| Years Ended March 31, | 2012 | Direct Sales | Retail Chains | Institutions | Independents | Subtotal | Sales to retail customers’ warehouses | Total |


OUR FRANCHISE PROGRAM As of December 31, 2006, our 4,572 domestic franchise stores were owned and operated by our 1,259 domestic franchisees.
The success of our franchise formula, which enables franchisees to benefi t from our brand name with a relatively low initial capital investment, has attracted a large number of motivated entrepreneurs as franchisees.
As of December 31, 2006, the average domestic franchi-


| Year ended December 31, | 2007 | (in millions) | Cash value of surrenders | Cash value of surrenders as a percentage of mean future benefit reserves, policyholders’ account balances, and separate account balances |


| 2004 Entergy Arkansas Entergy Gulf States Entergy Louisiana Entergy Mississippi Entergy New Orleans System Energy | (In Thousands) | Service cost - benefits earned during the period | Interest cost on APBO | Expected return on assets | Amortization of transition obligation | Amortization of prior service cost | Recognized net loss | Net other postretirement benefit cost |


| Target Asset Allocation 2015 Actual Asset Allocation | Asset Category | Equity securities | Debt securities | Other | Total |


| CECONY O&R Competitive Energy Businesses Other(a) Con Edison(b) | (Millions of Dollars) | Operating revenues | Purchased power | Fuel | Gas purchased for resale | Other operations and maintenance | Depreciation and amortization | Taxes, other than income taxes | Gain on sale of solar electric production projects | Operating income (loss) | Other income less deductions | Net interest expense | Income before income tax expense | Income tax expense | Net income for common stock |


| At December 31, | 2011 | (dollar amounts in millions) | Contract amount represents credit risk | Commitments to extend credit | Commercial | Consumer | Commercial real estate | Standby letters of credit |


| U.S. Plans Non-U.S. Plans | 2016 | Defined benefit plans: | Service cost (benefits earned during the period) | Interest cost | Expected return on plan assets | Net amortization and other | Net periodic pension expense | Defined contribution plans | Total retirement plans expense | Shares | Beginning of year | Granted | Earned/vested | Canceled | End of year |


| Purchase Price Allocation (In thousands) | Cash | Current assets | Property and equipment | Acquisition intangibles | Other noncurrent assets | Current liabilities | Total purchase price |


Total Benefi ts, Losses and Expenses Total benefi ts, losses and expenses decreased $19,600 or 9%, to $201,473 in Twelve Months 2014 compared with $221,073 in Twelve Months 2013.
Interest expense declined $19,340 primarily due to repayment of the 2004 Senior Notes with an aggregate principal amount of $500,000 on February 18, 2014.
Included in selling, underwriting and general expenses is a $21,526 loss on an asset held for sale.
Excluding this item, Twelve Months 2014 had lower selling, underwriting and general expenses compared with Twelve Months 2013 primarily due to lower employee-related costs and impact of expense reduction initiatives.


| December 31, 2010 2010 | (Dollars in millions) | With no recorded allowance | U.S. commercial | Commercial real estate | Non-U.S.commercial | U.S. small business commercial-2 | With an allowance recorded | U.S. commercial | Commercial real estate | Non-U.S.commercial | U.S. small business commercial-2 | Total | U.S. commercial | Commercial real estate | Non-U.S.commercial | U.S. small business commercial-2 |


| Years Ended September 30, | 2018 | (in thousands) | Liquidity and Capital Resources | Cash and cash equivalents and investments | Cash provided by operating activities | Cash (used in) provided by investing activities | Cash used in financing activities |


| December 31, 2007 | Problem, potential problem, and restructured | Carrying amount | (in millions) | Three months or less | Greater than three to six months | Greater than six to nine months | Greater than nine to twelve months | Greater than twelve months | Total fixed maturity securities, available-for-sale |


| Year Ended December 31, | 2009 | (in millions, except per share and ratio information) | Income Statement Data: | Revenues: | Premiums | Policy charges and fee income | Net investment income | Asset management fees and other income | Realized investment gains (losses), net | Total revenues | Benefits and expenses: | Policyholders’ benefits | Interest credited to policyholders’ account balances | Dividends to policyholders | General and administrative expenses | Total benefits and expenses | Income (loss) from continuing operations before income taxes, equity in earnings of operating joint ventures, extraordinary gainon acquisition and cumulative effect of accounting change | Income tax expense (benefit) | Income (loss) from continuing operations before equity in earnings of operating joint ventures, extraordinary gain on acquisitionand cumulative effect of accounting change | Equity in earnings of operating joint ventures, net of taxes | Income (loss) from continuing operations before extraordinary gain on acquisition and cumulative effect of accountingchange | Income (loss) from discontinued operations, net of taxes | Net income (loss) | Less: Income (loss) attributable to noncontrolling interests | Net Income (loss) attributable to Prudential Financial, Inc. | Basic income (loss) from continuing operations attributable to | Prudential Financial, Inc. per share—Common Stock | Diluted income (loss) from continuing operations attributable to | Prudential Financial, Inc. per share—Common Stock | Basic net income (loss) attributable to Prudential Financial, Inc. per share—Common Stock | Diluted net income (loss) attributable to Prudential Financial, Inc. per share—Common Stock | Basic and diluted income (loss) from continuing operations attributable to Prudential Financial, Inc. per share—Class BStock | Basic and diluted net income (loss) attributable to Prudential | Financial, Inc. per share—Class B Stock | Dividends declared per share—Common Stock | Dividends declared per share—Class B Stock | Ratio of earnings to fixed charges-1 |


| December 31, 2012 December 31, 2011 | Carrying amount | ($ in millions) | Fixed maturities: | Public | Private | Equity securities | Mortgage loans: | Commercial | Residential | Real estate held for sale | Real estate held for investment | Policy loans | Other investments | Total invested assets | Cash and cash equivalents | Total invested assets and cash |


| Average volume Interest revenue % Average rate | In millions of dollars, except rates | Assets | Deposits with banks-5 | Federal funds sold and securities borrowed or purchased under agreements to resell-6 | In U.S. offices | In offices outside the U.S.-5 | Total | Trading account assets-7(8) | In U.S. offices | In offices outside the U.S.-5 | Total | Investments | In U.S. offices | Taxable | Exempt from U.S. income tax | In offices outside the U.S.-5 | Total | Loans (net of unearned income)(9) | In U.S. offices | In offices outside the U.S.-5 | Total | Other interest-earning assets-10 | Total interest-earning assets | Non-interest-earning assets-7 | Total assets from discontinued operations | Total assets |


| Years Ended December 31, 2007/2006 2006/2005 | (Dollars in millions) | Gains (losses) from sales: | Fixed maturities | Gains | Losses | Total | Equity securities, market value | Gains | Losses | Total | Equity securities, fair value | Gains | Losses | Total | Other invested assets | Gains | Losses | Total | Short-term investments | Gains | Losses | Total | Total net realized gains (losses) from sales | Gains | Losses | Total | Gains (losses) from fair value adjustments: | Equity securities, fair value | Total net realized gains (losses) | (NM, not meaningful) | (Some amounts may not reconcile due to rounding) |


| Total Domestic International | $ | December 31, 2017 | Components of revenue change: | Foreign exchange rate impact | Acquisition revenue, net of disposition revenue | Organic growth | Impact of adoption of ASC 606 | December 31, 2018 | 2018 | Americas: | North America | Latin America | EMEA: | Europe | Middle East and Africa | Asia-Pacific | $15,290.2 |


| Year Ended | September 30, | 2007 | Current Provision: | Federal | State | International | 153,816 | Deferred benefit: | Federal | State | International | -12,022 | $ 141,794 |


| Year ended December 31, | 2009 | Net cash provided by operating activities | Net cash (used in) provided by investing activities | Net cash (used in) provided by financing activities |


During the year ended December 31, 2014 , the company determined that it was no longer the primary beneficiary of a CLO due to a change in the rights held by others.
During the year ended December 31, 2013 , the company deconsolidated four entities: a CLO due to a reassessment of rights held by others; a CLO and CLO warehouse in liquidation; and a private equity fund due to a change in the ownership of the parent of the general partner of the fund.
The amounts deconsolidated from the Consolidated Balance Sheet are illustrated in the table below.
There was no net impact to the Consolidated Statements of Income for the years ended December 31, 2014 and December 31, 2013 from the deconsolidation of these investment products.
connection with this matter could have a material adverse impact on our consolidated cash flows and results of operations.
ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS On November 14, 2008, our stockholders voted to approve our merger with Allied Waste Industries, Inc.  at a special meeting held for that purpose.
Results of the voting at that meeting are as follows:


| Years Ended December 31, | 2011 | (In millions) | Income (loss) from continuing operations, net of income tax | Less: Net investment gains (losses) | Less: Net derivative gains (losses) | Less: Other adjustments to continuing operations -1 | Less: Provision for income tax (expense) benefit | Operating earnings | Less: Preferred stock dividends | Operating earnings available to common shareholders |


1 This intangible asset will be amortized on a straight-line basis through 2023 in the U. S.  and 2018 in the rest of the world.
All of the estimated fair value of the acquired IPR&D is attributable to oncology-related products in development, including $1.33 billion to line extensions for Erbitux.
A signifi cant portion (81 percent) of the remaining value of acquired IPR&D is attributable to two compounds in Phase III clinical testing and one compound in Phase II clinical testing, all targeted to treat various forms of cancers.
The discount rate we used in valuing the acquired IPR&D projects was 13.5 percent, and the charge for acquired IPR&D of $4.69 billion recorded in the fourth quarter of 2008, was not deductible for tax purposes.


