| _id | dd4be1700 |
| title |  |
| text | credit commitments and lines of credit the table below summarizes citigroup 2019s credit commitments : in millions of dollars u.s .
outside of u.s .
december 31 , december 31 .

the majority of unused commitments are contingent upon customers maintaining specific credit standards .
commercial commitments generally have floating interest rates and fixed expiration dates and may require payment of fees .
such fees ( net of certain direct costs ) are deferred and , upon exercise of the commitment , amortized over the life of the loan or , if exercise is deemed remote , amortized over the commitment period .

commercial and similar letters of credit a commercial letter of credit is an instrument by which citigroup substitutes its credit for that of a customer to enable the customer to finance the purchase of goods or to incur other commitments .
citigroup issues a letter on behalf of its client to a supplier and agrees to pay the supplier upon presentation of documentary evidence that the supplier has performed in accordance with the terms of the letter of credit .

when a letter of credit is drawn , the customer is then required to reimburse citigroup .
one- to four-family residential mortgages a one- to four-family residential mortgage commitment is a written confirmation from citigroup to a seller of a property that the bank will advance the specified sums enabling the buyer to complete the purchase .

revolving open-end loans secured by one- to four-family residential properties revolving open-end loans secured by one- to four-family residential properties are essentially home equity lines of credit .
a home equity line of credit is a loan secured by a primary residence or second home to the extent of the excess of fair market value over the debt outstanding for the first mortgage .

commercial real estate , construction and land development commercial real estate , construction and land development include unused portions of commitments to extend credit for the purpose of financing commercial and multifamily residential properties as well as land development projects .
both secured-by-real-estate and unsecured commitments are included in this line , as well as undistributed loan proceeds , where there is an obligation to advance for construction progress payments .

however , this line only includes those extensions of credit that , once funded , will be classified as total loans , net on the consolidated balance sheet .
credit card lines citigroup provides credit to customers by issuing credit cards .
the credit card lines are cancelable by providing notice to the cardholder or without such notice as permitted by local law .

commercial and other consumer loan commitments commercial and other consumer loan commitments include overdraft and liquidity facilities as well as commercial commitments to make or purchase loans , purchase third-party receivables , provide note issuance or revolving underwriting facilities and invest in the form of equity .

other commitments and contingencies other commitments and contingencies include committed or unsettled regular-way reverse repurchase agreements and all other transactions related to commitments and contingencies not reported on the lines above .

unsettled reverse repurchase and securities lending agreements and unsettled repurchase and securities borrowing agreements in addition , in the normal course of business , citigroup enters into reverse repurchase and securities borrowing agreements , as well as repurchase and securities lending agreements , which settle at a future date .

at december 31 , 2018 , and 2017 , citigroup had $ 36.1 billion and $ 35.0 billion unsettled reverse repurchase and securities borrowing agreements , respectively , and $ 30.7 billion and $ 19.1 billion unsettled repurchase and securities lending agreements , respectively .

for a further discussion of securities purchased under agreements to resell and securities borrowed , and securities sold under agreements to repurchase and securities loaned , including the company 2019s policy for offsetting repurchase and reverse repurchase agreements , see note 11 to the consolidated financial statements.

 |
| table | in millions of dollars                                                         | u.s .    | outside ofu.s . | december 312018 | december 31 2017
------------------------------------------------------------------------------ | -------- | --------------- | --------------- | ----------------
commercial and similar letters of credit                                       | $ 823    | $ 4638          | $ 5461          | $ 5000
one- to four-family residential mortgages                                      | 1056     | 1615            | 2671            | 2674
revolving open-end loans secured by one- to four-family residential properties | 10019    | 1355            | 11374           | 12323
commercial real estate construction and land development                       | 9565     | 1728            | 11293           | 11151
credit card lines                                                              | 605857   | 90150           | 696007          | 678300
commercial and other consumer loan commitments                                 | 185849   | 102918          | 288767          | 272655
other commitments and contingencies                                            | 2560     | 761             | 3321            | 3071
total                                                                          | $ 815729 | $ 203165        | $ 1018894       | $ 985174 |


| _id | dd4bff188 |
| title |  |
| text | mastercard incorporated notes to consolidated financial statements 2014 ( continued ) ( in thousands , except percent and per share data ) note 17 .
commitments at december 31 , 2008 , the company had the following future minimum payments due under non-cancelable agreements : capital leases operating leases sponsorship , licensing & .

included in the table above are capital leases with imputed interest expense of $ 9483 and a net present value of minimum lease payments of $ 42343 .
in addition , at december 31 , 2008 , $ 92300 of the future minimum payments in the table above for leases , sponsorship , licensing and other agreements was accrued .

consolidated rental expense for the company 2019s office space , which is recognized on a straight line basis over the life of the lease , was approximately $ 42905 , $ 35614 and $ 31467 for the years ended december 31 , 2008 , 2007 and 2006 , respectively .
consolidated lease expense for automobiles , computer equipment and office equipment was $ 7694 , $ 7679 and $ 8419 for the years ended december 31 , 2008 , 2007 and 2006 , respectively .

in january 2003 , mastercard purchased a building in kansas city , missouri for approximately $ 23572 .
the building is a co-processing data center which replaced a back-up data center in lake success , new york .
during 2003 , mastercard entered into agreements with the city of kansas city for ( i ) the sale-leaseback of the building and related equipment which totaled $ 36382 and ( ii ) the purchase of municipal bonds for the same amount which have been classified as municipal bonds held-to-maturity .

the agreements enabled mastercard to secure state and local financial benefits .
no gain or loss was recorded in connection with the agreements .
the leaseback has been accounted for as a capital lease as the agreement contains a bargain purchase option at the end of the ten-year lease term on april 1 , 2013 .
the building and related equipment are being depreciated over their estimated economic life in accordance with the company 2019s policy .

rent of $ 1819 is due annually and is equal to the interest due on the municipal bonds .
the future minimum lease payments are $ 45781 and are included in the table above .
a portion of the building was subleased to the original building owner for a five-year term with a renewal option .
as of december 31 , 2008 , the future minimum sublease rental income is $ 4416 .
note 18 .
obligations under litigation settlements on october 27 , 2008 , mastercard and visa inc .

( 201cvisa 201d ) entered into a settlement agreement ( the 201cdiscover settlement 201d ) with discover financial services , inc .
( 201cdiscover 201d ) relating to the u.s .
federal antitrust litigation amongst the parties .
the discover settlement ended all litigation between the parties for a total of $ 2750000 .
in july 2008 , mastercard and visa had entered into a judgment sharing agreement that allocated responsibility for any judgment or settlement of the discover action between the parties .

accordingly , the mastercard share of the discover settlement was $ 862500 , which was paid to discover in november 2008 .
in addition , in connection with the discover settlement , morgan stanley , discover 2019s former parent company , paid mastercard $ 35000 in november 2008 , pursuant to a separate agreement .
the net impact of $ 827500 is included in litigation settlements for the year ended december 31 , 2008.

 |
| table | | total    | capital leases | operating leases | sponsorship licensing & other
---------- | -------- | -------------- | ---------------- | -----------------------------
2009       | $ 372320 | $ 8435         | $ 40327          | $ 323558
2010       | 140659   | 2758           | 18403            | 119498
2011       | 80823    | 1978           | 11555            | 67290
2012       | 50099    | 1819           | 9271             | 39009
2013       | 50012    | 36837          | 7062             | 6113
thereafter | 21292    | 2014           | 19380            | 1912
total      | $ 715205 | $ 51827        | $ 105998         | $ 557380 |


| _id | dd4c229ee |
| title |  |
| text | notes to consolidated financial statements 2013 ( continued ) ( amounts in millions , except per share amounts ) guarantees we have guaranteed certain obligations of our subsidiaries relating principally to operating leases and credit facilities of certain subsidiaries .

the amount of parent company guarantees on lease obligations was $ 410.3 and $ 385.1 as of december 31 , 2012 and 2011 , respectively , and the amount of parent company guarantees primarily relating to credit facilities was $ 283.4 and $ 327.5 as of december 31 , 2012 and 2011 , respectively .
in the event of non-payment by the applicable subsidiary of the obligations covered by a guarantee , we would be obligated to pay the amounts covered by that guarantee .

as of december 31 , 2012 , there were no material assets pledged as security for such parent company guarantees .
contingent acquisition obligations the following table details the estimated future contingent acquisition obligations payable in cash as of december 31 .

