CENTURYLINK, INC, 10-K filed on 2/27/2014
Annual Report
Document and Entity Information (USD $)
In Billions, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Feb. 18, 2014
Jun. 30, 2013
Document and Entity Information
 
 
 
Entity Registrant Name
CENTURYLINK, INC 
 
 
Entity Central Index Key
0000018926 
 
 
Document Type
10-K 
 
 
Document Period End Date
Dec. 31, 2013 
 
 
Amendment Flag
false 
 
 
Current Fiscal Year End Date
--12-31 
 
 
Entity Well-known Seasoned Issuer
Yes 
 
 
Entity Voluntary Filers
No 
 
 
Entity Current Reporting Status
Yes 
 
 
Entity Filer Category
Large Accelerated Filer 
 
 
Entity Public Float
 
 
$ 21.3 
Entity Common Stock, Shares Outstanding (shares)
 
577,955,329 
 
Document Fiscal Year Focus
2013 
 
 
Document Fiscal Period Focus
FY 
 
 
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)
In Millions, except Share data in Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Income Statement [Abstract]
 
 
 
Revenues
$ 18,095 
$ 18,376 
$ 15,351 
OPERATING EXPENSES
 
 
 
Cost of services and products (exclusive of depreciation and amortization)
7,507 
7,639 
6,325 
Selling, general and administrative
3,502 
3,244 
2,975 
Depreciation and amortization
4,541 
4,780 
4,026 
Impairment of goodwill (Note 3)
1,092 
0 
0 
Total operating expenses
16,642 
15,663 
13,326 
OPERATING INCOME
1,453 
2,713 
2,025 
OTHER INCOME (EXPENSE)
 
 
 
Interest expense
(1,298)
(1,319)
(1,072)
Net gain (loss) on early retirement of debt
10 
(179)
(8)
Other income
59 
35 
3 
Total other income (expense)
(1,229)
(1,463)
(1,077)
INCOME BEFORE INCOME TAX EXPENSE
224 
1,250 
948 
Total income tax expense
463 
473 
375 
NET (LOSS) INCOME
$ (239)
$ 777 
$ 573 
BASIC AND DILUTED (LOSS) EARNINGS PER COMMON SHARE
 
 
 
BASIC (in dollars per share)
$ (0.40)
$ 1.25 
$ 1.07 
DILUTED (in dollars per share)
$ (0.40)1
$ 1.25 1
$ 1.07 1
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
 
 
 
BASIC (in shares)
600,892 
620,205 
532,780 
DILUTED (in shares)
600,892 
622,285 
534,121 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Statement of Comprehensive Income [Abstract]
 
 
 
NET (LOSS) INCOME
$ (239)
$ 777 
$ 573 
Items related to employee benefit plans:
 
 
 
Change in net actuarial gain (loss), net of $(606), $432 and $508 tax
981 
(694)
(812)
Change in net prior service credit, net of $52, $4 and $23 tax
(84)
(6)
(37)
Auction rate securities marked to market, net of $—, $(1) and $2 tax
0 
2 
(4)
Auction rate securities settlements reclassified to net income, net of $—, $(1) and $— tax
0 
3 
0 
Foreign currency translation adjustment and other, net of $—, $— and $2 tax
2 
6 
(18)
Net current-period other comprehensive income (loss)
899 
(689)
(871)
COMPREHENSIVE INCOME (LOSS)
$ 660 
$ 88 
$ (298)
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Statement of Comprehensive Income [Abstract]
 
 
 
Change in net actuarial loss
$ (606)
$ 432 
$ 508 
Change in net prior service cost
52 
4 
23 
Auction rate securities marked to market
0 
1 
(2)
Auction rate securities settlements reclassified to net income
0 
1 
0 
Foreign currency translation adjustment and other
$ 0 
$ 0 
$ (2)
CONSOLIDATED BALANCE SHEETS (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
CURRENT ASSETS
 
 
Cash and cash equivalents
$ 168 
$ 211 
Accounts receivable, less allowance of $155 and $158
1,977 
1,917 
Income tax receivable
0 
42 
Deferred income taxes, net
1,165 
916 
Other
597 
552 
Total current assets
3,907 
3,638 
NET PROPERTY, PLANT AND EQUIPMENT
 
 
Property, plant and equipment
34,307 
31,933 
Accumulated depreciation
(15,661)
(13,024)
Net property, plant and equipment
18,646 
18,909 
GOODWILL AND OTHER ASSETS
 
 
Goodwill
20,674 
21,627 
Customer relationships, net
5,935 
7,052 
Other intangible assets, net
1,802 
1,918 
Other, net
823 
796 
Total goodwill and other assets
29,234 
31,393 
TOTAL ASSETS
51,787 
53,940 
CURRENT LIABILITIES
 
 
Current maturities of long-term debt
785 
1,205 
Accounts payable
1,111 
1,207 
Accrued expenses and other liabilities
 
 
Salaries and benefits
650 
683 
Income and other taxes
339 
356 
Interest
273 
268 
Other
514 
234 
Advance billings and customer deposits
737 
642 
Total current liabilities
4,409 
4,595 
LONG-TERM DEBT
20,181 
19,400 
DEFERRED CREDITS AND OTHER LIABILITIES
 
 
Deferred income taxes, net
4,753 
3,564 
Pension and Other Postretirement Defined Benefit Plans, Liabilities, Noncurrent
4,049 
5,844 
Other Liabilities, Noncurrent
1,204 
1,248 
Liabilities, Other than Long-term Debt, Noncurrent
10,006 
10,656 
COMMITMENTS AND CONTINGENCIES (Note 15)
   
   
STOCKHOLDERS' EQUITY
 
 
Preferred stock — non-redeemable, $25.00 par value, authorized 2,000 shares, issued and outstanding 7 and 7 shares
0 
0 
Common stock, $1.00 par value, authorized 1,600,000 and 1,600,000 shares, issued and outstanding 583,637 and 625,658 shares
584 
626 
Additional paid-in capital
17,343 
19,079 
Accumulated other comprehensive loss
(802)
(1,701)
Retained earnings
66 
1,285 
Total stockholders' equity
17,191 
19,289 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
$ 51,787 
$ 53,940 
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
In Millions, except Share data in Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Statement of Financial Position [Abstract]
 
 
Accounts receivable, allowance
$ 155 
$ 158 
Preferred stock- non-redeemable, par value (in dollars per share)
$ 25.00 
$ 25.00 
Preferred stock- non-redeemable, authorized shares (shares)
2,000 
2,000 
Preferred stock- non-redeemable, issued shares (shares)
7 
7 
Preferred stock- non-redeemable, outstanding shares (shares)
7 
7 
Common stock, par value (in dollars per share)
$ 1.00 
$ 1.00 
Common stock, authorized shares (shares)
1,600,000 
1,600,000 
Common stock, issued shares (shares)
583,637 
625,658 
Common stock, outstanding shares (shares)
583,637 
625,658 
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
OPERATING ACTIVITIES
 
 
 
Net (loss) income
$ (239)
$ 777 
$ 573 
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
4,541 
4,780 
4,026 
Impairment
1,092 
0 
0 
Deferred income taxes
391 
394 
395 
Provision for uncollectible accounts
152 
187 
153 
Gain (Loss) on Disposition of Intangible Assets
(32)
0 
0 
Long-term debt (premium) discount amortization
(57)
(88)
(148)
Net (gain) loss on early retirement of debt
(10)
179 
8 
Changes in current assets and current liabilities:
 
 
 
Accounts receivable
(212)
(154)
(102)
Accounts payable
(76)
(72)
(58)
Accrued income and other taxes
28 
(14)
31 
Other current assets and other current liabilities, net
263 
16 
(76)
Retirement benefits
(342)
(169)
(688)
Changes in other noncurrent assets and liabilities
19 
161 
(6)
Other, net
41 
68 
93 
Net cash provided by operating activities
5,559 
6,065 
4,201 
INVESTING ACTIVITIES
 
 
 
Payments for property, plant and equipment and capitalized software
(3,048)
(2,919)
(2,411)
Cash paid for Savvis acquisition, net of $61 cash acquired
0 
0 
(1,671)
Cash acquired in Qwest acquisition, net of $5 cash paid
0 
0 
419 
Payments to Acquire Businesses, Gross
(160)
0 
0 
Proceeds from sale of property and intangible assets
80 
191 
0 
Other, net
(20)
38 
16 
Net cash used in investing activities
(3,148)
(2,690)
(3,647)
FINANCING ACTIVITIES
 
 
 
Net proceeds from issuance of long-term debt
2,481 
3,362 
4,102 
Payments of long-term debt
(2,010)
(5,118)
(2,984)
Net (payments) borrowings on credit facility
95 
(543)
88 
Early retirement of debt costs
(31)
(346)
(114)
Dividends paid
(1,301)
(1,811)
(1,556)
Net proceeds from issuance of common stock
73 
110 
103 
Repurchase of common stock
(1,586)
(37)
(31)
Other, net
15 
2 
(9)
Net cash used in financing activities
(2,454)
(3,295)
(577)
Effect of exchange rate changes on cash and cash equivalents
0 
3 
(22)
Net (decrease) increase in cash and cash equivalents
(43)
83 
(45)
Cash and cash equivalents at beginning of period
211 
128 
173 
Cash and cash equivalents at end of period
168 
211 
128 
Supplemental cash flow information:
 
 
 
Income taxes (paid) refunded, net
(48)
(82)
118 
Interest (paid) (net of capitalized interest of $41, $43 and $25)
$ (1,333)
$ (1,405)
$ (1,225)
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $)
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Statement of Cash Flows [Abstract]
 
 
 
Cash acquired in Savvis acquisition
$ 0 
$ 0 
$ 61,000,000 
Cash acquired in Qwest acquisition, cash paid
0 
0 
5,000,000 
Interest (paid) capitalized interest
$ 41,000,000 
$ 43,000,000 
$ 25,000,000 
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $)
In Millions, except Share data, unless otherwise specified
Total
COMMON STOCK
ADDITIONAL PAID-IN CAPITAL
ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME
RETAINED EARNINGS
Balance at beginning of period at Dec. 31, 2010
 
$ 305 
 
 
 
Balance (in shares) at Dec. 31, 2010
 
305,000,000 
 
 
 
Increase (Decrease) in Stockholders' Equity
 
 
 
 
 
Issuance of common stock to acquire Qwest, including shares issued in connection with share-based compensation awards
 
294 
11,974 
 
 
Issuance of common stock to acquire Qwest, including shares issued in connection with share-based compensation awards (shares)
 
294,000,000 
 
 
 
Issuance of common stock to acquire Savvis, including shares issued in connection with share-based compensation awards
 
14 
601 
 
 
Issuance of common stock to acquire Savvis, including shares issued in connection with share-based compensation awards (shares)
 
14,000,000 
 
 
 
Issuance of common stock through dividend reinvestment, incentive and benefit plans
 
6 
97 
 
 
Issuance of common stock through dividend reinvestment, incentive and benefit plans (shares)
 
6,000,000 
 
 
 
Stock Repurchased During Period, Value
 
0 
0 
 
 
Shares withheld to satisfy tax withholdings
 
0 
(30)
 
 
Shares withheld to satisfy tax withholdings (shares)
 
0 
 
 
 
Share-based compensation and other, net
 
 
(78)
 
 
Other comprehensive income (loss)
(871)
 
 
(871)
 
Net (loss) income
573 
 
 
 
573 
Dividends declared
 
 
0 
 
(1,556)
Balance at end of period at Dec. 31, 2011
20,827 
619 
18,901 
(1,012)
2,319 
Balance (in shares) at Dec. 31, 2011
 
619,000,000 
 
 
 
Increase (Decrease) in Stockholders' Equity
 
 
 
 
 
Issuance of common stock to acquire Qwest, including shares issued in connection with share-based compensation awards
 
0 
0 
 
 
Issuance of common stock to acquire Qwest, including shares issued in connection with share-based compensation awards (shares)
 
0 
 
 
 
Issuance of common stock to acquire Savvis, including shares issued in connection with share-based compensation awards
 
0 
0 
 
 
Issuance of common stock to acquire Savvis, including shares issued in connection with share-based compensation awards (shares)
 
0 
 
 
 
Issuance of common stock through dividend reinvestment, incentive and benefit plans
 
8 
102 
 
 
Issuance of common stock through dividend reinvestment, incentive and benefit plans (shares)
 
8,000,000 
 
 
 
Stock Repurchased During Period, Value
 
0 
0 
 
 
Shares withheld to satisfy tax withholdings
 
(1)
(34)
 
 
Shares withheld to satisfy tax withholdings (shares)
 
1,000,000 
 
 
 
Share-based compensation and other, net
 
 
(110)
 
 
Other comprehensive income (loss)
(689)
 
 
(689)
 
Net (loss) income
777 
 
 
 
777 
Dividends declared
 
 
0 
 
(1,811)
Balance at end of period at Dec. 31, 2012
19,289 
626 
19,079 
(1,701)
1,285 
Balance (in shares) at Dec. 31, 2012
625,658,000 
626,000,000 
 
 
 
Increase (Decrease) in Stockholders' Equity
 
 
 
 
 
Issuance of common stock to acquire Qwest, including shares issued in connection with share-based compensation awards
 
 
0 
 
 
Issuance of common stock to acquire Qwest, including shares issued in connection with share-based compensation awards (shares)
 
0 
 
 
 
Issuance of common stock to acquire Savvis, including shares issued in connection with share-based compensation awards
 
 
0 
 
 
Issuance of common stock to acquire Savvis, including shares issued in connection with share-based compensation awards (shares)
 
0 
 
 
 
Issuance of common stock through dividend reinvestment, incentive and benefit plans
 
 
69 
 
 
Issuance of common stock through dividend reinvestment, incentive and benefit plans (shares)
 
4,000,000 
 
 
 
Stock Repurchased During Period, Value
(1,570)
(46)
(1,551)
 
 
Shares withheld to satisfy tax withholdings
 
 
(18)
 
 
Shares withheld to satisfy tax withholdings (shares)
 
0 
 
 
 
Share-based compensation and other, net
 
 
(85)
 
 
Other comprehensive income (loss)
899 
 
 
899 
 
Net (loss) income
(239)
 
 
 
(239)
Dividends declared
 
 
(321)
 
(980)
Balance at end of period at Dec. 31, 2013
$ 17,191 
$ 584 
 
$ (802)
$ 66 
Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation
We are an integrated communications company engaged primarily in providing an array of communications services to our residential, business, governmental and wholesale customers. Our communications services include local and long-distance, broadband, private line (including special access), MPLS, broadband, data integration, managed hosting (including cloud hosting), colocation, Ethernet, network access, public access, wireless, video services and other ancillary services.
The accompanying consolidated financial statements include our accounts and the accounts of our subsidiaries over which we exercise control. These subsidiaries include our acquisition of SAVVIS, Inc. and its consolidated subsidiaries ("Savvis") on July 15, 2011 and Qwest Communications International Inc. and its consolidated subsidiaries ("Qwest") on April 1, 2011. See Note 2—Acquisitions for additional information. All intercompany amounts and transactions with our consolidated subsidiaries have been eliminated.
During the year ended December 31, 2013, we recorded a correction of an error related to an overstatement of our net deferred tax liability recorded in connection with the purchase accounting of Savvis and Qwest in 2011. Therefore, we recognized a $105 million decrease in our net deferred tax liability and a $105 million reduction to goodwill on our consolidated balance sheet as of December 31, 2012. The correction of the error did not have an effect on our consolidated statements of operations or our consolidated statements of cash flows for the years ended December 31, 2012 and 2011.
We reclassified certain prior year balance sheet amounts presented in our annual report on Form 10-K for the year ended December 31, 2012 and 2011 to conform to the current period presentation. Specifically, we reclassified $123 million and $83 million in software development costs, net of $30 million and $8 million in accumulated amortization, from property, plant and equipment to other intangible assets on our consolidated balance sheets as of December 31, 2012 and 2011, respectively. We also reclassified $28 million and $8 million from depreciation expense to amortization expense in our statements of operations for the years ended December 31, 2012, and 2011, respectively. The correction of the error did not have an effect on our consolidated statements of operations or our consolidated statements of cash flows for the years ended December 31, 2012 and 2011.
In January 2013, we sold $43 million of our wireless spectrum assets held for sale. The sale resulted in a gain of $32 million, which is recorded as other income on our consolidated statements of operations. During the quarter ended June 30, 2013, we reclassified our remaining $53 million of wireless spectrum assets from held for sale to other intangible assets on our consolidated balance sheet. Although we continue to pursue selling our remaining spectrum assets, we no longer expect to reach agreements with purchasers within the coming twelve months.
Effective January 1, 2012, we changed our rates of capitalized labor as we transitioned certain of Qwest’s legacy systems to our historical company systems. This transition resulted in an estimated $40 million to $55 million increase in the amount of labor capitalized as an asset compared to the amount that would have been capitalized if Qwest had continued to use its legacy systems and a corresponding estimated $40 million to $55 million decrease in operating expenses for the year ended December 31, 2012. The reduction in expenses described above, net of tax, increased net income approximately $25 million to $34 million, or $0.04 to $0.05 per basic and diluted common share, for the year ended December 31, 2012.
Effective January 1, 2012, we changed our estimates of the remaining useful lives and net salvage value for certain telecommunications equipment. These changes resulted in additional depreciation expense of approximately $26 million for the year ended December 31, 2012. This additional depreciation expense, net of tax, reduced net income by approximately $16 million, or $0.03 per basic and diluted common share, for the year ended December 31, 2012.
Effective January 2014, we will change the estimates of the remaining economic lives of certain switch and circuit network equipment. We estimate this will result in a net increase in depreciation expense in our consolidated statements of operations of $78 million for the year ended December 31, 2014.