Net Sales Net sales decreased by $212.9 million, or 9.0%, for the year ended December 31, 2009 from the year ended December 31, 2008.
Net sales decreased primarily due to the impact of lower sales volume ($145.5 million) and decreased sales prices of corrugated products and containerboard ($67.4 million).
Total corrugated products volume sold decreased 4.6% to 28.9 billion square feet in 2009 compared to 30.3 billion square feet in 2008.
On a comparable shipment-per-workday basis, corrugated products sales volume decreased 3.8% in 2009 from 2008.
Shipments-per-workday is calculated by dividing our total corrugated products volume during the year by the number of workdays within the year.
The larger percentage decrease, on a total shipments basis, was due to the fact that 2009 had two fewer workdays (250 days), those days not falling on a weekend or holiday, than 2008 (252 days).
Containerboard sales volume to external domestic and export customers decreased 9.9% to 431,000 tons for the year ended December 31, 2009 from 478,000 tons in 2008.
Outside sales of both corrugated products and containerboard began 2009 with significantly lower volumes compared to 2008 and steadily improved throughout the year.


Ameriprise Advisor Group Deferred Compensation Plan The Employee Advisor Deferral Plan, which was created in April 2009, allows for employee advisors to receive share-based bonus awards which are subject to future service requirements and forfeitures.
The Employee Advisor Deferral Plan is an unfunded non-qualified deferred compensation plan under section 409A of the Internal Revenue Code.
The Employee Advisor Deferral Plan also gives qualifying employee advisors the choice to defer a portion of their base salary or commissions beginning in 2010.
This deferral can be in the form of share-based awards or other investment options.
Deferrals are not subject to future service requirements or forfeitures.
Under the Employee Advisor Deferral Plan, a maximum of 3.0 million shares may be issued.
Awards granted under the Employee Advisor Deferral Plan may be settled in cash and/or shares of the Companys common stock according to the awards terms.
As of December 31, 2011, there were approximately 0.3 million units outstanding under the Employee Advisor Deferral Plan, of which nil were fully vested.


Our personal injury liability is discounted to present value using applicable U. S.  Treasury rates.
Approximately 87% of the recorded liability related to asserted claims, and approximately 13% related to unasserted claims.
Personal injury accruals were higher in 2004 due to a 1998 crossing accident verdict upheld in 2004 and a 2004 derailment near San Antonio.
Asbestos  We are a defendant in a number of lawsuits in which current and former employees allege exposure to asbestos.
Additionally, we have received claims for asbestos exposure that have not been litigated.
The claims and lawsuits (collectively referred to as claims) allege occupational illness resulting from exposure to asbestoscontaining products.
In most cases, the claimants do not have credible medical evidence of physical impairment resulting from the alleged exposures.
Additionally, most claims filed against us do not specify an amount of alleged damages.
During 2004, we engaged a third party with extensive experience in estimating resolution costs for asbestosrelated claims to assist us in assessing the number and value of these unasserted claims through 2034, based on our average claims experience over a multi-year period.
As a result, we increased our liability in 2004 for asbestosrelated claims in the fourth quarter of 2004.
The liability for resolving both asserted and unasserted claims was based on the following assumptions: ?
The number of future claims received would be consistent with historical averages.  ?
The number of claims filed against us will decline each year.  ?
The average settlement values for asserted and unasserted claims will be equivalent to historical averages.  ?
The percentage of claims dismissed in the future will be equivalent to historical averages.


| December 31, 2008 | Aaa | Cost or | Amortized | Cost | (In millions) | 2003 & Prior | 2004 | 2005 | 2006 | 2007 | 2008 | Total |


(a) Represents external costs directly related to the acquisition of Norcraft and primarily includes expenditures for banking, legal, accounting and other similar services.
In future periods the Company may record, in the Corporate segment, material expense or income associated with actuarial gains and losses arising from periodic remeasurement of our liabilities for defined benefit plans.
At a minimum the Company will remeasure its defined benefit plan liabilities in the fourth quarter of each year.
Remeasurements due to plan amendments and settlements may also occur in interim periods during the year.
Remeasurement of these liabilities attributable to updating our liability discount rates and expected return on assets may, in particular, result in material income or expense recognition.


| Period TotalNumberof SharesPurchased-1 AveragePrice Paidper Share Total Numberof SharesPurchased asPart of PubliclyAnnounced Program ApproximateDollarValue of SharesRemaining thatmay bePurchased Underthe Program-2 | October 1 - 31, 2014 | November 1 - 30, 2014 | December 1 - 31, 2014 | Total |


| In Millions Defined Benefit Pension Plans Other Postretirement Benefit Plans Gross Payments Medicare Subsidy Receipts Postemployment Benefit Plans | 2009 | 2010 | 2011 | 2012 | 2013 | 2014 – 2018 |


| June 27, 2013 December 31, 2013 | CDW Corp | S&P MidCap 400 index | CDW Peers |


2017 compared to 2016 Carlin, USA.
Gold production increased 3% primarily due to higher tons and ore grade mined at Leeville, partially offset by halted mining activity at the Silverstar mine due to the geotechnical issues in the fourth quarter of 2016.
Costs applicable to sales per ounce decreased 1% due to higher ounces sold.
Depreciation and amortization per ounce increased 8% primarily due to lower surface grades mined resulting in inventory drawdowns.
All-in sustaining costs per ounce was in line with 2016.


Table of Contents periodically, but no less than monthly.
Accordingly, the marketing component is considered earned and recognized in other revenues in the period of the mileage sale.
Upon application of the relative selling price method in 2013 for American’s Citibank modification, we reduced our travel component liability and recorded other revenue of approximately $31 million.
As a result of the change in the marketing component value when the relative selling price method is applied, we now defer less revenue per mile sold.
As of December 31, 2015 and 2014, American had $1.5 billion in deferred revenue from the sale of mileage credits (recorded within loyalty program liability on the consolidated balance sheets).
For the years ended December 31, 2015, 2014 and 2013, the marketing component of mileage sales recognized at the time of sale in other revenues was approximately $1.5 billion, $1.4 billion and $834 million, respectively.
A change to certain estimates used in the calculation of incremental cost could have a material impact on the liability.
A one percentage point increase or decrease in the percentage of travel awards redeemed on partner airlines would have an approximate $35 million impact on the liability as of December 31, 2015.
A 10% increase or decrease in the assumed price per gallon of fuel would have an approximate $12 million impact on the liability as of December 31, 2015.
A change to the estimated fair value of the transportation component could have a significant impact on revenue.
A 10% increase or decrease in the estimated fair value of the transportation component would have an approximately $75 million impact on revenue recognized in 2015.
The number of one way travel award redemptions during the year ended December 31, 2015, was 8.3 million representing 6.5% of our total mainline and regional RPMs during that period.
We believe displacement of revenue passengers is minimal given our load factors and our ability to manage loyalty program seat inventory.
Pensions and Retiree Medical and Other Postretirement Benefits We recognize the funded status (i. e. , the difference between the fair value of plan assets and the projected benefit obligations) of our pension and other postretirement plans in the consolidated balance sheet with a corresponding adjustment to accumulated other comprehensive income (loss).
Our pension and other postretirement benefit costs and liabilities are calculated using various actuarial assumptions and methodologies.
We use certain assumptions including, but not limited to, the selection of the: (i) discount rate; (ii) expected return on plan assets; (iii) expected health care cost trend rate and (iv) the estimated age of pilot retirement (as discussed below).
These assumptions as of December 31 were:


| As of December | $ in millions | Common shareholders’ equity | Deductions for goodwill and identifiable intangible assets, net of deferred tax liabilities | Deductions for investments in nonconsolidated financial institutions | Other adjustments | CET1 | Basel III Advanced RWAs | Basel III Advanced CET1 ratio | Standardized RWAs | Standardized CET1 ratio |


VF CORPORATION Consolidated Statements of Cash Flows
a) The cash flows related to discontinued operations have not been segregated, and remain included in the major classes of assets and liabilities.
Accordingly, the Consolidated Statements of Cash Flows include the results of continuing and discontinued operations.
See notes to consolidated financial statements.


HESS CORPORATION AND CONSOLIDATED SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  (Continued) In 2011, HOVENSA experienced continued substantial operating losses due to global economic conditions and competitive disadvantages versus other refiners, despite efforts to improve operating performance by reducing refining capacity to 350,000 from 500,000 barrels per day in the first half of the year.
Operating losses were also projected to continue.
In January 2012, HOVENSA announced a decision to shut down its refinery and operate the complex as an oil storage terminal.
As a result of these developments, HOVENSA prepared an impairment analysis as of December 31, 2011, which concluded that undiscounted future cash flows would not recover the carrying value of its long-lived assets, and recorded an impairment charge and other charges related to the decision to shut down the refinery.
For 2011, the Corporation recorded a total of $1,073 million of losses from its equity investment in HOVENSA.
These pre-tax losses included $875 million ($525 million after income taxes) due to the impairment recorded by HOVENSA and other charges associated with its decision to shut down the refinery.
The Corporations share of the impairment related losses recorded by HOVENSA represents an amount equivalent to the Corporations financial support to HOVENSA at December 31, 2011, its planned future funding commitments for costs related to the refinery shutdown, and a charge of $135 million for the write-off of related assets held by the subsidiary which owns the Corporations investment in HOVENSA.
At December 31, 2011, the Corporation has a liability of $487 million for its planned funding commitments, which is expected to be incurred in 2012.
A deferred income tax benefit of $350 million, consisting primarily of U. S.  income taxes, has been recorded on the Corporations share of HOVENSAs impairment and refinery shutdown related charges.
In December 2010, the Corporation recorded an impairment charge of $300 million before income taxes ($289 million after income taxes) to reduce the carrying value of its equity investment in HOVENSA to its fair value, which was recorded in Income (loss) from equity investment in HOVENSA L. L. C.  The investment had been adversely affected by consecutive annual operating losses resulting from continued weak refining margins and refinery utilization and a fourth quarter 2010 debt rating downgrade.
As a result of a strategic assessment in 2010, HOVENSA decided to lower crude oil refining capacity to 350,000 from 500,000 barrels per day in 2011.
The Corporation performed an impairment analysis and concluded that its investment had experienced an other than temporary decline in value.
The fair value was determined based on an income approach using estimated refined petroleum product selling prices and volumes, related costs of product sold, capital and operating expenditures and a market based discount rate (a Level 3 fair value measurement).
In February 2012, HOVENSA completed a tender offer to repurchase its outstanding tax exempt bonds at par.6.
Property, Plant and Equipment Property, plant and equipment at December 31 consist of the following


