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Being employed by the FHLBank in the current year or any of the past five years.

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Accepting any compensation from the FHLBank other than compensation for Board service.

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Serving or having served in any of the past five years as a consultant, advisor, promoter, underwriter, legal counsel or independent auditor of or to the FHLBank.

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Being an immediate family member of an individual who is, or has been in any of the past five years, employed by the FHLBank as an executive officer.

(1)

Direct senior management to maintain the reliability and integrity of the accounting policies and financial reporting and disclosure practices of the FHLBank.

(2)

Ensure that policies are in place that are reasonably designed to achieve disclosure and transparency regarding the FHLBank's true financial performance and governance practices.

(3)

Review the basis for the FHLBank's financial statements and the independent auditor's opinion with respect to such financial statements, including

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critical accounting policies and practices used,

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the nature and extent of any significant changes in accounting principles,

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alternate practices and the implications of the application thereof, and

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reports of the independent auditor concerning material written communications with management, such as management letters and/or schedules of unadjusted differences.

(4)

Ensure that senior management has established and is maintaining an adequate internal control system within the FHLBank, by reviewing

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the internal control system and the adequacy of the FHLBank's internal controls,

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the resolution of identified material weaknesses and reportable conditions, and

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the policies and procedures for prevention or detection of management override or compromise of the internal control system.

(5)

Review and discuss with management and the independent auditor the annual audited financial statements, including disclosures made in the “Management’s Discussion and Analysis” section of the FHLBank’s annual report of Form 10-K, and recommend to the Board whether the audited financial statements should be included in the FHLBank’s annual report on Form 10-K.

(6)

Review and discuss with the independent auditor its opinion on the effectiveness of management’s internal controls over financial reporting.

(7)

Review and discuss with management (including the Director of Internal Audit) and the independent auditor management’s report on internal control over financial reporting and the independent auditor’s attestation of that report prior to the filing of the FHLBank’s Form 10-K.

(8)

Review and discuss with management (including the Director of Internal Audit) and the independent auditor the adequacy of the FHLBank’s disclosures in its Forms 10-K and 10-Q regarding changes in internal control over financial reporting.

(9)

Review disclosures made to the Committee by the FHLBank’s CEO and PFO, during their certification process for FHLBank’s Forms 10-K and 10-Q, regarding any significant deficiencies in the design or operation of internal controls or material weaknesses therein and any fraud involving management or other employees who have a significant role in the FHLBank’s internal controls.

(10)

Review and discuss with management and the independent auditor the FHLBank’s quarterly financial statements, including the results of the independent auditor’s review of those financial statements and the disclosures made in,“Management’s Discussion and Analysis” prior to the filing of its quarterly reports of Form 10-Q.

(11)

Discuss with management any earnings press releases to be furnished or presentations to be made by the FHLBank, including the use of any “pro forma” or “adjusted” non-GAAP information. Such discussion may be done generally (consisting of discussing the types of information to be disclosed and the types of presentations to be made).

(12)

Oversee the independent audit function.

(13)

Approve the independent auditor's annual engagement letter, review the performance of the independent auditor, and make recommendations to the Board of Directors regarding the appointment, renewal, or termination of the independent auditor.

(14)

Pre-approve audit and non-audit services provided by the independent auditing firm.

(15)

Discuss with the independent auditor the matters required to be discussed by Statement on Auditing Standards No. 61 relating to the conduct of the audit, including any difficulties encountered in the course of the audit work, any restrictions on the scope of activities or access to requested information, and any significant disagreements with management.

(16)

Resolve any disagreements between the independent auditor and management on financial reporting.

(17)

Oversee the internal audit function by reviewing and approving the scope of audit services required, significant accounting policies, significant risks and exposures, audit activities and the internal audit work plan, and audit findings.

(18)

Select, terminate, compensate, and evaluate the Director of Internal Audit. The Director of Internal Audit may not be removed without the approval of the Audit Committee, shall report directly to the Audit Committee on substantive matters, and is ultimately accountable to the Audit Committee and the Board of Directors. The Director of Internal Audit shall report to the FHLBank President on administrative matters.

(19)

Provide an independent, direct channel of communication between the FHLBank's Board of Directors and the internal and independent auditors, each of whom shall have unrestricted access to the Audit Committee and Board of Directors without the need for any prior management knowledge or approval.

(20)

Review the programs and policies of the FHLBank designed to ensure compliance with applicable laws, regulations and policies, and monitor the results of these compliance efforts.

(21)

Establish procedures for the receipt, retention and treatment of complaints received by the FHLBank regarding accounting, internal accounting controls or auditing matters, and conduct or authorize investigations into these or any other matters within the Audit Committee's scope of responsibilities. The Committee shall be empowered to provide appropriate funding and to retain independent counsel, accountants or others to assist in the conduct of any investigation.

(22)

Consider any request for the waiver of any provision of the FHLBank’s Code of Ethics for Senior Financial Officers.

(23)

Perform the duties assigned to it in the Related Persons Transaction Policy and Procedures of the FHLBank.

(24)

Review the policies and procedures established by senior management to assess and monitor implementation of the FHLBank's strategic business plan and the operating goals and objectives contained therein.

(25)

Periodically report its findings to the Board of Directors.