To simplify the overall presentation of our consolidated financial statements, we report immaterial amounts attributable to noncontrolling interests in certain of our subsidiaries as follows: (i) income attributable to noncontrolling interests in other income (expense), (ii) equity attributable to noncontrolling interests in additional paid-in capital and (iii) cash flows attributable to noncontrolling interests in other, net financing activities.
We also reclassified certain other prior period amounts to conform to the current period presentation, including the categorization of our revenues and our segment reporting. See Note 13—Segment Information for additional information. These changes had no impact on total revenues, total operating expenses or net income for any period.
Summary of Significant Accounting Policies
Use of Estimates
Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles. These accounting principles require us to make certain estimates, judgments and assumptions. We believe that the estimates, judgments and assumptions we make when accounting for items and matters such as, but not limited to, investments, long-term contracts, customer retention patterns, allowance for doubtful accounts, depreciation, amortization, asset valuations, internal labor capitalization rates, recoverability of assets (including deferred tax assets), impairment assessments, pension, post-retirement and other post-employment benefits, taxes, certain liabilities and other provisions and contingencies are reasonable, based on information available at the time they were made. These estimates, judgments and assumptions can affect the reported amounts of assets, liabilities and components of stockholders' equity as of the dates of the consolidated balance sheets, as well as the reported amounts of revenue, expenses and components of cash flows during the periods presented in our consolidated statements of operations, our consolidated statements of comprehensive income (loss) and our consolidated statements of cash flows. We also make estimates in our assessments of potential losses in relation to threatened or pending tax and legal matters. See Note 12—Income Taxes and Note 15—Commitments and Contingencies for additional information.
For matters not related to income taxes, if a loss is considered probable and the amount can be reasonably estimated, we recognize an expense for the estimated loss. If we have the potential to recover a portion of the estimated loss from a third party, we make a separate assessment of recoverability and reduce the estimated loss if recovery is also deemed probable.
For matters related to income taxes, if the impact of an uncertain tax position is more likely than not to be sustained upon audit by the relevant taxing authority, then we recognize a benefit for the largest amount that is more likely than not to be sustained. No portion of an uncertain tax position will be recognized if the position has less than a 50% likelihood of being sustained. Interest is recognized on the amount of unrecognized benefit from uncertain tax positions.
For all of these and other matters, actual results could differ from our estimates.
Revenue Recognition
We recognize revenue for services when the related services are provided. Recognition of certain payments received in advance of services being provided is deferred until the service is provided. These advance payments include activation and installation charges, which we recognize as revenue over the expected customer relationship period, which ranges from eighteen months to over ten years depending on the service. We also defer costs for customer activations and installations. The deferral of customer activation and installation costs is limited to the amount of revenue deferred on advance payments. Costs in excess of advance payments are recorded as expense in the period such costs are incurred. Expected customer relationship periods are estimated using historical experience. Termination fees or other fees on existing contracts that are negotiated in conjunction with new contracts are deferred and recognized over the new contract term.
We offer bundle discounts to our customers who receive certain groupings of services. These bundle discounts are recognized concurrently with the associated revenues and are allocated to the various services in the bundled offering based on the estimated selling price of services included in each bundled combination.
Customer arrangements that include both equipment and services are evaluated to determine whether the elements are separable. If the elements are deemed separable and separate earnings processes exist, the revenue associated with the customer arrangement is allocated to each element based on the relative estimated selling price of the separate elements. We have estimated the selling prices of each element by reference to vendor-specific objective evidence of selling prices when the elements are sold separately. The revenue associated with each element is then recognized as earned. For example, if we receive an advance payment when we sell equipment and continuing service together, we immediately recognize as revenue the amount allocated to the equipment as long as all the conditions for revenue recognition have been satisfied. The portion of the advance payment allocated to the service based upon its relative selling price is recognized ratably over the longer of the contractual period or the expected customer relationship period.
We periodically transfer optical capacity assets on our network to other telecommunications service carriers. These transactions are structured as indefeasible rights of use, commonly referred to as IRUs, which are the exclusive right to use a specified amount of capacity or fiber for a specified term, typically 20 years. We account for the cash consideration received on transfers of optical capacity assets and on all of the other elements deliverable under an IRU, as revenue ratably over the term of the agreement. We have not recognized revenue on any contemporaneous exchanges of our optical capacity assets for other optical capacity assets.
In connection with offering products and services provided by third-party vendors, we review the relationship between us, the vendor and the end customer to assess whether revenue should be reported on a gross or net basis. In assessing whether revenue should be reported on a gross or net basis, we consider whether we act as a principal in the transaction, take title to the products, have risk and rewards of ownership or act as an agent or broker. Based on our agreements with DIRECTV and Verizon Wireless, we offer these services through sales agency relationships which are reported on a net basis.
For our data hosting operations, we have service level commitments pursuant to contracts with certain of our clients. To the extent that such service levels are not achieved or are otherwise disputed due to performance or service issues or other service interruptions or conditions, we will estimate the amount of credits to be issued and record a reduction to revenue, with a corresponding increase in the credit reserve.
USF, Gross Receipts Taxes and Other Surcharges
In determining whether to include in our revenue and expenses the taxes and surcharges collected from customers and remitted to government authorities, including USF charges, sales, use, value added and some excise taxes, we assess, among other things, whether we are the primary obligor or principal taxpayer for the taxes assessed in each jurisdiction where we do business. In jurisdictions where we determine that we are the principal taxpayer, we record the surcharges on a gross basis and include them in our revenue and costs of services and products. In jurisdictions where we determine that we are merely a collection agent for the government authority, we record the taxes on a net basis and do not include them in our revenue and costs of services and products.
Advertising Costs
Costs related to advertising are expensed as incurred and included in selling, general and administrative expenses in our consolidated statements of operations. For the years ended December 31, 2013, 2012 and 2011, our advertising expense was $210 million, $189 million and $275 million, respectively.
Legal Costs
In the normal course of our business, we incur costs to hire and retain external legal counsel to advise us on regulatory, litigation and other matters. We expense these costs as the related services are received.
Income Taxes
We file a consolidated federal income tax return with our eligible subsidiaries. The provision for income taxes consists of an amount for taxes currently payable, an amount for tax consequences deferred to future periods, adjustments to our liabilities for uncertain tax positions and amortization of investment tax credits. We record deferred income tax assets and liabilities reflecting future tax consequences attributable to tax net operating losses ("NOLs"), tax credit carryforwards and differences between the financial statement carrying value of assets and liabilities and the tax bases of those assets and liabilities. Deferred taxes are computed using enacted tax rates expected to apply in the year in which the differences are expected to affect taxable income. The effect on deferred income tax assets and liabilities of a change in tax rate is recognized in earnings in the period that includes the enactment date.
We establish valuation allowances when necessary to reduce deferred income tax assets to the amounts that we believe are more likely than not to be recovered. A significant portion of our net deferred tax assets relate to tax benefits attributable to NOLs. Each quarter we evaluate the need to retain all or a portion of the valuation allowance on our deferred tax assets. See Note 12—Income Taxes for additional information.
Cash and Cash Equivalents
Cash and cash equivalents include highly liquid investments that are readily convertible into cash and are not subject to significant risk from fluctuations in interest rates. As a result, the value at which cash and cash equivalents are reported in our consolidated financial statements approximates their fair value. In evaluating investments for classification as cash equivalents, we require that individual securities have original maturities of ninety days or less and that individual investment funds have dollar-weighted average maturities of ninety days or less. To preserve capital and maintain liquidity, we invest with financial institutions we deem to be of sound financial condition and in high quality and relatively risk-free investment products. Our cash investment policy limits the concentration of investments with specific financial institutions or among certain products and includes criteria related to credit worthiness of any particular financial institution.
Book overdrafts occur when checks have been issued but have not been presented to our controlled disbursement bank accounts for payment. Disbursement bank accounts allow us to delay funding of issued checks until the checks are presented for payment. Until the issued checks are presented for payment, the book overdrafts are included in accounts payable on our consolidated balance sheet. This activity is included in the operating activities section in our consolidated statements of cash flows.
Accounts Receivable and Allowance for Doubtful Accounts
Accounts receivable are recognized based upon the amount due from customers for the services provided or at cost for purchased and other receivables less an allowance for doubtful accounts. The allowance for doubtful accounts receivable reflects our best estimate of probable losses inherent in our receivable portfolio determined on the basis of historical experience, specific allowances for known troubled accounts and other currently available evidence. We generally consider our accounts past due if they are outstanding over 30 days. Our collection process varies by the customer segment, amount of the receivable, and our evaluation of the customer's credit risk. Our past due accounts are written off against our allowance for doubtful accounts when collection is considered to be not probable. Any recoveries of accounts previously written off are generally recognized as a reduction in bad debt expense in the period received. The carrying value of accounts receivable net of the allowance for doubtful accounts approximates fair value.
Property, Plant and Equipment
Property, plant and equipment acquired in connection with our acquisitions was recorded based on its estimated fair value as of its acquisition date plus the estimated value of any associated legally or contractually required retirement obligations. Purchased and constructed property, plant and equipment is recorded at cost, plus the estimated value of any associated legally or contractually required retirement obligations. Property, plant and equipment is depreciated primarily using the straight-line group method. Under the straight-line group method, assets dedicated to providing telecommunications services (which comprise the majority of our property, plant and equipment) that have similar physical characteristics, use and expected useful lives are categorized in the year acquired on the basis of equal life groups for purposes of depreciation and tracking. Generally, under the straight-line group method, when an asset is sold or retired in the course of normal business activities, the cost is deducted from property, plant and equipment and charged to accumulated depreciation without recognition of a gain or loss. A gain or loss is recognized in our consolidated statements of operations only if a disposal is abnormal or unusual. Leasehold improvements are amortized over the shorter of the useful lives of the assets or the expected lease term. Expenditures for maintenance and repairs are expensed as incurred. Interest is capitalized during the construction phase of network and other internal-use capital projects. Employee-related costs for construction of network and other internal use assets are also capitalized during the construction phase. Property, plant and equipment supplies used internally are carried at average cost, except for significant individual items for which cost is based on specific identification.
We perform annual internal reviews to evaluate the reasonableness of the depreciable lives for our property, plant and equipment. Our reviews utilize models that take into account actual usage, physical wear and tear, replacement history, assumptions about technology evolution and, in certain instances, actuarially determined probabilities to estimate the remaining life of our asset base.
We have asset retirement obligations associated with the legally or contractually required removal of a limited group of property, plant and equipment assets from leased properties and the disposal of certain hazardous materials present in our owned properties. When an asset retirement obligation is identified, usually in association with the acquisition of the asset, we record the fair value of the obligation as a liability. The fair value of the obligation is also capitalized as property, plant and equipment and then amortized over the estimated remaining useful life of the associated asset. Where the removal obligation is not legally binding, the net cost to remove assets is expensed in the period in which the costs are actually incurred.
We review long-lived tangible assets for impairment whenever facts and circumstances indicate that the carrying amounts of the assets may not be recoverable. For assessment purposes, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities, absent a material change in operations. An impairment loss is recognized only if the carrying amount of the asset group is not recoverable and exceeds its fair value. Recoverability of the asset group to be held and used is assessed by comparing the carrying amount of the asset group to the estimated undiscounted future net cash flows expected to be generated by the asset group. If the asset group's carrying value is not recoverable, an impairment charge is recognized for the amount by which the carrying amount of the asset group exceeds its fair value. We determine fair values by using a combination of comparable market values and discounted cash flows, as appropriate.
Goodwill, Customer Relationships and Other Intangible Assets
Intangible assets arising from business combinations, such as goodwill, customer relationships, capitalized software, trademarks and trade names, are initially recorded at estimated fair value. We amortize customer relationships primarily over an estimated life of 10 years to 15, using either the sum-of-the-years-digits or the straight-line methods, depending on the type of customer. We amortize capitalized software using the straight-line method over estimated lives ranging up to seven years, except for approximately $237 million of our capitalized software costs, which represents costs to develop an integrated billing and customer care system which is amortized using the straight-line method over a 20 year period. We amortize our other intangible assets predominantly using the sum-of-the-years-digits method over an estimated life of four years. Other intangible assets not arising from business combinations are initially recorded at cost. Where there are no legal, regulatory, contractual or other factors that would reasonably limit the useful life of an intangible asset, we classify the intangible asset as indefinite-lived and such intangible assets are not amortized.
Internally used software, whether purchased or developed by us, is capitalized and amortized using the straight-line method over its estimated useful life. We have capitalized certain costs associated with software such as costs of employees devoting time to the projects and external direct costs for materials and services. Costs associated with software to be used for internal purposes are expensed until the point at which the project has reached the development stage. Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they allow the software to perform a task it previously did not perform. Software maintenance, data conversion and training costs are expensed in the period in which they are incurred. We review the remaining economic lives of our capitalized software annually. Capitalized software is included in other intangible assets, net, in our consolidated balance sheets.
Our long-lived intangible assets, other than goodwill, with indefinite lives are assessed for impairment annually, or, under certain circumstances, more frequently, such as when events or circumstances indicate there may be an impairment. These assets are carried at the estimated fair value at the time of acquisition and assets not acquired in acquisitions are recorded at historical cost. However, if their estimated fair value is less than the carrying amount, other indefinite-lived intangible assets are reduced to their estimated fair value through an impairment charge to our consolidated statements of operations.
We annually review the estimated lives and methods used to amortize our other intangible assets. The actual amounts of amortization expense may differ materially from our estimates, depending on the results of our annual review.
We are required to assess goodwill for impairment at least annually, or more frequently if events or a change in circumstances indicate that an impairment may have occurred. We are required to write-down the value of goodwill in periods in which the recorded amount of goodwill exceeds the implied fair value of goodwill. Our reporting units, which we refer to as our segments, are not discrete legal entities with discrete financial statements. Our assets and liabilities are employed in and relate to the operations of multiple reporting units. Therefore, the equity carrying value and future cash flows must be estimated each time a goodwill impairment assessment is performed on a reporting unit. As a result, our assets, liabilities and cash flows are assigned to reporting units using reasonable and consistent allocation methodologies. Certain estimates, judgments and assumptions are required to perform these assignments. We believe these estimates, judgments and assumptions to be reasonable, but changes in many of these can significantly affect each reporting unit's equity carrying value and future cash flows utilized for our goodwill impairment assessment. As of September 30, 2013, our annual assessment date, we assessed goodwill for impairment of our reporting units, which are our four operating segments (consumer, business, wholesale and data hosting) and we recorded a non-cash, non-tax-deductible goodwill impairment charge of $1.092 billion for goodwill assigned to our data hosting segment.
During the fourth quarter of 2013, we elected to change the date of our annual assessment of goodwill impairment from September 30 to October 31. This is a change in method of applying an accounting principle which management believes is a preferable alternative as the new date of the assessment is more closely aligned with our strategic planning process. The change in the assessment date did not delay, accelerate or avoid a potential impairment charge in 2013. We performed our annual goodwill impairment assessment at September 30, 2013, prior to the change in our annual assessment date. We then performed a qualitative assessment of our goodwill as of October 31 and concluded that our goodwill for consumer, wholesale and business reporting units was not impaired and our goodwill for data hosting reporting unit was not further impaired as of that date.
We are required to reassign goodwill to reporting units each time we reorganize our internal reporting structure which causes a change in our operating segments. Goodwill is reassigned to the reporting units using a relative fair value approach. We utilize the earnings before interest, tax and depreciation as our allocation methodology as it represents a reasonable proxy for the fair value of the operations being reorganized.
See Note 3—Goodwill, Customer Relationships and Other Intangible Assets for additional information.
Pension and Post-Retirement Benefits
We recognize the underfunded status of our defined benefit and post-retirement plans as an asset or a liability on our balance sheet. Each year's actuarial gains or losses are a component of our other comprehensive income (loss), which is then included in our accumulated other comprehensive loss. Pension and post-retirement benefit expenses are recognized over the period in which the employee renders service and becomes eligible to receive benefits. We make significant assumptions (including the discount rate, expected rate of return on plan assets and health care trend rates) in computing the pension and post-retirement benefits expense and obligations. See Note 8—Employee Benefits for additional information.
Foreign Currency
Our results of operations include foreign subsidiaries, which are translated from the applicable functional currency to the United States Dollar using the average exchange rates during the reporting period, while assets and liabilities are translated at the reporting date. Resulting gains or losses from translating foreign currency are a component of our other comprehensive income (loss), which is then included in our accumulated other comprehensive loss.
Common Stock
At December 31, 2013, we had unissued shares of CenturyLink common stock reserved of 31 million shares for incentive compensation, 4 million shares for acquisitions, 1 million shares for our dividend reinvestment plan and 1 million shares for our employee stock purchase plan ("ESPP").
Preferred stock
Holders of outstanding CenturyLink preferred stock are entitled to receive cumulative dividends, receive preferential distributions equal to $25 per share plus unpaid dividends upon CenturyLink's liquidation and vote as a single class with the holders of common stock.
Out-of-Period Adjustments
During the year ended December 31, 2012, we discovered and corrected an error that resulted in an overstatement of depreciation expense in 2011. We evaluated the error considering both quantitative and qualitative factors and concluded that the error was immaterial to our previously issued and current period consolidated financial statements. Therefore, we recognized a $30 million reduction in depreciation expense during the year ended December 31, 2012. The correction of the error resulted in an increase in net income of $19 million, or approximately $0.03 per basic and diluted common share, for the year ended December 31, 2012.
Acquisitions
Acquisitions
Acquisitions
Acquisition of Savvis
On July 15, 2011, we acquired all of the outstanding common stock of Savvis, a provider of cloud hosting, managed hosting, colocation and network services in domestic and foreign markets. We believe this acquisition enhances our ability to be an information technology partner with our existing business customers and strengthens our opportunities to attract new business customers in the future. Each share of Savvis common stock outstanding immediately prior to the acquisition converted into the right to receive $30 per share in cash and 0.2479 shares of CenturyLink common stock. The aggregate consideration of $2.382 billion consisted of:
•
cash payments of $1.732 billion;
•
the 14.313 million shares of CenturyLink common stock issued to consummate the acquisition,
•
the closing stock price of CenturyLink common stock at July 14, 2011 of $38.54; and
•
the estimated net value of the pre-combination portion of certain share-based compensation awards assumed by CenturyLink of $98 million, of which $33 million was paid in cash.
Upon completing the acquisition, we also paid $547 million to retire certain pre-existing Savvis debt and accrued interest, and paid related transaction expenses totaling $15 million. The cash payments required on or about the closing date were funded using existing cash balances, which included the net proceeds from the June 2011 issuance of senior notes with an aggregate principal amount of $2 billion. See Note 4—Long-term Debt and Credit Facilities, for additional information about our senior notes.
The aggregate consideration paid by us exceeded the aggregate estimated fair value of the assets acquired and liabilities assumed by $1.335 billion, which we recognized as goodwill. This goodwill is attributable to strategic benefits, including enhanced financial and operational scale, and product and market diversification that we expect to realize. None of the goodwill associated with this acquisition is deductible for income tax purposes.
The following was our assignment of the aggregate consideration:
 
July 15, 2011
 
(Dollars in millions)
Cash, accounts receivable and other current assets*
$
214

Property, plant and equipment
1,367

Identifiable intangible assets
 
Customer relationships
739

Other
51

Other noncurrent assets
27

Current liabilities, excluding current maturities of long-term debt
(129
)
Current maturities of long-term debt
(38
)
Long-term debt
(840
)
Deferred credits and other liabilities
(344
)
Goodwill
1,335

Aggregate consideration
$
2,382

_______________________________________________________________________________
*
Includes estimated fair value of $90 million for accounts receivable which had gross contractual value of $101 million on July 15, 2011. The $11 million difference between the gross contractual value and the estimated fair value assigned represents our best estimate as of July 15, 2011 of contractual cash flows that would not be collected.
Acquisition of Qwest
On April 1, 2011, we acquired all of the outstanding common stock of Qwest, a provider of data, Internet, video and voice services nationwide and globally. We entered into this acquisition, among other things, to realize certain strategic benefits, including enhanced financial and operational scale, market diversification and leveraged combined networks. As of the acquisition date, Qwest served approximately 9.0 million access lines and approximately 3.0 million broadband subscribers across 14 states. Each share of Qwest common stock outstanding immediately prior to the acquisition converted into the right to receive 0.1664 shares of CenturyLink common stock, with cash paid in lieu of fractional shares. The aggregate consideration was $12.273 billion based on:
•
the 294 million shares of CenturyLink common stock issued to consummate the acquisition;
•
the closing stock price of CenturyLink common stock at March 31, 2011 of $41.55;
•
the estimated net value of the pre-combination portion of share-based compensation awards assumed by CenturyLink of $52 million (excluding the value of restricted stock included in the number of issued shares specified above); and
•
cash paid in lieu of the issuance of fractional shares of $5 million.
We assumed approximately $12.7 billion of long-term debt in connection with our acquisition of Qwest.
The aggregate consideration exceeded the aggregate estimated fair value of the assets acquired and liabilities assumed by $10.032 billion, which we recognized as goodwill. This goodwill is attributable to strategic benefits, including enhanced financial and operational scale, market diversification and leveraged combined networks that we expect to realize. None of the goodwill associated with this acquisition is deductible for income tax purposes.
The following was our assignment of the aggregate consideration:
 
April 1, 2011
 
(Dollars in millions)
Cash, accounts receivable and other current assets*
$
2,121

Property, plant and equipment
9,529

Identifiable intangible assets
 
Customer relationships
7,558

Capitalized software
1,702

Other
189

Other noncurrent assets
390

Current liabilities, excluding current maturities of long-term debt
(2,426
)
Current maturities of long-term debt
(2,422
)
Long-term debt
(10,253
)
Deferred credits and other liabilities
(4,147
)
Goodwill
10,032

Aggregate consideration
$
12,273

_______________________________________________________________________________
*
Includes estimated fair value of $1.194 billion for accounts receivable which had gross contractual value of $1.274 billion on April 1, 2011. The $80 million difference between the gross contractual value and the estimated fair value assigned represents our best estimate as of April 1, 2011 of contractual cash flows that would not be collected.
On the acquisition date, we assumed Qwest's contingencies. For more information on our contingencies, see Note 15—Commitments and Contingencies.
Other Acquisitions
During the year ended December 31, 2013, we acquired all of the outstanding stock of two companies for total cash consideration of $160 million, of which $139 million was attributed to goodwill and the remainder to various other assets and liabilities. The valuation for one of the acquisitions is still preliminary and subject to change during the measurement period, which ends in November of 2014. The acquisitions were consummated to expand the product offerings of our data hosting segment and therefore the goodwill has been assigned to that segment. The goodwill is primarily attributable to expected future increases in data hosting segment revenue from the sale of new products to existing customers as well as the acquisition of new customers due to the products acquired. The goodwill is not deductible for tax purposes.
The acquisitions did not materially impact the 2013 consolidated results of operations from the dates of the acquisitions and would not materially impact pro forma results of operations.
Acquisition-Related Expenses
We have incurred operating expenses related to our acquisition of Savvis in July 2011, Qwest in April 2011 and Embarq in July 2009. The table below summarizes our expenses related to our acquisitions, which consist primarily of integration and severance expenses:
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Acquisition-related expenses
$
53

 
83

 
467


The total amounts of these expenses are recognized in our cost of services and products and selling, general and administrative expenses. In addition to these acquisition-related operating expenses for the year ended December 31, 2011, transaction expenses in the amount of $16 million were incurred in connection with terminating an unused loan financing commitment related to our Savvis acquisition. This amount was not considered an operating activity and therefore not included as an operating expense.
At December 31, 2013, we had incurred cumulative acquisition related expenses, consisting primarily of integration and severance related expenses, of $62 million for Savvis and $511 million for Qwest.
Qwest incurred cumulative pre-acquisition related expenses of $71 million, including $36 million in periods prior to being acquired and $35 million on the date of acquisition. Savvis incurred cumulative pre-acquisition related expenses of $22 million, including $3 million in periods prior to being acquired and $19 million on the date of acquisition. These amounts are not included in our results of operations.
References to Acquired Businesses
In the discussion that follows, we refer to the incremental business activities that we now operate as a result of the Savvis acquisition and the Qwest acquisition as "Legacy Savvis" and "Legacy Qwest", respectively. References to "Legacy CenturyLink", when used to a comparison of our consolidated results for the years ended December 31, 2012 and 2011, mean the business we operated prior to the Qwest and Savvis acquisitions.
Combined Pro Forma Operating Results (Unaudited)
The following unaudited pro forma financial information presents the combined results of CenturyLink as if the Qwest and Savvis acquisitions had been consummated as of January 1, 2011.
 
Year Ended 
December 31, 2011
 
(Dollars in 
millions)
Operating revenues
$
18,692

Net income
601

Basic earnings per common share
0.97

Diluted earnings per common share
0.97


This pro forma information reflects certain adjustments to previously reported operating results, consisting of primarily:
•
decreased operating revenues and expenses due to the elimination of deferred revenues and deferred expenses associated with installation activities and capacity leases that were assigned no value at the acquisition date and the elimination of transactions among CenturyLink, Qwest and Savvis that are now subject to intercompany elimination;
•
increased amortization expense related to identifiable intangible assets, net of decreased depreciation expense to reflect the fair value of property, plant and equipment;
•
decreased recognition of retiree benefit expenses for Qwest due to the elimination of unrecognized actuarial losses;
•
decreased interest expense primarily due to the amortization of an adjustment to reflect the increased fair value of long-term debt of Qwest recognized on the acquisition date; and
•
the related income tax effects.
The pro forma information does not necessarily reflect the actual results of operations had the Qwest and Savvis acquisitions been consummated at January 1, 2011, nor is it necessarily indicative of future operating results. The pro forma information does not adjust for integration costs incurred by us, Qwest and Savvis during 2011 (which are further described above in this note) or integration costs incurred by us in future periods. In addition, the pro forma information does not give effect to any potential revenue enhancements, cost synergies or other operating efficiencies that could result from the acquisitions (other than those realized in our historical consolidated financial statements after the respective acquisition dates).
Goodwill, Customer Relationships and Other Intangible Assets
Goodwill, Customer Relationships and Other Intangible Assets
Goodwill, Customer Relationships and Other Intangible Assets
Goodwill, customer relationships and other intangible assets consisted of the following:
 
December 31, 2013
 
December 31, 2012
 
(Dollars in millions)
Goodwill
$
20,674

 
21,627

Customer relationships, less accumulated amortization of $3,641 and $2,524
5,935

 
7,052

Indefinite-life intangible assets
321

 
268

Other intangible assets subject to amortization
 
 
 
Capitalized software, less accumulated amortization of $1,193 and $844
1,415

 
1,522

Trade names and patents, less accumulated amortization of $208 and $142
66

 
128

Total other intangible assets, net
$
1,802

 
1,918


Total amortization expense for intangible assets for the years ended December 31, 2013, 2012 and 2011 was $1.589 billion, $1.710 billion and $1.433 billion, respectively.
We estimate that total amortization expense for intangible assets for the years ending December 31, 2014 through 2018 will be as follows:
 
(Dollars in millions)
2014
$
1,390

2015
1,249

2016
1,139

2017
1,027

2018
904


Our goodwill was derived from numerous acquisitions where the purchase price exceeded the fair value of the net assets acquired. For more information on our recent acquisitions and resulting fair values, see Note 2—Acquisitions.
During the first quarter of 2013, we reorganized our operating segments to support our new operating structure. As a result, we reassigned goodwill to our segments using a relative fair value allocation approach. As of January 3, 2013, we assigned our aggregate goodwill balance to our four segments as follows.
 
 
As of
January 3, 2013
 
 
(Dollars in millions)
Consumer
 
$
10,348

Business
 
6,363

Wholesale
 
3,274

Data hosting
 
1,642

Total goodwill
 
$
21,627


We assess our goodwill and other indefinite-lived intangible assets for impairment annually, or, under certain circumstances, more frequently, such as when events or circumstances indicate there may be impairment. We are required to write down the value of goodwill only when our assessment determines the recorded amount of goodwill exceeds the fair value. Our annual goodwill impairment assessment date was September 30, at which date we assessed our reporting units, which are our four operating segments (consumer, business, wholesale and data hosting). See Note 1—Basis of Presentation and Summary of Significant Accounting Policies, for information about the change in our goodwill impairment assessment date. Our annual impairment assessment date for indefinite-lived intangible assets other than goodwill is December 31.
Our reporting units, which we refer to as our segments, are not discrete legal entities with discrete financial statements. Our assets and liabilities are employed in and relate to the operations of multiple reporting units. For each segment, we compare its estimated fair value of equity to its carrying value of equity that we assign to the segment. If the estimated fair value of the segment is greater than the carrying value, we conclude that no impairment exists. If the estimated fair value of the segment is less than the carrying value, a second calculation is required in which the implied fair value of goodwill is compared to the carrying value of goodwill that we assigned to the segment. If the implied fair value of goodwill is less than its carrying value, goodwill must be written down to its implied fair value.
At September 30, 2013, as a result of the January 2013 internal reorganization of our four segments, we did not have a baseline valuation upon which to perform a qualitative assessment. Additionally, our stock price and total company forecasted cash flows declined since our previous quantitative assessment. Therefore, we estimated the fair value of our consumer, business and wholesale segments by considering both a market approach and a discounted cash flow method and our data hosting segment by considering only a discounted cash flow method, which resulted in a level 3 fair value measurement. The market approach method includes the use of comparable multiples of publicly traded companies whose services are comparable to ours. The discounted cash flow method is based on the present value of projected cash flows and a terminal value, which represents the expected normalized cash flows of the segments beyond the cash flows from the discrete projection period. We discounted the estimated cash flows for our consumer, wholesale and business segments using a rate that represents our weighted average cost of capital, which we determined to be approximately 6.0% as of the assessment date (which was comprised of an after-tax cost of debt of 3.4% and a cost of equity of 8.3%). We discounted the estimated cash flows of our data hosting segment using a rate that represents its estimated weighted average cost of capital, which we determined to be approximately 11.0% as of the measurement date (which was comprised of an after-tax cost of debt of 3.4% and a cost of equity of 11.9%). We also reconciled the estimated fair values of the segments to our market capitalization as of September 30, 2013 and concluded that the indicated implied control premium of approximately 18.4% was reasonable based on recent transactions in the market place.
As of September 30, 2013, based on our assessment performed with respect to these segments as described above, we concluded that our goodwill for consumer, wholesale and business segments was not impaired as of that date, but that our goodwill for the data hosting segment was impaired as of September 30, 2013. The data hosting segment is experiencing slower than previously projected revenue and margin growth and greater than anticipated competitive pressures. At the time we issued our third quarter 2013 Form 10-Q, we had not finalized our impairment estimate for the data hosting segment due to the limited time period from the assessment date to the filing date for our report, as well as the time required to finalize our strategic planning process and estimate the fair values of certain assets and liabilities for this segment. Although our assessment was incomplete, we recorded our best estimate of a non-cash, non-tax-deductible goodwill impairment charge of $1.1 billion during the third quarter of 2013 for goodwill assigned to our data hosting segment. We completed our goodwill impairment assessment during the fourth quarter of 2013 and recorded an adjustment to decrease the estimated goodwill impairment charge by $8 million, which resulted in a net non-cash, non-tax-deductible goodwill impairment charge of $1.092 billion for goodwill assigned to our data hosting segment.
The following table shows the rollforward of goodwill assigned to our operating segments from the January 3, 2013 reorganization through December 31, 2013.
 