during the last half of the year, the unsecured consumer portfolios within Global Card Services experienced lower levels of delinquency and by the fourth quarter consumer credit began to stabilize and in some cases improve.
As part of our ongoing risk mitigation and consumer client support initiatives, we have been working with borrowers to modify their loans to terms that better align with their current ability to pay.
Under certain circumstances, we identify these as TDRs which are modifications where an economic concession is granted to a borrower experiencing financial difficulty.
For more information on TDRs and portfolio impacts, see Nonperforming Consumer Loans and Foreclosed Properties Activity beginning on page 74 and Note 6  Outstanding Loans and Leases to the Consolidated Financial Statements.
Table 17 presents our consumer loans and leases and our managed credit card portfolio, and related credit quality information.
Nonperforming loans do not include consumer credit card, consumer loans secured by personal property or unsecured consumer loans that are past due as these loans are generally charged off no later than the end of the month in which the account becomes 180 days past due.
Real estate-secured past due loans, repurchased pursuant to our servicing agreement with Government National Mortgage Association (GNMA) are not reported as nonperforming as repayments are insured by the Federal Housing Administration (FHA).
Additionally, nonperforming loans and accruing balances past due 90 days or more do not include the Countrywide purchased impaired loans even though the customer may be contractually past due.
Loans that were acquired from Countrywide that were considered impaired were written down to fair value upon acquisition.
In addition to being included in the Outstandings column in the following table, these loans are also shown separately, net of purchase accounting adjustments, for increased transparency in the Countrywide Purchased Impaired Loan Portfolio column.
For additional information, see Note 6  Outstanding Loans and Leases to the Consolidated Financial Statements.
Under certain circumstances, loans that were originally classified as discontinued real estate loans upon acquisition have been subsequently modified and are now included in the residential mortgage portfolio shown below.
The impact of the Countrywide portfolio on certain credit statistics is reported where appropriate.
Refer to the Countrywide Purchased Impaired Loan Portfolio discussion beginning on page 71 for more information.
Loans that were acquired from Merrill Lynch were recorded at fair value including those that were considered impaired upon acquisition.
The Merrill Lynch consumer purchased impaired loan portfolio did not materially alter the reported credit quality statistics of the consumer portfolios and is, therefore, excluded from the Countrywide Purchased Impaired Loan Portfolio column and discussion that follows.
In addition, the nonperforming loans and delinquency statistics presented below include the Merrill Lynch purchased impaired loan portfolio based on the customers performance under the contractual terms of the loan.
At December 31, 2009, consumer loans included $47.2 billion from Merrill Lynch of which $2.0 billion of residential mortgage and $146 million of home equity loans were included in the Merrill Lynch purchased impaired loan portfolio.
There were no reported net charge-offs on these loans during 2009 as the initial fair value at acquisition date already considered the estimated credit losses.


The employee-related costs included costs related to severance, benefits and outplacement services.
Real estate consolidation costs resulted from actions taken to reduce our occupancy costs through consolidation of leases and properties.
Information technology costs included transition fees related to the above-described expansion of our use of service providers.
In 2010, in connection with the program, we initiated the involuntary termination of 1,400 employees, or approximately 5% of our global workforce, which was substantially complete at the end of 2011.
In addition, in the third quarter of 2011, in connection with the expansion of our use of service providers associated with our information technology infrastructure and application maintenance and support, we identified 530 employees who will be provided with severance and outplacement services as their roles are eliminated.
As of December 31, 2011, in connection with the planned aggregate staff reductions of 1,930 employees described above, 1,332 employees had been involuntarily terminated and left State Street, including 782 employees in 2011.
In connection with our continued implementation of the business operations and information technology transformation program, we achieved approximately $86 million of annual pre-tax, run-rate expense savings in 2011 compared to 2010 run-rate expenses.
Excluding the expected aggregate restructuring charges of $400 million to $450 million described earlier, we expect the program to reduce our pre-tax expenses from operations, on an annualized basis, by approximately $575 million to $625 million by the end of 2014 compared to 2010, with the full effect realized in 2015.
Assuming all other things equal, we expect to achieve aggregate annual pre-tax expense savings of approximately $540 million by the end of 2014, for a total annual pre-tax expense savings of approximately $600 million to be realized in 2015.
We expect the business operations transformation component of the program to result in annual pre-tax expense savings of approximately $440 million in 2015, with the majority of these savings expected to be achieved by the end of 2013.
In addition, we expect the information technology transformation component of the program to result in annual pre-tax expense savings of approximately $160 million in 2015.
These annual pre-tax run-rate savings relate only to the business operations and information technology transformation program.
Our actual operating expenses may increase or decrease as a result of other factors.
The majority of the annualized savings will affect compensation and employee benefits expenses; these savings will be modestly offset by increases in information systems and communications expenses as we implement the program.2011 Expense Control Measures During the fourth quarter of 2011, in connection with expense control measures designed to calibrate our expenses to our outlook for our capital markets-facing businesses in 2012, we took two actions.
First, we


These surcharges will increase as NYSERDA increases its renewables energy purchases.
The NYSPSC issued an order in January 2010 formally increasing the RPS target to 30 percent by 2015 and requiring NYSPSC staff to develop a program to address the geographic balance of the RPS, setting-aside up to $30 million per year to be spent in the downstate region (including in the Utilities’ service territories) until 2015 for this purpose.
Large renewable resources are grid-connected and sell their energy output in the wholesale energy market administered by the NYISO.
As a result of the Utilities participation in the NYISO wholesale markets, a portion of the Utilities’ NYISO energy purchases are sourced from renewable resources.
The energy produced by customer-sited renewables offsets the energy which the Utilities would otherwise have procured, thereby reducing the overall level of non-renewable energy consumed.
In 2008, the NYSPSC issued an order authorizing the Utilities to begin implementing energy efficiency programs.
Costs of the programs will be recovered primarily through a separate non-bypassable charge.
Gas Operations Gas Facilities CECONY’s capitalized costs for utility plant, net of accumulated depreciation, for gas facilities, which are primarily distribution facilities, were $3,153 million and $2,892 million at December 31, 2010 and 2009, respectively.
CECONY’s gas sales and deliveries for the last five years were Natural gas is delivered by pipeline to CECONY at various points in its service territory and is distributed to customers by the company through an estimated 4,340 miles of mains and 385,396 service lines.
The company owns a natural gas liquefaction facility and storage tank at its Astoria property in Queens, New York.
The plant can store approximately 1,000 mdths of which a maximum of about 250 mdths can be withdrawn per day.
The company has about 1,226 mdths of additional natural gas storage capacity at a field in upstate New York, owned and operated by Honeoye Storage Corporation, a corporation 28.8 percent owned by CECONY and 71.2 percent owned by Con Edison Development.
Gas Sales and Deliveries The company generally recovers the cost of the gas that it buys and then sells to its firm sales customers.
It does not make any margin or profit on the gas it sells.
CECONY’s gas revenues are subject to a weather normalization clause and, effective October 2007, a revenue decoupling mechanism.
As a result, its gas delivery revenues are generally not affected by changes in delivery volumes from levels assumed when rates were approve


| In millions 2008 2007 2006 | New restaurants | Existing restaurants | Other-1 | Total capital expenditures | Total assets |


| Years Ended December 31, | (Dollars in millions) | 2010 | Attritional | Catastrophes | Total segment | 2009 | Attritional | Catastrophes | Total segment | 2008 | Attritional | Catastrophes | Total segment | Variance 2010/2009 | Attritional | Catastrophes | Total segment | Variance 2009/2008 | Attritional | Catastrophes | Total segment | (Some amounts may not reconcile due to rounding.) |


Entergy Corporation and Subsidiaries Management’s Financial Discussion and Analysis 26 Capital Expenditure Plans and Other Uses of Capital Following are the amounts of Entergy’s planned construction and other capital investments by operating segment for 2017 through 2019.


| Year Ended December 31, Change | (in thousands, except percentages) | Revenue: | Lease licenses | Perpetual licenses | Software licenses | Maintenance | Service | Maintenance and service | Total revenue |


assumptions used to calculate fair value also included a three-year risk-free rate of 4.735%, dividend yields of 2.3% to 5.2% for the peer group, volatility of 12.91% to 18.33% for the peer group, and Amerens maintenance of its $2.54 annual dividend over the performance period.
Restricted Stock Restricted stock awards in Ameren common stock were granted under the 1998 Plan from 2001 to 2005.
Restricted shares have the potential to vest over a sevenyear period from the date of grant if the company achieves certain performance levels.
An accelerated vesting provision included in this plan reduces the vesting period from seven years to three years if the earnings growth rate exceeds a prescribed level.
Stock Options Ameren Options in Ameren common stock were granted under the 1998 Plan at a price not less than the fair-market value of the common shares at the date of grant.
Granted options vest over a period of five years, beginning at the date of grant, and they permit accelerated exercising upon the occurrence of certain events, including retirement.
There have not been any stock options granted since December 31, 2000.
Outstanding options of 85,800 at December 31, 2008, expire on various dates through 2010.
There is no expense from stock options for the years ended December 31, 2008, 2007 and 2006, as all options granted were fully vested.