1 we have entered into certain acquisitions that contain both redeemable noncontrolling interests and call options with similar terms and conditions .
we have certain redeemable noncontrolling interests that are exercisable at the discretion of the noncontrolling equity owners as of december 31 , 2012 .
these estimated payments of $ 16.4 are included within the total payments expected to be made in 2013 , and will continue to be carried forward into 2014 or beyond until exercised or expired .

redeemable noncontrolling interests are included in the table at current exercise price payable in cash , not at applicable redemption value in accordance with the authoritative guidance for classification and measurement of redeemable securities .
the estimated amounts listed would be paid in the event of exercise at the earliest exercise date .
see note 6 for further information relating to the payment structure of our acquisitions .

all payments are contingent upon achieving projected operating performance targets and satisfying other conditions specified in the related agreements and are subject to revisions as the earn-out periods progress .
legal matters we are involved in various legal proceedings , and subject to investigations , inspections , audits , inquiries and similar actions by governmental authorities , arising in the normal course of business .

we evaluate all cases each reporting period and record liabilities for losses from legal proceedings when we determine that it is probable that the outcome in a legal proceeding will be unfavorable and the amount , or potential range , of loss can be reasonably estimated .
in certain cases , we cannot reasonably estimate the potential loss because , for example , the litigation is in its early stages .

while any outcome related to litigation or such governmental proceedings in which we are involved cannot be predicted with certainty , management believes that the outcome of these matters , individually and in the aggregate , will not have a material adverse effect on our financial condition , results of operations or cash flows .

note 15 : recent accounting standards impairment of indefinite-lived intangible assets in july 2012 , the financial accounting standards board ( 201cfasb 201d ) issued amended guidance to simplify impairment testing of indefinite-lived intangible assets other than goodwill .
the amended guidance permits an entity to first assess qualitative factors to determine whether it is 201cmore likely than not 201d that the indefinite-lived intangible asset is impaired .

if , after assessing qualitative factors , an entity concludes that it is not 201cmore likely than not 201d that the indefinite-lived intangible

 |
| table | | 2013         | 2014         | 2015         | 2016         | 2017   | thereafter | total
--------------------------------------------------------------------- | ------------ | ------------ | ------------ | ------------ | ------ | ---------- | ------------
deferred acquisition payments                                         | $ 26.0       | $ 12.4       | $ 9.7        | $ 46.4       | $ 18.9 | $ 2.0      | $ 115.4
redeemable noncontrolling interests and call options with affiliates1 | 20.5         | 43.8         | 32.9         | 5.7          | 2.2    | 10.6       | 115.7
total contingent acquisition payments                                 | 46.5         | 56.2         | 42.6         | 52.1         | 21.1   | 12.6       | 231.1
less : cash compensation expense included above                       | -0.7 ( 0.7 ) | -0.6 ( 0.6 ) | -0.8 ( 0.8 ) | -0.2 ( 0.2 ) | 0.0    | 0.0        | -2.3 ( 2.3 )
total                                                                 | $ 45.8       | $ 55.6       | $ 41.8       | $ 51.9       | $ 21.1 | $ 12.6     | $ 228.8 |


| _id | dd496f152 |
| title |  |
| text | dish network corporation notes to consolidated financial statements - continued 9 .
acquisitions dbsd north america and terrestar transactions on march 2 , 2012 , the fcc approved the transfer of 40 mhz of aws-4 wireless spectrum licenses held by dbsd north america and terrestar to us .

on march 9 , 2012 , we completed the dbsd transaction and the terrestar transaction , pursuant to which we acquired , among other things , certain satellite assets and wireless spectrum licenses held by dbsd north america and terrestar .

in addition , during the fourth quarter 2011 , we and sprint entered into a mutual release and settlement agreement ( the 201csprint settlement agreement 201d ) pursuant to which all issues then being disputed relating to the dbsd transaction and the terrestar transaction were resolved between us and sprint , including , but not limited to , issues relating to costs allegedly incurred by sprint to relocate users from the spectrum then licensed to dbsd north america and terrestar .

the total consideration to acquire the dbsd north america and terrestar assets was approximately $ 2.860 billion .
this amount includes $ 1.364 billion for the dbsd transaction , $ 1.382 billion for the terrestar transaction , and the net payment of $ 114 million to sprint pursuant to the sprint settlement agreement .
see note 16 for further information .

see note 16 for further information .
as a result of these acquisitions , we recognized the acquired assets and assumed liabilities based on our estimates of fair value at their acquisition date , including $ 102 million in an uncertain tax position in 201clong-term deferred revenue , distribution and carriage payments and other long-term liabilities 201d on our consolidated balance sheets .

subsequently , in the third quarter 2013 , this uncertain tax position was resolved and $ 102 million was reversed and recorded as a decrease in 201cincome tax ( provision ) benefit , net 201d on our consolidated statements of operations and comprehensive income ( loss ) for the year ended december 31 , 2013 .
10 .
discontinued operations as of december 31 , 2013 , blockbuster had ceased all material operations .

accordingly , our consolidated balance sheets , consolidated statements of operations and comprehensive income ( loss ) and consolidated statements of cash flows have been recast to present blockbuster as discontinued operations for all periods presented and the amounts presented in the notes to our consolidated financial statements relate only to our continuing operations , unless otherwise noted .

during the years ended december 31 , 2013 , 2012 and 2011 , the revenue from our discontinued operations was $ 503 million , $ 1.085 billion and $ 974 million , respectively .
201cincome ( loss ) from discontinued operations , before income taxes 201d for the same periods was a loss of $ 54 million , $ 62 million and $ 3 million , respectively .

in addition , 201cincome ( loss ) from discontinued operations , net of tax 201d for the same periods was a loss of $ 47 million , $ 37 million and $ 7 million , respectively .
as of december 31 , 2013 , the net assets from our discontinued operations consisted of the following : december 31 , 2013 ( in thousands ) .

 |
| table | | as of december 31 2013 ( in thousands )
-------------------------------------------------- | ---------------------------------------
current assets from discontinued operations        | $ 68239
noncurrent assets from discontinued operations     | 9965
current liabilities from discontinued operations   | -49471 ( 49471 )
long-term liabilities from discontinued operations | -19804 ( 19804 )
net assets from discontinued operations            | $ 8929 |


| _id | dd4bcfe2e |
| title |  |
| text | equity equity at december 31 , 2014 was $ 6.6 billion , a decrease of $ 1.6 billion from december 31 , 2013 .
the decrease resulted primarily due to share repurchases of $ 2.3 billion , $ 273 million of dividends to shareholders , and an increase in accumulated other comprehensive loss of $ 760 million , partially offset by net income of $ 1.4 billion .

the $ 760 million increase in accumulated other comprehensive loss from december 31 , 2013 , primarily reflects the following : 2022 negative net foreign currency translation adjustments of $ 504 million , which are attributable to the strengthening of the u.s .
dollar against certain foreign currencies , 2022 an increase of $ 260 million in net post-retirement benefit obligations , 2022 net derivative gains of $ 5 million , and 2022 net investment losses of $ 1 million .

review by segment general we serve clients through the following segments : 2022 risk solutions acts as an advisor and insurance and reinsurance broker , helping clients manage their risks , via consultation , as well as negotiation and placement of insurance risk with insurance carriers through our global distribution network .

2022 hr solutions partners with organizations to solve their most complex benefits , talent and related financial challenges , and improve business performance by designing , implementing , communicating and administering a wide range of human capital , retirement , investment management , health care , compensation and talent management strategies .
risk solutions .

the demand for property and casualty insurance generally rises as the overall level of economic activity increases and generally falls as such activity decreases , affecting both the commissions and fees generated by our brokerage business .
the economic activity that impacts property and casualty insurance is described as exposure units , and is most closely correlated with employment levels , corporate revenue and asset values .

during 2014 , pricing was flat on average globally , and we would still consider this to be a "soft market." in a soft market , premium rates flatten or decrease , along with commission revenues , due to increased competition for market share among insurance carriers or increased underwriting capacity .
changes in premiums have a direct and potentially material impact on the insurance brokerage industry , as commission revenues are generally based on a percentage of the premiums paid by insureds .

additionally , continuing through 2014 , we faced difficult conditions as a result of continued weakness in the global economy , the repricing of credit risk and the deterioration of the financial markets .
weak economic conditions in many markets around the globe have reduced our customers' demand for our retail brokerage and reinsurance brokerage products , which have had a negative impact on our operational results .

risk solutions generated approximately 65% ( 65 % ) of our consolidated total revenues in 2014 .
revenues are generated primarily through fees paid by clients , commissions and fees paid by insurance and reinsurance companies , and investment income on funds held on behalf of clients .

our revenues vary from quarter to quarter throughout the year as a result of the timing of our clients' policy renewals , the net effect of new and lost business , the timing of services provided to our clients , and the income we earn on investments , which is heavily influenced by short-term interest rates .

we operate in a highly competitive industry and compete with many retail insurance brokerage and agency firms , as well as with individual brokers , agents , and direct writers of insurance coverage .
specifically , we address the highly specialized

 |
| table | years ended december 31 ( millions except percentage data ) | 2014             | 2013             | 2012
----------------------------------------------------------- | ---------------- | ---------------- | ----------------
revenue                                                     | $ 7834           | $ 7789           | $ 7632
operating income                                            | 1648             | 1540             | 1493
operating margin                                            | 21.0% ( 21.0 % ) | 19.8% ( 19.8 % ) | 19.6% ( 19.6 % ) |


| _id | dd4ba3e6e |
| title |  |
| text | entergy louisiana , llc management's financial discussion and analysis net revenue 2008 compared to 2007 net revenue consists of operating revenues net of : 1 ) fuel , fuel-related expenses , and gas purchased for resale , 2 ) purchased power expenses , and 3 ) other regulatory charges .
following is an analysis of the change in net revenue comparing 2008 to 2007 .
amount ( in millions ) .

the retail electric price variance is primarily due to the cessation of the interim storm recovery through the formula rate plan upon the act 55 financing of storm costs and a credit passed on to customers as a result of the act 55 storm cost financing , partially offset by increases in the formula rate plan effective october 2007 .

refer to "hurricane rita and hurricane katrina" and "state and local rate regulation" below for a discussion of the interim recovery of storm costs , the act 55 storm cost financing , and the formula rate plan filing .
the purchased power capacity variance is due to the amortization of deferred capacity costs effective september 2007 as a result of the formula rate plan filing in may 2007 .

purchased power capacity costs are offset in base revenues due to a base rate increase implemented to recover incremental deferred and ongoing purchased power capacity charges .
see "state and local rate regulation" below for a discussion of the formula rate plan filing .
the net wholesale revenue variance is primarily due to provisions recorded for potential rate refunds related to the treatment of interruptible load in pricing entergy system affiliate sales .

gross operating revenue and , fuel and purchased power expenses gross operating revenues increased primarily due to an increase of $ 364.7 million in fuel cost recovery revenues due to higher fuel rates offset by decreased usage .
the increase was partially offset by a decrease of $ 56.8 million in gross wholesale revenue due to a decrease in system agreement rough production cost equalization credits .

fuel and purchased power expenses increased primarily due to increases in the average market prices of natural gas and purchased power , partially offset by a decrease in the recovery from customers of deferred fuel costs.

