interconnectedness -- thanks to information technology and ease of investment rules, a sneeze in the US causes hurricanes around the world.

How could we cure these problems? As I posted, we could end securitization, demand complete transparency, raise capital requirements, link pay to profits rather than sales, and create firewalls to prevent problems in one market from infecting the rest. But with the global financial architecture crumbling worldwide, there's no time for this now.

Peter Cohan is President of Peter S. Cohan & Associates. He also teaches management at Babson College and edits The Cohan Letter.

Twelve banks, lead by JP Morgan (NYSE:JPM) and Goldman Sachs (NYSE:GS), will set up a $70 billion loan facility which any of them can draw on in an emergency.

According to The Wall Street Journal, "The pool would act as a signal to the marketplace that banks, brokerages, and other financial companies can lean on the fund to take care of borrowing needs."

By some accounts, any one of the members in the pool can take down 33% of the $70 billion. If the financial crisis gets significantly worse, the partners may be battling each other for that money. Competition for the capital could become unpleasant.

One other way to look at the fund is that it is an M&A facility. If any single bank or broker owes the fund $30 billion, it may be a way for a stronger member, say Goldman, to buy that company by taking on its loan obligation.

An acquisition fund disguised as a lender venture. How clever.

Douglas A. McIntyre is an editor at 247wallst.com.

Another shoe is dropping in the ongoing credit collapse here in this nation of whiners. According to the New York Times, the default rate on so-called Leveraged Loans -- (a very strange name if you ask me since a loan is leverage) that refers to loans used to finance corporate takeovers -- climbed fast from 0.24% in August 2007 to 3.3% in August 2008.

The loans that have gone bad so far are not big ones -- they are more like the canary in the coal mine -- hinting at bigger problems to come. The Times says, "the loans that have gone bad have been concentrated in two industries - real estate and auto parts. S.& P. calculates that they have accounted for almost half of this year's defaults. Gambling has also had problems, as it turns out that there are too many casinos in some places."

The biggest loans have yet to default. But their collapse is inevitable. That's because banks are scrambling to raise capital and shore up their balance sheets. And the leveraged loans were structured to benefit from a lending market in which the name of the game was to keep from losing market share by making it ever easier to borrow. Thus the terms of leveraged loans were easy -- featuring, as the Times reported, a "flood of 'covenant-lite' and 'toggle-[Payment in Kind] PIK' loans."

Lehman Brothers Holdings Inc. (NYSE: LEH) Chief Executive Richard Fuld is running out of rabbits to pull out of his hat.

The troubled Wall Street bank, which reportedly is set to take a $4 billion write down in the third quarter, is desperate to raise capital. The Wall Street Journal says it's shopping around its investment management business, which includes Neuberger Berman. During the second quarter, the business reported net revenue of $800 million, down from $1 billion a year earlier. Its assets under management were $277 billion. Though these results were hardly spectacular, they stood in contrast to the Capital Markets business, which reported negative revenue of $2.4 billion.

Selling the asset management business would bring in between $8 billion and $10 billion, according to analysts cited by the Journal. Lehman's market capitalization now stands at about $10.4 billion thanks to the 77% decline in the stock price this year.

"Any change in the unit's ownership structure would be bittersweet for Lehman," according to the Journal. "The division has been a strong performer ever since Lehman bought it in 2003, holding up well despite the mortgage crisis. While a sale would give Lehman a cash infusion, the investment bank would lose a steady source of revenue."

Lehman acquired Neuberger for $2.6 billion in 2003, and some unhappy Neuberger executives are eager to dump their shares, the paper said.

Not all investors, however, believe that all hope is lost. Lehman's shares rose Friday on a report that billionaire George Soros boosted his stake in the company.

If the sale goes through, there is no way that Lehman will be able to remain independent.

This post is one in a series on prominent company nicknames. See all 25, and share your thoughts and memories about Golden Slacks below in the comments.

There are many corporate nicknames that are used to either make fun of, shorten, or parody certain company names. But the nickname of "Golden Slacks" for Goldman Sachs Group Inc. (NYSE: GS) is perhaps the most appropriately assigned nickname in all of corporate America.

With the exception of a few years, and with the exception of 2007/2008 woes, investment bankers and brokers and traders on Wall Street have done far better financially than most jobs on Main Street. Goldman Sachs bankers are thought of as being the highest paid on Wall Street.

There are bucket shops, small single-office brokerage firms, small regional firms, larger second-tier brokerage and investment banking firms, and the prized bulge-bracket firms. Goldman Sachs defines the bulge-bracket firm on an exponential basis, although in some ways it is almost like a club. You can't just walk into an office with a few grand to open an account. Goldman may not have official minimums, but the thought has prevailed that if you don't have at least $5 million at the firm then you shouldn't expect your broker to call you.

Rumors have swirled about the rapid collapse of Bear Stearns, with a lot of people -- even some normally credible commentators -- absolutely convinced that the company was a victim of a bear raid and naked short selling, and malicious rumor mongering that led to a run on the bank, sealing the bank's fate.