ADVANCE AUTO PARTS, INC.  AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS – (Continued) December 29, 2007, December 30, 2006 and December 31, 2005 (in thousands, except per share data) 11.
Stock Repurchase Program: During fiscal 2007, the Company's Board of Directors authorized a new stock repurchase program of up to $500,000 of the Company's common stock plus related expenses.
The new program cancelled and replaced the remaining portion of the previous $300,000 stock repurchase program.
The program allows the Company to repurchase its common stock on the open market or in privately negotiated transactions from time to time in accordance with the requirements of the Securities and Exchange Commission.
During fiscal 2007, the Company repurchased 8,341 shares of common stock at an aggregate cost of $285,869, or an average price of $34.27 per share, of which 1,330 shares of common stock were repurchased under the previous $300,000 stock repurchase program.
As of December 29, 2007, 77 shares have been repurchased at an aggregate cost of $2,959 and remained unsettled.
During fiscal 2007, the Company retired 6,329 shares previously repurchased under the stock repurchase programs.
At December 29, 2007, the Company had $260,567 remaining under the current stock repurchase program.
Subsequent to December 29, 2007, the Company repurchased 4,563 shares of common stock at an aggregate cost of $155,350, or an average price of $34.04 per share.
During fiscal 2006, the Company retired 5,117 shares of common stock which were previously repurchased under the Company’s prior stock repurchase program.
These shares were repurchased during fiscal 2006 and fiscal 2005 at an aggregate cost of $192,339, or an average price of $37.59 per share.12.
Income Taxes: As a result of the adoption of FIN 48 on December 31, 2006, the Company recorded an increase of $2,275 to the liability for unrecognized tax benefits and a corresponding decrease in its balance of retained earnings.
The following ta


Pipeline transportation – We own a system of pipelines through Marathon Pipe Line LLC (“MPL”) and Ohio River Pipe Line LLC (“ORPL”), our wholly-owned subsidiaries.
Our pipeline systems transport crude oil and refined products primarily in the Midwest and Gulf Coast regions to our refineries, our terminals and other pipeline systems.
Our MPL and ORPL wholly-owned and undivided interest common carrier systems consist of 1,737 miles of crude oil lines and 1,825 miles of refined product lines comprising 32 systems located in 11 states.
The MPL common carrier pipeline network is one of the largest petroleum pipeline systems in the United States, based on total barrels delivered.
Our common carrier pipeline systems are subject to state and Federal Energy Regulatory Commission regulations and guidelines, including published tariffs for the transportation of crude oil and refined products.
Third parties generated 13 percent of the crude oil and refined product shipments on our MPL and ORPL common carrier pipelines in 2009.
Our MPL and ORPL common carrier pipelines transported the volumes shown in the following table for each of the last three years.


| Dollars in millions For the Years Ended December 31, Components of Increase (Decrease) | 2018 | Operating revenue | Operating income | Operating margin % |


| Years ended December 31, | Cash Flow Data | Net income, adjusted to reconcile to net cash provided by operating activities1 | Net cash used in working capital2 | Changes in other non-current assets and liabilities | Net cash provided by operating activities | Net cash used in investing activities | Net cash used in financing activities |


| 2012 $29 | 2013 | 2014 | 2015 | 2016 | Thereafter | Total long-term debt |


| 2007 2006 2005 | Recurring tenant improvements | Recurring leasing costs | Building improvements | Totals |


| Derivative assets -1 Derivative liabilities -2 | December 31, 2009 | (in millions) | Derivatives designated as hedging instruments | Interest rate contracts | Foreign exchange contracts | Total derivatives designated as hedging instruments | Derivatives not designated as hedging instruments | Interest rate contracts | Foreign exchange contracts | Equity contracts | Credit contracts | Other contracts | Total derivatives not designated as hedging instruments | Total derivative instruments |


?
the ability to identify suitable acquisition candidates and the ability to finance such acquisitions, which depends upon the availability of adequate cash reserves from operations or of acceptable financing terms and the variability of our stock price; ?
our ability to integrate any acquired business operations, services, clients, and personnel; ?
the effect of our substantial leverage, which may limit the funds available to make acquisitions and invest in our business; ?
changes in, or the failure to comply with, government regulations, including privacy regulations; and ?
other risks detailed elsewhere in this Risk Factors section and in our other filings with the Securities and Exchange Commission.
We are not under any obligation (and expressly disclaim any such obligation) to update or alter our forwardlooking statements, whether as a result of new information, future events or otherwise.
You should carefully consider the possibility that actual results may differ materially from our forward-looking statements.
Item 1B.
Unresolved Staff Comments.
None.
Item 2.
Properties.
Our corporate headquarters are located in Jacksonville, Florida, in an owned facility.
FNF occupies and pays us rent for approximately 86,000 square feet in this facility.
We lease office space as follows:


The intrinsic value of a stock option is the amount by which the fair value of the underlying stock exceeds the exercise price of the option.
The total intrinsic value of options exercised was $70 million, $2 million and $5 million during the years ended December 31, 2010, 2009 and 2008, respectively.


Table 1: At December 31, 2016, 2015 and 2014, cumulative CVA reduced the derivative assets balance by $1.0 billion, $1.4 billion and $1.6 billion, cumulative FVA reduced the net derivatives balance by $296 million, $481 million and $497 million, and cumulative DVA reduced the derivative liabilities balance by $774 million, $750 million and $769 million, respectively
NOTE 6 Securitizations and Other Variable Interest Entities The Corporation utilizes VIEs in the ordinary course of business to support its own and its customers’ financing and investing needs.
The Corporation routinely securitizes loans and debt securities using VIEs as a source of funding for the Corporation and as a means of transferring the economic risk of the loans or debt securities to third parties.
The assets are transferred into a trust or other securitization vehicle such that the assets are legally isolated from the creditors of the Corporation and are not available to satisfy its obligations.
These assets can only be used to settle obligations of the trust or other securitization vehicle.
The Corporation also administers, structures or invests in other VIEs including CDOs, investment vehicles and other entities.
For more information on the Corporation’s utilization of VIEs, see Note 1 – Summary of Significant Accounting Principles.
The tables in this Note present the assets and liabilities of consolidated and unconsolidated VIEs at December 31, 2016 and 2015, in situations where the Corporation has continuing involvement with transferred assets or if the Corporation otherwise has a variable interest in the VIE.
The tables also present the Corporation’s maximum loss exposure at December 31, 2016 and 2015, resulting from its involvement with consolidated VIEs and unconsolidated VIEs in which the Corporation holds a variable interest.
The Corporation’s maximum loss exposure is based on the unlikely event that all of the assets in the VIEs become worthless and incorporates not only potential losses associated with assets recorded on the Consolidated Balance Sheet but also potential losses associated with off-balance sheet commitments, such as unfunded liquidity commitments and other contractual arrangements.
The Corporation’s maximum loss exposure does not include losses previously recognized through write-downs of assets.
As a result of new accounting guidance, which was effective on January 1, 2016, the Corporation identified certain limited partnerships and similar entities that are now considered to be VIEs and are included in the unconsolidated VIE tables in this Note at December 31, 2016.
The Corporation had a maximum loss exposure of $6.1 billion related to these VIEs, which had total assets of $16.7 billion.
The Corporation invests in ABS issued by third-party VIEs with which it has no other form of involvement and enters into certain commercial lending arrangements that may also incorporate the use of VIEs to hold collateral.
These securities and loans are included in Note 3 – Securities or Note 4 – Outstanding Loans and Leases.
In addition, the Corporation uses VIEs such as trust preferred securities trusts in connection with its funding activities.
For additional information, see Note 11 – Long-term Debt.
The Corporation uses VIEs, such as common trust funds managed within Global Wealth & Investment Management (GWIM), to provide investment opportunities for clients.
These VIEs, which are generally not consolidated by the Corporation, as applicable, are not included in the tables in this Note.
Except as described below, the Corporation did not provide financial support to consolidated or unconsolidated VIEs during 2016 or 2015 that it was not previously contractually required to provide, nor does it intend to do so.


| (Dollars in millions, except per share information; shares in thousands) 2004 2003 2002 | Earnings per common share | Net income | Preferred stock dividends | Net income available to common shareholders | Average common shares issued and outstanding | Earnings per common share | Diluted earnings per common share | Net income available to common shareholders | Convertible preferred stock dividends | Net income available to common shareholders and assumed conversions | Average common shares issued and outstanding | Dilutive potential common shares-1, 2 | Total diluted average common shares issued and outstanding | Diluted earnings per common share |


| Year Ended May 31, 2009 | Goodwill | Trademark | Other long-lived assets | Total | As of December 31, | 2017 | Consolidated Balance Sheet Data | Cash and cash equivalents | Margin deposits, guaranty funds and delivery contracts receivable-2 | Total current assets | Goodwill and other intangible assets, net-1 | Total assets | Margin deposits, guaranty funds and delivery contracts payable-2 | Total current liabilities | Short-term and long-term debt-1 | Equity-1 | Payments Due by Period | Total | Contractual Obligations: | Short-term and long-term debt and interest | Operating lease obligations | Purchase obligations | Total contractual cash obligations |


During fiscal 2012 we generated $1.2 billion in cash from operations.
We also received $349 million in cash from net sales of investments and $164 million from the issuance of common stock under employee stock plans.
During the same period we used $900 million in cash for the repurchase of shares of our common stock under our stock repurchase programs, $500 million to repay senior notes that became due in March 2012, $392 million for the acquisition of businesses (primarily Demandforce), $178 million for the payment of cash dividends, and $186 million for capital expenditures.