As of
January 3, 2013
 
Acquisitions
 
Impairment
 
As of 
 December 31, 2013
 
(Dollars in millions)
Consumer
$
10,348

 
—

 
—

 
10,348

Business
6,363

 
—

 
—

 
6,363

Wholesale
3,274

 
—

 
—

 
3,274

Data hosting
1,642

 
139

 
(1,092
)
 
689

Total goodwill
$
21,627

 
$
139

 
(1,092
)
 
20,674


For additional information on the reorganization of our segments, acquisitions and correction of an error see Note 13—Segment Information, Note 2—Acquisitions and Note 1—Basis of Presentation and Summary of Significant Accounting Policies, respectively.
We completed our qualitative assessment of our indefinite-lived intangible assets other than goodwill as of December 31, 2013 and concluded it is not more likely than not that our indefinite-lived intangible assets are impaired; thus, no impairment charge was recorded in 2013.
Long-Term Debt and Credit Facilities
Long-Term Debt and Credit Facilities
Long-Term Debt and Credit Facilities
Long-term debt, including unamortized discounts and premiums, at December 31, 2013 and 2012 consisted of borrowings by CenturyLink, Inc. and certain of its subsidiaries, including Qwest and Embarq Corporation ("Embarq"), as follows:
 
 
 
 
 
December 31,
 
Interest Rates
 
Maturities
 
2013
 
2012
 
 
 
 
 
(Dollars in millions)
CenturyLink, Inc.
 
 
 
 
 
 
 
Senior notes
5.000% - 7.650%
 
2015 - 2042
 
$
7,825

 
6,250

Credit facility (1)
2.179% - 4.250%
 
2017
 
725

 
820

Term loan
2.420%
 
2019
 
402

 
424

Subsidiaries
 
 
 
 
 
 
 
Qwest
 
 
 
 
 
 
 
Senior notes
6.125% - 8.375%
 
2014 - 2053
 
8,392

 
9,168

Embarq
 
 
 
 
 
 
 
Senior notes
7.082% - 7.995%
 
2016 - 2036
 
2,669

 
2,669

First mortgage bonds
7.125% - 8.770%
 
2014 - 2025
 
262

 
322

Other
9.000%
 
2019
 
150

 
200

Capital lease and other obligations
Various
 
Various
 
619

 
734

Unamortized (discounts) premiums and other, net
 
 
 
 
(78
)
 
18

Total long-term debt
 
 
 
 
20,966

 
20,605

Less current maturities
 
 
 
 
(785
)
 
(1,205
)
Long-term debt, excluding current maturities
 
 
 
 
$
20,181

 
19,400

_______________________________________________________________________________
(1)
The outstanding amounts of our Credit Facility borrowings at December 31, 2013 and 2012 were $725 million and $820 million, respectively, with weighted average interest rates of 2.176% and 2.450%, respectively. These amounts change on a regular basis.
New Issuances
2013
On November 27, 2013, CenturyLink, Inc. issued $750 million aggregate principal amount of 6.75% Notes due 2023, in exchange for net proceeds, after deducting underwriting discounts and expenses, of approximately $742 million. The Notes are unsecured obligations and may be redeemed, in whole or in part, at any time at a redemption price equal to the greater of par or a "make-whole" rate specified in the Notes, plus accrued and unpaid interest to the redemption date. In addition, at any time on or prior to December 1, 2016, we may redeem up to 35% of the principal amount of the Notes at a redemption price equal to 106.75% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, with the net cash proceeds of certain equity offerings. Under certain circumstances, we will be required to make an offer to repurchase the Notes at a price of 101% of their aggregate principal amount plus accrued and unpaid interest to the repurchase date.
On May 23, 2013, Qwest Corporation ("QC") issued $775 million aggregate principal amount of 6.125% Notes due 2053, including $25 million principal amount that was sold pursuant to an over-allotment option granted to the underwriters for the offering, in exchange for net proceeds, after deducting underwriting discounts and expenses, of approximately $752 million. The Notes are unsecured obligations and may be redeemed, in whole or in part, on or after June 1, 2018 at a redemption price equal to 100% of the principal amount redeemed plus accrued and unpaid interest to the redemption date.
On March 21, 2013, CenturyLink, Inc. issued $1 billion aggregate principal amount of 5.625% Notes due 2020 in exchange for net proceeds, after deducting underwriting discounts and expenses, of approximately $988 million. The Notes are unsecured obligations and may be redeemed, in whole or in part, at any time at a redemption price equal to the greater of par or a "make-whole" rate specified in the Notes, plus accrued and unpaid interest to the redemption date. In addition, at any time on or prior to April 1, 2016, we may redeem up to 35% of the principal amount of the Notes at a redemption price equal to 105.625% of the principal amount thereof, plus accrued and unpaid interest to the redemption date, with the net cash proceeds of certain equity offerings. Under certain circumstances, we will be required to make an offer to repurchase the Notes at a price of 101% of their aggregate principal amount plus accrued and unpaid interest to the repurchase date.
2012
On June 25, 2012, QC issued $400 million aggregate principal amount of 7.00% Notes due 2052 in exchange for net proceeds, after deducting underwriting discounts and expenses, of $387 million. The Notes are unsecured obligations and may be redeemed, in whole or in part, on or after July 1, 2017 at a redemption price equal to 100% of the principal amount redeemed plus accrued interest.
On April 18, 2012, CenturyLink, Inc. entered into a term loan in the amount of $440 million with CoBank and several other Farm Credit System banks. This term loan is payable in 29 consecutive quarterly installments of $5.5 million in principal plus interest through April 18, 2019, when the balance will be due. We have the option of paying monthly interest based upon either London Interbank Offered Rate ("LIBOR") or the base rate (as defined in the credit agreement) plus an applicable margin between 1.5% to 2.50% per annum for LIBOR loans and 0.5% to 1.50% per annum for base rate loans depending on our then current senior unsecured long-term debt rating. Our term loan is guaranteed by three of our wholly-owned subsidiaries, Embarq, QCII (Qwest Communications International Inc. on a stand-alone basis) and Savvis, Inc. (on a stand-alone basis), one of QCII's wholly-owned subsidiaries and one of Savvis, Inc.'s wholly owned subsidiaries. The remaining terms and conditions of our term loan are substantially similar to those set forth in our Credit Facility, described in this Note below under "Credit Facilities."
On April 2, 2012, QC issued $525 million aggregate principal amount of 7.00% Notes due 2052 in exchange for net proceeds, after deducting underwriting discounts and expenses, of $508 million. The Notes are unsecured obligations and may be redeemed, in whole or in part, on or after April 1, 2017 at a redemption price equal to 100% of the principal amount redeemed plus accrued interest.
On March 12, 2012, CenturyLink, Inc. issued (i) $650 million aggregate principal amount of 7.65% Senior Notes due 2042 in exchange for net proceeds, after deducting underwriting discounts, of approximately $644 million and (ii) $1.4 billion aggregate principal amount of 5.80% Senior Notes due 2022 in exchange for net proceeds, after deducting underwriting discounts, of approximately $1.389 billion. The Notes are unsecured obligations and may be redeemed at any time on the terms and conditions specified therein.
Repayments
2013
On December 27, 2013, QCII redeemed $186 million of its 7.125% Notes due 2018 for $196 million including premium, fees and accrued interest, which resulted in a $3 million gain.
On November 27, 2013, QCII completed a cash tender offer with respect to its $800 million of 7.125% Notes due 2018. QCII received and accepted tenders of approximately $614 million aggregate principal amount of these notes, or 77%, for $646 million including premium, fees and accrued interest, which resulted in a $7 million gain.
On August 15, 2013, a subsidiary of Embarq paid at maturity the $50 million principal amount of its 6.75% Notes.
On July 15, 2013, a subsidiary of Embarq paid at maturity the $59 million principal amount of its 6.875% Notes.
On June 17, 2013, QC paid at maturity the $750 million principal amount of its floating rate Notes.
On April 1, 2013, CenturyLink, Inc. paid at maturity the $176 million principal amount of its 5.50% Notes.
2012
On October 26, 2012, QCII redeemed all $550 million of its 8.00% Notes due 2015, which resulted in a gain of $15 million.
On August 29, 2012, certain subsidiaries of CenturyLink paid $29 million and $30 million, respectively, to retire its outstanding Rural Utilities Service and Rural Telephone Bank debt.
On August 15, 2012, CenturyLink paid at maturity the $318 million principal amount of its 7.875% Notes.
On July 20, 2012, QC redeemed all $484 million of its 7.50% Notes due 2023, which resulted in an immaterial loss.
On May 17, 2012, QCII redeemed $500 million of its 7.50% Notes due 2014, which resulted in an immaterial gain.
On April 23, 2012, Embarq redeemed the remaining $200 million of its 6.738% Notes due 2013, which resulted in an immaterial loss.
On April 18, 2012, QC completed a cash tender offer to purchase a portion of its $811 million of 8.375% Notes due 2016 and its $400 million of 7.625% Notes due 2015. With respect to its 8.375% Notes due 2016, QC received and accepted tenders of approximately $575 million aggregate principal amount of these notes, or 71%, for $722 million including a premium, fees and accrued interest. With respect to its 7.625% Notes due 2015, QC received and accepted tenders of approximately $308 million aggregate principal amount of these notes, or 77%, for $369 million including a premium, fees and accrued interest. The completion of this tender offer resulted in a loss of $46 million.
On April 2, 2012, Embarq completed a cash tender offer to purchase a portion of its $528 million of 6.738% Notes due 2013 and its $2.0 billion of 7.082% Notes due 2016. With respect to its 6.738% Notes due 2013, Embarq received and accepted tenders of approximately $328 million aggregate principal amount of these notes, or 62%, for $360 million including a premium, fees and accrued interest. With respect to its 7.082% Notes due 2016, Embarq received and accepted tenders of approximately $816 million aggregate principal amount of these notes, or 41%, for $944 million including a premium, fees and accrued interest. The completion of these tender offers resulted in a loss of $144 million.
On March 1, 2012, QCII redeemed $800 million of its 7.50% Notes due 2014, which resulted in an immaterial gain.
Credit Facilities
We have access to up to $2 billion aggregate principal amount of revolving credit under an amended and restated revolving credit facility that matures in April 2017. The Credit Facility (the "Credit Facility") has 18 lenders, with commitments ranging from $2.5 million to $181 million and allows us to obtain revolving loans and to issue up to $400 million of letters of credit, which upon issuance reduce the amount available for other extensions of credit. Interest is assessed on borrowings using either the LIBOR or the base rate (each as defined in the Credit Facility) plus an applicable margin between 1.25% and 2.25% per annum for LIBOR loans and 0.25% and 1.25% per annum for base rate loans depending on our then current senior unsecured long-term debt rating. Our obligations under the Credit Facility are guaranteed by three of our wholly-owned subsidiaries, Embarq, QCII and Savvis, Inc., one of QCII's wholly-owned subsidiaries and one of Savvis, Inc.'s wholly-owned subsidiaries.
In April 2011, we entered into a $160 million uncommitted revolving letter of credit facility which enables us to provide letters of credit under terms that may be more favorable than those under the Credit Facility. At December 31, 2013 and 2012, our outstanding letters of credit totaled $132 million and $120 million, respectively, under this facility.
Aggregate Maturities of Long-Term Debt
Aggregate maturities of our long-term debt (excluding unamortized premiums, discounts and other, net):
 
(Dollars in millions) (1)
2014
$
785

2015
565

2016
1,493

2017
2,219

2018
246

2019 and thereafter
15,736

Total long-term debt
$
21,044

_______________________________________________________________________________
(1)
Actual principal paid in all years may differ due to the possible future refinancing of outstanding debt or the issuance of new debt.
Interest Expense
Interest expense includes interest on long-term debt. The following table presents the amount of gross interest expense, net of capitalized interest:
 
Years Ended
December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Interest expense:
 
 
 
 
 
Gross interest expense
$
1,339

 
1,362

 
1,097

Capitalized interest
(41
)
 
(43
)
 
(25
)
Total interest expense
$
1,298

 
1,319

 
1,072


Covenants
Certain of our loan agreements contain various restrictions, as described more fully below. We believe the covenants currently in place result in no significant restriction to the transfer of funds from our consolidated subsidiaries to CenturyLink.
The senior notes of CenturyLink were issued under an indenture dated March 31, 1994. This indenture does not contain any financial covenants, but does include restrictions that limit our ability to (i) incur, issue or create liens upon our property and (ii) consolidate with or merge into, or transfer or lease all or substantially all of our assets to any other party. The indenture does not contain any provisions that are impacted by our credit ratings or that restrict the issuance of new securities in the event of a material adverse change to us.
Embarq's senior notes were issued pursuant to an indenture dated as of May 17, 2006. While Embarq is generally prohibited from creating liens on its property unless its senior notes are secured equally and ratably, Embarq can create liens on its property without equally and ratably securing its senior notes so long as the sum of all indebtedness so secured does not exceed 15% of Embarq's consolidated net tangible assets. The indenture contains customary events of default, none of which are impacted by Embarq's credit rating. The indenture does not contain any financial covenants or restrictions on the ability to issue new securities in accordance with the terms of the indenture.
Several of our Embarq subsidiaries have outstanding first mortgage bonds. Each issue of these first mortgage bonds is secured by substantially all of the property, plant and equipment of the issuing subsidiary. Approximately 12% of our net property, plant and equipment is pledged to secure the long-term debt of subsidiaries.
Under the Credit Facility, we, and our indirect subsidiary, Qwest Corporation, must maintain a debt to EBITDA (earnings before interest, taxes, depreciation and amortization, as defined in our Credit Facility) ratio of not more than 4.0:1.0 and 2.85:1.0, respectively, as of the last day of each fiscal quarter for the four quarters then ended. The Credit Facility also contains a negative pledge covenant, which generally requires us to secure equally and ratably any advances under the Credit Facility if we pledge assets or permit liens on our property for the benefit of other debtholders. The Credit Facility also has a cross payment default provision, and the Credit Facility and certain of our debt securities also have cross acceleration provisions. When present, these provisions could have a wider impact on liquidity than might otherwise arise from a default or acceleration of a single debt instrument. To the extent that our EBITDA (as defined in our Credit Facility) is reduced by cash settlements or judgments, including in respect of any of the matters discussed in Note 15—Commitments and Contingencies, our debt to EBITDA ratios under certain debt agreements will be adversely affected. This could reduce our financing flexibility due to potential restrictions on incurring additional debt under certain provisions of our debt agreements or, in certain circumstances, could result in a default under certain provisions of such agreements.
At December 31, 2013, we believe were in compliance with all of the provisions and covenants contained in our Credit Facility and other debt agreements.
Accounts Receivable
Accounts Receivable
Accounts Receivable
The following table presents details of our accounts receivable balances:
 
December 31,
 
2013
 
2012
 
(Dollars in millions)
Trade and purchased receivables
$
1,862

 
1,782

Earned and unbilled receivables
252

 
274

Other
18

 
19

Total accounts receivable
2,132

 
2,075

Less: allowance for doubtful accounts
(155
)
 
(158
)
Accounts receivable, less allowance
$
1,977

 
1,917


We are exposed to concentrations of credit risk from residential and business customers within our local service area, business customers outside of our local service area and from other telecommunications service providers. We generally do not require collateral to secure our receivable balances. We have agreements with other telecommunications service providers whereby we agree to bill and collect on their behalf for services rendered by those providers to our customers within our local service area. We purchase accounts receivable from other telecommunications service providers primarily on a recourse basis and include these amounts in our accounts receivable balance. We have not experienced any significant loss associated with these purchased receivables.
The following table presents details of our allowance for doubtful accounts:
 
Beginning
Balance
 
Additions
 
Deductions
 
Ending
Balance
 
(Dollars in millions)
2013
$
158

 
152

 
(155
)
 
155

2012
$
145

 
187

 
(174
)
 
158

2011
$
60

 
153

 
(68
)
 
145

Property, Plant and Equipment
Property, Plant and Equipment
Property, Plant and Equipment
Net property, plant and equipment is composed of the following:
 
 
December 31,
 
Depreciable
Lives
 
2013
 
2012
 
 
(Dollars in millions)
Land
N/A
$
585

 
579

Fiber, conduit and other outside plant (1)
15-45
14,187

 
13,030

Central office and other network electronics (2)
3-10
12,178

 
11,242

Support assets (3)
3-30
6,420

 
6,235

Construction in progress (4)
N/A
937

 
847

Gross property, plant and equipment
 
34,307

 
31,933

Accumulated depreciation
 
(15,661
)
 
(13,024
)
Net property, plant and equipment
 
$
18,646

 
18,909

_______________________________________________________________________________
(1)
Fiber, conduit and other outside plant consists of fiber and metallic cable, conduit, poles and other supporting structures.
(2)
Central office and other network electronics consists of circuit and packet switches, routers, transmission electronics and electronics providing service to customers.
(3)
Support assets consist of buildings, computers and other administrative and support equipment.
(4)
Construction in progress includes inventory held for construction and property of the aforementioned categories that has not been placed in service as it is still under construction.
We recorded depreciation expense of $2.952 billion, $3.070 billion and $2.593 billion for the years ended December 31, 2013, 2012 and 2011, respectively.
On April 2, 2012, our subsidiary, Qwest Corporation ("QC"), sold an office building for net proceeds of $133 million. As part of the transaction, QC agreed to lease a portion of the building from the new owner. As a result, the $16 million gain from the sale was deferred and will be recognized as a reduction to rent expense over the 10 year lease term.
Asset Retirement Obligations
At December 31, 2013, our asset retirement obligations balance was primarily related to estimated future costs of removing equipment from leased properties and estimated future costs of properly disposing of asbestos and other hazardous materials upon remodeling or demolishing buildings. Asset retirement obligations are included in other long-term liabilities on our consolidated balance sheets.
The following table provides asset retirement obligation activity:
 
Years Ended
December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Balance at beginning of year
$
106

 
109

 
41

Accretion expense
7

 
7

 
9

Liabilities incurred
—

 
1

 
—

Liabilities assumed in Qwest and Savvis acquisitions
—

 
—

 
124

Liabilities settled and other
(4
)
 
(1
)
 
(3
)
Change in estimate
(3
)
 
(10
)
 
(62
)
Balance at end of year
$
106

 
106

 
109


During 2013, 2012 and 2011 we revised our estimates for the cost of removal of network equipment, asbestos remediation, and other obligations by $3 million, $10 million and $62 million, respectively. These revisions resulted in a reduction of the asset retirement obligation and offsetting reduction to gross property, plant and equipment.
Severance and Leased Real Estate
Severance and Leased Real Estate
Severance and Leased Real Estate
Periodically, we have reductions in our workforce and have accrued liabilities for related severance costs. These workforce reductions resulted primarily from the progression or completion of our integration plans, increased competitive pressures and reduced workload demands due to the loss of access lines.
We report severance liabilities within accrued expenses and other liabilities-salaries and benefits in our consolidated balance sheets and report severance expenses in cost of services and products and selling, general and administrative expenses in our consolidated statements of operations. We have not allocated any severance expense to our consumer, business and wholesale markets segments.
In periods prior to our acquisition of Qwest, Qwest had ceased using certain real estate that it was leasing under long-term operating leases. As of the April 1, 2011 acquisition date, we recognized liabilities to reflect our estimates of the fair values of the existing lease obligations for real estate for which we had ceased using, net of estimated sublease rentals. Our fair value estimates were determined using discounted cash flow methods. We recognize expense to reflect accretion of the discounted liabilities and periodically, we adjust the expense when our actual experience differs from our initial estimates. We report the current portion of liabilities for ceased-use real estate leases in accrued expenses and other liabilities-other and report the noncurrent portion in deferred credits and other liabilities in our consolidated balance sheets. We report the related expenses in selling, general and administrative expenses in our consolidated statements of operations. At December 31, 2013, the current and noncurrent portions of our leased real estate accrual were $17 million and $96 million, respectively. The remaining lease terms range from 0.1 to 12 years, with a weighted average of 9 years.
Changes in our accrued liabilities for severance expenses and leased real estate were as follows:
 
Severance
 
Real Estate
 
(Dollars in millions)
Balance at December 31, 2011
$
37

 
153

Accrued to expense
96

 
2

Payments, net
(113
)
 
(24
)
Reversals and adjustments
(3
)
 
—

Balance at December 31, 2012
17

 
131

Accrued to expense
31

 
—

Payments, net
(31
)
 
(16
)
Reversals and adjustments
—

 
(2
)
Balance at December 31, 2013
$
17

 
113

Employee Benefits
Employee Benefits
Employee Benefits
Pension, Post-Retirement and Other Post-Employment Benefits
We sponsor several defined benefit pension plans, which in the aggregate cover a substantial portion of our employees including separate plans for Legacy CenturyLink, Legacy Qwest and Legacy Embarq employees. Until such time as we elect to integrate the Qwest and Embarq benefit plans with ours, we plan to continue to operate these plans independently. Pension benefits for participants of these plans who are represented by a collective bargaining agreement are based on negotiated schedules. All other participants' pension benefits are based on each individual participant's years of service and compensation. We use a December 31 measurement date for all our plans. In addition to these tax qualified pension plans, we also maintain non-qualified pension plans for certain current and former highly compensated employees. We maintain post-retirement benefit plans that provide health care and life insurance benefits for certain eligible retirees. We also provide other post-employment benefits for eligible former employees.
Pension Benefits
In connection with the acquisition of Qwest on April 1, 2011, we assumed defined benefit pension plans sponsored by Qwest for its employees. Based on a valuation analysis, we recognized a $490 million net liability at April 1, 2011 for the unfunded status of the Qwest pension plans, reflecting projected benefit obligations of $8.3 billion in excess of the $7.8 billion fair value of plan assets.
Current funding laws require a company with a plan shortfall to fund the annual cost of benefits earned in addition to a seven-year amortization of the shortfall. Our funding policy for the pension plans is to make contributions with the objective of accumulating sufficient assets to pay all qualified pension benefits when due under the terms of the plans. The accounting unfunded status of our qualified pension plans was $995 million as of December 31, 2013.
In 2013, we made cash contributions of approximately $146 million in to our qualified pension plans and paid approximately $5 million of benefits directly to participants of our non-qualified pension plans. Based on current laws and circumstances, our required contributions to our qualified pension plans for 2014 is $123 million, and we estimate that we will pay approximately $5 million of benefits to participants of our non-qualified pension plans.
Post-Retirement Benefits
Our post-retirement health care plans provide post-retirement benefits to qualified retirees. The post-retirement health care plans we assumed as part of our acquisitions of Qwest and Embarq provide post-retirement benefits to qualified retirees and allow (i) eligible employees retiring before certain dates to receive benefits at no or reduced cost and (ii) eligible employees retiring after certain dates to receive benefits on a shared cost basis. The post-retirement health care plans are primarily funded by us and we expect to continue funding these post-retirement obligations as benefits are paid.
In connection with the acquisition of Qwest on April 1, 2011, we assumed post-retirement benefit plans sponsored by Qwest for certain of its employees. At April 1, 2011, we recognized a $2.5 billion liability for the unfunded status of Qwest's post-retirement benefit plans, reflecting estimated accumulated post-retirement benefit obligations of $3.3 billion in excess of the $762 million fair value of the plan assets.
No contributions were made to the post-retirement trusts in 2013, and we do not expect to make a contribution in 2014. However, in 2013 we paid approximately $157 million of benefits (net of participant contributions and direct subsidies) that were not payable by the trusts, and we estimate that in 2014 we will pay approximately $182 million of benefits (net of participant contributions and direct subsidies) that are not payable by the trusts.
A change of 100 basis points in the assumed initial health care cost trend rate would have had the following effects in 2013:
 
100 Basis
Points Change
 
Increase
 
(Decrease)
 
(Dollars in millions)
Effect on the aggregate of the service and interest cost components of net periodic post-retirement benefit expense (consolidated statement of operations)
$
3

 
(3
)
Effect on benefit obligation (consolidated balance sheet)
87

 
(80
)

We expect our health care cost trend rate to decrease by 0.25% per year from 6.50% in 2014 to an ultimate rate of 4.50% in 2022. Our post-retirement health care expense, for certain eligible Legacy Qwest retirees and certain eligible Legacy CenturyLink retirees, is capped at a set dollar amount. Therefore, those health care benefit obligations are not subject to increasing health care trends after the effective date of the caps.
Expected Cash Flows
The qualified pension, non-qualified pension and post-retirement health care benefit payments and premiums and life insurance premium payments are paid by us or distributed from plan assets. The estimated benefit payments provided below are based on actuarial assumptions using the demographics of the employee and retiree populations and have been reduced by estimated participant contributions.
 
Pension Plans
 
Post-Retirement
Benefit Plans
 
Medicare Part D
Subsidy Receipts
 
(Dollars in millions)
Estimated future benefit payments:
 
 
 
 
 
2014
$
1,036

 
352

 
(13
)
2015
1,002

 
341

 
(10
)
2016
990

 
329

 
(10
)
2017
977

 
319

 
(10
)
2018
962

 
308

 
(10
)
2019 - 2023
4,559

 
1,369

 
(40
)

Net Periodic Benefit Expense
The actuarial assumptions used to compute the net periodic benefit expense for our qualified pension, non-qualified pension and post-retirement benefit plans are based upon information available as of the beginning of the year, as presented in the following table.
 