 |
| table | | amount ( in millions )
------------------------ | ----------------------
2007 net revenue         | $ 991.1
retail electric price    | -17.1 ( 17.1 )
purchased power capacity | -12.0 ( 12.0 )
net wholesale revenue    | -7.4 ( 7.4 )
other                    | 4.6
2008 net revenue         | $ 959.2 |


| _id | dd4bcdaf2 |
| title |  |
| text | a summary of the company 2019s significant contractual obligations as of december 31 , 2015 , follows : contractual obligations .

long-term debt payments due in 2016 and 2017 include floating rate notes totaling $ 126 million ( classified as current portion of long-term debt ) , and $ 96 million ( included as a separate floating rate note in the long-term debt table ) , respectively , as a result of put provisions associated with these debt instruments .

interest projections on both floating and fixed rate long-term debt , including the effects of interest rate swaps , are based on effective interest rates as of december 31 , 2015 .
unconditional purchase obligations are defined as an agreement to purchase goods or services that is enforceable and legally binding on the company .

included in the unconditional purchase obligations category above are certain obligations related to take or pay contracts , capital commitments , service agreements and utilities .
these estimates include both unconditional purchase obligations with terms in excess of one year and normal ongoing purchase obligations with terms of less than one year .

many of these commitments relate to take or pay contracts , in which 3m guarantees payment to ensure availability of products or services that are sold to customers .
the company expects to receive consideration ( products or services ) for these unconditional purchase obligations .
contractual capital commitments are included in the preceding table , but these commitments represent a small part of the company 2019s expected capital spending in 2016 and beyond .

the purchase obligation amounts do not represent the entire anticipated purchases in the future , but represent only those items for which the company is contractually obligated .
the majority of 3m 2019s products and services are purchased as needed , with no unconditional commitment .
for this reason , these amounts will not provide a reliable indicator of the company 2019s expected future cash outflows on a stand-alone basis .

other obligations , included in the preceding table within the caption entitled 201cunconditional purchase obligations and other , 201d include the current portion of the liability for uncertain tax positions under asc 740 , which is expected to be paid out in cash in the next 12 months .

the company is not able to reasonably estimate the timing of the long-term payments or the amount by which the liability will increase or decrease over time ; therefore , the long-term portion of the net tax liability of $ 208 million is excluded from the preceding table .
refer to note 8 for further details .
as discussed in note 11 , the company does not have a required minimum cash pension contribution obligation for its u.s .
plans in 2016 and company contributions to its u.s .

and international pension plans are expected to be largely discretionary in future years ; therefore , amounts related to these plans are not included in the preceding table .
financial instruments the company enters into foreign exchange forward contracts , options and swaps to hedge against the effect of exchange rate fluctuations on cash flows denominated in foreign currencies and certain intercompany financing transactions .

the company manages interest rate risks using a mix of fixed and floating rate debt .
to help manage borrowing costs , the company may enter into interest rate swaps .
under these arrangements , the company agrees to exchange , at specified intervals , the difference between fixed and floating interest amounts calculated by reference to an agreed-upon notional principal amount .

the company manages commodity price risks through negotiated supply contracts , price protection agreements and forward contracts.

 |
| table | ( millions )                                         | total   | payments due by year 2016 | payments due by year 2017 | payments due by year 2018 | payments due by year 2019 | payments due by year 2020 | payments due by year after 2020
---------------------------------------------------- | ------- | ------------------------- | ------------------------- | ------------------------- | ------------------------- | ------------------------- | -------------------------------
long-term debt including current portion ( note 10 ) | $ 9878  | $ 1125                    | $ 744                     | $ 993                     | $ 622                     | $ 1203                    | $ 5191
interest on long-term debt                           | 2244    | 174                       | 157                       | 153                       | 149                       | 146                       | 1465
operating leases ( note 14 )                         | 943     | 234                       | 191                       | 134                       | 86                        | 72                        | 226
capital leases ( note 14 )                           | 59      | 11                        | 6                         | 4                         | 3                         | 3                         | 32
unconditional purchase obligations and other         | 1631    | 1228                      | 160                       | 102                       | 54                        | 56                        | 31
total contractual cash obligations                   | $ 14755 | $ 2772                    | $ 1258                    | $ 1386                    | $ 914                     | $ 1480                    | $ 6945 |


| _id | dd4c4ee72 |
| title |  |
| text | stockholder return performance graph the following graph compares the cumulative 5-year total stockholder return on our common stock relative to the cumulative total return of the nasdaq composite index and the s&p 400 information technology index .

the graph assumes that the value of the investment in our common stock on january 2 , 2010 and in each index on december 31 , 2009 ( including reinvestment of dividends ) was $ 100 and tracks it each year thereafter on the last day of cadence 2019s fiscal year through january 3 , 2015 and , for each index , on the last day of the calendar comparison of 5 year cumulative total return* among cadence design systems , inc. , the nasdaq composite index , and s&p 400 information technology cadence design systems

400 information technology cadence design systems , inc .

nasdaq composite s&p 400 information technology 12/28/13 1/3/151/1/11 12/31/11 12/29/121/2/10 *$ 100 invested on 1/2/10 in stock or 12/31/09 in index , including reinvestment of dividends .
indexes calculated on month-end basis .
copyright a9 2014 s&p , a division of the mcgraw-hill companies inc .
all rights reserved. .

the stock price performance included in this graph is not necessarily indicative of future stock price performance.

 |
| table | | 1/2/2010 | 1/1/2011 | 12/31/2011 | 12/29/2012 | 12/28/2013 | 1/3/2015
------------------------------ | -------- | -------- | ---------- | ---------- | ---------- | --------
cadence design systems inc .   | 100.00   | 137.90   | 173.62     | 224.37     | 232.55     | 314.36
nasdaq composite               | 100.00   | 117.61   | 118.70     | 139.00     | 196.83     | 223.74
s&p 400 information technology | 100.00   | 128.72   | 115.22     | 135.29     | 173.25     | 187.84 |


| _id | dd4bacbf4 |
| title |  |
| text | were more than offset by higher raw material and energy costs ( $ 312 million ) , increased market related downtime ( $ 187 million ) and other items ( $ 30 million ) .
com- pared with 2003 , higher 2005 earnings in the brazilian papers , u.s .
coated papers and u.s .
market pulp busi- nesses were offset by lower earnings in the u.s .
un- coated papers and the european papers businesses .

the printing papers segment took 995000 tons of downtime in 2005 , including 540000 tons of lack-of-order down- time to align production with customer demand .
this compared with 525000 tons of downtime in 2004 , of which 65000 tons related to lack-of-orders .
printing papers in millions 2005 2004 2003 .

uncoated papers sales totaled $ 4.8 billion in 2005 compared with $ 5.0 billion in 2004 and 2003 .
sales price realizations in the united states averaged 4.4% ( 4.4 % ) higher in 2005 than in 2004 , and 4.6% ( 4.6 % ) higher than 2003 .
favorable pricing momentum which began in 2004 carried over into the beginning of 2005 .
demand , however , began to weaken across all grades as the year progressed , resulting in lower price realizations in the second and third quarters .

however , prices stabilized as the year ended .
total shipments for the year were 7.2% ( 7.2 % ) lower than in 2004 and 4.2% ( 4.2 % ) lower than in 2003 .
to continue matching our productive capacity with customer demand , the business announced the perma- nent closure of three uncoated freesheet machines and took significant lack-of-order downtime during the period .

demand showed some improvement toward the end of the year , bolstered by the introduction our new line of vision innovation paper products ( vip technologiestm ) , with improved brightness and white- ness .
mill operations were favorable compared to last year , and the rebuild of the no .
1 machine at the east- over , south carolina mill was completed as planned in the fourth quarter .

however , the favorable impacts of improved mill operations and lower overhead costs were more than offset by record high input costs for energy and wood and higher transportation costs compared to 2004 .
the earnings decline in 2005 compared with 2003 was principally due to lower shipments , higher down- time and increased costs for wood , energy and trans- portation , partially offset by lower overhead costs and favorable mill operations .

average sales price realizations for our european operations remained relatively stable during 2005 , but averaged 1% ( 1 % ) lower than in 2004 , and 6% ( 6 % ) below 2003 levels .
sales volumes rose slightly , up 1% ( 1 % ) in 2005 com- pared with 2004 and 5% ( 5 % ) compared to 2003 .
earnings were lower than in 2004 , reflecting higher wood and energy costs and a compression of margins due to un- favorable foreign currency exchange movements .

earn- ings were also adversely affected by downtime related to the rebuild of three paper machines during the year .
coated papers sales in the united states were $ 1.6 bil- lion in 2005 , compared with $ 1.4 billion in 2004 and $ 1.3 billion in 2003 .
the business reported an operating profit in 2005 versus a small operating loss in 2004 .
the earnings improvement was driven by higher average sales prices and improved mill operations .
price realiza- tions in 2005 averaged 13% ( 13 % ) higher than 2004 .

higher input costs for raw materials and energy partially offset the benefits from improved prices and operations .
sales volumes were about 1% ( 1 % ) lower in 2005 versus 2004 .
market pulp sales from our u.s .
and european facilities totaled $ 757 million in 2005 compared with $ 661 mil- lion and $ 571 million in 2004 and 2003 , respectively .
operating profits in 2005 were up 86% ( 86 % ) from 2004 .
an operating loss had been reported in 2003 .

an operating loss had been reported in 2003 .
higher aver- age prices and sales volumes , lower overhead costs and improved mill operations in 2005 more than offset in- creases in raw material , energy and chemical costs .
u.s .
softwood and hardwood pulp prices improved through the 2005 first and second quarters , then declined during the third quarter , but recovered somewhat toward year end .