CRITICAL ACCOUNTING POLICIES AND ESTIMATES The preparation of our consolidated financial statements in accordance with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated financial statements, the reported amounts of revenues and expenses during the reporting periods and the related disclosures in the consolidated financial statements and accompanying footnotes.
We believe that of our significant accounting policies, which are described in Note 2: Basis of Presentation and Summary of Significant Accounting Policies in our consolidated financial statements, the following accounting policies are critical because they involve a higher degree of judgment, and the estimates required to be made were based on assumptions that are inherently uncertain.
As a result, these accounting policies could materially affect our financial position, results of operations, cash flows and related disclosures.
On an ongoing basis, we evaluate these estimates and judgments based on historical experiences and various other factors that are believed to reflect the current circumstances.
While we believe our estimates, assumptions and judgments are reasonable, they are based on information presently available.
Actual results may differ significantly from these estimates due to changes in judgments, assumptions and conditions as a result of unforeseen events or otherwise, which could have a material effect on our financial position or results of operations.
Management has discussed the development and selection of the following critical accounting policies and estimates with the audit committee of the board of directors.


eBay Inc.  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued) Employee Savings Plans We have a savings plan, which qualifies under Section 401(k) of the Internal Revenue Code.
Participating employees may contribute up to 25% of their annual salary, but not more than statutory limits.
In 2005 and 2006, we contributed one dollar for each dollar a participant contributed, with a maximum contribution of $1,500 per employee.
In 2007, we contributed one dollar for each dollar a participant contributed, with a maximum contribution of $2,000 per employee.
Our non-U.
S.  employees are covered by various other savings plans.
Our expenses for these plans were $8.6 million in 2005, $14.9 million in 2006 and $20.4 million in 2007.
Deferred Stock Unit Plan We have a deferred stock unit plan under which deferred stock units have to date, been granted non-employee directors elected to our Board of Directors after December 31, 2002.
Under this plan, each new director receives a one-time grant of deferred stock units equal to the result of dividing $150,000 by the fair market value of our common stock on the date of grant.
Each deferred stock unit constitutes an unfunded and unsecured promise by us to deliver one share of our common stock (or the equivalent value thereof in cash or property at our election).
Each deferred stock unit award granted to a new non-employee director upon election to the Board vests 25% one year from the date of grant, and at a rate of 2.08% per month thereafter.
If the services of the director are terminated at any time, all rights to the unvested deferred stock units shall also terminate.
In addition, directors may elect to receive, in lieu of annual retainer and committee chair fees and at the time these fees would otherwise be payable (i. e. , on a quarterly basis in arrears for services provided), fully vested deferred stock units with an initial value equal to the amount based on the fair market value of common stock at the date of grant.
Deferred stock units are payable following the termination of a director’s tenure as a director.
All eBay officers, directors and employees are eligible to receive awards under the plan, although, to date, awards have been made only to new non-employee directors.
As of December 31, 2007, 47,481 units have been awarded under this plan.
Valuation Assumptions We calculated the fair value of each option award on the date of grant using the Black-Scholes option pricing model.
The following weighted-average assumptions were used for each respective period:


| (In millions) 2010 2009 2008 | VESP and other charges(a) | Other unallocated Corporate income (expense), net: | FAS/CAS pension adjustment: | FAS pension expense | Less: CAS expense | FAS/CAS pension adjustment – income (expense) | Other items not considered in segment operating performance | Stock compensation expense | Other, net | Total other unallocated Corporate income (expense), net | $-979 |


| (in millions) December 31, 2016 December 31, 2015 | Cash and cash equivalents-1 | Cash and cash equivalents held by consolidated VREs-2 | Subtotal | Credit facility — undrawn | Total liquidity resources-3 |


payments on the loans to our consolidated special purpose entity, after which we transfer our beneficial interest in Trusts and the loans to 8 securitization trust.
The securitization trust meets the definition of a QSPE and is therefore not consolidated.
The securitization trust issues bonds, which are supported by the cash flows from the pooled loans, to third-party investors.
We retain an interest in the loans in the form of a trading residual interest and, therefore, usually assume the first risk of loss for credit losses in the loan pool.
As the cash flows of the underlying loans and market conditions change, the value of our trading residual interests may also change, resulting in potential write-ups or impairment of these residual interests.
At the settlement of each securitization, we record cash received and our residual interests.
Additionally, we reverse the beneficial interest in Trusts.
The resulting residual interests are classified as trading securities.
See Item 8, note 1 to our consolidated financial statements for our methodology used in valuing our residual interests.
To accelerate the cash receipts from our residual interests, we securitize the majority of our trading residual interests in net interest margin (NIM) transactions.
In a NIM transaction, the trading residual interests are transferred to another QSPE (NIM trust), which then issues bonds to third-party investors.
The proceeds from the bonds are returned to us as payment for the trading residual interests.
The bonds are secured by these pooled residual interests and are obligations of the NIM trust.
We retain a subordinated interest in the NIM trust, and receive cash flows on our residual interest generally after the NIM bonds issued to the thirdparty investors are paid in full.
At the settlement of each NIM transaction, we remove the trading residual interests sold from our consolidated balance sheet and record the cash received and the new residual interest retained.
These new residual interests are classified as available-for sale securities.
Available-for-sale residual interests retained from NIM securitizations may also be sold in a subsequent securitization or sale transaction.
In connection with the sale of mortgage loans, we provide certain representations and warranties allowing the purchaser the option of returning the purchased loans to us under certain conditions.
We may recognize losses as a result of the repurchase of loans under these arrangements.
We maintain reserves for the repurchase of loans based on historical trends.
See Item 8， note 16 to our consolidated financial statements.
Loans totaling $7.8 billion and $6.7 billion were held by the Trusts as of April 30, 2006 and 2005, respectively, and were not recorded on our consolidated balance sheets.
In August 2005, the Financial Accounting Standards Board (FASB) issued an exposure draft which amends Statement of Financial Accounting Standards No.140, “Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities.
This exposure draft seeks to clarify the derecognition requirements for financial assets and the initial measurement of interests related to transferred financial assets that are held by a .  transferor.
Our current off-balance sheet warehouse facilities (the Trusts) in our Mortgage Services segment would be required to be consolidated in our financial statements based on the provisions of the exposure draft.
We wil continue to monitor the status of the exposure draft.
The final standard for this exposure draft is scheduled to be issued in the first quarter of calendar year 2007.


| (in millions) 2007 2006 | AIG’s total borrowings | Less: | Junior subordinated debt | Liabilities connected to trust preferred stock | MIP matched notes and bonds payable | Series AIGFP matched notes and bonds payable | AIGFP | GIAs | Notes and bonds payable | Loans and mortgages payable | Hybrid financial instrument liabilities* | Borrowings not guaranteed by AIG | AIG’s net borrowings |


Retirement Benefits The Company sponsors defined benefit and defined contribution pension plans for eligible employees.
The defined benefit plans provide benefits for participating employees based on years of service and average compensation for a specified period of time before retirement.
The Company uses a December 31 measurement date for all of its defined benefit plans.
In addition, the Company provides certain postemployment benefits to its employees.
These benefits include disability-related and workers' compensation benefits for certain employees.
The Company accrues for the cost of such benefit expenses once an appropriate triggering event has occurred.


| Level 3 | Balance as of January 1, 2017 | Actual return on assets | Purchases, issuances and settlements, net | Balance as of December 31, 2017 |


Significant Customers Centene receives the majority of its revenues under contracts or subcontracts with state Medicaid managed care programs.
The contracts, which expire on various dates between June 30, 2007 and December 31, 2011, are expected to be renewed.
Contracts with the states of Georgia, Indiana, Kansas, Texas and Wisconsin each accounted for 15%, 15%, 10%, 17% and 16%, respectively, of the Companys revenues for the year ended December 31, 2006.
Reinsurance Centene has purchased reinsurance from third parties to cover eligible healthcare services.
The current reinsurance program covers 90% of inpatient healthcare expenses in excess of annual deductibles of $300 to $500 per member, up to an annual maximum of $2,000.
Centenes Medicaid Managed Care subsidiaries are responsible for inpatient charges in excess of an average daily per diem.
In addition, Bridgeway participates in a risk-sharing program as part of its contract with the State of Arizona for the reimbursement of certain contract service costs beyond a monetary threshold.
Reinsurance recoveries were $3,674, $4,014, and $3,730, in 2006, 2005, and 2004, respectively.
Reinsurance expenses were approximately $4,842, $4,105, and $6,724 in 2006, 2005, and 2004, respectively.
Reinsurance recoveries, net of expenses, are included in medical costs.


| Year ended December 31 (in millions) 2015 2014 2013 | Interest expense | Investment income (loss), net | Equity in net income (losses) of investees, net | Other income (expense), net | Total |


Printing Papers Demand for Printing Papers products is closely correlated with changes in commercial printing and advertising activity, direct mail volumes and, for uncoated cut-size products, with changes in whitecollar employment levels that affect the usage of copy and laser printer paper.
Principal cost drivers include manufacturing efficiency, raw material and energy costs and freight costs.
MetLife, Inc.  Notes to the Consolidated Financial Statements  (Continued) Set forth in the tables below is certain financial information with respect to the Companys segments, as well as Corporate & Other, for the years ended December 31, 2008, 2007 and 2006.
The accounting policies of the segments are the same as those of the Company, except for the method of capital allocation and the accounting for gains (losses) from intercompany sales, which are eliminated in consolidation.
The Company allocates equity to each segment based upon the economic capital model that allows the Company to effectively manage its capital.
The Company evaluates the performance of each segment based upon net income excluding net investment gains (losses), net of income tax, adjustments related to net investment gains (losses), net of income tax, the impact from the cumulative effect of changes in accounting, net of income tax and discontinued operations, other than discontinued real estate, net of income tax, less preferred stock dividends.
The Company allocates certain non-recurring items, such as expenses associated with certain legal proceedings, to Corporate & Other.


| Percent Change | For the years ended December 31, | In millions of dollars except per share amounts | Net Sales | Cost of Sales | Gross Profit | Gross Margin | SM&A Expense | SM&A Expense as a percent of net sales | Goodwill, Indefinite and Long-Lived Asset Impairment Charges | Business Realignment Costs | Operating Profit | Operating Profit Margin | Interest Expense, Net | Other (Income) Expense, Net | Provision for Income Taxes | Effective Income Tax Rate | Net Income Including Noncontrolling Interest | Less: Net Loss Attributable to Noncontrolling Interest | Net Income Attributable to The Hershey Company | Net Income Per Share—Diluted |