Pension Plans
 
Post-Retirement Benefit Plans
 
2013
 
2012
 
2011(1)
 
2013
 
2012
 
2011(2)
Actuarial assumptions at beginning of year:
 
 
 
 
 
 
 
 
 
 
 
Discount rate
3.50% - 4.20%

 
4.25% - 5.10%

 
5.00% - 5.50%

 
3.60
%
 
4.60% - 4.80%

 
5.30
%
Rate of compensation increase
3.25
%
 
3.25
%
 
3.25
%
 
N/A

 
N/A

 
N/A

Expected long-term rate of return on plan assets
7.50
%
 
7.50
%
 
7.50% - 8.00%

 
7.30
%
 
6.00% - 7.50%

 
7.25
%
Initial health care cost trend rate
N/A

 
N/A

 
N/A

 
6.50% - 7.00%

 
8.00
%
 
8.50
%
Ultimate health care cost trend rate
N/A

 
N/A

 
N/A

 
4.50
%
 
5.00
%
 
5.00
%
Year ultimate trend rate is reached
N/A

 
N/A

 
N/A

 
2022

 
2018

 
2018

_______________________________________________________________________________
N/A-Not applicable
(1)
This column does not consider Qwest's actuarial assumptions for its pension plan as of the beginning of the year due to the acquisition date of April 1, 2011. Qwest had the following actuarial assumptions as of April 1, 2011: discount rate of 5.40%; expected long-term rate of return on plan assets 7.50%; and a rate of compensation increase of 3.50%.
(2)
This column does not consider Qwest's actuarial assumptions for its post-retirement benefit plan as of the beginning of the year due to the acquisition date of April 1, 2011. Qwest had the following actuarial assumptions as of April 1, 2011: discount rate of 5.30%; expected long-term rate of return on plan assets of 7.50%; initial health care cost trend rate of 7.50% and ultimate health care trend rate of 5.00% to be reached in 2016.
Net periodic pension benefit (income) expense, which includes the effects of the Qwest acquisition subsequent to April 1, 2011, included the following components:
 
Pension Plans
Years Ended December 31,
 
2013
 
2012
 
2011 (1)
 
(Dollars in millions)
Service cost
$
91

 
87

 
70

Interest cost
544

 
625

 
560

Expected return on plan assets
(896
)
 
(847
)
 
(709
)
Settlements
—

 
—

 
1

Amortization of unrecognized prior service cost
5

 
4

 
2

Amortization of unrecognized actuarial loss
84

 
35

 
13

Net periodic pension benefit (income) expense
$
(172
)
 
(96
)
 
(63
)
_______________________________________________________________________________
(1)
Includes $58 million of income related to the Qwest plans subsequent to the April 1, 2011 acquisition date.
Net periodic post-retirement benefit expense (income), which includes the effects of the Qwest acquisition subsequent to April 1, 2011, included the following components:
 
Post-Retirement Plans
Years Ended December 31,
 
2013
 
2012
 
2011 (1)
 
(Dollars in millions)
Service cost
$
24

 
22

 
18

Interest cost
140

 
173

 
152

Expected return on plan assets
(39
)
 
(45
)
 
(41
)
Amortization of unrecognized prior service cost
—

 
—

 
(2
)
Amortization of unrecognized actuarial loss
4

 
—

 
—

Net periodic post-retirement benefit expense (income)
$
129

 
150

 
127

_______________________________________________________________________________
(1)
Includes $92 million related to the Qwest plans subsequent to the April 1, 2011 acquisition date.
Benefit Obligations
The actuarial assumptions used to compute the funded status for the plans are based upon information available as of December 31, 2013 and 2012 and are as follows:
 
Pension Plans
 
Post-Retirement Benefit Plans
 
December 31,
 
December 31,
 
2013
 
2012
 
2013
 
2012
Actuarial assumptions at end of year:
 
 
 
 
 
 
 
Discount rate
4.20% - 5.10%

 
3.25% - 4.20%

 
4.50
%
 
3.60
%
Rate of compensation increase
3.25
%
 
3.25
%
 
N/A

 
N/A

Initial health care cost trend rate
N/A

 
N/A

 
6.50% / 7.00%

 
6.75% / 7.50%

Ultimate health care cost trend rate
N/A

 
N/A

 
4.50
%
 
4.50
%
Year ultimate trend rate is reached
N/A

 
N/A

 
2022 / 2024

 
2022 / 2024

_______________________________________________________________________________
N/A-Not applicable
The following table summarizes the change in the benefit obligations for the pension and post-retirement benefit plans:
 
Pension Plans
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Change in benefit obligation
 
 
 
 
 
Benefit obligation at beginning of year
$
14,881

 
13,596

 
4,534

Service cost
91

 
87

 
70

Interest cost
544

 
625

 
560

Plan amendments
—

 
14

 
12

Acquisitions
—

 
—

 
8,267

Actuarial (gain) loss
(1,179
)
 
1,565

 
930

Benefits paid by company
(5
)
 
(5
)
 
(16
)
Benefits paid from plan assets
(931
)
 
(1,001
)
 
(761
)
Benefit obligation at end of year
$
13,401

 
14,881

 
13,596


 
Post-Retirement Benefit Plans
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Change in benefit obligation
 
 
 
 
 
Benefit obligation at beginning of year
$
4,075

 
3,930

 
558

Service cost
24

 
22

 
18

Interest cost
140

 
173

 
152

Participant contributions
96

 
86

 
64

Plan amendments
141

 
—

 
31

Acquisitions
—

 
—

 
3,284

Direct subsidy receipts
13

 
19

 
22

Actuarial (gain) loss
(399
)
 
260

 
153

Benefits paid by company
(266
)
 
(268
)
 
(219
)
Benefits paid from plan assets
(136
)
 
(147
)
 
(133
)
Benefit obligation at end of year
$
3,688

 
4,075

 
3,930


Our aggregate benefit obligation as of December 31, 2013, 2012 and 2011 was $17.089 billion, $18.956 billion and $17.499 billion, respectively.
Plan Assets
We maintain plan assets for our qualified pension plans and certain post-retirement benefit plans. The qualified pension plan assets are used for the payment of pension benefits and certain eligible plan expenses. The post-retirement benefit plan's assets are used to pay health care benefits and premiums on behalf of eligible retirees and to pay certain eligible plan expenses. The expected rate of return on plan assets is the long-term rate of return we expect to earn on the plans' assets. The rate of return is determined by the strategic allocation of plan assets and the long-term risk and return forecast for each asset class. The forecasts for each asset class are generated primarily from an analysis of the long-term expectations of various third party investment management organizations. The expected rate of return on plan assets is reviewed annually and revised, as necessary, to reflect changes in the financial markets and our investment strategy. The following tables summarize the change in the fair value of plan assets for the pension and post-retirement benefit plans:
 
Pension Plans
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
$
12,321

 
11,814

 
3,732

Return on plan assets
810

 
1,476

 
479

Acquisitions
—

 
—

 
7,777

Employer contributions
146

 
32

 
587

Benefits paid from plan assets
(931
)
 
(1,001
)
 
(761
)
Fair value of plan assets at end of year
$
12,346

 
12,321

 
11,814


 
Post-Retirement Benefit Plans
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
$
626

 
693

 
54

Actual gain on plan assets
45

 
80

 
4

Acquisitions
—

 
—

 
768

Benefits paid from plan assets
(136
)
 
(147
)
 
(133
)
Fair value of plan assets at end of year
$
535

 
626

 
693


Pension Plans: Our investment objective for the pension plan assets is to achieve an attractive risk-adjusted return over time that will provide for the payment of benefits and minimize the risk of large losses. Our pension plan investment strategy is designed to meet this objective by broadly diversifying plan assets across numerous strategies with differing expected returns, volatilities and correlations. The pension plan assets have target allocations of 55.5% to interest rate sensitive investments and 44.5% to investments designed to provide higher expected returns than the interest rate sensitive investments. Interest rate sensitive investments include 36% of plan assets targeted primarily to long-duration investment grade bonds, 13.5% targeted to high yield, emerging market bonds and convertible bonds and 6% targeted to diversified strategies, which primarily have exposures to global government, corporate and inflation-linked bonds, as well as some exposures to global stocks and commodities. Assets expected to provide higher returns than the interest rate sensitive assets include broadly diversified equity investments with targets of approximately 14% to U.S. stocks and 14% to developed and emerging market non-U.S. stocks. Approximately 11.5% is allocated to other private markets investments including funds primarily invested in private equity, private debt and hedge funds. Real estate investments are targeted at 5% of plan assets. At the beginning of 2014, our expected annual long-term rate of return on pension assets is assumed to be 7.5%.
Post-Retirement Benefit Plans: Our investment objective for the post-retirement benefit plan assets is to achieve an attractive risk-adjusted return and minimize the risk of large losses over the expected life of the assets. Investment risk is managed by broadly diversifying assets across numerous strategies with differing expected returns, volatilities and correlations. Our investment strategy is designed to be consistent with the investment objective, with particular focus on providing liquidity for the reimbursement of our union-represented employees post-retirement health care costs. The post-retirement benefit plan assets have target allocations of 37% to equities and 63% to non-equity investments. Specific target allocations within these broad categories are allowed to vary to provide liquidity in order to meet reimbursement requirements. Equity investments are broadly diversified with exposure to publicly traded U.S., non-U.S. and emerging market stocks and private equity. While no new private equity investments have been made in recent years, the percent allocation to existing private equity investments is expected to increase as liquid, publicly traded stocks are drawn down for the reimbursement of health care costs. The 63% non-equity allocation includes investment grade bonds, high yield bonds, convertible bonds, emerging market debt, real estate, hedge funds, private debt and diversified strategies. At the beginning of 2014, our expected annual long-term rate of return on post-retirement benefit plan assets is assumed to be 7.3%.
Permitted investments: Plan assets are managed consistent with the restrictions set forth by the Employee Retirement Income Security Act of 1974, as amended, which requires diversification of assets and also generally prohibits defined benefit and welfare plans from investing more than 10% of their assets in securities issued by the sponsor company. At December 31, 2013 and 2012, the pension and post-retirement benefit plans did not directly own any shares of our common stock or any of our debt.
Derivative instruments: Derivative instruments are used to reduce risk as well as provide return. The pension and post-retirement benefit plans use exchange traded futures to gain exposure to equity and Treasury markets consistent with target asset allocations. Interest rate swaps are used in the pension plans to reduce risk relative to measurement of the benefit obligation, which is sensitive to interest rate changes. Foreign exchange forward contracts are used to manage currency exposures. Credit default swaps are used to manage credit risk exposures in a cost effective and targeted manner relative to transacting with physical corporate fixed income securities. Options are currently used to manage interest rate exposure taking into account the implied volatility and current pricing of the specific underlying market instrument. Some derivative instruments subject the plans to counterparty risk. The external investment managers, along with Plan Management, monitor counterparty exposure and mitigate this risk by diversifying the exposure among multiple high credit quality counterparties, requiring collateral and limiting exposure by periodically settling contracts.
The gross notional exposure of the derivative instruments directly held by the plans is shown below. The notional amount of the derivatives corresponds to market exposure but does not represent an actual cash investment.
 
Gross Notional Exposure
 
Pension Plans
 
Post-Retirement
Benefit Plans
 
Years Ended December 31,
 
2013
 
2012
 
2013
 
2012
 
(Dollars in millions)
Derivative instruments:
 
 
 
 
 
 
 
Exchange-traded U.S. equity futures
$
95

 
302

 
16

 
30

Exchange-traded non-U.S. equity futures
—

 
1

 
—

 
—

Exchange-traded Treasury futures
3,011

 
1,763

 
—

 
—

Interest rate swaps
556

 
1,471

 
—

 
—

Credit default swaps
253

 
495

 
—

 
—

Foreign exchange forwards
938

 
726

 
29

 
21

Options
261

 
768

 
—

 
—


Fair Value Measurements: Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between independent and knowledgeable parties who are willing and able to transact for an asset or liability at the measurement date. We use valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs when determining fair value and then we rank the estimated values based on the reliability of the inputs used following the fair value hierarchy set forth by the FASB. For additional information on the fair value hierarchy, see Note 11—Fair Value Disclosure.
At December 31, 2013, we used the following valuation techniques to measure fair value for assets. There were no changes to these methodologies during 2013:
•
Level 1—Assets were valued using the closing price reported in the active market in which the individual security was traded.
•
Level 2—Assets were valued using quoted prices in markets that are not active, broker dealer quotations, net asset value of shares held by the plans and other methods by which all significant input were observable at the measurement date.
•
Level 3—Assets were valued using unobservable inputs in which little or no market data exists as reported by the respective institutions at the measurement date.
The tables below presents the fair value of plan assets by category and the input levels used to determine those fair values at December 31, 2013. It is important to note that the asset allocations do not include market exposures that are gained with derivatives.
 
Fair Value of Pension Plan Assets at December 31, 2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
(Dollars in millions)
Investment grade bonds (a)
$
813

 
1,504

 
—

 
$
2,317

High yield bonds (b)
—

 
1,265

 
26

 
1,291

Emerging market bonds (c)
196

 
367

 
—

 
563

Convertible bonds (d)
—

 
389

 
—

 
389

Diversified strategies (e)
—

 
723

 
—

 
723

U.S. stocks (f)
1,408

 
92

 
—

 
1,500

Non-U.S. stocks (g)
1,159

 
299

 
—

 
1,458

Emerging market stocks (h)
—

 
110

 
—

 
110

Private equity (i)
—

 
—

 
721

 
721

Private debt (j)
—

 
—

 
436

 
436

Market neutral hedge funds (k)
—

 
867

 
99

 
966

Directional hedge funds (k)
—

 
582

 
32

 
614

Real estate (l)
—

 
306

 
265

 
571

Derivatives (m)
—

 
(34
)
 
—

 
(34
)
Cash equivalents and short-term investments (n)
—

 
721

 
—

 
721

Total investments
$
3,576

 
7,191

 
1,579

 
12,346

Accrued expenses
 
 
 
 
 
 
—

Total pension plan assets
 
 
 
 
 
 
$
12,346


 
Fair Value of Post-Retirement Plan Assets
at December 31, 2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
(Dollars in millions)
Investment grade bonds (a)
$
21

 
56

 
—

 
$
77

High yield bonds (b)
—

 
56

 
—

 
56

Emerging market bonds (c)
—

 
37

 
—

 
37

Diversified strategies (e)
—

 
86

 
—

 
86

U.S. stocks (f)
56

 
—

 
—

 
56

Non-U.S. stocks (g)
58

 
—

 
—

 
58

Emerging market stocks (h)
—

 
12

 
—

 
12

Private equity (i)
—

 
—

 
40

 
40

Private debt (j)
—

 
—

 
5

 
5

Market neutral hedge funds (k)
—

 
35

 
—

 
35

Directional hedge funds (k)
—

 
14

 
—

 
14

Real estate (l)
—

 
22

 
12

 
34

Cash equivalents and short-term investments (n)
—

 
24

 
—

 
24

Total investments
$
135

 
342

 
57

 
534

Contribution Receivable
 
 
 
 
 
 
1

Total post-retirement plan assets
 
 
 
 
 
 
$
535


The tables below presents the fair value of plan assets by category and the input levels used to determine those fair values at December 31, 2012. It is important to note that the asset allocations do not include market exposures that are gained with derivatives. Investments include dividend and interest receivable, pending trades, trades payable and accrued expenses.
 
Fair Value of Pension Plan Assets at December 31, 2012
 
Level 1
 
Level 2
 
Level 3
 
Total
 
(Dollars in millions)
Investment grade bonds (a)
$
830

 
1,555

 
—

 
$
2,385

High yield bonds (b)
—

 
1,303

 
59

 
1,362

Emerging market bonds (c)
199

 
396

 
—

 
595

Convertible bonds (d)
—

 
374

 
—

 
374

Diversified strategies (e)
—

 
655

 
—

 
655

U.S. stocks (f)
1,225

 
119

 
—

 
1,344

Non-U.S. stocks (g)
1,212

 
178

 
—

 
1,390

Emerging market stocks (h)
111

 
193

 
—

 
304

Private equity (i)
—

 
—

 
711

 
711

Private debt (j)
—

 
—

 
465

 
465

Market neutral hedge funds (k)
—

 
906

 
—

 
906

Directional hedge funds (k)
—

 
340

 
194

 
534

Real estate (l)
—

 
223

 
337

 
560

Derivatives (m)
(5
)
 
3

 
—

 
(2
)
Cash equivalents and short-term investments (n)
—

 
750

 
—

 
750

Total investments
$
3,572

 
6,995

 
1,766

 
12,333

Accrued expenses
 
 
 
 
 
 
(12
)
Total pension plan assets
 

 
 

 
 

 
$
12,321


 
Fair Value of Post-Retirement Plan Assets
at December 31, 2012
 
Level 1
 
Level 2
 
Level 3
 
Total
 
(Dollars in millions)
Investment grade bonds (a)
$
22

 
86

 
—

 
$
108

High yield bonds (b)
—

 
90

 
—

 
90

Emerging market bonds (c)
—

 
40

 
—

 
40

Convertible bonds (d)
—

 
2

 
—

 
2

Diversified strategies (e)
—

 
72

 
—

 
72

U.S. stocks (f)
55

 
—

 
—

 
55

Non-U.S. stocks (g)
58

 
1

 
—

 
59

Emerging market stocks (h)
—

 
20

 
—

 
20

Private equity (i)
—

 
—

 
45

 
45

Private debt (j)
—

 
—

 
6

 
6

Market neutral hedge funds (k)
—

 
41

 
—

 
41

Directional hedge funds (k)
—

 
24

 
—

 
24

Real estate (l)
—

 
21

 
28

 
49

Cash equivalents and short-term investments (n)
5

 
21

 
—

 
26

Total investments
$
140

 
418

 
79

 
637

Accrued expenses
 
 
 
 
 
 
(1
)
Reimbursement accrual
 
 
 
 
 
 
(10
)
Total post-retirement plan assets
 
 
 
 
 
 
$
626


The plans' assets are invested in various asset categories utilizing multiple strategies and investment managers. For several of the investments in the tables above and discussed below, the plans own units in commingled funds and limited partnerships that invest in various types of assets. Interests in commingled funds are valued using the net asset value ("NAV") per unit of each fund. The NAV reported by the fund manager is based on the market value of the underlying investments owned by each fund, minus its liabilities, divided by the number of shares outstanding. Commingled funds held by the plans that can be redeemed at NAV within a year of the financial statement date are generally classified as Level 2. Investments in limited partnerships represent long-term commitments with a fixed maturity date, typically ten years. Valuation inputs for these limited partnership interests are generally based on assumptions and other information not observable in the market and are classified as Level 3 investments. The assumptions and valuation methodologies of the pricing vendors, account managers, fund managers and partnerships are monitored and evaluated for reasonableness. Below is an overview of the asset categories, the underlying strategies and valuation inputs used to value the assets in the preceding tables:
(a) Investment grade bonds represent investments in fixed income securities as well as commingled bond funds comprised of U.S. Treasury securities, agencies, corporate bonds, mortgage-backed securities, asset-backed securities and commercial mortgage-backed securities. Treasury securities are valued at the bid price reported in the active market in which the security is traded and are classified as Level 1. The valuation inputs of other investment grade bonds primarily utilize observable market information and are based on a spread to U.S. Treasury securities and consider yields available on comparable securities of issuers with similar credit ratings. The primary observable inputs include references to the new issue market for similar securities, the secondary trading markets and dealer quotes. Option adjusted spread models are utilized to evaluate securities such as asset backed securities that have early redemption features. These securities are classified as Level 2. The commingled funds are valued at NAV based on the market value of the underlying fixed income securities using the same valuation inputs described above. The commingled funds can be redeemed at NAV within a year of the financial statement date and are classified as Level 2.
(b) High yield bonds represent investments in below investment grade fixed income securities as well as commingled high yield bond funds. The valuation inputs for the securities primarily utilize observable market information and are based on a spread to U.S. Treasury securities and consider yields available on comparable securities of issuers with similar credit ratings. These securities are classified as Level 2. The commingled funds are valued at NAV based on the market value of the underlying high yield instruments using the same valuation inputs described above. Commingled funds that can be redeemed at NAV within a year of the financial statement date are classified as Level 2. Commingled funds that cannot be redeemed at NAV or that cannot be redeemed at NAV within a year of the financial statement date are classified as Level 3.
(c) Emerging market bonds represent investments in securities issued by governments and other entities located in developing countries as well as registered mutual funds and commingled emerging market bond funds. The valuation inputs for the securities utilize observable market information and are primarily based on dealer quotes or a spread relative to the local government bonds. These securities are classified as Level 2. The commingled funds are valued at NAV based on the market value of the underlying emerging market bonds using the same valuation inputs described above. The commingled funds can be redeemed at NAV within a year of the financial statement date and are classified as Level 2. The registered mutual funds trade at the daily NAV, as determined by the market value of the underlying investments, and are classified as Level 1.
(d) Convertible bonds primarily represent investments in corporate debt securities that have features that allow the debt to be converted into equity securities under certain circumstances. The valuation inputs for the individual convertible bonds primarily utilize observable market information including a spread to U.S. Treasuries and the value and volatility of the underlying equity security. Convertible bonds are classified as Level 2.
(e) Diversified strategies represent an investment in a commingled fund that primarily has exposures to global government, corporate and inflation linked bonds, global stocks and commodities. The commingled fund is valued at NAV based on the market value of the underlying investments. The valuation inputs utilize observable market information including published prices for exchange traded securities, bid prices for government bonds, and spreads and yields available for comparable fixed income securities with similar credit ratings. This fund can be redeemed at NAV within a year of the financial statement date and is classified as Level 2.
(f) U.S. stocks represent investments in stocks of U.S. based companies as well as commingled U.S. stock funds. The valuation inputs for U.S. stocks are based on the last published price reported on the major stock market on which the securities are traded and are classified as Level 1. The commingled funds are valued at NAV based on the market value of the underlying investments using the same valuation inputs described above. These commingled funds can be redeemed at NAV within a year of the financial statement date and are classified as Level 2.
(g) Non-U.S. stocks represent investments in stocks of companies based in developed countries outside the U.S. as well as commingled funds. The valuation inputs for non-U.S. stocks are based on the last published price reported on the major stock market on which the securities are traded and are classified as Level 1. The commingled funds are valued at NAV based on the market value of the underlying investments using the same valuation inputs described above. These commingled funds can be redeemed at NAV within a year of the financial statement date and are classified as Level 2.
(h) Emerging market stocks represent investments in a registered mutual fund and commingled funds comprised of stocks of companies located in developing markets. Registered mutual funds trade at the daily NAV, as determined by the market value of the underlying investments, and are classified as Level 1. The commingled funds are valued at NAV based on the market value of the underlying investments using the same valuation inputs described previously for individual stocks. These commingled funds can be redeemed at NAV within a year of the financial statement date and are classified as Level 2.
(i) Private equity represents non-public investments in domestic and foreign buy out and venture capital funds. Private equity funds are structured as limited partnerships and are valued according to the valuation policy of each partnership, subject to prevailing accounting and other regulatory guidelines. The partnerships use valuation methodologies that give consideration to a range of factors, including but not limited to the price at which investments were acquired, the nature of the investments, market conditions, trading values on comparable public securities, current and projected operating performance, and financing transactions subsequent to the acquisition of the investments. These valuation methodologies involve a significant degree of judgment. Private equity investments are classified as Level 3.
(j) Private debt represents non-public investments in distressed or mezzanine debt funds. Mezzanine debt instruments are debt instruments that are subordinated to other debt issues and may include embedded equity instruments such as warrants. Private debt funds are structured as limited partnerships and are valued according to the valuation policy of each partnership, subject to prevailing accounting and other regulatory guidelines. The valuation of underlying fund investments are based on factors including the issuer's current and projected credit worthiness, the security's terms, reference to the securities of comparable companies, and other market factors. These valuation methodologies involve a significant degree of judgment. Private debt investments are classified as Level 3.
(k) Market neutral hedge funds hold investments in a diversified mix of instruments that are intended in combination to exhibit low correlations to market fluctuations. These investments are typically combined with futures to achieve uncorrelated excess returns over various markets. Directional hedge funds—This asset category represents investments that may exhibit somewhat higher correlations to market fluctuations than the market neutral hedge funds. Investments in hedge funds include both direct investments and investments in diversified funds of funds. Hedge Funds are valued at NAV based on the market value of the underlying investments which include publicly traded equity and fixed income securities and privately negotiated debt securities. The hedge funds are valued by third party administrators using the same valuation inputs previously described. Hedge funds that can be redeemed at NAV within a year of the financial statement date are classified as Level 2. Hedge fund investments that cannot be redeemed at NAV or that cannot be redeemed at NAV within a year of the financial statement date are classified as Level 3.
(l) Real estate represents investments in commingled funds and limited partnerships that invest in a diversified portfolio of real estate properties. These investments are valued at NAV according to the valuation policy of each fund or partnership, subject to prevailing accounting and other regulatory guidelines. The valuation inputs of the underlying properties are generally based on third-party appraisals that use comparable sales or a projection of future cash flows to determine fair value. Real estate investments that can be redeemed at NAV within a year of the financial statement date are classified as Level 2. Real estate investments that cannot be redeemed at NAV or that cannot be redeemed at NAV within a year of the financial statement date are classified as Level 3.
(m) Derivatives include the market value of exchange traded futures contracts which are classified as Level 1, as well as privately negotiated over-the-counter swaps and options that are valued based on the change in interest rates or a specific market index and classified as Level 2. The market values represent gains or losses that occur due to fluctuations in interest rates, foreign currency exchange rates, security prices, or other factors.
(n) Cash equivalents and short-term investments represent investments that are used in conjunction with derivatives positions or are used to provide liquidity for the payment of benefits or other purposes. U.S. Treasury Bills are valued at the bid price reported in the active market in which the security is traded and are classified as Level 1. The valuation inputs of other securities are based on a spread to U.S. Treasury Bills, the Federal Funds Rate, or London Interbank Offered Rate and consider yields available on comparable securities of issuers with similar credit ratings and are classified as Level 2. The commingled funds are valued at NAV based on the market value of the underlying investments using the same valuation inputs described above. These commingled funds can be redeemed at NAV within a year of the financial statement date and are classified as Level 2.
Concentrations of Risk: Investments, in general, are exposed to various risks, such as significant world events, interest rate, credit, foreign currency and overall market volatility risk. These risks are managed by broadly diversifying assets across numerous asset classes and strategies with differing expected returns, volatilities and correlations. Risk is also broadly diversified across numerous market sectors and individual companies. Financial instruments that potentially subject the plans to concentrations of counterparty risk consist principally of investment contracts with high quality financial institutions. These investment contracts are typically collateralized obligations and/or are actively managed, limiting the amount of counterparty exposure to any one financial institution. Although the investments are well diversified, the value of plan assets could change materially depending upon the overall market volatility, which could affect the funded status of the plans.
The table below presents a rollforward of the pension plan assets valued using Level 3 inputs:
 