softwood pulp prices ended the year about 2% ( 2 % ) lower than 2004 , but were 15% ( 15 % ) higher than 2003 , while hardwood pulp prices ended the year about 15% ( 15 % ) higher than 2004 and 10% ( 10 % ) higher than 2003 .
u.s .
pulp sales volumes were 12% ( 12 % ) higher than in 2004 and 19% ( 19 % ) higher than in 2003 , reflecting increased global demand .

euro- pean pulp volumes increased 15% ( 15 % ) and 2% ( 2 % ) compared with 2004 and 2003 , respectively , while average sales prices increased 4% ( 4 % ) and 11% ( 11 % ) compared with 2004 and 2003 , respectively .
brazilian paper sales were $ 684 million in 2005 com- pared with $ 592 million in 2004 and $ 540 million in 2003 .

sales volumes for uncoated freesheet paper , coated paper and wood chips were down from 2004 , but average price realizations improved for exported un- coated freesheet and coated groundwood paper grades .
favorable currency translation , as yearly average real exchange rates versus the u.s .
dollar were 17% ( 17 % ) higher in 2005 than in 2004 , positively impacted reported sales in u.s .
dollars .

dollars .
average sales prices for domestic un- coated paper declined 4% ( 4 % ) in local currency versus 2004 , while domestic coated paper prices were down 3% ( 3 % ) .
operating profits in 2005 were down 9% ( 9 % ) from 2004 , but were up 2% ( 2 % ) from 2003 .

earnings in 2005 were neg- atively impacted by a weaker product and geographic sales mix for both uncoated and coated papers , reflecting increased competition and softer demand , particularly in the printing , commercial and editorial market segments.

 |
| table | in millions      | 2005   | 2004   | 2003
---------------- | ------ | ------ | ------
sales            | $ 7860 | $ 7670 | $ 7280
operating profit | $ 552  | $ 581  | $ 464 |


| _id | dd4b8c4ee |
| title |  |
| text | note 9 .
commitments and contingencies operating leases we are obligated under noncancelable operating leases for corporate office space , warehouse and distribution facilities , trucks and certain equipment .
the future minimum lease commitments under these leases at december 31 , 2009 are as follows ( in thousands ) : years ending december 31: .

rental expense for operating leases was approximately $ 57.2 million , $ 49.0 million and $ 26.6 million during the years ended december 31 , 2009 , 2008 and 2007 , respectively .
we guarantee the residual values of the majority of our truck and equipment operating leases .
the residual values decline over the lease terms to a defined percentage of original cost .

in the event the lessor does not realize the residual value when a piece of equipment is sold , we would be responsible for a portion of the shortfall .
similarly , if the lessor realizes more than the residual value when a piece of equipment is sold , we would be paid the amount realized over the residual value .
had we terminated all of our operating leases subject to these guarantees at december 31 , 2009 , the guaranteed residual value would have totaled approximately $ 27.8 million .

litigation and related contingencies in december 2005 and may 2008 , ford global technologies , llc filed complaints with the international trade commission against us and others alleging that certain aftermarket parts imported into the u.s .
infringed on ford design patents .
the parties settled these matters in april 2009 pursuant to a settlement arrangement that expires in september 2011 .

pursuant to the settlement , we ( and our designees ) became the sole distributor in the united states of aftermarket automotive parts that correspond to ford collision parts that are covered by a united states design patent .
we have paid ford an upfront fee for these rights and will pay a royalty for each such part we sell .
the amortization of the upfront fee and the royalty expenses are reflected in cost of goods sold on the accompanying consolidated statements of income .

we also have certain other contingencies resulting from litigation , claims and other commitments and are subject to a variety of environmental and pollution control laws and regulations incident to the ordinary course of business .
we currently expect that the resolution of such contingencies will not materially affect our financial position , results of operations or cash flows .
note 10 .

note 10 .
business combinations on october 1 , 2009 , we acquired greenleaf auto recyclers , llc ( 201cgreenleaf 201d ) from ssi for $ 38.8 million , net of cash acquired .
greenleaf is the entity through which ssi operated its late model automotive parts recycling business .
we recorded a gain on bargain purchase for the greenleaf acquisition totaling $ 4.3 million , which is

 |
| table | 2010                          | $ 55178
----------------------------- | --------
2011                          | 45275
2012                          | 36841
2013                          | 30789
2014                          | 22094
thereafter                    | 59263
future minimum lease payments | $ 249440 |


| _id | dd4c4e9fe |
| title |  |
| text | february 2018 which had no remaining authority .
at december 31 , 2018 , we had remaining authority to issue up to $ 6.0 billion of debt securities under our shelf registration .
receivables securitization facility 2013 as of december 31 , 2018 , and 2017 , we recorded $ 400 million and $ 500 million , respectively , of borrowings under our receivables facility , as secured debt .
( see further discussion of our receivables securitization facility in note 11 ) .
16 .

16 .
variable interest entities we have entered into various lease transactions in which the structure of the leases contain variable interest entities ( vies ) .
these vies were created solely for the purpose of doing lease transactions ( principally involving railroad equipment and facilities ) and have no other activities , assets or liabilities outside of the lease transactions .
within these lease arrangements , we have the right to purchase some or all of the assets at fixed prices .

depending on market conditions , fixed-price purchase options available in the leases could potentially provide benefits to us ; however , these benefits are not expected to be significant .
we maintain and operate the assets based on contractual obligations within the lease arrangements , which set specific guidelines consistent within the railroad industry .
as such , we have no control over activities that could materially impact the fair value of the leased assets .

we do not hold the power to direct the activities of the vies and , therefore , do not control the ongoing activities that have a significant impact on the economic performance of the vies .
additionally , we do not have the obligation to absorb losses of the vies or the right to receive benefits of the vies that could potentially be significant to the vies .

we are not considered to be the primary beneficiary and do not consolidate these vies because our actions and decisions do not have the most significant effect on the vie 2019s performance and our fixed-price purchase options are not considered to be potentially significant to the vies .
the future minimum lease payments associated with the vie leases totaled $ 1.7 billion as of december 31 , 2018 .
17 .
leases we lease certain locomotives , freight cars , and other property .

the consolidated statements of financial position as of december 31 , 2018 , and 2017 included $ 1454 million , net of $ 912 million of accumulated depreciation , and $ 1635 million , net of $ 953 million of accumulated depreciation , respectively , for properties held under capital leases .
a charge to income resulting from the depreciation for assets held under capital leases is included within depreciation expense in our consolidated statements of income .

future minimum lease payments for operating and capital leases with initial or remaining non-cancelable lease terms in excess of one year as of december 31 , 2018 , were as follows : millions operating leases capital leases .

approximately 97% ( 97 % ) of capital lease payments relate to locomotives .
rent expense for operating leases with terms exceeding one month was $ 397 million in 2018 , $ 480 million in 2017 , and $ 535 million in 2016 .
when cash rental payments are not made on a straight-line basis , we recognize variable rental expense on a straight-line basis over the lease term .
contingent rentals and sub-rentals are not significant .
18 .

18 .
commitments and contingencies asserted and unasserted claims 2013 various claims and lawsuits are pending against us and certain of our subsidiaries .
we cannot fully determine the effect of all asserted and unasserted claims on our consolidated results of operations , financial condition , or liquidity .
to the extent possible , we have recorded

 |
| table | millions                                | operatingleases | capitalleases
--------------------------------------- | --------------- | -------------
2019                                    | $ 419           | $ 148
2020                                    | 378             | 155
2021                                    | 303             | 159
2022                                    | 272             | 142
2023                                    | 234             | 94
later years                             | 1040            | 200
total minimum lease payments            | $ 2646          | $ 898
amount representing interest            | n/a             | -144 ( 144 )
present value of minimum lease payments | n/a             | $ 754 |


| _id | dd4bbfb96 |
| title |  |
| text | management 2019s discussion and analysis 110 jpmorgan chase & co .
/ 2008 annual report the allowance for credit losses increased $ 13.7 billion from the prior year to $ 23.8 billion .
the increase included $ 4.1 billion of allowance related to noncredit-impaired loans acquired in the washington mutual transaction and the related accounting conformity provision .

excluding held-for-sale loans , loans carried at fair value , and pur- chased credit-impaired consumer loans , the allowance for loan losses represented 3.62% ( 3.62 % ) of loans at december 31 , 2008 , compared with 1.88% ( 1.88 % ) at december 31 , 2007 .
the consumer allowance for loan losses increased $ 10.5 billion from the prior year as a result of the washington mutual transaction and increased allowance for loan loss in residential real estate and credit card .

the increase included additions to the allowance for loan losses of $ 4.7 billion driven by higher estimated losses for residential mort- gage and home equity loans as the weak labor market and weak overall economic conditions have resulted in increased delinquencies , while continued weak housing prices have driven a significant increase in loss severity .

the allowance for loan losses related to credit card increased $ 4.3 billion from the prior year primarily due to the acquired allowance and subsequent conforming provision for loan loss related to the washington mutual bank acquisition and an increase in provision for loan losses of $ 2.3 billion in 2008 over 2007 , as higher estimated net charge-offs are expected in the port- folio resulting from the current economic conditions .

the wholesale allowance for loan losses increase of $ 3.4 billion from december 31 , 2007 , reflected the effect of a weakening credit envi- ronment and the transfer of $ 4.9 billion of funded and unfunded leveraged lending commitments to retained loans from held-for-sale .
to provide for the risk of loss inherent in the firm 2019s process of extending credit , an allowance for lending-related commitments is held for both wholesale and consumer , which is reported in other lia- bilities .

the wholesale component is computed using a methodology similar to that used for the wholesale loan portfolio , modified for expected maturities and probabilities of drawdown and has an asset- specific component and a formula-based component .
for a further discussion on the allowance for lending-related commitment see note 15 on pages 178 2013180 of this annual report .