Liquidity and Capital Resources Our primary liquidity needs are to support working capital requirements, fund capital expenditures and service indebtedness, as well as to finance acquisitions, repurchase shares of our common stock and pay dividends to stockholders, as deemed appropriate.
Our principal sources of liquidity are cash on hand, cash flows from operating activities, availability under our credit facility and debt issuances in the capital markets.
Our operating income is generated by our subsidiaries.
There are no restrictions on the ability of our subsidiaries to pay dividends or make other distributions to Fortune Brands.
In December 2017, our Board of Directors increased the quarterly cash dividend by 11% to $0.20 per share of our common stock.
Our Board of Directors will continue to evaluate dividend payment opportunities on a quarterly basis.
There can be no assurance as to when and if future dividends will be paid, and at what level, because the payment of dividends is dependent on our financial condition, results of operations, cash flows, capital requirements and other factors deemed relevant by our Board of Directors.
We periodically review our portfolio of brands and evaluate potential strategic transactions to increase shareholder value.
However, we cannot predict whether or when we may enter into acquisitions, joint ventures or dispositions, make any purchases of shares of our common stock under our share repurchase program, or pay dividends, or what impact any such transactions could have on our results of operations, cash flows or financial condition, whether as a result of the issuance of debt or equity securities, or otherwise.
Our cash flows from operations, borrowing availability and overall liquidity are subject to certain risks and uncertainties, including those described in the section Item 1A.
Risk Factors.
 In June 2016, the Company amended and restated its credit agreement to combine and rollover the existing revolving credit facility and term loan into a new standalone $1.25 billion revolving credit facility.
This amendment and restatement of the credit agreement was a non-cash transaction for the Company.
Terms and conditions of the credit agreement, including the total commitment amount, essentially remained the same as under the 2011 credit agreement.
The revolving credit facility will mature in June 2021 and borrowings thereunder will be used for general corporate purposes.
On December 31, 2017 and December 31, 2016, our outstanding borrowings under these facilities were $615.0 million and $540.0 million, respectively.
At December 31, 2017 and December 31, 2016, the current portion of longterm debt was zero.
Interest rates under the facility are variable based on LIBOR at the time of the


Mortgage Loan Credit Quality - Monitoring Process.
We monitor our mortgage loan investments on an ongoing basis, including reviewing loans that are current, past due, restructured and under foreclosure.
See Note 8 of the Notes to the Consolidated Financial Statements for tables that present mortgage loans by credit quality indicator, past due and nonaccrual mortgage loans, as well as impaired mortgage loans.
See “— Real Estate and Real Estate Joint Ventures” for real estate acquired through foreclosure.
Commercial and Agricultural Mortgage Loans.
We review our commercial mortgage loans on an ongoing basis.
These reviews may include an analysis of the property financial statements and rent roll, lease rollover analysis, property inspections, market analysis, estimated valuations of the underlying collateral, loan-to-value ratios, debt service coverage ratios, and tenant creditworthiness.
The monitoring process focuses on higher risk loans, which include those that are classified as restructured, delinquent or in foreclosure, as well as loans with higher loan-to-value ratios and lower debt service coverage ratios.
The monitoring process for agricultural mortgage loans is generally similar, with a focus on higher risk loans, such as loans with higher loan-to-value ratios, including reviews on a geographic and sector basis.
Loan-to-value ratios and debt service coverage ratios are common measures in the assessment of the quality of commercial mortgage loans.
Loan-to-value ratios are a common measure in the assessment of the quality of agricultural mortgage loans.
Loan-to-value ratios compare the amount of the loan to the estimated fair value of the underlying collateral.
A loan-to-value ratio greater than 100% indicates that the loan amount is greater than the collateral value.
A loan-to-value ratio of less than 100% indicates an excess of collateral value over the loan amount.
Generally, the higher the loan-to-value ratio, the higher the risk of experiencing a credit loss.
The debt service coverage ratio compares a property’s net operating


The following table presents changes in the estimated fair value related to embedded derivatives:


| 2017 2016 2015 2014 | $1,633 |


| (Dollars in millions) 2008 2007 | Personnel | Occupancy | Equipment | Marketing | Professional fees | Amortization of intangibles | Data processing | Telecommunications | Other general operating | Merger and restructuring charges | Total noninterest expense |


| Jurisdiction As of December 2018 | U.S. Federal | New York State and City | United Kingdom | Japan | Hong Kong |


| Fiscal Year Ended October 31,-1(2) | 2011 | (in thousands, except per share data) | Revenue | Income before provisions for income taxes-3 | (Benefit) provision for income taxes(4) | Net income | Net income per share: | Basic | Diluted | Working capital | Total assets | Stockholders’ equity-5 |


| Amount | 2019 | 2020 | 2021 | 2022 | 2023 | Thereafter |


| Year ended December 31,(in millions) 2012 2011 2010 | Realized gains | Realized losses | Net realized gains(a) | OTTI losses | Credit-related(b) | Securities the Firm intends to sell(c) | Total OTTI losses recognized in income | Net securities gains |


| 2013 2012 2011 | (In millions) | Gross amounts of unrecognized tax benefits as of the beginning of the period | Increases related to prior period tax positions | Decreases related to prior period tax positions | Increases related to current period tax positions | Settlements | Gross amounts of unrecognized tax benefits as of the end of the period |


| ($ in millions) 2004 2003 2002 | Income Statement Summary | Sales | Pre-tax income on operations | Tax provision | Income on operations, net of tax | Pre-tax gain (loss) on disposal | Tax (provision) benefit | Gain (loss) on disposal, net of tax | Balance Sheet Summary | Property, plant and equipment | Goodwill | Other assets | Liabilities |


| As of December 31, 2009 | Deferred Amount (in millions) | Segment: | International Insurance | Asset Management | Corporate and Other | Total deferred gain (loss) |


| Year Ended December 31, | (in thousands) | Net customer additions (losses) | Branded postpaid phone customers | Branded postpaid mobile broadband customers | Total branded postpaid customers | Branded prepaid customers | Total branded customers | M2M customers | MVNO customers | Total wholesale customers | Total net customer additions | Acquired customers |


| For the Years Ended December 31, | 2012 | (in thousands) | Maintenance services and supplies |


MANAGEMENT’S DISCUSSION AND ANALYSISOF FINANCIAL CONDITION AND RESULTS OF OPERATIONS In 2008, ASP was flat compared to 2007.
By comparison, ASP decreased approximately 9% in 2007 anddecreased approximately 11% in 2006.
The segment has several large customers located throughout the world.
In 2008, aggregate net sales to thesegment’s five largest customers accounted for approximately 41% of the segment’s net sales.
Besides sellingdirectly to carriers and operators, the segment also sells products through a variety of third-party distributors andretailers, which accounted for approximately 24% of the segment’s net sales in 2008.
Although the U. S.  market continued to be the segment’s largest individual market, many of our customers,and 56% of the segment’s 2008 net sales, were outside the U. S.  In 2008, the largest of these internationalmarkets were Brazil, China and Mexico.
As the segment’s revenue transactions are largely denominated in local currencies, we are impacted by theweakening in the value of these local currencies against the U. S.  dollar.
A number of our more significantinternational markets, particularly in Latin America, were impacted by this trend in late 2008.
Home and Networks Mobility SegmentThe Home and Networks Mobility segment designs, manufactures, sells, installs and services: (i) digitalvideo, Internet Protocol video and broadcast network interactive set-tops, end-to-end video distribution systems,broadband access infrastructure platforms, and associated data and voice customer premise equipment to cabletelevision and telecom service providers (collectively, referred to as the ‘‘home business’’), and (ii) wireless accesssystems, including cellular infrastructure systems and wireless broadband systems, to wireless service providers(collectively, referred to as the ‘‘network business’’).
In 2009, the segment’s net sales represented 36% of theCompany’s consolidated net sales, compared to 33% in 2008 and 27% in 2007.


| Balance as of January 1, 2007 $— | Additions to tax positions related to the current year | Balance as of December 31, 2007 |


2016 compared to 2015 The $196 million increase in selling, general and administrative expenses in 2016 included a constant currency increase of $215 million, or 26.4%, partially offset by a positive impact of approximately $19 million from the effects of foreign currency fluctuations.
The constant currency growth was comprised of a $151 million increase in Commercial Solutions, which includes $158 million from the merger with IMS Health, partially offset by a decline in the legacy service offerings, a $32 million increase in Research & Development Solutions, which includes the incremental impact from the businesses that Quest contributed to Q2 Solutions, a $3 million increase in Integrated Engagement Services, and a $29 million increase in general corporate and unallocated expenses, which includes $37 million from the merger with IMS Health.
The constant currency increase in general corporate and unallocated expenses in 2016 was primarily due to higher stock-based compensation expense.2015 compared to 2014 The $34 million increase in selling, general and administrative expenses in 2015 included a constant currency increase of $74 million, or 9.5%, partially offset by a positive impact of approximately $42 million from the effects of foreign currency fluctuations.
The constant currency growth was comprised of a $14 million increase in Commercial Solutions, which included the impact from the Encore acquisition which closed in July 2014, a $40 million increase in Research & Development Solutions, which included the incremental impact from the businesses that Quest contributed to Q2 Solutions, a $4 million increase in Integrated Engagement Services, and a $14 million increase in general corporate and unallocated expenses.
The constant currency increase in general corporate and unallocated expenses in 2015 was primarily due to higher stock-based compensation expense and costs associated with the Q2 Solutions transaction.


| 2013 2012 2011 | Expected volatility | Risk-free interest rate | Dividend yield | Expected life (in years) | Contractual life (in years) |


OUTLOOK Ameren seeks to earn competitive returns on its investments in its businesses.
Ameren Missouri and Ameren Illinois are seeking to improve their regulatory frameworks and cost recovery mechanisms.
At the same time, Ameren’s rate-regulated businesses are pursuing constructive regulatory outcomes within existing frameworks and are seeking to align their overall spending, both operating and capital, with economic conditions and cash flows provided by their regulators.
Consequently, Ameren’s rate-regulated businesses expect to narrow the historic gap between allowed and earned returns on equity.
Ameren’s Merchant Generation segment maintains a fleet of competitive coal-fired and natural gas generating assets.
Ameren’s merchant generation strategy is to position itself as a low-cost provider and to benefit from an expected future recovery of power prices.
Ameren intends to allocate its capital resources to those business opportunities, including electric and natural gas transmission, that offer the most attractive risk-adjusted return potential.
Below are some key trends, events, and uncertainties that are reasonably likely to affect the Ameren Companies’ financial condition, results of operations, or liquidity as well as their ability to achieve strategic and financial objectives for 2012 and beyond.
Rate-Regulated Operations ‰ Ameren’s strategy for earning competitive returns on its rate-regulated investments involves meeting customer energy needs in an efficient fashion, working to enhance regulatory frameworks, making timely and well-supported rate filings, and aligning overall spending with those rate case outcomes, economic conditions and return opportunities.
‰ The IEIMA, enacted late in 2011, provides for a performance-based formula ratemaking framework for electric delivery utilities in Illinois.
On January 3, 2012, Ameren Illinois elected to participate in this regulatory framework by making its initial performance-based formula rate filing with the ICC.
We believe that our


| December 31, 2008 December 31, 2007 | Carrying amount | ($ in millions) | Fixed maturity securities — Public | Equity securities | Mortgage loans — Residential | Real estate | Policy loans | Other investments | Total invested assets | Cash and cash equivalents | Total invested assets and cash |


sale of properties with a net book value of $66 million, for cash proceeds of $210 million, resulting in a gain, net of direct selling costs, of $142 million.
In fiscal 2018 and 2017, our continuing involvement with properties subject to a sale-leaseback arrangement entered into in fiscal 2016 ended, and as a result we recorded non-cash sales of properties, extinguished the associated financing obligations and recognized gains of $76 million and $10 million, respectively.
Other Income, Net (in millions, except percentages) The components of other income, net were as follows:


| For the Years Ended December 31, | (Millions of Dollars) | Operating revenues | Gas purchased for resale | Other operations and maintenance | Depreciation and amortization | Taxes, other than income taxes | Gas operating income | Thousands of Dt Delivered | For the Years Ended | Description | Residential | General | Firm transportation | Total firm sales and transportation | Interruptible sales (c) | NYPA | Generation plants | Other | Other operating revenues (d) | Total |