Pension Plan Assets Valued Using Level 3 Inputs
 
High
Yield
Bonds
 
Private
Equity
 
Private
Debt
 
Market
Neutral
Hedge
Fund
 
Directional
Hedge
Funds
 
Real
Estate
 
Total
 
(Dollars in millions)
Balance at December 31, 2011
$
79

 
791

 
461

 
188

 
183

 
535

 
2,237

Net transfers
(12
)
 
—

 
—

 
(188
)
 
—

 
(105
)
 
(305
)
Acquisitions
1

 
70

 
120

 
—

 
—

 
18

 
209

Dispositions
(11
)
 
(109
)
 
(102
)
 
—

 
—

 
(121
)
 
(343
)
Actual return on plan assets:
 

 
 

 
 

 
 

 
 

 
 

 
 
Gains relating to assets sold during the year
—

 
3

 
1

 
—

 
—

 
—

 
4

Gains (losses) relating to assets still held at year-end
2

 
(44
)
 
(15
)
 
—

 
11

 
10

 
(36
)
Balance at December 31, 2012
59

 
711

 
465

 
—

 
194

 
337

 
1,766

Net transfers
—

 
—

 
—

 
—

 
(165
)
 
—

 
(165
)
Acquisitions
5

 
82

 
71

 
100

 
—

 
9

 
267

Dispositions
(43
)
 
(179
)
 
(144
)
 
—

 
(1
)
 
(97
)
 
(464
)
Actual return on plan assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
Gains relating to assets sold during the year
12

 
68

 
18

 
—

 
—

 
11

 
109

(Losses) gains relating to assets still held at year-end
(7
)
 
39

 
26

 
(1
)
 
4

 
5

 
66

Balance at December 31, 2013
$
26

 
721

 
436

 
99

 
32

 
265

 
1,579


The table below presents a rollforward of the post-retirement plan assets valued using Level 3 inputs:
 
Post-Retirement Plan Assets Valued Using Level 3 Inputs
 
Private
Equity
 
Private
Debt
 
Real
Estate
 
Total
 
(Dollars in millions)
Balance at December 31, 2011
$
60

 
8

 
26

 
94

Acquisitions
1

 
—

 
—

 
1

Dispositions
(15
)
 
(3
)
 
(1
)
 
(19
)
Actual return on plan assets:
 
 
 
 
 
 
 
Gains (losses) relating to assets sold during the year
4

 
2

 
(1
)
 
5

(Losses) gains relating to assets still held at year-end
(5
)
 
(1
)
 
4

 
(2
)
Balance at December 31, 2012
45

 
6

 
28

 
79

Acquisitions
1

 
—

 
—

 
1

Dispositions
(11
)
 
(1
)
 
(18
)
 
(30
)
Actual return on plan assets:
 
 
 
 
 
 
 
Gains (losses) relating to assets sold during the year
4

 
—

 
(1
)
 
3

Gains relating to assets still held at year-end
1

 
—

 
3

 
4

Balance at December 31, 2013
$
40

 
5

 
12

 
57


Certain gains and losses are allocated between assets sold during the year and assets still held at year-end based on transactions and changes in valuations that occurred during the year. These allocations also impact our calculation of net acquisitions and dispositions.
For the year ended December 31, 2013, the investment program produced actual gains on qualified pension and post-retirement plan assets of $855 million as compared to the expected returns of $935 million for a difference of $80 million. For the year ended December 31, 2012, the investment program produced actual gains on pension and post-retirement plan assets of $1.556 billion as compared to the expected returns of $892 million for a difference of $664 million. The short-term annual returns on plan assets will almost always be different from the expected long-term returns and the plans could experience net gains or losses, due primarily to the volatility occurring in the financial markets during any given year.
Unfunded Status
The following table presents the unfunded status of the pensions and post-retirement benefit plans:
 
Pension Plans
 
Post-Retirement
Benefit Plans
 
Years Ended December 31,
 
Years Ended December 31,
 
2013
 
2012
 
2013
 
2012
 
(Dollars in millions)
Benefit obligation
$
(13,401
)
 
(14,881
)
 
(3,688
)
 
(4,075
)
Fair value of plan assets
12,346

 
12,321

 
535

 
626

Unfunded status
(1,055
)
 
(2,560
)
 
(3,153
)
 
(3,449
)
Current portion of unfunded status
$
(5
)
 
(6
)
 
(154
)
 
(160
)
Non-current portion of unfunded status
$
(1,050
)
 
(2,554
)
 
(2,999
)
 
(3,289
)

The current portion of our post-retirement benefit obligations is recorded on our consolidated balance sheets in accrued expenses and other current liabilities-salaries and benefits.
Accumulated Other Comprehensive Loss-Recognition and Deferrals
The following tables present cumulative items not recognized as a component of net periodic benefits expense as of December 31, 2012, items recognized as a component of net periodic benefits expense in 2013, additional items deferred during 2013 and cumulative items not recognized as a component of net periodic benefits expense as of December 31, 2013. The items not recognized as a component of net periodic benefits expense have been recorded on our consolidated balance sheets in accumulated other comprehensive loss:
 
As of and for the Years Ended December 31,
 
2012
 
Recognition
of Net
Periodic
Benefits
Expense
 
Deferrals
 
Net
Change in
AOCI
 
2013
 
(Dollars in millions)
Accumulated other comprehensive loss:
 
 
 
 
 
 
 
 
 
Pension plans:
 
 
 
 
 
 
 
 
 
Net actuarial (loss) gain
$
(2,236
)
 
84

 
1,094

 
1,178

 
(1,058
)
Prior service (cost) benefit
(38
)
 
5

 
—

 
5

 
(33
)
Deferred income tax benefit (expense)
875

 
(34
)
 
(419
)
 
(453
)
 
422

Total pension plans
(1,399
)
 
55

 
675

 
730

 
(669
)
Post-retirement benefit plans:
 
 
 
 
 
 
 
 
 
Net actuarial (loss) gain
(446
)
 
4

 
405

 
409

 
(37
)
Prior service (cost) benefit
(22
)
 
—

 
(141
)
 
(141
)
 
(163
)
Deferred income tax benefit (expense)
179

 
(1
)
 
(100
)
 
(101
)
 
78

Total post-retirement benefit plans
(289
)
 
3

 
164

 
167

 
(122
)
Total accumulated other comprehensive loss
$
(1,688
)
 
58

 
839

 
897

 
(791
)

The following table presents estimated items to be recognized in 2014 as a component of net periodic benefit expense of the pension, non-qualified pension and post-retirement benefit plans:
 
Pension
Plans
 
Post-Retirement
Plans
 
(Dollars in millions)
Estimated recognition of net periodic benefit expense in 2014:
 
 
 
Net actuarial loss
$
(17
)
 
—

Prior service cost
(5
)
 
(17
)
Deferred income tax benefit
8

 
6

Estimated net periodic benefit expense to be recorded in 2014 as a component of other comprehensive income (loss)
$
(14
)
 
(11
)

Medicare Prescription Drug, Improvement and Modernization Act of 2003
We sponsor post-retirement health care plans with several benefit options that provide prescription drug benefits that we deem actuarially equivalent to or exceeding Medicare Part D. We recognize the impact of the federal subsidy received under the Medicare Prescription Drug, Improvement and Modernization Act of 2003 in the calculation of our post-retirement benefit obligation and net periodic post-retirement benefit expense.
Other Benefit Plans
Health Care and Life Insurance
We provide health care and life insurance benefits to essentially all of our active employees. We are largely self-funded for the cost of the health care plan. Our health care benefit expenses for current employees was $362 million, $360 million and $377 million for the years ended December 31, 2013, 2012 and 2011, respectively. Union-represented employee benefits are based on negotiated collective bargaining agreements. Employees contributed $117 million, $113 million and $90 million for the years ended December 31, 2013, 2012 and 2011, respectively. Our group life insurance plans are fully insured and the premiums are paid by us.
401(k) Plan
We sponsor qualified defined contribution benefit plans covering substantially all of our employees. Under these plans, employees may contribute a percentage of their annual compensation up to certain maximums, as defined by the plans and by the Internal Revenue Service ("IRS"). Currently, we match a percentage of employee contributions in cash. At December 31, 2013 and December 31, 2012, the assets of the plans included approximately 9 million and 10 million shares of our common stock, respectively, as a result of the combination of previous employer match and participant directed contributions. We recognized expenses related to these plans of $89 million, $76 million and $70 million and for the years ended December 31, 2013, 2012 and 2011, respectively.
Deferred Compensation Plans
We sponsored non-qualified unfunded deferred compensation plans for various groups that included certain of our current and former highly compensated employees. The value of assets and liabilities related to these plans was not significant.
Share-based Compensation
Share-based Compensation
Share-based Compensation
We maintain equity programs that allow our Board of Directors (through its Compensation Committee or our Chief Executive Officer as its delegate) to grant incentives to certain employees and our outside directors in any one or a combination of several forms, including incentive and non-qualified stock options, stock appreciation rights, restricted stock awards, restricted stock units and market and performance shares. Stock options generally expire ten years from the date of grant. We also offer an ESPP, which allows eligible employees to purchase our common stock at a 15% discount based on the lower of the beginning or ending stock price during recurring six month offering periods.
Stock Options
The following table summarizes activity involving stock option awards for the year ended December 31, 2013:
 
Number of
Options
 
Weighted-
Average
Exercise
Price
 
(in thousands)
 
 
Outstanding at December 31, 2012
6,733

 
$
34.23

Exercised
(1,142
)
 
$
27.07

Forfeited/Expired
(266
)
 
$
30.51

Outstanding at December 31, 2013
5,325

 
$
35.95

Exercisable at December 31, 2013
5,325

 
$
35.95


The aggregate intrinsic value of our options outstanding and exercisable at December 31, 2013 was $14 million. The weighted average remaining contractual term for such options was 3.5 years.
During 2013, we received net cash proceeds of $31 million in connection with our option exercises. The tax benefit realized from these exercises was $4 million. The total intrinsic value of options exercised for the years ended December 31, 2013, 2012 and 2011 was $11 million, $49 million and $47 million, respectively.
Restricted Stock Awards
For awards that contain only service conditions for vesting, we calculate the award fair value based on the closing stock price on the accounting grant date. For restricted stock awards that contain market conditions, the award fair value is calculated through Monte-Carlo simulations.
During the second quarter of 2013, we granted approximately 335 thousand shares of restricted stock to certain executive-level employees as part of our long-term incentive program, of which approximately 223 thousand contained only service conditions and will vest on a straight-line basis on May 23, 2014, 2015 and 2016. The remaining awards contain market and service conditions and will vest on May 23, 2016. These shares, with market and service conditions, represent only the target for the award as each recipient has the opportunity to ultimately receive between 0% and 200% of the target restricted stock award depending on, our total shareholder return versus that of selected peer companies for 2013, 2014 and 2015.
In addition, during the first and second quarter of 2013, we granted approximately 1.2 million shares to certain key employees as part of our annual equity compensation program. The remaining awards granted throughout the year to certain other key employees and our outside directors were made as part of our equity compensation and retention programs. These awards require only service conditions for vesting and typically vest equally over a three year period.
During the first quarter of 2012, we granted approximately 402 thousand shares of restricted stock to certain executive-level employees as part of our long-term incentive program, of which approximately 201 thousand contained only service conditions and will vest on a straight-line basis on February 20, 2013, 2014 and 2015. The remaining awards contain market and service conditions and will vest on February 20, 2015. These shares, with market and service conditions, represent only the target for the award as each recipient has the opportunity to ultimately receive between 0% and 200% of the target restricted stock award depending on our total shareholder return for 2012, 2013 and 2014 in relation to that of the S&P 500 Index.
In addition, during the first quarter of 2012, we granted restricted stock to certain key employees as part of our annual equity compensation program. These awards contained only service conditions. Approximately 519 thousand shares of awards will vest on a straight-line basis on January 9, 2013, 2014 and 2015. Approximately 873 thousand shares of awards will vest on a straight-line basis on March 15, 2013, 2014 and 2015. The remaining awards granted throughout the year to certain other key employees and our outside directors were made as part of our equity compensation and retention programs. These awards require only service conditions for vesting and typically vest an equal portion annually over a three year period.
The following table summarizes activity involving restricted stock and restricted stock unit awards for the year ended December 31, 2013:
 
Number of
Shares
 
Weighted-
Average
Grant Date
Fair Value
 
(in thousands)
 
 
Non-vested at December 31, 2012
3,528

 
$
38.43

Granted
1,886

 
$
35.63

Vested
(1,493
)
 
$
37.08

Forfeited
(296
)
 
$
36.26

Non-vested at December 31, 2013
3,625

 
$
37.33


During 2012, we granted 2.1 million shares of restricted stock at a weighted-average price of $39.13. During 2011, we granted 1.3 million shares of restricted stock at a weighted-average price of $36.15, excluding the 1.9 million shares issued in connection with our acquisitions of Qwest and Savvis. The total fair value of restricted stock that vested during 2013, 2012 and 2011 was $52 million, $102 million and $72 million, respectively.
Compensation Expense and Tax Benefit
We recognize compensation expense related to our market and performance share-based awards with graded vesting that only have a service condition on a straight-line basis over the requisite service period for the entire award. Total compensation expense for all share-based payment arrangements for the years ended December 31, 2013, 2012 and 2011 was $63 million, $78 million and $65 million, respectively. These amounts included $12 million in compensation expense recognized in 2011 for the acceleration of certain awards resulting from the consummation of the Qwest acquisition. Our tax benefit recognized in the income statements for our share-based payment arrangements for the years ended December 31, 2013, 2012 and 2011 was $25 million, $31 million and $25 million, respectively. At December 31, 2013, there was $89 million of total unrecognized compensation expense related to our share-based payment arrangements, which we expect to recognize over a weighted-average period of 1.7 years.
(Loss) Earnings Per Common Share
(Loss) Earnings Per Common Share
(Loss) Earnings Per Common Share
Basic and diluted (loss) earnings per common share for the years ended December 31, 2013, 2012 and 2011 were calculated as follows:
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions, except per share amounts, shares in thousands)
(Loss) Income (Numerator):
 
 
 
 
 
Net (loss) income
$
(239
)
 
777

 
573

Earnings applicable to non-vested restricted stock
—

 
(1
)
 
(2
)
Net (loss) income applicable to common stock for computing basic earnings per common share
(239
)
 
776

 
571

Net (loss) income as adjusted for purposes of computing diluted earnings per common share
$
(239
)
 
776

 
571

Shares (Denominator):
 
 
 
 
 
Weighted average number of shares:
 
 
 
 
 
Outstanding during period
604,404

 
622,139

 
534,320

Non-vested restricted stock
(3,512
)
 
(2,796
)
 
(2,209
)
Non-vested restricted stock units
—

 
862

 
669

Weighted average shares outstanding for computing basic (loss) earnings per common share
600,892

 
620,205

 
532,780

Incremental common shares attributable to dilutive securities:
 
 
 
 
 
Shares issuable under convertible securities
—

 
12

 
13

Shares issuable under incentive compensation plans
—

 
2,068

 
1,328

Number of shares as adjusted for purposes of computing diluted earnings per common share
600,892

 
622,285

 
534,121

Basic (loss) earnings per common share
$
(0.40
)
 
$
1.25

 
$
1.07

Diluted (loss) earnings per common share(1)
$
(0.40
)
 
$
1.25

 
$
1.07

______________________________________________________________________ 
(1)
For the year ended December 31, 2013, we excluded from the calculation of diluted loss per share 1.3 million shares potentially issuable under incentive compensation plans or convertible securities, as their effect, if included, would have been anti-dilutive.
Our calculations of diluted earnings per common share exclude shares of common stock that are issuable upon exercise of stock options when the exercise price is greater than the average market price of our common stock during the period. Such potentially issuable shares totaled 2.7 million, 2.2 million and 2.4 million for 2013, 2012 and 2011, respectively.
Fair Value Disclosure
Fair Value Disclosure
Fair Value Disclosure
Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable and long-term debt, excluding capital lease obligations. Due to their short-term nature, the carrying amounts of our cash and cash equivalents, accounts receivable and accounts payable approximate their fair values.
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between independent and knowledgeable parties who are willing and able to transact for an asset or liability at the measurement date. We use valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs when determining fair value and then we rank the estimated values based on the reliability of the inputs used following the fair value hierarchy set forth by the Financial Accounting Standards Board ("FASB").
We determined the fair values of our long-term debt, including the current portion, based on quoted market prices where available or, if not available, based on discounted future cash flows using current market interest rates.
The three input levels in the hierarchy of fair value measurements are defined by the FASB generally as follows:
Input Level
 
Description of Input
Level 1
 
Observable inputs such as quoted market prices in active markets.
Level 2
 
Inputs other than quoted prices in active markets that are either directly or indirectly observable.
Level 3
 
Unobservable inputs in which little or no market data exists.

The following table presents the carrying amounts and estimated fair values of our investment securities, which are reported in noncurrent other assets, and long-term debt, excluding capital lease obligations, as well as the input levels used to determine the fair values:
 
 
 
 
December 31, 2013
 
December 31, 2012
 
 
Input
Level
 
Carrying
Amount
 
Fair Value
 
Carrying
Amount
 
Fair Value
 
 
 
 
(Dollars in millions)
Liabilities-Long-term debt excluding capital lease obligations
 
2
 
$
20,347

 
20,413

 
19,871

 
21,457

Income Taxes
Income Taxes
Income Taxes
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Income tax expense was as follows:
 
 
 
 
 
Federal
 
 
 
 
 
Current
$
1

 
57

 
(49
)
Deferred
403

 
361

 
401

State
 
 
 
 
 
Current
62

 
15

 
25

Deferred
(8
)
 
33

 
(6
)
Foreign
 
 
 
 
 
Current
9

 
7

 
4

Deferred
(4
)
 
—

 
—

Total income tax expense
$
463

 
473

 
375


 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Income tax expense was allocated as follows:
 
 
 
 
 
Income tax expense in the consolidated statements of operations:
 
 
 
 
 
Attributable to income
$
463

 
473

 
375

Stockholders' equity:
 
 
 
 
 
Compensation expense for tax purposes in excess of amounts recognized for financial reporting purposes
(14
)
 
(18
)
 
(13
)
Tax effect of the change in accumulated other comprehensive loss
554

 
(434
)
 
(535
)

The following is a reconciliation from the statutory federal income tax rate to our effective income tax rate:
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Percentage of pre-tax income)
Statutory federal income tax rate
35.0
 %
 
35.0
%
 
35.0
%
State income taxes, net of federal income tax benefit
2.8
 %
 
2.5
%
 
1.3
%
Impairment of goodwill
188.5
 %
 
—
%
 
—
%
Reversal of liability for unrecognized tax position
(24.5
)%
 
—
%
 
—
%
Foreign income taxes
2.7
 %
 
0.3
%
 
0.4
%
Nondeductible accounting adjustment for life insurance
3.1
 %
 
—
%
 
—
%
Release state valuation allowance
(2.3
)%
 
—
%
 
—
%
Other, net
1.4
 %
 
—
%
 
2.9
%
Effective income tax rate
206.7
 %
 
37.8
%
 
39.6
%

The 2013 effective tax rate is 206.7% compared to 37.8% for 2012. The 2013 rate reflects the tax effect of a $1.092 billion non-deductible goodwill impairment charge, a favorable settlement with the Internal Revenue Service of $33 million, a $22 million reduction due to the reversal of an uncertain tax position and the tax effect of a $17 million unfavorable accounting adjustment for non-deductible life insurance costs. For 2013, the tax rate was decreased by a $5 million reduction to the valuation allowance due to the estimated ability to utilize more state NOLs than previously expected. The 2012 rate reflects the $16 million reversal of a valuation allowance related to the auction rate securities we sold in 2012. The 2011 rate was decreased by $12 million due to a $16 million decrease to the valuation allowance related to state NOLs due primarily to the effects of a tax law change in one of the states in which we operate, which is partially offset by an $8 million valuation allowance recorded on deferred tax assets that require future income of a special character to realize the benefits.
The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities at December 31, 2013 and 2012 were as follows:
 
Years Ended December 31,
 
2013
 
2012
 
(Dollars in millions)
Deferred tax assets
 
 
 
Post-retirement and pension benefit costs
$
1,618

 
2,311

Net operating loss carryforwards
1,532

 
2,176

Other employee benefits
182

 
184

Other
782

 
789

Gross deferred tax assets
4,114

 
5,460

Less valuation allowance
(435
)
 
(444
)
Net deferred tax assets
3,679

 
5,016

Deferred tax liabilities
 
 
 
Property, plant and equipment, primarily due to depreciation differences
(3,904
)
 
(3,784
)
Goodwill and other intangible assets
(3,226
)
 
(3,688
)
Other
(137
)
 
(192
)
Gross deferred tax liabilities
(7,267
)
 
(7,664
)
Net deferred tax liability
$
(3,588
)
 
(2,648
)

Of the $3.588 billion and $2.648 billion net deferred tax liability at December 31, 2013 and 2012, respectively, $4.753 billion and $3.564 billion is reflected as a long-term liability and $1.165 billion and $916 million is reflected as a net current deferred tax asset at December 31, 2013 and December 31, 2012, respectively.
In connection with our acquisitions of Savvis on July 15, 2011 and Qwest on April 1, 2011, we recognized net noncurrent deferred tax liabilities of approximately $279 million and $533 million, respectively, which reflects the expected future tax effects of certain differences between the financial reporting carrying amounts and tax bases of Savvis' and Qwest's assets and liabilities. In addition, due to the Qwest acquisition, we recognized a net current deferred tax asset of $289 million, which relates primarily to certain accrued liabilities that are expected to result in future tax deductions. These primary differences involve Qwest's pension and other post-retirement benefit obligations as well as tax effects for acquired intangible assets, property, plant and equipment and long-term debt, including the effects of acquisition date valuation adjustments, for both entities. The net deferred tax liability is partially offset by a deferred tax asset for expected future tax deductions relating to Savvis' and Qwest's net operating loss carryforwards.
At December 31, 2013, we had federal NOLs of $2.9 billion and state NOLS of $12.4 billion. If unused, the NOLs will expire between 2015 and 2032; however, no significant amounts expire until 2020. At December 31, 2013, we had $50 million ($33 million net of federal income tax) of state investment tax credit carryforwards that will expire between 2014 and 2024 if not utilized. In addition, at December 31, 2013 we had $91 million of alternative minimum tax, or AMT, credits. Our acquisitions of Qwest and Savvis caused "ownership changes" within the meaning of Section 382 of the Internal Revenue Code ("Section 382"). As a result, our ability to use these NOLs is subject to annual limits imposed by Section 382. Despite this, we expect to use substantially all of these NOLs as an offset against our future taxable income, although the timing of that use will depend upon our future earnings and future tax circumstances.
We establish valuation allowances when necessary to reduce the deferred tax assets to amounts we expect to realize. As of December 31, 2013, a valuation allowance of $435 million was established as it is more likely than not that this amount of net operating loss and tax credit carryforwards will not be utilized prior to expiration. Our valuation allowance at December 31, 2013 and 2012 is primarily related to state NOL carryforwards. This valuation allowance decreased by $9 million during 2013.
We recorded valuation allowances of $18 million and $403 million related to the Savvis and Qwest acquisitions, respectively, for the portion of the acquired net deferred tax assets that we did not believe is more likely than not to be realized. Our acquisition date assignment of deferred income taxes and the related valuation allowance was completed in 2012 as discussed in Note 2—Acquisitions.
A reconciliation of the change in our gross unrecognized tax benefits (excluding both interest and any related federal benefit) from January 1 to December 31 for 2013 and 2012 is as follows:
 