the allowance for lending-related commitments for both wholesale and consumer was $ 659 million and $ 850 million at december 31 , 2008 and 2007 , respectively .
the decrease reflects the reduction in lending-related commitments at december 31 , 2008 .
for more information , see page 102 of this annual report .
the following table presents the allowance for loan losses and net charge-offs ( recoveries ) by business segment at december 31 , 2008 and 2007 .

net charge-offs ( recoveries ) december 31 , allowance for loan losses year ended .

 |
| table | december 31 , ( in millions )  | december 31 , 2008 | december 31 , 2007 | 2008     | 2007
------------------------------ | ------------------ | ------------------ | -------- | --------
investment bank                | $ 3444             | $ 1329             | $ 105    | $ 36
commercial banking             | 2826               | 1695               | 288      | 44
treasury & securities services | 74                 | 18                 | -2 ( 2 ) | 2014
asset management               | 191                | 112                | 11       | -8 ( 8 )
corporate/private equity       | 10                 | 2014               | 2014     | 2014
total wholesale                | 6545               | 3154               | 402      | 72
retail financial services      | 8918               | 2668               | 4877     | 1350
card services                  | 7692               | 3407               | 4556     | 3116
corporate/private equity       | 9                  | 5                  | 2014     | 2014
total consumer 2013 reported   | 16619              | 6080               | 9433     | 4466
credit card 2013 securitized   | 2014               | 2014               | 3612     | 2380
total consumer 2013 managed    | 16619              | 6080               | 13045    | 6846
total                          | $ 23164            | $ 9234             | $ 13477  | $ 6918 |


| _id | dd4c1eb78 |
| title |  |
| text | liquidity and capital resources we currently expect to fund all of our cash requirements which are reasonably foreseeable for 2018 , including scheduled debt repayments , new investments in the business , share repurchases , dividend payments , possible business acquisitions and pension contributions , with cash from operating activities , and as needed , additional short-term and/or long-term borrowings .
we continue to expect our operating cash flow to remain strong .

as of december 31 , 2017 , we had $ 211 million of cash and cash equivalents on hand , of which $ 151 million was held outside of the as of december 31 , 2016 , we had $ 327 million of cash and cash equivalents on hand , of which $ 184 million was held outside of the u.s .
as of december 31 , 2015 , we had $ 26 million of deferred tax liabilities for pre-acquisition foreign earnings associated with the legacy nalco entities and legacy champion entities that we intended to repatriate .

these liabilities were recorded as part of the respective purchase price accounting of each transaction .
the remaining foreign earnings were repatriated in 2016 , reducing the deferred tax liabilities to zero at december 31 , 2016 .
as of december 31 , 2017 we had a $ 2.0 billion multi-year credit facility , which expires in november 2022 .
the credit facility has been established with a diverse syndicate of banks .
there were no borrowings under our credit facility as of december 31 , 2017 or 2016 .

the credit facility supports our $ 2.0 billion u.s .
commercial paper program and $ 2.0 billion european commercial paper program .
combined borrowing under these two commercial paper programs may not exceed $ 2.0 billion .
at year-end , we had no amount outstanding under the european commercial paper program and no amount outstanding under the u.s .
commercial paper program .

commercial paper program .
additionally , we have uncommitted credit lines of $ 660 million with major international banks and financial institutions to support our general global funding needs .
most of these lines are used to support global cash pooling structures .
approximately $ 643 million of these credit lines were available for use as of year-end 2017 .
bank supported letters of credit , surety bonds and guarantees total $ 198 million and represent commercial business transactions .

we do not have any other significant unconditional purchase obligations or commercial commitments .
as of december 31 , 2017 , our short-term borrowing program was rated a-2 by standard & poor 2019s and p-2 by moody 2019s .
as of december 31 , 2017 , standard & poor 2019s and moody 2019s rated our long-term credit at a- ( stable outlook ) and baa1 ( stable outlook ) , respectively .

a reduction in our credit ratings could limit or preclude our ability to issue commercial paper under our current programs , or could also adversely affect our ability to renew existing , or negotiate new , credit facilities in the future and could increase the cost of these facilities .
should this occur , we could seek additional sources of funding , including issuing additional term notes or bonds .

in addition , we have the ability , at our option , to draw upon our $ 2.0 billion of committed credit facility .
we are in compliance with our debt covenants and other requirements of our credit agreements and indentures .
a schedule of our various obligations as of december 31 , 2017 are summarized in the following table: .

* interest on variable rate debt was calculated using the interest rate at year-end 2017 .
during the fourth quarter of 2017 , we recorded a one-time transition tax related to enactment of the tax act .
the expense is primarily related to the one-time transition tax , which is payable over eight years .

as discussed further in note 12 , this balance is a provisional amount and is subject to adjustment during the measurement period of up to one year following the enactment of the tax act , as provided by recent sec guidance .
as of december 31 , 2017 , our gross liability for uncertain tax positions was $ 68 million .

we are not able to reasonably estimate the amount by which the liability will increase or decrease over an extended period of time or whether a cash settlement of the liability will be required .
therefore , these amounts have been excluded from the schedule of contractual obligations.

 |
| table | ( millions )              | total   | payments due by period less than 1 year | payments due by period 2-3 years | payments due by period 4-5 years | payments due by period more than 5 years
------------------------- | ------- | --------------------------------------- | -------------------------------- | -------------------------------- | ----------------------------------------
notes payable             | $ 15    | $ 15                                    | $ -                              | $ -                              | $ -
one-time transition tax   | 160     | 13                                      | 26                               | 26                               | 95
long-term debt            | 7303    | 549                                     | 696                              | 1513                             | 4545
capital lease obligations | 5       | 1                                       | 1                                | 1                                | 2
operating leases          | 617     | 131                                     | 211                              | 160                              | 115
interest*                 | 2753    | 242                                     | 436                              | 375                              | 1700
total                     | $ 10853 | $ 951                                   | $ 1370                           | $ 2075                           | $ 6457 |


| _id | dd4c2663e |
| title |  |
| text | note 9 2014goodwill and other intangibles , net goodwill the following table outlines the activity in the carrying value of the company 2019s goodwill , which is all assigned to the company 2019s trading and investing segment ( dollars in thousands ) : .

goodwill is evaluated for impairment on an annual basis and when events or changes indicate the carrying value of an asset exceeds its fair value and the loss may not be recoverable .
at december 31 , 2013 and 2012 , the company 2019s trading and investing segment had two reporting units ; market making and retail brokerage .
at the end of june 2013 , the company decided to exit its market making business .

based on this decision in the second quarter of 2013 , the company conducted an interim goodwill impairment test for the market making reporting unit , using the expected sale structure of the market making business .
this structure assumed a shorter period of cash flows related to an order flow arrangement , compared to prior estimates of fair value .

based on the results of the first step of the goodwill impairment test , the company determined that the carrying value of the market making reporting unit , including goodwill , exceeded the fair value for that reporting unit as of june 30 , 2013 .
the company proceeded to the second step of the goodwill impairment test to measure the amount of goodwill impairment .

as a result of the evaluation , it was determined that the entire carrying amount of goodwill allocated to the market making reporting unit was impaired , and the company recognized a $ 142.4 million impairment of goodwill during the second quarter of 2013 .

for the year ended december 31 , 2013 , the company performed its annual goodwill assessment for the retail brokerage reporting unit , electing to qualitatively assess whether it was more likely than not that the fair value was less than the carrying value .
as a result of this assessment , the company determined that the first step of the goodwill impairment test was not necessary , and concluded that goodwill was not impaired at december 31 , 2013 .

at december 31 , 2013 , goodwill is net of accumulated impairment losses of $ 142.4 million related to the trading and investing segment and $ 101.2 million in the balance sheet management segment .
at december 31 , 2012 , goodwill is net of accumulated impairment losses of $ 101.2 million in the balance sheet management segment.

 |
| table | | trading & investing
--------------------------- | -------------------
balance at december 31 2011 | $ 1934232
activity                    | 2014
balance at december 31 2012 | 1934232
impairment of goodwill      | -142423 ( 142423 )
balance at december 31 2013 | $ 1791809 |


| _id | dd4b9da64 |
| title |  |
| text | maturities of debt the scheduled maturities of the outstanding debt balances , excluding debt fair value adjustments as of december 31 , 2014 , are summarized as follows ( in millions ) : .

_______ interest rates , interest rate swaps and contingent debt the weighted average interest rate on all of our borrowings was 5.02% ( 5.02 % ) during 2014 and 5.08% ( 5.08 % ) during 2013 .
information on our interest rate swaps is contained in note 13 .
for information about our contingent debt agreements , see note 12 .

subsequent event subsequent to december 31 , 2014 , additional ep trust i preferred securities were converted , primarily consisting of 969117 ep trust i preferred securities converted on january 14 , 2015 , into ( i ) 697473 of our class p common stock ; ( ii ) approximately $ 24 million in cash ; and ( iii ) 1066028 in warrants .
9 .
share-based compensation and employee benefits share-based compensation kinder morgan , inc .

class p shares stock compensation plan for non-employee directors we have a stock compensation plan for non-employee directors , in which our eligible non-employee directors participate .
the plan recognizes that the compensation paid to each eligible non-employee director is fixed by our board , generally annually , and that the compensation is payable in cash .

pursuant to the plan , in lieu of receiving some or all of the cash compensation , each eligible non-employee director may elect to receive shares of class p common stock .
each election will be generally at or around the first board meeting in january of each calendar year and will be effective for the entire calendar year .
an eligible director may make a new election each calendar year .
the total number of shares of class p common stock authorized under the plan is 250000 .

during 2014 , 2013 and 2012 , we made restricted class p common stock grants to our non-employee directors of 6210 , 5710 and 5520 , respectively .
these grants were valued at time of issuance at $ 220000 , $ 210000 and $ 185000 , respectively .
all of the restricted stock grants made to non-employee directors vest during a six-month period .
table of contents

 |
| table | year       | total
---------- | -------
2015       | $ 2717
2016       | 1684
2017       | 3059
2018       | 2328
2019       | 2819
thereafter | 28422
total      | $ 41029 |


| _id | dd4bc783c |
| title |  |
| text | equity compensation plan information the following table presents the equity securities available for issuance under our equity compensation plans as of december 31 , 2014 .

equity compensation plan information plan category number of securities to be issued upon exercise of outstanding options , warrants and rights ( 1 ) weighted-average exercise price of outstanding options , warrants and rights ( 2 ) number of securities remaining available for future issuance under equity compensation plans ( excluding securities reflected in column ( a ) ) ( a ) ( b ) ( c ) equity compensation plans approved by security holders 1955024 $ 36.06 4078093 equity compensation plans not

$ 36.06 4078093 equity compensation plans not approved by security holders ( 3 ) 2014 2014 2014 .