THE GOLDMAN SACHS GROUP, INC.  AND SUBSIDIARIES Notes to Consolidated Financial Statements In connection with the firm’s prime brokerage and clearing businesses, the firm agrees to clear and settle on behalf of its clients the transactions entered into by them with other brokerage firms.
The firm’s obligations in respect of such transactions are secured by the assets in the client’s account as well as any proceeds received from the transactions cleared and settled by the firm on behalf of the client.
In connection with joint venture investments, the firm may issue loan guarantees under which it may be liable in the event of fraud, misappropriation, environmental liabilities and certain other matters involving the borrower.
The firm is unable to develop an estimate of the maximum payout under these guarantees and indemnifications.
However, management believes that it is unlikely the firm will have to make any material payments under these arrangements, and no material liabilities related to these guarantees and indemnifications have been recognized in the consolidated statements of financial condition as of December 2016 and December 2015.
Other Representations, Warranties and Indemnifications.
The firm provides representations and warranties to counterparties in connection with a variety of commercial transactions and occasionally indemnifies them against potential losses caused by the breach of those representations and warranties.
The firm may also provide indemnifications protecting against changes in or adverse application of certain U. S.  tax laws in connection with ordinary-course transactions such as securities issuances, borrowings or derivatives.
In addition, the firm may provide indemnifications to some counterparties to protect them in the event additional taxes are owed or payments are withheld, due either to a change in or an adverse application of certain non-U.
S.  tax laws.
These indemnifications generally are standard contractual terms and are entered into in the ordinary course of business.
Generally, there are no stated or notional amounts included in these indemnifications, and the contingencies triggering the obligation to indemnify are not expected to occur.
The firm is unable to develop an estimate of the maximum payout under these guarantees and indemnifications.
However, management believes that it is unlikely the firm will have to make any material payments under these arrangements, and no material liabilities related to these arrangements have been recognized in the consolidated statements of financial condition as of December 2016 and December 2015.
Guarantees of Subsidiaries.
Group Inc.  fully and unconditionally guarantees the securities issued by GS Finance Corp. , a wholly-owned finance subsidiary of the firm.
Group Inc.  has guaranteed the payment obligations of Goldman, Sachs & Co.  (GS&Co. )
and GS Bank USA, subject to certain exceptions.
In addition, Group Inc.  guarantees many of the obligations of its other consolidated subsidiaries on a transaction-by-transaction basis, as negotiated with counterparties.
Group Inc.  is unable to develop an estimate of the maximum payout under its subsidiary guarantees; however, because these guaranteed obligations are also obligations of consolidated subsidiaries, Group Inc. ’s liabilities as guarantor are not separately disclosed.
Note 19.
Shareholders’ Equity Common Equity Dividends declared per common share were $2.60 in 2016, $2.55 in 2015 and $2.25 in 2014.
On January 17, 2017, Group Inc.  declared a dividend of $0.65 per common share to be paid on March 30, 2017 to common shareholders of record on March 2, 2017.
The firm’s share repurchase program is intended to help maintain the appropriate level of common equity.
The share repurchase program is effected primarily through regular open-market purchases (which may include repurchase plans designed to comply with Rule 10b5-1), the amounts and timing of which are determined primarily by the firm’s current and projected capital position, but which may also be influenced by general market conditions and the prevailing price and trading volumes of the firm’s common stock.
Prior to repurchasing common stock, the firm must receive confirmation that the Federal Reserve Board does not object to such capital actions.
The table below presents the amount of common stock repurchased by the firm under the share repurchase program.


| Con Edison CECONY | (Millions of Dollars) | Deferred tax liabilities: | Property basis differences | Unrecognized pension and other postretirement costs | Regulatory asset – future income tax | Environmental remediation costs | Deferred storm costs | Equity investmentsOther regulatory assets | Unamortized investment tax credits | Total deferred tax liabilities and investment tax credits | Deferred tax assets: | Accrued pension and other postretirement costsRegulatory liabilities | Superfund and other environmental costs | Asset retirement obligations | Loss carryforwards | Loss carryforwards, valuation reserve | Other | Total deferred tax assets | Net deferred tax liabilities and investment tax credits | Deferred income taxes and investment tax credits – noncurrent | Deferred tax assets – current | Net deferred tax liabilities and investment tax credits |


| Rating equivalent 2016 2015(a) | December 31,(in millions, except ratios) | AAA/Aaa to AA-/Aa3 | A+/A1 to A-/A3 | BBB+/Baa1 to BBB-/Baa3 | BB+/Ba1 to B-/B3 | CCC+/Caa1 and below | Total |


MARATHON OIL CORPORATION Notes to Consolidated Financial Statements Testing goodwill for impairment is a two step process.
The first step of the goodwill impairment test, used to identify potential impairment, compares the fair value of a reporting unit with its carrying amount, including goodwill.
If the fair value of a reporting unit exceeds its carrying amount, goodwill of the reporting unit is not considered to be impaired, thus the second step of the impairment test is unnecessary.
If the carrying amount of a reporting unit exceeds its fair value, the second step of the goodwill impairment test is performed to measure the amount of impairment, if any.
Our fourth quarter 2008 fair value estimate for the OSM reporting unit was less than the carrying amount.
The second step of the goodwill impairment test, used to measure the amount of impairment loss, compares the implied fair value of reporting unit goodwill with the carrying amount of that goodwill.
The implied fair value of goodwill shall be determined in the same manner as the amount of goodwill recognized in a business combination.
This requires a hypothetical purchase price to be established as if the fair value of the reporting unit was the current price paid to acquire the reporting unit.
To determine what the implied fair value of the recorded goodwill would be, the fair value for that reporting unit is hypothetically allocated to all assets and liabilities within that reporting unit.
If the carrying amount of reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment loss is required to be recognized in an amount equal to that excess.
The second step in the goodwill impairment process indicated there was no remaining implied fair value of goodwill as of December 31, 2008, for the OSM reporting unit.
This was largely due to the recent disruption in the credit and equity markets, which impacts discount rate assumptions, a change in the timing of expected production and the decline in commodity prices.
As a result, a $1,412 million impairment of goodwill for the OSM reporting unit was recorded and reported on a separate line of our consolidated statement of income for 2008.
While the fair values of our other reporting units exceed the carrying value at the present time, should market conditions deteriorate or commodity prices decline, the goodwill of our other reporting units could require impairment.
The changes in the carrying amount of goodwill for the years ended December 31, 2009, and 2008, were as follows


| Payments due by period | Total | (In thousands) | Operating leases | Capital leases | Foreign currencyforward contract | $51,884 |


Notes to the Consolidated Financial Statements costs related to these notes, which totaled $17 million, will be amortized to interest expense over the respective terms of the notes.
In August 2010, PPG entered into a three-year credit agreement with several banks and financial institutions (the
2010 Credit Agreement) which was subsequently terminated in July 2012.
The 2010 Credit Agreement provided for a $1.2 billion unsecured revolving credit facility.
In connection with entering into the 2010 Credit Agreement, the Company Notes to the Consolidated Financial Statements costs related to these notes, which totaled $17 million, will be amortized to interest expense over the respective terms of the notes.
In August 2010, PPG entered into a three-year credit agreement with several banks and financial institutions (the
2010 Credit Agreement) which was subsequently terminated in July 2012.
The 2010 Credit Agreement provided for a $1.2 billion unsecured revolving credit facility.
In connection with entering into the 2010 Credit Agreement, the Company terminated its ¬650 million and its $1 billion revolving credit facilities that were each set to expire in 2011.
There were no outstanding amounts due under either revolving facility at the times of their termination.
The 2010 Credit Agreement was set to terminate on August 5, 2013.
PPGÂ¡Â¯s non-U.
S.  operations have uncommitted lines of credit totaling $705 million of which $34 million was used as of December 31, 2012.
These uncommitted lines of credit are subject to cancellation at any time and are generally not subject to any commitment fees.
Short-term debt outstanding as of December 31, 2012 and 2011, was as follows:


| (In millions) United States Europe Africa OtherInt’l ContinuingOperations DiscontinuedOperations Total | 2007 | Proved | Unproved | Exploration | Development(b) | Capitalized asset retirement costs(c) | Total | 2006 | Proved | Unproved | Exploration | Development(b) | Capitalized asset retirement costs(c) | Total | 2005 | Proved | Unproved | Exploration | Development(b) | Capitalized asset retirement costs(c) | Total |