An interesting piece from Bloomberg discusses the suspicious options trading in the stock: on March 11th, someone bought $1.7 million worth of put options, effectively betting that shares of Bear Stearns would decline by nearly 50%. Bloomberg reports that "options specialists are convinced that the buyer, or buyers, made a concerted effort to drive the fifth-biggest U.S. securities firm out of business and, in the process, reap a profit of more than $270 million."

Interesting. But isn't it also possible that the puts were purchased by someone with insider information about the company's disastrous financial position? Must we assume that the only person who would be willing to bet big on Bear's collapse was a malicious short seller who was spreading rumors like Perez Hilton, working overtime to assure a run on the bank? It just seems a little melodramatic. It's not even James Bond -- more like Mack Bolan.

Before we feel to bad for Bear Stearns -- and record it in the history books as a victim of an outside invasion -- it's important to keep in mind what allowed rumor mongers to destroy it, if indeed they did: the company had no credibility, a result of its long insistence that everything was fine.

Bear Stearns was a company that treated its shareholders with scorn, never leveled on the company's true financial condition, and didn't even bother to disclose that its bridge-playing, allegedly marijuana-smoking CEO was seriously ill in the hospital while the credit crisis raged on.

The credit crunch should be bad news for investment banks, right? Not necessarily. After all, strategic buyers have been aggressive lately, perhaps because there's not much competition from private equity operators.

One of the beneficiaries is Lazard (NYSE: LAZ), which reported its Q2 numbers. Eearnings came to $64.6 million, or 54 cents per share, which compares to $61.5 million, or 53 cents per share in the same period a year ago.

Simply put, Lazard has been snagging some choice client engagements. For example, Q2's revenues on merger assignments spiked 37% to $225.1 million.

In fact, the firm is an advisor on InBev's $52 billion deal to purchase Anheuser-Busch Cos. (NYSE: BUD). Another high-profile assignment is Gaz de France's 44.6 billion euro deal with Suez.

Keep in mind that Lazard has worked on about $100 billion in announced deals in July alone. This is certainly a nice momentum boost.

Besides, Lazard has a strong restructuring division. While the business is still fairly small – at $32.7 million – there should be lots of potential for growth. Just look at some of the major bankruptcies lately, such as Mervyn's, Steve & Barry's, Linen 'n Things and so on.

Tom Taulli is the author of various books, including The Complete M&A Handbook and The Edgar Online Guide to Decoding Financial Statements. He also operates MergerBook.com.

In the expectations game, Citigroup (NYSE: C) $2.5 billion loss is great news for Wall Street. Bloomberg News reports that the analysts it surveyed expected a $3.67 billion loss, or 54 cents a share -- so Citi's results were $1.2 billion better than expected. But there were wide variations on what analysts expected Citi to lose -- from 51 cents to 67 cents.

This reminds me of the story of the boy who comes home from school to tell his mother about a grade he got on a test. Rather than bow his head in shame, he walks into the kitchen with head held high and a big smile on his face. And he announces: "Great news mom! I got a 70!"

The key reason for Citi's loss is the $7 billion in credit-related write-downs it took. These included reductions in the stated value of its subprime mortgage exposure and its investments in monoline insurance companies including Ambac Financial Group Inc. (NYSE: ABK) after they lost their AAA credit ratings. Analysts expected write-downs as high as $12 billion.

Shares of JPMorgan Chase & Co. (NYSE:JPM) soared today after the New York-based bank reported second quarter results that were not as lousy as expected.

They were terrible of course. Net income fell 53% to $2 billion, or 54 cents a share, ahead of the 44-cent average estimate of analysts surveyed by Bloomberg News. Net revenue fell 3% to $18.4 billion, beating the $16.6 billion average Bloomberg estimate.

The results, though, underscore how well the company has fared under the leadership of CEO Jamie Dimon.

Here are some highlights:

• Investment banking fees were $1.7 billion, their second highest quarter ever.
• Net income in commercial banking rose 25% to $355 million.
• Net income was a record $425 million in Treasury and Security Services, up 21% from a year earlier.
• Equity underwriting fees rose 6% to $542 million.
• Fix income markets revenue dropped only 4% driven largely by net markdowns of $696 million on leveraged lending funded and unfunded commitments, as well as mortgage-related net markdowns of $405 million.
  

The straight-talking Dimon did not mince words about the challenges that lie ahead for JPMorgan, saying in the release, "Our expectation is for the economic environment to continue to be weak – and to likely get weaker – and for the capital markets to remain under stress.... In spite of the environment, we are confident that we are building an increasingly strong and profitable company."

But unlike many on Wall Street, Dimon can walk the walk and talk the talk.

Two separate pieces of news hit the market. They did not appear to be directly related, but they do say that employment on Wall Street could drop much further this year.

According to The Wall Street Journal, Citigroup's (NYSE: C) "will dismiss thousands of investment-banking employees world-wide as part of a plan to cut the roughly 65,000-employee group by 10%." The FT reports, Goldman Sachs (NYSE: GS) "is now expected to cut up to 10 per cent of staff in the division that handles mergers and acquisition advice and corporate fundraisings."