( 1 ) includes grants made under the huntington ingalls industries , inc .
2012 long-term incentive stock plan ( the "2012 plan" ) , which was approved by our stockholders on may 2 , 2012 , and the huntington ingalls industries , inc .
2011 long-term incentive stock plan ( the "2011 plan" ) , which was approved by the sole stockholder of hii prior to its spin-off from northrop grumman corporation .

of these shares , 644321 were subject to stock options , 539742 were subject to outstanding restricted performance stock rights , and 63022 were stock rights granted under the 2011 plan .
in addition , this number includes 33571 stock rights , 11046 restricted stock rights and 663322 restricted performance stock rights granted under the 2012 plan , assuming target performance achievement .
( 2 ) this is the weighted average exercise price of the 644321 outstanding stock options only .

( 3 ) there are no awards made under plans not approved by security holders .
item 13 .
certain relationships and related transactions , and director independence information as to certain relationships and related transactions and director independence will be incorporated herein by reference to the proxy statement for our 2015 annual meeting of stockholders to be filed within 120 days after the end of the company 2019s fiscal year .
item 14 .

item 14 .
principal accountant fees and services information as to principal accountant fees and services will be incorporated herein by reference to the proxy statement for our 2015 annual meeting of stockholders to be filed within 120 days after the end of the company 2019s fiscal year .
this proof is printed at 96% ( 96 % ) of original size this line represents final trim and will not print

 |
| table | plan category                                                    | number of securities to be issued upon exercise of outstanding options warrants and rights ( 1 ) ( a ) ( b ) | weighted-average exercise price of outstanding optionswarrants and rights ( 2 ) | number of securities remaining available for future issuance under equity compensation plans ( excluding securitiesreflected in column ( a ) ) ( c )
---------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------
equity compensation plans approved by security holders           | 1955024                                                                                | $ 36.06                                                                         | 4078093
equity compensation plans not approved by security holders ( 3 ) | 2014                                                                                | 2014                                                                            | 2014
total                                                            | 1955024                                                                                | $ 36.06                                                                         | 4078093 |


| _id | dd4bb7fc2 |
| title |  |
| text | management 2019s discussion and analysis jpmorgan chase & co./2009 annual report 130 the following histogram illustrates the daily market risk 2013related gains and losses for ib and consumer/cio positions for 2009 .
the chart shows that the firm posted market risk 2013related gains on 227 out of 261 days in this period , with 69 days exceeding $ 160 million .

the inset graph looks at those days on which the firm experienced losses and depicts the amount by which the 95% ( 95 % ) confidence level var exceeded the actual loss on each of those days .
losses were sustained on 34 days during 2009 and exceeded the var measure on one day due to high market volatility in the first quarter of 2009 .
under the 95% ( 95 % ) confidence interval , the firm would expect to incur daily losses greater than that pre- dicted by var estimates about twelve times a year .

the following table provides information about the gross sensitivity of dva to a one-basis-point increase in jpmorgan chase 2019s credit spreads .
this sensitivity represents the impact from a one-basis-point parallel shift in jpmorgan chase 2019s entire credit curve .
as credit curves do not typically move in a parallel fashion , the sensitivity multiplied by the change in spreads at a single maturity point may not be representative of the actual revenue recognized .

debit valuation adjustment sensitivity 1 basis point increase in ( in millions ) jpmorgan chase credit spread .

loss advisories and drawdowns loss advisories and drawdowns are tools used to highlight to senior management trading losses above certain levels and initiate discus- sion of remedies .
economic value stress testing while var reflects the risk of loss due to adverse changes in normal markets , stress testing captures the firm 2019s exposure to unlikely but plausible events in abnormal markets .

the firm conducts economic- value stress tests using multiple scenarios that assume credit spreads widen significantly , equity prices decline and significant changes in interest rates across the major currencies .
other scenar- ios focus on the risks predominant in individual business segments and include scenarios that focus on the potential for adverse movements in complex portfolios .

scenarios were updated more frequently in 2009 and , in some cases , redefined to reflect the signifi- cant market volatility which began in late 2008 .
along with var , stress testing is important in measuring and controlling risk .
stress testing enhances the understanding of the firm 2019s risk profile and loss potential , and stress losses are monitored against limits .

stress testing is also utilized in one-off approvals and cross-business risk measurement , as well as an input to economic capital allocation .
stress-test results , trends and explanations based on current market risk positions are reported to the firm 2019s senior management and to the lines of business to help them better measure and manage risks and to understand event risk 2013sensitive positions.

 |
| table | ( in millions )  | 1 basis point increase in jpmorgan chase credit spread
---------------- | ------------------------------------------------------
december 31 2009 | $ 39
december 31 2008 | $ 37 |


| _id | dd4bef38c |
| title |  |
| text | j.p .
morgan chase & co .
/ 2003 annual report 49 off 2013balance sheet arrangements and contractual cash obligations special-purpose entities special-purpose entities ( 201cspes 201d ) , special-purpose vehicles ( 201cspvs 201d ) , or variable-interest entities ( 201cvies 201d ) , are an important part of the financial markets , providing market liquidity by facili- tating investors 2019 access to specific portfolios of assets and risks .

spes are not operating entities ; typically they are established for a single , discrete purpose , have a limited life and have no employees .
the basic spe structure involves a company selling assets to the spe .
the spe funds the asset purchase by selling securities to investors .
to insulate investors from creditors of other entities , including the seller of the assets , spes are often structured to be bankruptcy-remote .

spes are critical to the functioning of many investor markets , including , for example , the market for mortgage-backed securities , other asset-backed securities and commercial paper .
jpmorgan chase is involved with spes in three broad categories of transactions : loan securi- tizations ( through 201cqualifying 201d spes ) , multi-seller conduits , and client intermediation .

capital is held , as appropriate , against all spe-related transactions and related exposures such as deriva- tive transactions and lending-related commitments .
the firm has no commitments to issue its own stock to support any spe transaction , and its policies require that transactions with spes be conducted at arm 2019s length and reflect market pric- ing .

consistent with this policy , no jpmorgan chase employee is permitted to invest in spes with which the firm is involved where such investment would violate the firm 2019s worldwide rules of conduct .
these rules prohibit employees from self- dealing and prohibit employees from acting on behalf of the firm in transactions with which they or their family have any significant financial interest .

for certain liquidity commitments to spes , the firm could be required to provide funding if the credit rating of jpmorgan chase bank were downgraded below specific levels , primarily p-1 , a-1 and f1 for moody 2019s , standard & poor 2019s and fitch , respectively .
the amount of these liquidity commitments was $ 34.0 billion at december 31 , 2003 .
if jpmorgan chase bank were required to provide funding under these commitments , the firm could be replaced as liquidity provider .

additionally , with respect to the multi-seller conduits and structured commercial loan vehicles for which jpmorgan chase bank has extended liq- uidity commitments , the bank could facilitate the sale or refi- nancing of the assets in the spe in order to provide liquidity .
of these liquidity commitments to spes , $ 27.7 billion is included in the firm 2019s total other unfunded commitments to extend credit included in the table on the following page .

as a result of the consolidation of multi-seller conduits in accordance with fin 46 , $ 6.3 billion of these commitments are excluded from the table , as the underlying assets of the spe have been included on the firm 2019s consolidated balance sheet .
the following table summarizes certain revenue information related to vies with which the firm has significant involvement , and qualifying spes: .

( a ) includes consolidated and nonconsolidated asset-backed commercial paper conduits for a consistent presentation of 2003 results .
the revenue reported in the table above represents primarily servicing fee income .
the firm also has exposure to certain vie vehicles arising from derivative transactions with vies ; these transactions are recorded at fair value on the firm 2019s consolidated balance sheet with changes in fair value ( i.e. , mark-to-market gains and losses ) recorded in trading revenue .

such mtm gains and losses are not included in the revenue amounts reported in the table above .
for a further discussion of spes and the firm 2019s accounting for spes , see note 1 on pages 86 201387 , note 13 on pages 100 2013103 , and note 14 on pages 103 2013106 of this annual report .
contractual cash obligations in the normal course of business , the firm enters into various con- tractual obligations that may require future cash payments .

contractual obligations at december 31 , 2003 , include long-term debt , trust preferred capital securities , operating leases , contractual purchases and capital expenditures and certain other liabilities .
for a further discussion regarding long-term debt and trust preferred capital securities , see note 18 on pages 109 2013111 of this annual report .
for a further discussion regarding operating leases , see note 27 on page 115 of this annual report .

the accompanying table summarizes jpmorgan chase 2019s off 2013 balance sheet lending-related financial instruments and signifi- cant contractual cash obligations , by remaining maturity , at december 31 , 2003 .
contractual purchases include commit- ments for future cash expenditures , primarily for services and contracts involving certain forward purchases of securities and commodities .

capital expenditures primarily represent future cash payments for real estate 2013related obligations and equip- ment .
contractual purchases and capital expenditures at december 31 , 2003 , reflect the minimum contractual obligation under legally enforceable contracts with contract terms that are both fixed and determinable .
excluded from the following table are a number of obligations to be settled in cash , primarily in under one year .