2013
 
2012
 
(Dollars in millions)
Unrecognized tax benefits at beginning of year
$
78

 
111

Increase in tax positions taken in the current year
—

 
3

Decrease due to the reversal of tax positions taken in a prior year
—

 
(34
)
Decrease from the lapse of statute of limitations
(36
)
 
(2
)
Settlements
(28
)
 
—

Unrecognized tax benefits at end of year
$
14

 
78


During 2012, we entered into negotiations with the IRS to resolve a claim that was filed by Qwest for 1999. Based on the status of the negotiations at year end 2012, we partially reversed an unrecognized tax benefit that was assumed as part of the Qwest acquisition. The negotiations were settled in 2013 and we fully reversed the amount of the unrecognized tax position. A receivable was recorded for the refund that is expected to be received in 2014.
The total amount of unrecognized tax benefits that, if recognized, would impact the effective income tax rate was $29 million and $52 million at December 31, 2013 and 2012, respectively.
Our policy is to reflect interest expense associated with unrecognized tax benefits in income tax expense. We had accrued interest (presented before related tax benefits) of approximately $30 million and $33 million at December 31, 2013 and 2012, respectively.
We file income tax returns, including returns for our subsidiaries, with federal, state and local jurisdictions. Our uncertain income tax positions are related to tax years that are currently under or remain subject to examination by the relevant taxing authorities.
In 2012 Qwest filed an amended 2008 federal income tax return primarily to report the carryforward impact of prior year settlements. A refund was received for the amended 2008 federal income tax return in 2013. In 2013, Qwest filed an amended 2009 federal income tax return primarily to report the carryforward impact of prior year settlements. Such amended filing is subject to adjustments by the IRS.
Beginning with the 2010 tax year, our federal consolidated returns are subject to annual examination by the IRS. Qwest's federal consolidated returns for the 2010 and pre-merger 2011 tax years are open to examination by the IRS. Federal consolidated returns for Savvis for tax years 2010 and pre-merger 2011 are under examination by the IRS.
In years prior to 2011, Qwest filed amended federal income tax returns for 2002-2007 to make protective claims with respect to items reserved in their audit settlements and to correct items not addressed in prior audits. The examination of those amended federal income tax returns by the IRS was completed in 2012.
Our open income tax years by major jurisdiction are as follows at December 31, 2013:
 
 
 
Jurisdiction
 
Open Tax Years
Federal
 
2009—current
State
 
 
Florida
 
2006—2008 and 2010—current
Minnesota
 
1999 and 2010—current
Oregon
 
2009—current
Other states
 
2009—current

Since the period for assessing additional liability typically begins upon the filing of a return, it is possible that certain jurisdictions could assess tax for years prior to the open tax years disclosed above. Additionally, it is possible that certain jurisdictions in which we do not believe we have an income tax filing responsibility, and accordingly did not file a return, may attempt to assess a liability, or that other jurisdictions to which we pay taxes may attempt to assert that we owe additional taxes.
Based on our current assessment of various factors, including (i) the potential outcomes of these ongoing examinations, (ii) the expiration of statute of limitations for specific jurisdictions, (iii) the negotiated settlement of certain disputed issues, and (iv) the administrative practices of applicable taxing jurisdictions, it is reasonably possible that the related unrecognized tax benefits for uncertain tax positions previously taken may decrease by up to $8 million within the next 12 months. The actual amount of such decrease, if any, will depend on several future developments and events, many of which are outside our control.
Segment Information
Segment Information
Segment Information
During the first quarter of 2013, we announced a reorganization of our operating segments. Consequently, we now report the following four segments in our consolidated financial statements: consumer, business, wholesale and data hosting. The primary purpose of the reorganization was to strengthen our focus on the business market while continuing our commitment to our wholesale, hosting and consumer customers. The reorganization combined business sales and operations functions that formerly resided in the enterprise markets-network segment and the regional markets segment into the new unified business segment. The remaining customers formerly serviced by the regional markets segment became the new consumer segment. Each of the current segments are described further below:
•
Consumer. Consists generally of providing strategic and legacy products and services to residential consumers. Our strategic products and services offered to these customers include our broadband, wireless and video services, including our Prism TV services. Our legacy services offered to these customers include local and long-distance service.
•
Business. Consists generally of providing strategic and legacy products and services to commercial, enterprise, global and governmental customers. Our strategic products and services offered to these customers include our private line, broadband, Ethernet, Multiprotocol Label Switching ("MPLS"), Voice over Internet Protocol ("VoIP"), and network management services. Our legacy services offered to these customers include local and long-distance service.
•
Wholesale. Consists generally of providing strategic and legacy products and services to other communications providers. Our strategic products and services offered to these customers are mainly private line (including special access), dedicated internet access, digital subscriber line ("DSL") and MPLS. Our legacy services offered to these customers include resale of our services, the sale of unbundled network elements ("UNEs") which allow our wholesale customers the use of our network or a combination of our network and their own networks to provide voice and data services to their customers, long-distance and switched access services and other services, including billing and collection, pole rental, floor space and database services.
•
Data hosting. Consists primarily of providing colocation, managed hosting and cloud hosting services to commercial, enterprise, global and governmental customers.
We have restated previously reported segment results for the years ended December 31, 2012 and 2011 due to the above-described restructuring of our business on January 3, 2013. The following table summarizes our segment results for 2013, 2012 and 2011 based on the segment categorization we were operating under on December 31, 2013.
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Total segment revenues
$
17,095

 
$
17,320

 
14,471

Total segment expenses
8,249

 
8,244

 
6,623

Total segment income
$
8,846

 
$
9,076

 
7,848

Total margin percentage
52
%
 
52
%
 
54
%
Consumer:
 
 
 
 
 
Revenues
$
6,004

 
$
6,162

 
5,384

Expenses
2,231

 
2,291

 
1,972

Income
$
3,773

 
$
3,871

 
3,412

Margin percentage
63
%
 
63
%
 
63
%
Business:
 
 
 
 
 
Revenues
$
6,136

 
$
6,133

 
5,150

Expenses
3,769

 
3,743

 
3,068

Income
$
2,367

 
$
2,390

 
2,082

Margin percentage
39
%
 
39
%
 
40
%
Wholesale:
 
 
 
 
 
Revenues
$
3,579

 
$
3,725

 
3,314

Expenses
1,158

 
1,230

 
1,137

Income
$
2,421

 
$
2,495

 
2,177

Margin percentage
68
%
 
67
%
 
66
%
Data hosting:
 
 
 
 
 
Revenues
$
1,376

 
$
1,300

 
623

Expenses
1,091

 
980

 
446

Income
$
285

 
$
320

 
177

Margin percentage
21
%
 
25
%
 
28
%

We categorize our products and services related to revenues into the following four categories:
•
Strategic services, which include primarily broadband, private line (including special access which we market to wholesale and business customers), MPLS (which is a data networking technology that can deliver the quality of service required to support real-time voice and video), hosting (including cloud hosting and managed hosting), colocation, Ethernet, video (including resold satellite and our facilities-based video services), VoIP and Verizon Wireless services;
•
Legacy services, which include primarily local, long-distance, switched access, Integrated Services Digital Network ("ISDN") (which uses regular telephone lines to support voice, video and data applications), and traditional wide area network ("WAN") services (which allows a local communications network to link to networks in remote locations);
•
Data integration, which includes the sale of telecommunications equipment located on customers' premises and related professional services, such as network management, installation and maintenance of data equipment and building of proprietary fiber-optic broadband networks for our governmental and business customers; and
•
Other revenues, which consist primarily of Universal Service Fund ("USF") revenue and surcharges. Unlike the first three revenue categories, other revenues are not included in our segment revenues.
Our operating revenues for our products and services consisted of the following categories for the years ended December 31, 2013, 2012 and 2011:
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Strategic services
$
8,822

 
$
8,427

 
6,313

Legacy services
7,617

 
8,221

 
7,621

Data integration
656

 
672

 
537

Other
1,000

 
1,056

 
880

Total operating revenues
$
18,095

 
$
18,376

 
15,351


Operating revenues attributable to certain bundled services were revised from legacy services to strategic services. Specifically, the revision resulted in a reduction of revenues from legacy services of $104 million and $51 million and a corresponding increase in revenues from strategic services for the periods ended December 31, 2012 and 2011, respectively. The revision was in response to over-allocating discounts to broadband services revenues and under-allocating discounts to local and long-distance services revenues under bundled services arrangements, which resulted in strategic services revenues being understated and legacy services revenues being overstated.
Operating revenues attributable to certain CLEC services were revised from strategic services to legacy services. Specifically, the revision resulted in a reduction of revenue from strategic services of $38 million and a corresponding increase in revenue from legacy services for the period ended December 31, 2012. The revision was in response to recording certain legacy services revenues generated through CLEC services arrangements as strategic services revenues, which resulted in strategic services revenues being overstated and legacy services revenues being understated. Due to system limitations, we have determined that it is impracticable to revise 2011 operating revenues attributable to certain CLEC services to conform to our current revenue categorization.
Other operating revenues include revenue from universal service funds, which allows us to recover a portion of our costs under federal and state cost recovery mechanisms, and certain surcharges to our customers, including billings for our required contributions to several USF programs. These surcharge billings to our customers are reflected on a gross basis in our statements of operations (included in both operating revenues and expenses) and aggregated approximately $489 million, $531 million and $392 million for the years ended December 31, 2013, 2012 and 2011, respectively. We also generate other operating revenues from leasing and subleasing of space in our office buildings, warehouses and other properties. We centrally-manage the activities that generate these other operating revenues and consequently these revenues are not included in any of our four segments presented above.
Our segment revenues include all revenues from our strategic, legacy and data integration operations as described in more detail above. Segment revenues are based upon each customer's classification to an individual segment. We report our segment revenues based upon all services provided to that segment's customers, with the exception of data hosting revenue generated from business and wholesale customers, which is reported as data hosting segment revenues. We report our segment expenses for our four segments as follows:
•
Direct expenses, which primarily are specific expenses incurred as a direct result of providing services and products to segment customers, along with selling, general and administrative expenses that are directly associated with specific segment customers or activities; and
•
Allocated expenses, which include network expenses, facilities expenses and other expenses such as fleet and real estate expenses.
We do not assign depreciation and amortization expense or impairments to our segments, as the related assets and capital expenditures are centrally managed and are not monitored by or reported to the chief operating decision maker ("CODM") by segment. Similarly, severance expenses, restructuring expenses and, subject to an exception for our data hosting segment, certain centrally managed administrative functions (such as finance, information technology, legal and human resources) are not assigned to our segments. Interest expense is also excluded from segment results because we manage our financing on a total company basis and have not allocated assets or debt to specific segments. Other income (expense) is not monitored as a part of our segment operations and is therefore excluded from our segment results.
The following table reconciles segment income to net income for the years ended December 31, 2013, 2012 and 2011:
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Total segment income
$
8,846

 
$
9,076

 
7,848

Other operating revenues
1,000

 
1,056

 
880

Depreciation and amortization
(4,541
)
 
(4,780
)
 
(4,026
)
Impairment of goodwill
(1,092
)
 
—

 
—

Other unassigned operating expenses
(2,760
)
 
(2,639
)
 
(2,677
)
Other income (expense), net
(1,229
)
 
(1,463
)
 
(1,077
)
Income tax expense
(463
)
 
(473
)
 
(375
)
Net (loss) income
$
(239
)
 
777

 
573


We do not have any single customer that provides more than 10% of our total operating revenues. Substantially all of our revenues come from customers located in the United States.
Quarterly Financial Data (Unaudited)
Quarterly Financial Data (Unaudited)
Quarterly Financial Data (Unaudited)
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
Total
 
(Dollars in millions, except per share amounts)
2013
 
 
 
 
 
 
 
 
 
Operating revenues
$
4,513

 
4,525

 
4,515

 
4,542

 
18,095

Operating income (loss)
782

 
715

 
(685
)
 
641

 
1,453

Net income (loss)
298

 
269

 
(1,045
)
 
239

 
(239
)
Basic earnings (loss) per common share
0.48

 
0.45

 
(1.76
)
 
0.41

 
(0.40
)
Diluted earnings (loss) per common share
0.48

 
0.44

 
(1.76
)
 
0.41

 
(0.40
)
2012
 
 
 
 
 
 
 
 
 
Operating revenues
$
4,610

 
4,612

 
4,571

 
4,583

 
18,376

Operating income
654

 
657

 
736

 
666

 
2,713

Net income
200

 
74

 
270

 
233

 
777

Basic earnings per common share
0.32

 
0.12

 
0.43

 
0.37

 
1.25

Diluted earnings per common share
0.32

 
0.12

 
0.43

 
0.37

 
1.25


During the third quarter of 2012, we discovered and corrected an error that resulted in an overstatement of depreciation expense in the amount of $30 million in 2011 and $15 million in the first six months of 2012. The total reduction in depreciation expense of $45 million was recognized in the third quarter of 2012.
The net loss of $1.045 billion in the third quarter of 2013 is primarily due to a goodwill impairment charge of $1.1 billion and a charge of $233 million in connection with a tentative settlement in a litigation matter.
Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies
We are vigorously defending against all of the matters described below. As a matter of course, we are prepared both to litigate the matters to judgment, as well as to evaluate and consider all settlement opportunities. In this Note, when we refer to a class action as "putative" it is because a class has been alleged, but not certified in that matter. We have established accrued liabilities for the matters described below where losses are deemed probable and reasonably estimable.
Litigation Matters Relating to CenturyLink and Embarq
In William Douglas Fulghum, et al. v. Embarq Corporation, et al., filed on December 28, 2007 in the United States District Court for the District of Kansas, a group of retirees filed a putative class action lawsuit challenging the decision to make certain modifications in retiree benefits programs relating to life insurance, medical insurance and prescription drug benefits, generally effective January 1, 2006 and January 1, 2008 (which, at the time of the modifications, was expected to reduce estimated future expenses for the subject benefits by more than $300 million). Defendants include Embarq, certain of its benefit plans, its Employee Benefits Committee and the individual plan administrator of certain of its benefits plans. Additional defendants include Sprint Nextel and certain of its benefit plans. The Court certified a class on certain of plaintiffs' claims, but rejected class certification as to other claims. On October 14, 2011, the Fulghum lawyers filed a new, related lawsuit, Abbott et al. v. Sprint Nextel et al. CenturyLink/Embarq is not named a defendant in the lawsuit. In Abbott, approximately 1,500 plaintiffs allege breach of fiduciary duty in connection with the changes in retiree benefits that also are at issue in the Fulghum case. The Abbott plaintiffs are all members of the class that was certified in Fulghum on claims for allegedly vested benefits (Counts I and III), and the Abbott claims are similar to the Fulghum breach of fiduciary duty claim (Count II), on which the Fulghum court denied class certification. The Court has stayed proceedings in Abbott indefinitely. On February 14, 2013, the Fulghum court dismissed the majority of the plaintiffs' claims in that case. On July 16, 2013, the Fulghum court granted plaintiffs' request to seek interlocutory review by the United States Court of Appeals for the Tenth Circuit. Embarq and the other defendants will defend the appeal, continue to vigorously contest any remaining claims in Fulghum and seek to have the claims in the Abbott case dismissed on similar grounds. We have not accrued a liability for these matters because we believe it is premature (i) to determine whether an accrual is warranted and, (ii) if so, to determine a reasonable estimate of probable liability.
In December 2009, subsidiaries of CenturyLink filed two lawsuits against subsidiaries of Sprint Nextel to recover terminating access charges for VoIP traffic owed under various interconnection agreements and tariffs which originally approximated $34 million in the aggregate. In connection with the first lawsuit, a federal court in Virginia issued a ruling in our favor, which resulted in Sprint paying us approximately $24 million. The other lawsuit is pending in federal court in Louisiana. In that case, in early 2011 the Court dismissed certain of CenturyLink's claims, referred other claims to the FCC, and stayed the litigation. In April 2012, Sprint Nextel filed a petition with the FCC, seeking a declaratory ruling that CenturyLink's access charges do not apply to VoIP originated calls. We have not deferred any revenue recognition related to these matters.
Litigation Matters Relating to Qwest
On July 16, 2013, Comcast MO Group, Inc. ("Comcast") filed a lawsuit in Colorado state court against Qwest Communications International, Inc. ("Qwest"). Comcast alleges Qwest breached the parties' 1998 tax sharing agreement ("TSA") when it refused to partially indemnify Comcast for a tax liability settlement Comcast reached with the Commonwealth of Massachusetts in a dispute to which we were not a party. Comcast seeks approximately $80 million in damages, excluding interest. Qwest and Comcast are parties to the TSA in their capacities as successors to the TSA's original parties, U S WEST, Inc., a telecommunications company, and MediaOne Group, Inc., a cable television company, respectively. We have not accrued a liability for this matter because we do not believe that liability is probable.
On September 29, 2010, the trustees in the Dutch bankruptcy proceeding for KPNQwest, N.V. (of which Qwest was a major shareholder) filed a lawsuit in the District Court of Haarlem, the Netherlands, alleging tort and mismanagement claims under Dutch law. Qwest and Koninklijke KPN N.V. ("KPN") are defendants in this lawsuit along with a number of former KPNQwest supervisory board members and a former officer of KPNQwest, some of whom were formerly affiliated with Qwest. Plaintiffs allege, among other things, that defendants' actions were a cause of the bankruptcy of KPNQwest, and they seek damages for the bankruptcy deficit of KPNQwest, which is claimed to be approximately €4.2 billion (or approximately $5.8 billion based on the exchange rate on December 31, 2013), plus statutory interest. Two lawsuits asserting similar claims were previously filed against Qwest and others in federal courts in New Jersey in 2004 and Colorado in 2009; those courts dismissed the lawsuits without prejudice on the grounds that the claims should not be litigated in the United States.
In February 2014, Qwest, KPN, the individual defendants and the trustees reached a definitive agreement, settling the litigation. The settlement terms include Qwest's payment of approximately €171 million (or approximately $235 million based on the exchange rate on December 31, 2013) to the KPNQwest bankruptcy estate pursuant to its indemnification obligations, discussed below.
On September 13, 2006, Cargill Financial Markets, Plc and Citibank, N.A. filed a lawsuit in the District Court of Amsterdam, the Netherlands, against Qwest, KPN, KPN Telecom B.V., and other former officers, employees or supervisory board members of KPNQwest, some of whom were formerly affiliated with Qwest. The lawsuit alleges that defendants misrepresented KPNQwest's financial and business condition in connection with the origination of a credit facility and wrongfully allowed KPNQwest to borrow funds under that facility. Plaintiffs allege damages of approximately €219 million (or approximately $301 million based on the exchange rate on December 31, 2013). The value of this claim will be reduced to the degree plaintiffs receive recovery from the tentative trustee settlement described above. While we expect the plaintiffs would receive proceeds from any such trustee settlement, the amounts of such expected recovery are not yet known. On April 25, 2012, the court issued its judgment denying the claims asserted by Cargill and Citibank in their lawsuit. Cargill and Citibank are appealing that decision.
Regarding the 2010 proceeding filed by the trustees, we accrued a liability in 2013 in the pre-tax amount of €171 million (or approximately $235 million reflected in our accompanying consolidated financial statements based on the exchange rate on December 31, 2013) which represents our best estimate of Qwest's contribution under the terms of the then-tentative settlement. Regarding the 2006 suit brought by Cargill Financial Markets, Plc and Citibank. N.A., we do not believe that liability is probable and will continue to defend against the matter vigorously.
The terms and conditions of applicable bylaws, certificates or articles of incorporation, agreements or applicable law may obligate Qwest to indemnify its former directors, officers or employees with respect to certain of the matters described above, and Qwest has been advancing legal fees and costs to certain former directors, officers or employees in connection with certain matters described above.
Several putative class actions relating to the installation of fiber optic cable in certain rights-of-way were filed against Qwest on behalf of landowners on various dates and in courts located in 34 states in which Qwest has such cable (Alabama, Arizona, California, Colorado, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Nebraska, Nevada, New Jersey, New Mexico, New York, North Carolina, Ohio, Oklahoma, Oregon, Pennsylvania, South Carolina, Tennessee, Texas, Utah, Virginia, and Wisconsin.) For the most part, the complaints challenge our right to install our fiber optic cable in railroad rights-of-way. The complaints allege that the railroads own the right-of-way as an easement that did not include the right to permit us to install our cable in the right-of-way without the plaintiffs' consent. Most of the currently pending actions purport to be brought on behalf of state-wide classes in the named plaintiffs' respective states, although one action pending before the Illinois Court of Appeals purports to be brought on behalf of landowners in Illinois, Iowa, Kentucky, Michigan, Minnesota, Nebraska, Ohio and Wisconsin. In general, the complaints seek damages on theories of trespass and unjust enrichment, as well as punitive damages. After previous attempts to enter into a single nationwide settlement in a single court proved unsuccessful, the parties proceeded to seek court approval of settlements on a state-by-state basis. To date, the parties have received final approval of such settlements in 30 states (Alabama, California, Colorado, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Maryland, Michigan, Minnesota, Mississippi, Missouri, Nebraska, Nevada, New Jersey, New York, North Carolina, Ohio, Oklahoma, Oregon, Pennsylvania, South Carolina, Tennessee, Utah, Virginia and Wisconsin) and have not yet received either preliminary or final approval in one state where an action is pending (Texas) and three states where actions were at one time, but are not currently, pending (Arizona, Massachusetts, and New Mexico). We have accrued an amount that we believe is probable for these matters; however, the amount is not material to our consolidated financial statements.
Securities Actions
CenturyLink and certain of its affiliates are defendants in one consolidated securities and four shareholder derivative actions. The securities action is pending in federal court in the Southern District of New York and the derivative actions are pending in federal court in the Eastern and Western Districts of Louisiana. Plaintiffs in these actions have variously alleged, among other things, that CenturyLink and certain of its current and former officers and directors violated federal securities laws and/or breached fiduciary duties owed to the Company and its shareholders. Plaintiffs' complaints focus on alleged material misstatements or omissions concerning CenturyLink's financial condition and changes in CenturyLink's capital allocation strategy in early 2013.
The matters are in preliminary phases and the Company intends to defend against the filed actions vigorously. We have not accrued a liability for these matters as it is premature (i) to determine whether an accrual is warranted and (ii) if so, to determine a reasonable estimate of probable liability.
Other Matters
From time to time, we are involved in other proceedings incidental to our business, including patent infringement allegations, administrative hearings of state public utility commissions relating primarily to rate making, actions relating to employee claims, various tax issues, environmental law issues, grievance hearings before labor regulatory agencies, and miscellaneous third party tort actions. The outcome of these other proceedings is not predictable. However, based on current circumstances we do not believe that the ultimate resolution of these other proceedings, after considering available defenses and any insurance coverage or indemnification rights, will have a material adverse effect on our financial position, results of operations or cash flows.
We are currently defending several patent infringement lawsuits asserted against us by non-practicing entities. These cases have progressed to various stages and one or more may go to trial in the coming 24 months if they are not otherwise resolved. Where applicable, we are seeking full or partial indemnification from our vendors and suppliers. As with all litigation, we are vigorously defending these actions and, as a matter of course, are prepared both to litigate the matters to judgment, as well as to evaluate and consider all settlement opportunities.
Capital Leases
We lease certain facilities and equipment under various capital lease arrangements. Depreciation of assets under capital leases is included in depreciation and amortization expense in our consolidated statements of operations. Payments on capital leases are included in repayments of long-term debt, including current maturities in the consolidated statements of cash flows.
The tables below summarize our capital lease activity:
 
Years Ended December 31,
 
2013
 
2012
 
(Dollars in millions)
Assets acquired through capital leases
$
12

 
209

Depreciation expense
136

 
150

Cash payments towards capital leases
119

 
113

 
December 31,
 
2013
 
2012
 
(Dollars in millions)
Assets included in property, plant and equipment
$
877

 
$
893

Accumulated depreciation
338

 
229


The future annual minimum payments under capital lease arrangements as of December 31, 2013 were as follows:
 