CITICORP Citicorp is the company’s global bank for consumers and businesses and represents Citi’s core franchise.
Citicorp is focused on providing best-in-class products and services to customers and leveraging Citigroup’s unparalleled global network.
Citicorp is physically present in nearly 100 countries, many for over 100 years, and offers services in over 140 countries.
Citi believes this global network provides a strong foundation for servicing the broad financial services needs of large multinational clients and for meeting the needs of retail, private banking and commercial customers around the world.
Citigroup’s global footprint provides coverage of the world’s emerging economies, which the company believes represents a strong area of growth.
As discussed in the “Executive Summary,” Citicorp remained profitable in 2008 and 2009, despite very difficult market conditions.
At December 31, 2009, Citicorp had approximately $1.1 trillion of assets and $731billion of deposits, representing approximately 60% of Citi’s total assets and approximately 90% of its deposits.
Citicorp consists of the following businesses: Regional Consumer Banking (which includes retail banking and Citi-branded cards in four regions—North America, EMEA, Latin America and Asia) and Institutional Clients Group (which includes Securities and Banking and Transaction Services).


| 2018 2017 2016 | Initial health care trend rate | Ultimate trend rate | Year ultimate trend rate is reached | December 31, 2018 | (In millions) | U.S. | Cash and cash equivalents(a) | Equity securities: | Common stock | Private equity | Pooled funds | Fixed income securities: | Corporate | Government | Pooled funds | Other | Total investments, at fair value | Commingled funds(b) | Total investments |


| December 31 | (Dollars in millions) | Consumer | Residential mortgage-1 | Home equity | U.S. credit card | Non-U.S. credit card | Direct/Indirect consumer-2 | Other consumer-3 | Total consumer loans excluding loans accounted for under the fair value option | Consumer loans accounted for under the fair value option-4 | Total consumer | Commercial | U.S. commercial-5 | Commercial real estate-6 | Commercial lease financing | Non-U.S. commercial | Total commercial loans excluding loans accounted for under the fair value option | Commercial loans accounted for under the fair value option-4 | Total commercial | Total loans and leases |


(i) Represents the difference between the contract amount and the cash flow in U. S.  dollars which would have been receivable had the foreign currency forward exchange contracts been entered into on December 31, 2015 at the forward exchange rates prevailing at that date.
Income earned within foreign subsidiaries outside of the United Kingdom is generally offset by expenses in the same local currency but the Company does have exposure to foreign exchange movements on the net income of these entities.
Interest Rate Risk The Company has access to (i) $800 million under a revolving credit facility expiring July 23, 2018, (ii) $400 million under a revolving credit facility expiring April 28, 2017, with a repayment date of April 28, 2018, which will be available for regulatory capital purposes related to securities underwriting only, and (iii) $20 million available under another revolving credit facility which is only available for specific regulatory purposes.
As of December 31, 2016, $238 million was drawn on these facilities.
We are also subject to market risk from exposure to changes in interest rates based on our investing activities where our primary interest rate risk arises from changes in short-term interest rates in both U. S.  dollars and Pounds sterling.
As a result of our operating activities, we receive cash for premiums and claims which we deposit in short-term investments denominated in U. S.  dollars and other currencies.
We earn interest on these funds, which is included in our consolidated financial statements as interest income.
These funds are regulated in terms of access and the instruments in which they may be invested, most of which are short-term in maturity.
During the year ended December 31, 2015, the Company, in order to manage interest rate risk arising from these financial assets, entered into interest rate swaps to receive a fixed rate of interest and pay a variable rate of interest.
The use of interest rate contracts essentially converted groups of short-term variable rate investments to fixed rates.
These derivatives were designated as hedging instruments and were for a total notional amount of $300 million.
The table below provides information about our derivative instruments and other financial instruments that are sensitive to changes in interest rates.
For interest rate swaps, the table presents notional principal amounts and average interest rates analyzed by expected maturity dates.
Notional principal amounts are used to calculate the contractual payments to be exchanged under the contracts.
The duration of the interest rate swaps was three years, with re-fixing periods of three months.
Average fixed and variable rates are, respectively, the weighted-average actual and market rates for the interest rate hedges in place.
Market rates are the rates prevailing at December 31, 2016 or 2015, as appropriate.
We have evaluated the need for a sensitivity analysis, and based on the Company's debt, we believe this to be immaterial.


| (for the year ended December 31, in millions) 2010 2009 2008 % of Total 2010 | By product line: | Automobile | Homeowners and Other | Total Personal Insurance |


| Years ended December 31, | Cash Flow Data | Net income, adjusted to reconcile net income to net cashprovided by operating activities1 | Net cash used in working capital ² | Changes in other non-current assets and liabilities using cash | Net cash provided by operating activities | Net cash used in investing activities | Net cash (used in) provided by financing activities |


Intangibles  Goodwill and Other: Testing Goodwill for Impairment In September 2011, an accounting standard update was issued that allows entities an option to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test.
This standard is effective for annual and interim goodwill impairment testing beginning January 1, 2012.
This standard will not have an impact on our financial condition, results of operations and cash flows.
NOTE 2: Merger and Acquisitions Holly - Frontier Merger On February 21, 2011, we entered into a merger agreement providing for a merger of equals business combination between us and Frontier for purposes of creating a more diversified company having a broader geographic sales footprint, stronger financial position and to create a more efficient corporate overhead structure, while also realizing synergies and promoting accretion to earnings per share.
The legacy Frontier business operations consist of crude oil refining and the wholesale marketing of refined petroleum products produced at the El Dorado and Cheyenne Refineries and serve markets in the Rocky Mountain and Plains States regions of the United States.
On July 1, 2011, North Acquisition, Inc. , a direct wholly-owned subsidiary of Holly, merged with and into Frontier, with Frontier surviving as a wholly-owned subsidiary of Holly.
Concurrent with the merger, we changed our name to HollyFrontier Corporation and changed the ticker symbol for our common stock traded on the New York Stock Exchange to HFC.
 Subsequent to the merger and following approval by the post-closing board of directors of HollyFrontier, Frontier merged with and into HollyFrontier, with HollyFrontier continuing as the surviving corporation.
In accordance with the merger agreement, we issued 102.8 million shares of HollyFrontier common stock in exchange for outstanding shares of Frontier common stock to former Frontier stockholders.
Each outstanding share of Frontier common stock was converted into 0.4811 shares of HollyFrontier common stock with any fractional shares paid in cash.
The aggregate consideration paid in stock in connection with the merger was $3.7 billion.
This is based on our July 1, 2011 market closing price of $35.93 and includes a portion of the fair value of the outstanding equity-based awards assumed from Frontier that relates to pre-merger services.
The number of shares issued in connection with our merger with Frontier and the closing market price of our common stock at July 1, 2011 have been adjusted to reflect the two-for-one stock split on August 31, 2011.
The merger has been accounted for using the acquisition method of accounting with Holly being considered the acquirer of Frontier for accounting purposes.
Therefore, the purchase price was allocated to the fair value of the acquired assets and assumed liabilities at the acquisition date, with the excess purchase price being recorded as goodwill.
The goodwill resulting from the merger is primarily due to the favorable location of the acquired refining facilities and the expected synergies to be gained from our combined business operations.
Goodwill related to this merger is not deductible for income tax purposes.
The following table summarizes our fair value estimates of the Frontier assets and liabilities recognized upon our merger on July 1, 2011:


| Years endedDecember 31, | 2011 | Southern California | Northern California | Seattle Metro | Number of Properties | 2011 | Property Revenues($ in thousands) | 2011/2010 Same-Properties: | Southern California | Northern California | Seattle Metro | Total 2011/2010 Same-Property revenues | 2011/2010 Non-Same Property Revenues -1 | Total property revenues | 2011 | Interest income | Gains on sales of marketable securities | Tax benefit - Taxable REIT Subsidiary | Other income | $17,139 |


The following table provides a roll forward of the claims and benefits payable for the Company’s group term life, group disability, medical and property and warranty lines of business.
These are the Company’s product lines with the most significant short duration claims and benefits payable balances.
Medical also includes business classified as long duration because the methodology used for setting claims and benefits payable is similar to that for short duration Medical.
The majority of the Company’s credit life and disability claims and benefits payable are ceded to reinsurers.
The Company’s net retained credit life and disability claims and benefits payable were $115,873 and $121,122 at December 31, 2005 and 2004, respectively


| December 31, 2006 December 31, 2005 | Type | (In millions) | Real estateheld-for-investment | Real estate joint venturesheld-for-investment | Foreclosed real estateheld-for-investment | 4,979 | Real estateheld-for-sale | Total real estate, real estate joint ventures and real estateheld-for-sale |


ASC Topic 260, ?Earnings Per Share?
(?ASC Topic 260?)
requires companies with unvested participating securities to utilize a two-class method for the computation of net income attributable to Company per share.
The two-class method requires a portion of net income attributable to Company to be allocated to participating securities, which are unvested awards of share-based payments with non-forfeitable rights to receive dividends or dividend equivalents, if declared.
Net income attributable to Company allocated to these participating securities was immaterial for the years ended December 31, 2011, 2010 and 2009 and therefore not excluded from Net income attributable to Company per share calculation.
The Company had stock options outstanding that were anti-dilutive totaling 3 million, 8 million, and 4 million at December 31, 2011, 2010 and 2009, respectively.


Multi-Employer Pension Plans The Company participates in various multi-employer pension plans.
Multi-employer pension plans are designed to cover employees from multiple employers and are typically established under collective bargaining agreements.
These plans allow multiple employers to pool their pension resources and realize efficiencies associated with the daily administration of the plan.
Multi-employer plans are generally governed by a board of trustees composed of management and labor representatives and are funded through employer contributions.
The Company’s expense for multi-employer pension plans totaled $6 million, $35 million and $41 million in 2018, 2017 and 2016, respectively.
The decrease in 2018 was primarily driven by the refranchising of certain bottling territories in the United States during


| Year Ended December 31, 2010 | 2009 | Weighted average fair value of options granted | Weighted average risk-free interest rates | Weighted average expected option lives (in years) | Weighted average expected volatility | Weighted average expected dividend yield |


| Year Ended | September 30, 2007 | ($ in 000's) | Revenues | Securities Commissions and | Investment Banking Fees | Investment Advisory Fees | Interest Income | Trading Profits | Other | Total Revenues | Interest Expense | Net Revenues | Non-Interest Expense | Compensation Expense | Other Expense | Total Non-Interest Expense | Minority Interest | Pre-tax Earnings |