these obligations are reflected on the firm 2019s consolidated balance sheet and include deposits ; federal funds purchased and securities sold under repurchase agreements ; other borrowed funds ; purchases of debt and equity instruments that settle within standard market timeframes ( e.g .
regular-way ) ; derivative payables that do not require physical delivery of the underlying instrument ; and certain purchases of instruments that resulted in settlement failures.

 |
| table | year ended december 31 2003 ( in millions ) | year ended december 31 2003 vies | year ended december 31 2003 ( a ) | year ended december 31 2003 spes | total
------------------------------------------- | -------------------------------- | --------------------------------- | -------------------------------- | ------
revenue                                     | $ 79                             |                                   | $ 979                            | $ 1058 |


| _id | dd4c616da |
| title |  |
| text | american tower corporation and subsidiaries notes to consolidated financial statements 2014 ( continued ) the 7.50% ( 7.50 % ) notes mature on may 1 , 2012 and interest is payable semi-annually in arrears on may 1 and november 1 each year beginning may 1 , 2004 .
the company may redeem the 7.50% ( 7.50 % ) notes after may 1 , 2008 .

the initial redemption price on the 7.50% ( 7.50 % ) notes is 103.750% ( 103.750 % ) of the principal amount , subject to a ratable decline after may 1 of the following year to 100% ( 100 % ) of the principal amount in 2010 and thereafter .

the company may also redeem up to 35% ( 35 % ) of the 7.50% ( 7.50 % ) notes any time prior to february 1 , 2007 ( at a price equal to 107.50% ( 107.50 % ) of the principal amount of the notes plus accrued and unpaid interest , if any ) , with the net cash proceeds of certain public equity offerings within sixty days after the closing of any such offering .

the 7.50% ( 7.50 % ) notes rank equally with the 5.0% ( 5.0 % ) convertible notes and its 93 20448% ( 20448 % ) notes and are structurally and effectively junior to indebtedness outstanding under the credit facilities , the ati 12.25% ( 12.25 % ) notes and the ati 7.25% ( 7.25 % ) notes .

the indenture for the 7.50% ( 7.50 % ) notes contains certain covenants that restrict the company 2019s ability to incur more debt ; guarantee indebtedness ; issue preferred stock ; pay dividends ; make certain investments ; merge , consolidate or sell assets ; enter into transactions with affiliates ; and enter into sale leaseback transactions .

6.25% ( 6.25 % ) notes redemption 2014in february 2004 , the company completed the redemption of all of its outstanding $ 212.7 million principal amount of 6.25% ( 6.25 % ) notes .
the 6.25% ( 6.25 % ) notes were redeemed pursuant to the terms of the indenture at 102.083% ( 102.083 % ) of the principal amount plus unpaid and accrued interest .
the total aggregate redemption price was $ 221.9 million , including $ 4.8 million in accrued interest .

the company will record a charge of $ 7.1 million in the first quarter of 2004 from the loss on redemption and write-off of deferred financing fees .
other debt repurchases 2014from january 1 , 2004 to march 11 , 2004 , the company repurchased $ 36.2 million principal amount of its 5.0% ( 5.0 % ) notes for approximately $ 36.1 million in cash and made a $ 21.0 million voluntary prepayment of term loan a under its credit facilities .

giving effect to the issuance of the 7.50% ( 7.50 % ) notes and the use of the net proceeds to redeem all of the outstanding 6.25% ( 6.25 % ) notes ; repurchases of $ 36.2 million principal amount of the 5.0% ( 5.0 % ) notes ; and a voluntary prepayment of $ 21.0 million of the term a loan under the credit facilities ; the company 2019s aggregate principal payments of long- term debt , including capital leases , for the next five years and thereafter are as follows ( in thousands ) : year ending december

follows ( in thousands ) : year ending december 31 .

atc mexico holding 2014in january 2004 , mr .
gearon exercised his previously disclosed right to require the company to purchase his 8.7% ( 8.7 % ) interest in atc mexico .
giving effect to the january 2004 exercise of options described below , the company owns an 88% ( 88 % ) interest in atc mexico , which is the subsidiary through which the company conducts its mexico operations .
the purchase price for mr .

the purchase price for mr .
gearon 2019s interest in atc mexico is subject to review by an independent financial advisor , and is payable in cash or shares of the company 2019s class a common stock , at the company 2019s option .
the company intends to pay the purchase price in shares of its class a common stock , and closing is expected to occur in the second quarter of 2004 .

in addition , the company expects that payment of a portion of the purchase price will be contingent upon atc mexico meeting certain performance objectives.

 |
| table | 2004                                                                          | $ 73684
----------------------------------------------------------------------------- | ------------------
2005                                                                          | 109435
2006                                                                          | 145107
2007                                                                          | 688077
2008                                                                          | 808043
thereafter                                                                    | 1875760
total cash obligations                                                        | 3700106
accreted value of original issue discount of the ati 12.25% ( 12.25 % ) notes | -339601 ( 339601 )
accreted value of the related warrants                                        | -44247 ( 44247 )
total                                                                         | $ 3316258 |


| _id | dd4bea18e |
| title |  |
| text | holders of grupo gondi manage the joint venture and we provide technical and commercial resources .
we believe the joint venture is helping us to grow our presence in the attractive mexican market .
we have included the financial results of the joint venture in our corrugated packaging segment since the date of formation .
we are accounting for the investment on the equity method .
on january 19 , 2016 , we completed the packaging acquisition .

the entities acquired provide value-added folding carton and litho-laminated display packaging solutions .
we believe the transaction has provided us with attractive and complementary customers , markets and facilities .
we have included the financial results of the acquired entities in our consumer packaging segment since the date of the acquisition .
on october 1 , 2015 , we completed the sp fiber acquisition .

the transaction included the acquisition of mills located in dublin , ga and newberg , or , which produce lightweight recycled containerboard and kraft and bag paper .
the newberg mill also produced newsprint .
as part of the transaction , we also acquired sp fiber's 48% ( 48 % ) interest in green power solutions of georgia , llc ( fffdgps fffd ) , which we consolidate .
gps is a joint venture providing steam to the dublin mill and electricity to georgia power .

subsequent to the transaction , we announced the permanent closure of the newberg mill due to the decline in market conditions of the newsprint business and our need to balance supply and demand in our containerboard system .
we have included the financial results of the acquired entities in our corrugated packaging segment since the date of the acquisition .
see fffdnote 2 .
mergers , acquisitions and investment fffdtt of the notes to consolidated financial statements for additional information .

see also item 1a .
fffdrisk factors fffd fffdwe may be unsuccessful in making and integrating mergers , acquisitions and investments and completing divestitures fffd .
business .

in fiscal 2018 , we continued to pursue our strategy of offering differentiated paper and packaging solutions that help our customers win .
we successfully executed this strategy in fiscal 2018 in a rapidly changing cost and price environment .
net sales of $ 16285.1 million for fiscal 2018 increased $ 1425.4 million , or 9.6% ( 9.6 % ) , compared to fiscal 2017 .

the increase was primarily a result of an increase in corrugated packaging segment sales , driven by higher selling price/mix and the contributions from acquisitions , and increased consumer packaging segment sales , primarily due to the contribution from acquisitions ( primarily the mps acquisition ) .

these increases were partially offset by the absence of net sales from hh&b in fiscal 2018 due to the sale of hh&b in april 2017 and lower land and development segment sales compared to the prior year period due to the timing of real estate sales as we monetize the portfolio and lower merchandising display sales in the consumer packaging segment .
segment income increased $ 491.5 million in fiscal 2018 compared to fiscal 2017 , primarily due to increased corrugated packaging segment income .

with respect to segment income , we experienced higher levels of cost inflation during fiscal 2018 as compared to fiscal 2017 , which was partially offset by recycled fiber deflation .
the primary inflationary items were freight costs , chemical costs , virgin fiber costs and wage and other costs .
productivity improvements in fiscal 2018 more than offset the net impact of cost inflation .

while it is difficult to predict specific inflationary items , we expect higher cost inflation to continue through fiscal 2019 .
our corrugated packaging segment increased its net sales by $ 695.1 million in fiscal 2018 to $ 9103.4 million from $ 8408.3 million in fiscal 2017 .

the increase in net sales was primarily due to higher corrugated selling price/mix and higher corrugated volumes ( including acquisitions ) , which were partially offset by lower net sales from recycling operations due to lower recycled fiber costs , lower sales related to the deconsolidation of a foreign joint venture in fiscal 2017 and the impact of foreign currency .
north american box shipments increased 4.1% ( 4.1 % ) on a per day basis in fiscal 2018 compared to fiscal 2017 .

segment income attributable to the corrugated packaging segment in fiscal 2018 increased $ 454.0 million to $ 1207.9 million compared to $ 753.9 million in fiscal 2017 .
the increase was primarily due to higher selling price/mix , lower recycled fiber costs and productivity improvements which were partially offset by higher levels of cost inflation and other items , including increased depreciation and amortization .

our consumer packaging segment increased its net sales by $ 838.9 million in fiscal 2018 to $ 7291.4 million from $ 6452.5 million in fiscal 2017 .
the increase in net sales was primarily due to an increase in net sales from acquisitions ( primarily the mps acquisition ) and higher selling price/mix partially offset by the absence of net sales from hh&b in fiscal 2018 due to the hh&b sale in april 2017 and lower volumes .
segment income attributable to

 |
| table | ( in millions ) | year ended september 30 , 2018 | year ended september 30 , 2017 | year ended september 30 , 2016
--------------- | ------------------------------ | ------------------------------ | ------------------------------
net sales       | $ 16285.1                      | $ 14859.7                      | $ 14171.8
segment income  | $ 1685.0                       | $ 1193.5                       | $ 1226.2 |


| _id | dd4c58e5e |
| title |  |
| text | notes to consolidated financial statements 2014 ( continued ) ( amounts in millions , except per share amounts ) withholding taxes on temporary differences resulting from earnings for certain foreign subsidiaries which are permanently reinvested outside the u.s .
it is not practicable to determine the amount of unrecognized deferred tax liability associated with these temporary differences .
pursuant to the provisions of fasb interpretation no .