Because Goldman is perceived as doing relative well in a tough financial environment, the news is particularly bad.

The information is another sign that the world of Wall Street is not turning around. If these companies saw a second half recovery, they might be less likely to cut so deeply.

But, it is part of a trend. After bottoming in March, U.S. financial stocks started to move back up at the end of Spring. There was talk that the credit crisis had seen its peak.

With new write-offs and thousand of people in the industry about to be out of work, it looks like the April rally was for suckers.

Douglas A. McIntyre is an editor at 247wallst.com.

Nothing seems to be going right for Citigroup (NYSE: C). In fact, this week the stock price hit below $20 to $19.30 (there was a 4.31% drop on Friday).

With its many acquisitions over the years, there was supposed to be a globally diversified platform – which would deal with downturns. Unfortunately, that experiment has been a failure. If anything, Citigroup's massive size is becoming a hindrance in dealing with the new realities.

Now, according to the Wall Street Journal [a paid publication], Citigroup has some more bad news. It looks like the company will slash jobs in the investment banking division – perhaps as much as 10%. The current size of the group is about 65,000.

Of course, these are high-paid folks. But, then again, they haven't been bringing in much business lately. Instead, Citigroup continues to pile up mega losses.

So, the layoffs should not be a surprise (the activity for buyouts and IPOs has plunged). Yet, it's another sign that things aren't likely to get better soon for Wall Street.

Tom Taulli is the author of various books, including The Complete M&A Handbook and The Edgar Online Guide to Decoding Financial Statements. He also operates MergerBook.com.

The news from Lehman (NYSE: LEH) was not bad enough. The brokerage will post a loss of $2.8 billion and raise $6 billion in new capital. Now word comes that big Swiss bank UBS (NYSE: UBS) is in trouble again.

According to The Wall Street Journal, "When it proposed its capital-raising plan to investors, UBS said further write-downs may hit earnings, and it said in May that some asset classes continued to deteriorate and will hamper future earnings."

Of course, the news begs the question: how bad can things get for US banks? Citigroup (NYSE: C) may be the prime example. It still holds billions in mortgage paper and LBO debt, and it could face charges on credit card defaults. The market has already started to price more trouble into the US bank's stock.

Citi is now trading below $20 for the first time since March when a panic hit a number of large US bank shares. The stock recovered to almost $27 in late April. Several other American banks have seen their shares drop by similar amounts.

Citi's stock probably has not found a bottom. If the bank reports weak numbers in the next two quarters, it may have to raise money the way Lehman did. Substantial dilution could take the shares down another 10% to 15%.

Douglas A. McIntyre is an editor at 247wallst.com and the author of the Ten Stocks Under $10 letter.

Citigroup Inc. (NYSE: C) is unmanageable. That's my conclusion after trying to understand its latest quarterly report. The concept behind this 100-armed corporate octopus is that people like to buy all their financial services in one place and therefore it makes sense to be able to sell them a full line of products from stocks to bank accounts. But I suspect that customers don't want all their financial eggs in one basket, so the concept is fatally flawed.

Moreover, its financial performance reveals that Citi is a complex mess whose many different businesses do not diversify its earnings streams. According to its quarterly report, Citi lost $5.1 billion. Most of the losses came from its Securities and Banking (-$6.4 billion), Alternative Investments (-$509 million), and U.S. Consumer (-$476 million) units. Two bright spots were $1.3 billion in earnings from International Consumer and $732 million in Transaction Services.

But wait, there's more in its huge, risky portfolio. Citi has $40 trillion in derivatives -- enormous bets on interest rates and currencies. And it has $1.2 trillion worth of off-balance sheet entities (remember Enron?). Nobody really knows what these are worth or how much they'll cost. And that doesn't even get us to the $262 billion in Level 3 assets -- illiquid, difficult-to-value securities -- which are 2.1 times Citi's $128 billion in capital. That's a pretty thin cushion for future write-downs.

Reuters reports that Citigroup (NYSE: C) is poised to announce today the sale of $400 billion worth of assets -- that's 18% of the total. We'll need to wait to find out which assets it plans to sell and how much of a loss (or profit) Citi will take when it sells them. But the New York Times reports the company's deciding based on industry growth trends, market positions, geographic growth rates, business plans and financial results.

I worked for a global bank during a credit contraction and part of my job was to figure out which assets to sell. From that experience, I know that Citi's challenge is to find assets that don't fit with Citi but are worth more to another owner. That's because often the assets that make the most sense to sell strategically are the ones that nobody else wants to own. And the ones that make the most sense to keep are the ones that could generate the biggest profit, if sold. Citi's challenge is to sell the $400 billion worth of assets that make strategic sense to sell and will fetch an attractive price. In today's market, that is a challenge.

So what Citi assets could be on the block? Reuters notes that Citi's U.S. student loan business may make sense to sell, after recent legislative changes and turmoil in the securitization market have made it less profitable. Citi may sell Primerica, a consumer sales network for life insurance and investments. And Citi should sell assets on its trading books, which have contributed to much of the $45 billion write-downs that Citi has taken so far.