Future
Minimum
Payments
 
(Dollars in
millions)
Capital lease obligations:
 
2014
$
144

2015
111

2016
75

2017
70

2018
68

2019 and thereafter
308

Total minimum payments
776

Less: amount representing interest and executory costs
(206
)
Present value of minimum payments
570

Less: current portion
(109
)
Long-term portion
$
461


Operating Leases
CenturyLink leases various equipment, office facilities, retail outlets, switching facilities, and other network sites. These leases, with few exceptions, provide for renewal options and escalations that are either fixed or based on the consumer price index. Any rent abatements, along with rent escalations, are included in the computation of rent expense calculated on a straight-line basis over the lease term. The lease term for most leases includes the initial non-cancelable term plus any term under renewal options that are reasonably assured. For the years ended December 31, 2013, 2012 and 2011, our gross rental expense was $455 million, $445 million and $401 million, respectively. We also received sublease rental income for the years ended December 31, 2013, 2012 and 2011 of $16 million, $18 million and $17 million, respectively.
At December 31, 2013, our future rental commitments for operating leases were as follows:
 
Future
Minimum
Payments
 
(Dollars in
millions)
2014
$
297

2015
274

2016
252

2017
232

2018
209

2019 and thereafter
1,391

Total future minimum payments (1)
$
2,655

_______________________________________________________________________________
(1)
Minimum payments have not been reduced by minimum sublease rentals of $104 million due in the future under non-cancelable subleases.
Purchase Obligations
We have several commitments primarily for marketing activities and support services from a variety of vendors to be used in the ordinary course of business totaling $628 million at December 31, 2013. Of this amount, we expect to purchase $221 million in 2014, $248 million in 2015 through 2016, $80 million in 2017 through 2018 and $79 million in 2019 and thereafter. These amounts do not represent our entire anticipated purchases in the future, but represent only those items for which we are contractually committed.
Other Financial Information
Other Financial Information
Other Financial Information
Other Current Assets
The following table presents details of our other current assets in our consolidated balance sheets:
 
December 31,
 
2013
 
2012
 
(Dollars in millions)
Prepaid expenses
$
266

 
257

Materials, supplies and inventory
167

 
125

Assets held for sale
26

 
96

Deferred activation and installation charges
94

 
53

Other
44

 
21

Total other current assets
$
597

 
552


Assets held for sale includes several properties that we expect to sell within the next twelve months.
Selected Current Liabilities
Current liabilities reflected in our consolidated balance sheets include accounts payable and other current liabilities as follows:
 
December 31
 
2013
 
2012
 
(Dollars in millions)
Accounts payable
$
1,111

 
1,207

Other current liabilities:
 
 
 
Accrued rent
$
52

 
48

Legal reserves
273

 
39

Other
189

 
147

Total other current liabilities
$
514

 
234


Included in accounts payable at December 31, 2013 and 2012 were $88 million and $132 million, respectively, representing book overdrafts and $140 million and $170 million, respectively, associated with capital expenditures. Included in legal reserves at December 31, 2013 was $235 million related to the settlement agreement with the trustees in the KPNQwest Dutch bankruptcy proceeding. See Note15—Commitment and Contingencies for additional information on legal matters.
Labor Union Contracts
Labor Union Contracts
Labor Union Contracts
Approximately 36% of our employees are members of various bargaining units represented by the Communications Workers of America ("CWA") or the International Brotherhood of Electrical Workers ("IBEW"). Approximately 12,000, or 26%, of our employees are subject to collective bargaining agreements that expired October 6, 2012, and an additional 1,600 or 3% of our employees are subject to additional collective bargaining agreement that have expired since then. Since the expirations, we have been negotiating the terms of new agreements. Recently, we reached conditional agreements with CWA District 7 and IBEW Local 206 for a four-year collective bargaining agreement covering approximately 12,000 of our employees. After rejecting the initial agreements, the CWA and IBEW members approved the second agreements, and they became effective on October 25, 2013. The new agreements will expire on October 7, 2017.
Repurchase of CenturyLink Common Stock
Repurchase of CenturyLink Common Stock
Repurchase of CenturyLink Common Stock
In February 2013, our Board of Directors authorized us to repurchase up to $2 billion of our outstanding common stock. During the twelve months ended December 31, 2013, we repurchased 45.7 million shares of our outstanding common stock in the open market. These shares were repurchased for an aggregate market price of $1.57 billion, or an average purchase price of $34.26 per share. The repurchased common stock has been retired. As of December 31, 2013, we had approximately $433 million in stock remaining available for repurchase under the Stock Repurchase Program. The repurchased shares set forth above exclude shares that, as of December 31, 2013, we had agreed to purchase under the program for $29 million, or an average purchase price of $31.90 per share, in transactions that settled early in the first quarter of 2014. As of February 20, 2014, we had repurchased 51.8 million shares for $1.75 billion, or an average purchase price of $33.78 per share.
Other Comprehensive Earnings
Other Comprehensive Earnings
Other Comprehensive Earnings
The table below summarize changes in our accumulated other comprehensive loss recorded on our consolidated balance sheet by component for the year ending December 31, 2013:
 
Pension Plans
 
Post-Retirement
Benefit Plans
 
Foreign Currency
Translation
Adjustment
and Other
 
Total
 
(Dollars in millions)
Balance at December 31, 2012
$
(1,399
)
 
(289
)
 
(13
)
 
(1,701
)
Other comprehensive income (loss) before reclassifications
675

 
164

 
1

 
840

Amounts reclassified from accumulated other comprehensive income
55

 
3

 
1

 
59

Net current-period other comprehensive income (loss)
730

 
167

 
2

 
899

Balance at December 31, 2013
$
(669
)
 
(122
)
 
(11
)
 
(802
)

The table below present information about our reclassifications out of accumulated other comprehensive loss by component for the year ending December 31, 2013:
Year Ended December 31, 2013
 
Decrease (Increase)
in Net Loss
 
Affected Line Item in Consolidated Statement of
Operations or Footnote Where Additional
Information is Presented If The Amount is not
Recognized in Net Income in Total
 
 
(Dollars in millions)
 
 
Amortization of pension & post-retirement plans
 
 
 
 
Net actuarial loss
 
$
(88
)
 
See Note 8—Employee Benefits
Prior service cost
 
(5
)
 
See Note 8—Employee Benefits
Total before tax
 
(93
)
 
 
Income tax expense (benefit)
 
35

 
Income tax expense
Insignificant items
 
(1
)
 
 
Net of tax
 
$
(59
)
 
 
Dividends
Dividends
Dividends
Our Board of Directors declared the following dividends payable in 2013 and 2012:
Date Declared
 
Record Date
 
Dividend
Per Share
 
Total Amount
 
Payment Date
 
 
 
 
 
 
(in millions)
 
 
November 12, 2013
 
11/25/2013
 
0.540

 
$
321

 
12/6/2013
August 27, 2013
 
9/6/2013
 
0.540

 
$
321

 
9/19/2013
May 22, 2013
 
6/3/2013
 
0.540

 
$
320

 
6/14/2013
February 27, 2013
 
3/11/2013
 
0.540

 
$
339

 
3/22/2013
November 13, 2012
 
12/11/2012
 
0.725

 
$
454

 
12/21/2012
August 21, 2012
 
9/11/2012
 
0.725

 
$
452

 
9/21/2012
May 24, 2012
 
6/5/2012
 
0.725

 
$
453

 
6/15/2012
February 12, 2012
 
3/6/2012
 
0.725

 
$
452

 
3/16/2012
Basis of Presentation and Summary of Significant Accounting Policies (Policies)
Use of Estimates 
Use of Estimates
Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles. These accounting principles require us to make certain estimates, judgments and assumptions. We believe that the estimates, judgments and assumptions we make when accounting for items and matters such as, but not limited to, investments, long-term contracts, customer retention patterns, allowance for doubtful accounts, depreciation, amortization, asset valuations, internal labor capitalization rates, recoverability of assets (including deferred tax assets), impairment assessments, pension, post-retirement and other post-employment benefits, taxes, certain liabilities and other provisions and contingencies are reasonable, based on information available at the time they were made. These estimates, judgments and assumptions can affect the reported amounts of assets, liabilities and components of stockholders' equity as of the dates of the consolidated balance sheets, as well as the reported amounts of revenue, expenses and components of cash flows during the periods presented in our consolidated statements of operations, our consolidated statements of comprehensive income (loss) and our consolidated statements of cash flows. We also make estimates in our assessments of potential losses in relation to threatened or pending tax and legal matters. See Note 12—Income Taxes and Note 15—Commitments and Contingencies for additional information.
For matters not related to income taxes, if a loss is considered probable and the amount can be reasonably estimated, we recognize an expense for the estimated loss. If we have the potential to recover a portion of the estimated loss from a third party, we make a separate assessment of recoverability and reduce the estimated loss if recovery is also deemed probable.
For matters related to income taxes, if the impact of an uncertain tax position is more likely than not to be sustained upon audit by the relevant taxing authority, then we recognize a benefit for the largest amount that is more likely than not to be sustained. No portion of an uncertain tax position will be recognized if the position has less than a 50% likelihood of being sustained. Interest is recognized on the amount of unrecognized benefit from uncertain tax positions.
For all of these and other matters, actual results could differ from our estimates.
Revenue recognition 
Revenue Recognition
We recognize revenue for services when the related services are provided. Recognition of certain payments received in advance of services being provided is deferred until the service is provided. These advance payments include activation and installation charges, which we recognize as revenue over the expected customer relationship period, which ranges from eighteen months to over ten years depending on the service. We also defer costs for customer activations and installations. The deferral of customer activation and installation costs is limited to the amount of revenue deferred on advance payments. Costs in excess of advance payments are recorded as expense in the period such costs are incurred. Expected customer relationship periods are estimated using historical experience. Termination fees or other fees on existing contracts that are negotiated in conjunction with new contracts are deferred and recognized over the new contract term.
We offer bundle discounts to our customers who receive certain groupings of services. These bundle discounts are recognized concurrently with the associated revenues and are allocated to the various services in the bundled offering based on the estimated selling price of services included in each bundled combination.
Customer arrangements that include both equipment and services are evaluated to determine whether the elements are separable. If the elements are deemed separable and separate earnings processes exist, the revenue associated with the customer arrangement is allocated to each element based on the relative estimated selling price of the separate elements. We have estimated the selling prices of each element by reference to vendor-specific objective evidence of selling prices when the elements are sold separately. The revenue associated with each element is then recognized as earned. For example, if we receive an advance payment when we sell equipment and continuing service together, we immediately recognize as revenue the amount allocated to the equipment as long as all the conditions for revenue recognition have been satisfied. The portion of the advance payment allocated to the service based upon its relative selling price is recognized ratably over the longer of the contractual period or the expected customer relationship period.
We periodically transfer optical capacity assets on our network to other telecommunications service carriers. These transactions are structured as indefeasible rights of use, commonly referred to as IRUs, which are the exclusive right to use a specified amount of capacity or fiber for a specified term, typically 20 years. We account for the cash consideration received on transfers of optical capacity assets and on all of the other elements deliverable under an IRU, as revenue ratably over the term of the agreement. We have not recognized revenue on any contemporaneous exchanges of our optical capacity assets for other optical capacity assets.
In connection with offering products and services provided by third-party vendors, we review the relationship between us, the vendor and the end customer to assess whether revenue should be reported on a gross or net basis. In assessing whether revenue should be reported on a gross or net basis, we consider whether we act as a principal in the transaction, take title to the products, have risk and rewards of ownership or act as an agent or broker. Based on our agreements with DIRECTV and Verizon Wireless, we offer these services through sales agency relationships which are reported on a net basis.
For our data hosting operations, we have service level commitments pursuant to contracts with certain of our clients. To the extent that such service levels are not achieved or are otherwise disputed due to performance or service issues or other service interruptions or conditions, we will estimate the amount of credits to be issued and record a reduction to revenue, with a corresponding increase in the credit reserve.
USF, Gross Receipts Taxes and Other Surcharges 
USF, Gross Receipts Taxes and Other Surcharges
In determining whether to include in our revenue and expenses the taxes and surcharges collected from customers and remitted to government authorities, including USF charges, sales, use, value added and some excise taxes, we assess, among other things, whether we are the primary obligor or principal taxpayer for the taxes assessed in each jurisdiction where we do business. In jurisdictions where we determine that we are the principal taxpayer, we record the surcharges on a gross basis and include them in our revenue and costs of services and products. In jurisdictions where we determine that we are merely a collection agent for the government authority, we record the taxes on a net basis and do not include them in our revenue and costs of services and products.
Advertising Costs 
Advertising Costs
Costs related to advertising are expensed as incurred and included in selling, general and administrative expenses in our consolidated statements of operations.
Legal Costs 
Legal Costs
In the normal course of our business, we incur costs to hire and retain external legal counsel to advise us on regulatory, litigation and other matters. We expense these costs as the related services are received.
Income Taxes 
Income Taxes
We file a consolidated federal income tax return with our eligible subsidiaries. The provision for income taxes consists of an amount for taxes currently payable, an amount for tax consequences deferred to future periods, adjustments to our liabilities for uncertain tax positions and amortization of investment tax credits. We record deferred income tax assets and liabilities reflecting future tax consequences attributable to tax net operating losses ("NOLs"), tax credit carryforwards and differences between the financial statement carrying value of assets and liabilities and the tax bases of those assets and liabilities. Deferred taxes are computed using enacted tax rates expected to apply in the year in which the differences are expected to affect taxable income. The effect on deferred income tax assets and liabilities of a change in tax rate is recognized in earnings in the period that includes the enactment date.
We establish valuation allowances when necessary to reduce deferred income tax assets to the amounts that we believe are more likely than not to be recovered. A significant portion of our net deferred tax assets relate to tax benefits attributable to NOLs. Each quarter we evaluate the need to retain all or a portion of the valuation allowance on our deferred tax assets. See Note 12—Income Taxes for additional information.
Cash and Cash Equivalents 
Cash and Cash Equivalents
Cash and cash equivalents include highly liquid investments that are readily convertible into cash and are not subject to significant risk from fluctuations in interest rates. As a result, the value at which cash and cash equivalents are reported in our consolidated financial statements approximates their fair value. In evaluating investments for classification as cash equivalents, we require that individual securities have original maturities of ninety days or less and that individual investment funds have dollar-weighted average maturities of ninety days or less. To preserve capital and maintain liquidity, we invest with financial institutions we deem to be of sound financial condition and in high quality and relatively risk-free investment products. Our cash investment policy limits the concentration of investments with specific financial institutions or among certain products and includes criteria related to credit worthiness of any particular financial institution.
Book overdrafts occur when checks have been issued but have not been presented to our controlled disbursement bank accounts for payment. Disbursement bank accounts allow us to delay funding of issued checks until the checks are presented for payment. Until the issued checks are presented for payment, the book overdrafts are included in accounts payable on our consolidated balance sheet. This activity is included in the operating activities section in our consolidated statements of cash flows.
Accounts Receivable and Allowance for Doubtful Accounts 
Accounts Receivable and Allowance for Doubtful Accounts
Accounts receivable are recognized based upon the amount due from customers for the services provided or at cost for purchased and other receivables less an allowance for doubtful accounts. The allowance for doubtful accounts receivable reflects our best estimate of probable losses inherent in our receivable portfolio determined on the basis of historical experience, specific allowances for known troubled accounts and other currently available evidence. We generally consider our accounts past due if they are outstanding over 30 days. Our collection process varies by the customer segment, amount of the receivable, and our evaluation of the customer's credit risk. Our past due accounts are written off against our allowance for doubtful accounts when collection is considered to be not probable. Any recoveries of accounts previously written off are generally recognized as a reduction in bad debt expense in the period received. The carrying value of accounts receivable net of the allowance for doubtful accounts approximates fair value.
Property, Plant and Equipment 
Property, Plant and Equipment
Property, plant and equipment acquired in connection with our acquisitions was recorded based on its estimated fair value as of its acquisition date plus the estimated value of any associated legally or contractually required retirement obligations. Purchased and constructed property, plant and equipment is recorded at cost, plus the estimated value of any associated legally or contractually required retirement obligations. Property, plant and equipment is depreciated primarily using the straight-line group method. Under the straight-line group method, assets dedicated to providing telecommunications services (which comprise the majority of our property, plant and equipment) that have similar physical characteristics, use and expected useful lives are categorized in the year acquired on the basis of equal life groups for purposes of depreciation and tracking. Generally, under the straight-line group method, when an asset is sold or retired in the course of normal business activities, the cost is deducted from property, plant and equipment and charged to accumulated depreciation without recognition of a gain or loss. A gain or loss is recognized in our consolidated statements of operations only if a disposal is abnormal or unusual. Leasehold improvements are amortized over the shorter of the useful lives of the assets or the expected lease term. Expenditures for maintenance and repairs are expensed as incurred. Interest is capitalized during the construction phase of network and other internal-use capital projects. Employee-related costs for construction of network and other internal use assets are also capitalized during the construction phase. Property, plant and equipment supplies used internally are carried at average cost, except for significant individual items for which cost is based on specific identification.
We perform annual internal reviews to evaluate the reasonableness of the depreciable lives for our property, plant and equipment. Our reviews utilize models that take into account actual usage, physical wear and tear, replacement history, assumptions about technology evolution and, in certain instances, actuarially determined probabilities to estimate the remaining life of our asset base.
We have asset retirement obligations associated with the legally or contractually required removal of a limited group of property, plant and equipment assets from leased properties and the disposal of certain hazardous materials present in our owned properties. When an asset retirement obligation is identified, usually in association with the acquisition of the asset, we record the fair value of the obligation as a liability. The fair value of the obligation is also capitalized as property, plant and equipment and then amortized over the estimated remaining useful life of the associated asset. Where the removal obligation is not legally binding, the net cost to remove assets is expensed in the period in which the costs are actually incurred.
We review long-lived tangible assets for impairment whenever facts and circumstances indicate that the carrying amounts of the assets may not be recoverable. For assessment purposes, long-lived assets are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities, absent a material change in operations. An impairment loss is recognized only if the carrying amount of the asset group is not recoverable and exceeds its fair value. Recoverability of the asset group to be held and used is assessed by comparing the carrying amount of the asset group to the estimated undiscounted future net cash flows expected to be generated by the asset group. If the asset group's carrying value is not recoverable, an impairment charge is recognized for the amount by which the carrying amount of the asset group exceeds its fair value. We determine fair values by using a combination of comparable market values and discounted cash flows, as appropriate.
Goodwill, Customer Relationships and Other Intangible Assets 
Goodwill, Customer Relationships and Other Intangible Assets
Intangible assets arising from business combinations, such as goodwill, customer relationships, capitalized software, trademarks and trade names, are initially recorded at estimated fair value. We amortize customer relationships primarily over an estimated life of 10 years to 15, using either the sum-of-the-years-digits or the straight-line methods, depending on the type of customer. We amortize capitalized software using the straight-line method over estimated lives ranging up to seven years, except for approximately $237 million of our capitalized software costs, which represents costs to develop an integrated billing and customer care system which is amortized using the straight-line method over a 20 year period. We amortize our other intangible assets predominantly using the sum-of-the-years-digits method over an estimated life of four years. Other intangible assets not arising from business combinations are initially recorded at cost. Where there are no legal, regulatory, contractual or other factors that would reasonably limit the useful life of an intangible asset, we classify the intangible asset as indefinite-lived and such intangible assets are not amortized.
Pension and Post-Retirement Benefits 
Pension and Post-Retirement Benefits
We recognize the underfunded status of our defined benefit and post-retirement plans as an asset or a liability on our balance sheet. Each year's actuarial gains or losses are a component of our other comprehensive income (loss), which is then included in our accumulated other comprehensive loss. Pension and post-retirement benefit expenses are recognized over the period in which the employee renders service and becomes eligible to receive benefits. We make significant assumptions (including the discount rate, expected rate of return on plan assets and health care trend rates) in computing the pension and post-retirement benefits expense and obligations. See Note 8—Employee Benefits for additional information.
Foreign Currency 
Foreign Currency
Our results of operations include foreign subsidiaries, which are translated from the applicable functional currency to the United States Dollar using the average exchange rates during the reporting period, while assets and liabilities are translated at the reporting date. Resulting gains or losses from translating foreign currency are a component of our other comprehensive income (loss), which is then included in our accumulated other comprehensive loss.
Common Stock and Preferred Stock 
Common Stock
At December 31, 2013, we had unissued shares of CenturyLink common stock reserved of 31 million shares for incentive compensation, 4 million shares for acquisitions, 1 million shares for our dividend reinvestment plan and 1 million shares for our employee stock purchase plan ("ESPP").
Preferred stock
Holders of outstanding CenturyLink preferred stock are entitled to receive cumulative dividends, receive preferential distributions equal to $25 per share plus unpaid dividends upon CenturyLink's liquidation and vote as a single class with the holders of common stock.
Acquisitions (Tables)
Schedule of acquisition related expenses, consisting primarily of integration and severance 
The table below summarizes our expenses related to our acquisitions, which consist primarily of integration and severance expenses:
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Acquisition-related expenses
$
53

 
83

 
467

Combined pro forma financial information results of CenturyLink related to Qwest and Savvis acquisitions 
The following unaudited pro forma financial information presents the combined results of CenturyLink as if the Qwest and Savvis acquisitions had been consummated as of January 1, 2011.
 
Year Ended 
December 31, 2011
 
(Dollars in 
millions)
Operating revenues
$
18,692

Net income
601

Basic earnings per common share
0.97

Diluted earnings per common share
0.97

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] 
The following was our assignment of the aggregate consideration:
 
July 15, 2011
 
(Dollars in millions)
Cash, accounts receivable and other current assets*
$
214

Property, plant and equipment
1,367

Identifiable intangible assets
 
Customer relationships
739

Other
51

Other noncurrent assets
27

Current liabilities, excluding current maturities of long-term debt
(129
)
Current maturities of long-term debt
(38
)
Long-term debt
(840
)
Deferred credits and other liabilities
(344
)
Goodwill
1,335

Aggregate consideration
$
2,382

_______________________________________________________________________________
*
Includes estimated fair value of $90 million for accounts receivable which had gross contractual value of $101 million on July 15, 2011. The $11 million difference between the gross contractual value and the estimated fair value assigned represents our best estimate as of July 15, 2011 of contractual cash flows that would not be collected.
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] 
The following was our assignment of the aggregate consideration:
 
April 1, 2011
 
(Dollars in millions)
Cash, accounts receivable and other current assets*
$
2,121

Property, plant and equipment
9,529

Identifiable intangible assets
 
Customer relationships
7,558

Capitalized software
1,702

Other
189

Other noncurrent assets
390

Current liabilities, excluding current maturities of long-term debt
(2,426
)
Current maturities of long-term debt
(2,422
)
Long-term debt
(10,253
)
Deferred credits and other liabilities
(4,147
)
Goodwill
10,032

Aggregate consideration
$
12,273

_______________________________________________________________________________
*
Includes estimated fair value of $1.194 billion for accounts receivable which had gross contractual value of $1.274 billion on April 1, 2011. The $80 million difference between the gross contractual value and the estimated fair value assigned represents our best estimate as of April 1, 2011 of contractual cash flows that would not be collected.
Goodwill, Customer Relationships and Other Intangible Assets (Tables)
Schedule of goodwill and other intangible assets 
Goodwill, customer relationships and other intangible assets consisted of the following:
 
December 31, 2013
 
December 31, 2012
 
(Dollars in millions)
Goodwill
$
20,674

 
21,627

Customer relationships, less accumulated amortization of $3,641 and $2,524
5,935

 
7,052

Indefinite-life intangible assets
321

 
268

Other intangible assets subject to amortization
 
 
 
Capitalized software, less accumulated amortization of $1,193 and $844
1,415

 
1,522

Trade names and patents, less accumulated amortization of $208 and $142
66

 
128

Total other intangible assets, net
$
1,802

 
1,918

Schedule of estimated amortization expense for intangible assets 
We estimate that total amortization expense for intangible assets for the years ending December 31, 2014 through 2018 will be as follows:
 
(Dollars in millions)
2014
$
1,390

2015
1,249

2016
1,139

2017
1,027

2018
904

Schedule of goodwill attributable to segments 
As of January 3, 2013, we assigned our aggregate goodwill balance to our four segments as follows.
 