48 , accounting for uncertainty in income taxes ( 201cfin 48 201d ) , the following table summarizes the activity related to our unrecognized tax benefits: .

included in the total amount of unrecognized tax benefits of $ 148.8 as of december 31 , 2008 , is $ 131.8 of tax benefits that , if recognized , would impact the effective tax rate and $ 17.1 of tax benefits that , if recognized , would result in adjustments to other tax accounts , primarily deferred taxes .

the total amount of accrued interest and penalties as of december 31 , 2008 and 2007 is $ 33.5 and $ 33.6 , of which $ 0.7 and $ 9.2 is included in the 2008 and 2007 consolidated statement of operations , respectively .
in accordance with our accounting policy , interest and penalties accrued on unrecognized tax benefits are classified as income taxes in the consolidated statements of operations .
we have not elected to change this classification with the adoption of fin 48 .

with respect to all tax years open to examination by u.s .
federal and various state , local , and non-u.s .
tax authorities , we currently anticipate that the total unrecognized tax benefits will decrease by an amount between $ 45.0 and $ 55.0 in the next twelve months , a portion of which will affect the effective tax rate , primarily as a result of the settlement of tax examinations and the lapsing of statutes of limitation .

this net decrease is related to various items of income and expense , including transfer pricing adjustments and restatement adjustments .
for this purpose , we expect to complete our discussions with the irs appeals division regarding the years 1997 through 2004 within the next twelve months .
we also expect to effectively settle , within the next twelve months , various uncertainties for 2005 and 2006 .
in december 2007 , the irs commenced its examination for the 2005 and 2006 tax years .

in addition , we have various tax years under examination by tax authorities in various countries , such as the u.k. , and in various states , such as new york , in which we have significant business operations .
it is not yet known whether these examinations will , in the aggregate , result in our paying additional taxes .

we have established tax reserves that we believe to be adequate in relation to the potential for additional assessments in each of the jurisdictions in which we are subject to taxation .
we regularly assess the likelihood of additional tax assessments in those jurisdictions and adjust our reserves as additional information or events require .
on may 1 , 2007 , the irs completed its examination of our 2003 and 2004 income tax returns and proposed a number of adjustments to our taxable income .

we have appealed a number of these items .
in addition , during the second quarter of 2007 , there were net reversals of tax reserves , primarily related to previously unrecognized tax benefits related to various items of income and expense , including approximately $ 80.0 for certain worthless securities deductions associated with investments in consolidated subsidiaries , which was a result of the completion of the tax examination.

 |
| table | | 2008           | 2007
-------------------------------------------------------------------- | -------------- | ----------------
balance at beginning of period                                       | $ 134.8        | $ 266.9
increases as a result of tax positions taken during a prior year     | 22.8           | 7.9
decreases as a result of tax positions taken during a prior year     | -21.3 ( 21.3 ) | -156.3 ( 156.3 )
settlements with taxing authorities                                  | -4.5 ( 4.5 )   | -1.0 ( 1.0 )
lapse of statutes of limitation                                      | -1.7 ( 1.7 )   | -2.4 ( 2.4 )
increases as a result of tax positions taken during the current year | 18.7           | 19.7
balance at end of period                                             | $ 148.8        | $ 134.8 |


| _id | dd4bb1e4c |
| title |  |
| text | aeronautics 2019 operating profit for 2012 increased $ 69 million , or 4% ( 4 % ) , compared to 2011 .

the increase was attributable to higher operating profit of approximately $ 105 million from c-130 programs due to an increase in risk retirements ; about $ 50 million from f-16 programs due to higher aircraft deliveries partially offset by a decline in risk retirements ; approximately $ 50 million from f-35 production contracts due to increased production volume and risk retirements ; and about $ 50 million from the completion of purchased intangible asset amortization on certain f-16 contracts .

partially offsetting the increases was lower operating profit of about $ 90 million from the f-35 development contract primarily due to the inception-to-date effect of reducing the profit booking rate in the second quarter of 2012 ; approximately $ 50 million from decreased production volume and risk retirements on the f-22 program partially offset by a resolution of a contractual matter in the second quarter of 2012 ; and approximately $ 45 million primarily due to a decrease in risk retirements on other

due to a decrease in risk retirements on other sustainment activities partially offset by various other aeronautics programs due to increased risk retirements and volume .

operating profit for c-5 programs was comparable to 2011 .
adjustments not related to volume , including net profit booking rate adjustments and other matters described above , were approximately $ 30 million lower for 2012 compared to 2011 .
backlog backlog decreased in 2013 compared to 2012 mainly due to lower orders on f-16 , c-5 , and c-130 programs , partially offset by higher orders on the f-35 program .

backlog decreased in 2012 compared to 2011 mainly due to lower orders on f-35 and c-130 programs , partially offset by higher orders on f-16 programs .
trends we expect aeronautics 2019 net sales to increase in 2014 in the mid-single digit percentage range as compared to 2013 primarily due to an increase in net sales from f-35 production contracts .
operating profit is expected to increase slightly from 2013 , resulting in a slight decrease in operating margins between the years due to program mix .

information systems & global solutions our is&gs business segment provides advanced technology systems and expertise , integrated information technology solutions , and management services across a broad spectrum of applications for civil , defense , intelligence , and other government customers .
is&gs has a portfolio of many smaller contracts as compared to our other business segments .
is&gs has been impacted by the continued downturn in federal information technology budgets .

is&gs 2019 operating results included the following ( in millions ) : .

2013 compared to 2012 is&gs 2019 net sales decreased $ 479 million , or 5% ( 5 % ) , for 2013 compared to 2012 .

the decrease was attributable to lower net sales of about $ 495 million due to decreased volume on various programs ( command and control programs for classified customers , ngi , and eram programs ) ; and approximately $ 320 million due to the completion of certain programs ( such as total information processing support services , the transportation worker identification credential ( twic ) , and odin ) .

the decrease was partially offset by higher net sales of about $ 340 million due to the start-up of certain programs ( such as the disa gsm-o and the national science foundation antarctic support ) .
is&gs 2019 operating profit decreased $ 49 million , or 6% ( 6 % ) , for 2013 compared to 2012 .

the decrease was primarily attributable to lower operating profit of about $ 55 million due to certain programs nearing the end of their lifecycles , partially offset by higher operating profit of approximately $ 15 million due to the start-up of certain programs .

adjustments not related to volume , including net profit booking rate adjustments and other matters , were comparable for 2013 compared to 2012 compared to 2011 is&gs 2019 net sales for 2012 decreased $ 535 million , or 6% ( 6 % ) , compared to 2011 .
the decrease was attributable to lower net sales of approximately $ 485 million due to the substantial completion of various programs during 2011 ( primarily jtrs ; odin ; and u.k .

census ) ; and about $ 255 million due to lower volume on numerous other programs ( primarily hanford;

 |
| table | | 2013           | 2012           | 2011
------------------- | -------------- | -------------- | --------------
net sales           | $ 8367         | $ 8846         | $ 9381
operating profit    | 759            | 808            | 874
operating margins   | 9.1% ( 9.1 % ) | 9.1% ( 9.1 % ) | 9.3% ( 9.3 % )
backlog at year-end | 8300           | 8700           | 9300 |


| _id | dd4b89762 |
| title |  |
| text | management 2019s discussion and analysis net interest income 2013 versus 2012 .
net interest income on the consolidated statements of earnings was $ 3.39 billion for 2013 , 13% ( 13 % ) lower than 2012 .
the decrease compared with 2012 was primarily due to lower average yields on financial instruments owned , at fair value , partially offset by lower interest expense on financial instruments sold , but not yet purchased , at fair value and collateralized financings .
2012 versus 2011 .

2012 versus 2011 .
net interest income on the consolidated statements of earnings was $ 3.88 billion for 2012 , 25% ( 25 % ) lower than 2011 .
the decrease compared with 2011 was primarily due to lower average yields on financial instruments owned , at fair value and collateralized agreements .
see 201cstatistical disclosures 2014 distribution of assets , liabilities and shareholders 2019 equity 201d for further information about our sources of net interest income .

operating expenses our operating expenses are primarily influenced by compensation , headcount and levels of business activity .
compensation and benefits includes salaries , discretionary compensation , amortization of equity awards and other items such as benefits .

discretionary compensation is significantly impacted by , among other factors , the level of net revenues , overall financial performance , prevailing labor markets , business mix , the structure of our share-based compensation programs and the external environment .
the table below presents our operating expenses and total staff ( which includes employees , consultants and temporary staff ) . .

1 .
related revenues are included in 201cmarket making 201d in the consolidated statements of earnings .
goldman sachs 2013 annual report 45

 |
| table | $ in millions                                    | year ended december 2013 | year ended december 2012 | year ended december 2011
------------------------------------------------ | ------------------------ | ------------------------ | ------------------------
compensation and benefits                        | $ 12613                  | $ 12944                  | $ 12223
brokerage clearing exchange anddistribution fees | 2341                     | 2208                     | 2463
market development                               | 541                      | 509                      | 640
communications and technology                    | 776                      | 782                      | 828
depreciation and amortization                    | 1322                     | 1738                     | 1865
occupancy                                        | 839                      | 875                      | 1030
professional fees                                | 930                      | 867                      | 992
insurance reserves1                              | 176                      | 598                      | 529
other expenses                                   | 2931                     | 2435                     | 2072
total non-compensation expenses                  | 9856                     | 10012                    | 10419
total operating expenses                         | $ 22469                  | $ 22956                  | $ 22642
total staff at period-end                        | 32900                    | 32400                    | 33300 |