 
As of
January 3, 2013
 
 
(Dollars in millions)
Consumer
 
$
10,348

Business
 
6,363

Wholesale
 
3,274

Data hosting
 
1,642

Total goodwill
 
$
21,627

 
As of
January 3, 2013
 
Acquisitions
 
Impairment
 
As of 
 December 31, 2013
 
(Dollars in millions)
Consumer
$
10,348

 
—

 
—

 
10,348

Business
6,363

 
—

 
—

 
6,363

Wholesale
3,274

 
—

 
—

 
3,274

Data hosting
1,642

 
139

 
(1,092
)
 
689

Total goodwill
$
21,627

 
$
139

 
(1,092
)
 
20,674

Long-Term Debt and Credit Facilities (Tables)
Schedule of long-term debt including unamortized discounts and premiums 
Long-term debt, including unamortized discounts and premiums, at December 31, 2013 and 2012 consisted of borrowings by CenturyLink, Inc. and certain of its subsidiaries, including Qwest and Embarq Corporation ("Embarq"), as follows:
 
 
 
 
 
December 31,
 
Interest Rates
 
Maturities
 
2013
 
2012
 
 
 
 
 
(Dollars in millions)
CenturyLink, Inc.
 
 
 
 
 
 
 
Senior notes
5.000% - 7.650%
 
2015 - 2042
 
$
7,825

 
6,250

Credit facility (1)
2.179% - 4.250%
 
2017
 
725

 
820

Term loan
2.420%
 
2019
 
402

 
424

Subsidiaries
 
 
 
 
 
 
 
Qwest
 
 
 
 
 
 
 
Senior notes
6.125% - 8.375%
 
2014 - 2053
 
8,392

 
9,168

Embarq
 
 
 
 
 
 
 
Senior notes
7.082% - 7.995%
 
2016 - 2036
 
2,669

 
2,669

First mortgage bonds
7.125% - 8.770%
 
2014 - 2025
 
262

 
322

Other
9.000%
 
2019
 
150

 
200

Capital lease and other obligations
Various
 
Various
 
619

 
734

Unamortized (discounts) premiums and other, net
 
 
 
 
(78
)
 
18

Total long-term debt
 
 
 
 
20,966

 
20,605

Less current maturities
 
 
 
 
(785
)
 
(1,205
)
Long-term debt, excluding current maturities
 
 
 
 
$
20,181

 
19,400

_______________________________________________________________________________
(1)
The outstanding amounts of our Credit Facility borrowings at December 31, 2013 and 2012 were $725 million and $820 million, respectively, with weighted average interest rates of 2.176% and 2.450%, respectively. These amounts change on a regular basis.
Schedule of maturities of long-term debt 
Aggregate maturities of our long-term debt (excluding unamortized premiums, discounts and other, net):
 
(Dollars in millions) (1)
2014
$
785

2015
565

2016
1,493

2017
2,219

2018
246

2019 and thereafter
15,736

Total long-term debt
$
21,044

Schedule of amount of gross interest expense, net of capitalized interest 
Interest expense includes interest on long-term debt. The following table presents the amount of gross interest expense, net of capitalized interest:
 
Years Ended
December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Interest expense:
 
 
 
 
 
Gross interest expense
$
1,339

 
1,362

 
1,097

Capitalized interest
(41
)
 
(43
)
 
(25
)
Total interest expense
$
1,298

 
1,319

 
1,072

Accounts Receivable (Tables)
Schedule of components of accounts receivable 
The following table presents details of our accounts receivable balances:
 
December 31,
 
2013
 
2012
 
(Dollars in millions)
Trade and purchased receivables
$
1,862

 
1,782

Earned and unbilled receivables
252

 
274

Other
18

 
19

Total accounts receivable
2,132

 
2,075

Less: allowance for doubtful accounts
(155
)
 
(158
)
Accounts receivable, less allowance
$
1,977

 
1,917


Schedule of details of allowance for doubtful accounts 
The following table presents details of our allowance for doubtful accounts:
 
Beginning
Balance
 
Additions
 
Deductions
 
Ending
Balance
 
(Dollars in millions)
2013
$
158

 
152

 
(155
)
 
155

2012
$
145

 
187

 
(174
)
 
158

2011
$
60

 
153

 
(68
)
 
145

Property, Plant and Equipment (Tables)
Schedule of net property, plant and equipment 
Net property, plant and equipment is composed of the following:
 
 
December 31,
 
Depreciable
Lives
 
2013
 
2012
 
 
(Dollars in millions)
Land
N/A
$
585

 
579

Fiber, conduit and other outside plant (1)
15-45
14,187

 
13,030

Central office and other network electronics (2)
3-10
12,178

 
11,242

Support assets (3)
3-30
6,420

 
6,235

Construction in progress (4)
N/A
937

 
847

Gross property, plant and equipment
 
34,307

 
31,933

Accumulated depreciation
 
(15,661
)
 
(13,024
)
Net property, plant and equipment
 
$
18,646

 
18,909

_______________________________________________________________________________
(1)
Fiber, conduit and other outside plant consists of fiber and metallic cable, conduit, poles and other supporting structures.
(2)
Central office and other network electronics consists of circuit and packet switches, routers, transmission electronics and electronics providing service to customers.
(3)
Support assets consist of buildings, computers and other administrative and support equipment.
(4)
Construction in progress includes inventory held for construction and property of the aforementioned categories that has not been placed in service as it is still under construction.
Schedule of changes to asset retirement obligations 
The following table provides asset retirement obligation activity:
 
Years Ended
December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Balance at beginning of year
$
106

 
109

 
41

Accretion expense
7

 
7

 
9

Liabilities incurred
—

 
1

 
—

Liabilities assumed in Qwest and Savvis acquisitions
—

 
—

 
124

Liabilities settled and other
(4
)
 
(1
)
 
(3
)
Change in estimate
(3
)
 
(10
)
 
(62
)
Balance at end of year
$
106

 
106

 
109

Severance and Leased Real Estate (Tables)
Schedule of changes in accrued liabilities for severance expenses and leased real estate
Changes in our accrued liabilities for severance expenses and leased real estate were as follows:
 
Severance
 
Real Estate
 
(Dollars in millions)
Balance at December 31, 2011
$
37

 
153

Accrued to expense
96

 
2

Payments, net
(113
)
 
(24
)
Reversals and adjustments
(3
)
 
—

Balance at December 31, 2012
17

 
131

Accrued to expense
31

 
—

Payments, net
(31
)
 
(16
)
Reversals and adjustments
—

 
(2
)
Balance at December 31, 2013
$
17

 
113

Employee Benefits (Tables)
Schedule of estimated future benefit payments 
The estimated benefit payments provided below are based on actuarial assumptions using the demographics of the employee and retiree populations and have been reduced by estimated participant contributions.
 
Pension Plans
 
Post-Retirement
Benefit Plans
 
Medicare Part D
Subsidy Receipts
 
(Dollars in millions)
Estimated future benefit payments:
 
 
 
 
 
2014
$
1,036

 
352

 
(13
)
2015
1,002

 
341

 
(10
)
2016
990

 
329

 
(10
)
2017
977

 
319

 
(10
)
2018
962

 
308

 
(10
)
2019 - 2023
4,559

 
1,369

 
(40
)
Schedule of actuarial assumptions used to compute net periodic benefit expense 
The actuarial assumptions used to compute the net periodic benefit expense for our qualified pension, non-qualified pension and post-retirement benefit plans are based upon information available as of the beginning of the year, as presented in the following table.
 
Pension Plans
 
Post-Retirement Benefit Plans
 
2013
 
2012
 
2011(1)
 
2013
 
2012
 
2011(2)
Actuarial assumptions at beginning of year:
 
 
 
 
 
 
 
 
 
 
 
Discount rate
3.50% - 4.20%

 
4.25% - 5.10%

 
5.00% - 5.50%

 
3.60
%
 
4.60% - 4.80%

 
5.30
%
Rate of compensation increase
3.25
%
 
3.25
%
 
3.25
%
 
N/A

 
N/A

 
N/A

Expected long-term rate of return on plan assets
7.50
%
 
7.50
%
 
7.50% - 8.00%

 
7.30
%
 
6.00% - 7.50%

 
7.25
%
Initial health care cost trend rate
N/A

 
N/A

 
N/A

 
6.50% - 7.00%

 
8.00
%
 
8.50
%
Ultimate health care cost trend rate
N/A

 
N/A

 
N/A

 
4.50
%
 
5.00
%
 
5.00
%
Year ultimate trend rate is reached
N/A

 
N/A

 
N/A

 
2022

 
2018

 
2018

_______________________________________________________________________________
N/A-Not applicable
(1)
This column does not consider Qwest's actuarial assumptions for its pension plan as of the beginning of the year due to the acquisition date of April 1, 2011. Qwest had the following actuarial assumptions as of April 1, 2011: discount rate of 5.40%; expected long-term rate of return on plan assets 7.50%; and a rate of compensation increase of 3.50%.
(2)
This column does not consider Qwest's actuarial assumptions for its post-retirement benefit plan as of the beginning of the year due to the acquisition date of April 1, 2011. Qwest had the following actuarial assumptions as of April 1, 2011: discount rate of 5.30%; expected long-term rate of return on plan assets of 7.50%; initial health care cost trend rate of 7.50% and ultimate health care trend rate of 5.00% to be reached in 2016.
Schedule of components of net periodic pension income and post-retirement benefit expense 
Net periodic post-retirement benefit expense (income), which includes the effects of the Qwest acquisition subsequent to April 1, 2011, included the following components:
 
Post-Retirement Plans
Years Ended December 31,
 
2013
 
2012
 
2011 (1)
 
(Dollars in millions)
Service cost
$
24

 
22

 
18

Interest cost
140

 
173

 
152

Expected return on plan assets
(39
)
 
(45
)
 
(41
)
Amortization of unrecognized prior service cost
—

 
—

 
(2
)
Amortization of unrecognized actuarial loss
4

 
—

 
—

Net periodic post-retirement benefit expense (income)
$
129

 
150

 
127

_______________________________________________________________________________
(1)
Includes $92 million related to the Qwest plans subsequent to the April 1, 2011 acquisition date.
Schedule of actuarial assumptions used to compute the funded status for the plans 
The actuarial assumptions used to compute the funded status for the plans are based upon information available as of December 31, 2013 and 2012 and are as follows:
 
Pension Plans
 
Post-Retirement Benefit Plans
 
December 31,
 
December 31,
 
2013
 
2012
 
2013
 
2012
Actuarial assumptions at end of year:
 
 
 
 
 
 
 
Discount rate
4.20% - 5.10%

 
3.25% - 4.20%

 
4.50
%
 
3.60
%
Rate of compensation increase
3.25
%
 
3.25
%
 
N/A

 
N/A

Initial health care cost trend rate
N/A

 
N/A

 
6.50% / 7.00%

 
6.75% / 7.50%

Ultimate health care cost trend rate
N/A

 
N/A

 
4.50
%
 
4.50
%
Year ultimate trend rate is reached
N/A

 
N/A

 
2022 / 2024

 
2022 / 2024

_______________________________________________________________________________
N/A-Not applicable
Schedule of change in benefit obligation 
 
Post-Retirement Benefit Plans
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Change in benefit obligation
 
 
 
 
 
Benefit obligation at beginning of year
$
4,075

 
3,930

 
558

Service cost
24

 
22

 
18

Interest cost
140

 
173

 
152

Participant contributions
96

 
86

 
64

Plan amendments
141

 
—

 
31

Acquisitions
—

 
—

 
3,284

Direct subsidy receipts
13

 
19

 
22

Actuarial (gain) loss
(399
)
 
260

 
153

Benefits paid by company
(266
)
 
(268
)
 
(219
)
Benefits paid from plan assets
(136
)
 
(147
)
 
(133
)
Benefit obligation at end of year
$
3,688

 
4,075

 
3,930

Schedule of change in plan assets 
The following tables summarize the change in the fair value of plan assets for the pension and post-retirement benefit plans:
 
Pension Plans
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
$
12,321

 
11,814

 
3,732

Return on plan assets
810

 
1,476

 
479

Acquisitions
—

 
—

 
7,777

Employer contributions
146

 
32

 
587

Benefits paid from plan assets
(931
)
 
(1,001
)
 
(761
)
Fair value of plan assets at end of year
$
12,346

 
12,321

 
11,814

Schedule of gross notional exposure of the derivative instruments directly held by the plans 
The gross notional exposure of the derivative instruments directly held by the plans is shown below. The notional amount of the derivatives corresponds to market exposure but does not represent an actual cash investment.
 
Gross Notional Exposure
 
Pension Plans
 
Post-Retirement
Benefit Plans
 
Years Ended December 31,
 
2013
 
2012
 
2013
 
2012
 
(Dollars in millions)
Derivative instruments:
 
 
 
 
 
 
 
Exchange-traded U.S. equity futures
$
95

 
302

 
16

 
30

Exchange-traded non-U.S. equity futures
—

 
1

 
—

 
—

Exchange-traded Treasury futures
3,011

 
1,763

 
—

 
—

Interest rate swaps
556

 
1,471

 
—

 
—

Credit default swaps
253

 
495

 
—

 
—

Foreign exchange forwards
938

 
726

 
29

 
21

Options
261

 
768

 
—

 
—

Schedule of the unfunded status of the benefit plans 
The following table presents the unfunded status of the pensions and post-retirement benefit plans:
 
Pension Plans
 
Post-Retirement
Benefit Plans
 
Years Ended December 31,
 
Years Ended December 31,
 
2013
 
2012
 
2013
 
2012
 
(Dollars in millions)
Benefit obligation
$
(13,401
)
 
(14,881
)
 
(3,688
)
 
(4,075
)
Fair value of plan assets
12,346

 
12,321

 
535

 
626

Unfunded status
(1,055
)
 
(2,560
)
 
(3,153
)
 
(3,449
)
Current portion of unfunded status
$
(5
)
 
(6
)
 
(154
)
 
(160
)
Non-current portion of unfunded status
$
(1,050
)
 
(2,554
)
 
(2,999
)
 
(3,289
)
Schedule of items not recognized as a component of net periodic benefits expense 
The items not recognized as a component of net periodic benefits expense have been recorded on our consolidated balance sheets in accumulated other comprehensive loss:
 
As of and for the Years Ended December 31,
 
2012
 
Recognition
of Net
Periodic
Benefits
Expense
 
Deferrals
 
Net
Change in
AOCI
 
2013
 
(Dollars in millions)
Accumulated other comprehensive loss:
 
 
 
 
 
 
 
 
 
Pension plans:
 
 
 
 
 
 
 
 
 
Net actuarial (loss) gain
$
(2,236
)
 
84

 
1,094

 
1,178

 
(1,058
)
Prior service (cost) benefit
(38
)
 
5

 
—

 
5

 
(33
)
Deferred income tax benefit (expense)
875

 
(34
)
 
(419
)
 
(453
)
 
422

Total pension plans
(1,399
)
 
55

 
675

 
730

 
(669
)
Post-retirement benefit plans:
 
 
 
 
 
 
 
 
 
Net actuarial (loss) gain
(446
)
 
4

 
405

 
409

 
(37
)
Prior service (cost) benefit
(22
)
 
—

 
(141
)
 
(141
)
 
(163
)
Deferred income tax benefit (expense)
179

 
(1
)
 
(100
)
 
(101
)
 
78

Total post-retirement benefit plans
(289
)
 
3

 
164

 
167

 
(122
)
Total accumulated other comprehensive loss
$
(1,688
)
 
58

 
839

 
897

 
(791
)
Schedule of estimated items to be recognized in 2013 as a component of net periodic benefit expense 
The following table presents estimated items to be recognized in 2014 as a component of net periodic benefit expense of the pension, non-qualified pension and post-retirement benefit plans:
 
Pension
Plans
 
Post-Retirement
Plans
 
(Dollars in millions)
Estimated recognition of net periodic benefit expense in 2014:
 
 
 
Net actuarial loss
$
(17
)
 
—

Prior service cost
(5
)
 
(17
)
Deferred income tax benefit
8

 
6

Estimated net periodic benefit expense to be recorded in 2014 as a component of other comprehensive income (loss)
$
(14
)
 
(11
)
Schedule of components of net periodic pension income and post-retirement benefit expense 
Net periodic pension benefit (income) expense, which includes the effects of the Qwest acquisition subsequent to April 1, 2011, included the following components:
 
Pension Plans
Years Ended December 31,
 
2013
 
2012
 
2011 (1)
 
(Dollars in millions)
Service cost
$
91

 
87

 
70

Interest cost
544

 
625

 
560

Expected return on plan assets
(896
)
 
(847
)
 
(709
)
Settlements
—

 
—

 
1

Amortization of unrecognized prior service cost
5

 
4

 
2

Amortization of unrecognized actuarial loss
84

 
35

 
13

Net periodic pension benefit (income) expense
$
(172
)
 
(96
)
 
(63
)
_______________________________________________________________________________
(1)
Includes $58 million of income related to the Qwest plans subsequent to the April 1, 2011 acquisition date.
Schedule of change in benefit obligation 
The following table summarizes the change in the benefit obligations for the pension and post-retirement benefit plans:
 
Pension Plans
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Change in benefit obligation
 
 
 
 
 
Benefit obligation at beginning of year
$
14,881

 
13,596

 
4,534

Service cost
91

 
87

 
70

Interest cost
544

 
625

 
560

Plan amendments
—

 
14

 
12

Acquisitions
—

 
—

 
8,267

Actuarial (gain) loss
(1,179
)
 
1,565

 
930

Benefits paid by company
(5
)
 
(5
)
 
(16
)
Benefits paid from plan assets
(931
)
 
(1,001
)
 
(761
)
Benefit obligation at end of year
$
13,401

 
14,881

 
13,596

Schedule of change in plan assets 
 
Post-Retirement Benefit Plans
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
$
626

 
693

 
54

Actual gain on plan assets
45

 
80

 
4

Acquisitions
—

 
—

 
768

Benefits paid from plan assets
(136
)
 
(147
)
 
(133
)
Fair value of plan assets at end of year
$
535

 
626

 
693

Schedule of fair value of the plans' assets by asset category 
 
Fair Value of Pension Plan Assets at December 31, 2012
 
Level 1
 
Level 2
 
Level 3
 
Total
 
(Dollars in millions)
Investment grade bonds (a)
$
830

 
1,555

 
—

 
$
2,385

High yield bonds (b)
—

 
1,303

 
59

 
1,362

Emerging market bonds (c)
199

 
396

 
—

 
595

Convertible bonds (d)
—

 
374

 
—

 
374

Diversified strategies (e)
—

 
655

 
—

 
655

U.S. stocks (f)
1,225

 
119

 
—

 
1,344

Non-U.S. stocks (g)
1,212

 
178

 
—

 
1,390

Emerging market stocks (h)
111

 
193

 
—

 
304

Private equity (i)
—

 
—

 
711

 
711

Private debt (j)
—

 
—

 
465

 
465

Market neutral hedge funds (k)
—

 
906

 
—

 
906

Directional hedge funds (k)
—

 
340

 
194

 
534

Real estate (l)
—

 
223

 
337

 
560

Derivatives (m)
(5
)
 
3

 
—

 
(2
)
Cash equivalents and short-term investments (n)
—

 
750

 
—

 
750

Total investments
$
3,572

 
6,995

 
1,766

 
12,333

Accrued expenses
 
 
 
 
 
 
(12
)
Total pension plan assets
 

 
 

 
 

 
$
12,321

The tables below presents the fair value of plan assets by category and the input levels used to determine those fair values at December 31, 2013. It is important to note that the asset allocations do not include market exposures that are gained with derivatives.
 
Fair Value of Pension Plan Assets at December 31, 2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
(Dollars in millions)
Investment grade bonds (a)
$
813

 
1,504

 
—

 
$
2,317

High yield bonds (b)
—

 
1,265

 
26

 
1,291

Emerging market bonds (c)
196

 
367

 
—

 
563

Convertible bonds (d)
—

 
389

 
—

 
389

Diversified strategies (e)
—

 
723

 
—

 
723

U.S. stocks (f)
1,408

 
92

 
—

 
1,500

Non-U.S. stocks (g)
1,159

 
299

 
—

 
1,458

Emerging market stocks (h)
—

 
110

 
—

 
110

Private equity (i)
—

 
—

 
721

 
721

Private debt (j)
—

 
—

 
436

 
436

Market neutral hedge funds (k)
—

 
867

 
99

 
966

Directional hedge funds (k)
—

 
582

 
32

 
614

Real estate (l)
—

 
306

 
265

 
571

Derivatives (m)
—

 
(34
)
 
—

 
(34
)
Cash equivalents and short-term investments (n)
—

 
721

 
—

 
721

Total investments
$
3,576

 
7,191

 
1,579

 
12,346

Accrued expenses
 
 
 
 
 
 
—

Total pension plan assets
 
 
 
 
 
 
$
12,346


 
Fair Value of Post-Retirement Plan Assets
at December 31, 2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
(Dollars in millions)
Investment grade bonds (a)
$
21

 
56

 
—

 
$
77

High yield bonds (b)
—

 
56

 
—

 
56

Emerging market bonds (c)
—

 
37

 
—

 
37

Diversified strategies (e)
—

 
86

 
—

 
86

U.S. stocks (f)
56

 
—

 
—

 
56

Non-U.S. stocks (g)
58

 
—

 
—

 
58

Emerging market stocks (h)
—

 
12

 
—

 
12

Private equity (i)
—

 
—

 
40

 
40

Private debt (j)
—

 
—

 
5

 
5

Market neutral hedge funds (k)
—

 
35

 
—

 
35

Directional hedge funds (k)
—

 
14

 
—

 
14

Real estate (l)
—

 
22

 
12

 
34

Cash equivalents and short-term investments (n)
—

 
24

 
—

 
24

Total investments
$
135

 
342

 
57

 
534

Contribution Receivable
 
 
 
 
 
 
1

Total post-retirement plan assets
 
 
 
 
 
 
$
535

Summary of changes in fair value of defined benefit plans' Level 3 assets 
The table below presents a rollforward of the pension plan assets valued using Level 3 inputs:
 
Pension Plan Assets Valued Using Level 3 Inputs
 
High
Yield
Bonds
 
Private
Equity
 
Private
Debt
 
Market
Neutral
Hedge
Fund
 
Directional
Hedge
Funds
 
Real
Estate
 
Total
 
(Dollars in millions)
Balance at December 31, 2011
$
79

 
791

 
461

 
188

 
183

 
535

 
2,237

Net transfers
(12
)
 
—

 
—

 
(188
)
 
—

 
(105
)
 
(305
)
Acquisitions
1

 
70

 
120

 
—

 
—

 
18

 
209

Dispositions
(11
)
 
(109
)
 
(102
)
 
—

 
—

 
(121
)
 
(343
)
Actual return on plan assets:
 

 
 

 
 

 
 

 
 

 
 

 
 
Gains relating to assets sold during the year
—

 
3

 
1

 
—

 
—

 
—

 
4

Gains (losses) relating to assets still held at year-end
2

 
(44
)
 
(15
)
 
—

 
11

 
10

 
(36
)
Balance at December 31, 2012
59

 
711

 
465

 
—

 
194

 
337

 
1,766

Net transfers
—

 
—

 
—

 
—

 
(165
)
 
—

 
(165
)
Acquisitions
5

 
82

 
71

 
100

 
—

 
9

 
267

Dispositions
(43
)
 
(179
)
 
(144
)
 
—

 
(1
)
 
(97
)
 
(464
)
Actual return on plan assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
Gains relating to assets sold during the year
12

 
68

 
18

 
—

 
—

 
11

 
109

(Losses) gains relating to assets still held at year-end
(7
)
 
39

 
26

 
(1
)
 
4

 
5

 
66

Balance at December 31, 2013
$
26

 
721

 
436

 
99

 
32

 
265

 
1,579

Schedule of effects of a 100 basis point change in assumed health care cost rates 
A change of 100 basis points in the assumed initial health care cost trend rate would have had the following effects in 2013:
 
100 Basis
Points Change
 
Increase
 
(Decrease)
 
(Dollars in millions)
Effect on the aggregate of the service and interest cost components of net periodic post-retirement benefit expense (consolidated statement of operations)
$
3

 
(3
)
Effect on benefit obligation (consolidated balance sheet)
87

 
(80
)
Schedule of fair value of the plans' assets by asset category 
 
Fair Value of Post-Retirement Plan Assets
at December 31, 2013
 
Level 1
 
Level 2
 
Level 3
 
Total
 
(Dollars in millions)
Investment grade bonds (a)
$
21

 
56

 
—

 
$
77

High yield bonds (b)
—

 
56

 
—

 
56

Emerging market bonds (c)
—

 
37

 
—

 
37

Diversified strategies (e)
—

 
86

 
—

 
86

U.S. stocks (f)
56

 
—

 
—

 
56

Non-U.S. stocks (g)
58

 
—

 
—

 
58

Emerging market stocks (h)
—

 
12

 
—

 
12

Private equity (i)
—

 
—

 
40

 
40

Private debt (j)
—

 
—

 
5

 
5

Market neutral hedge funds (k)
—

 
35

 
—

 
35

Directional hedge funds (k)
—

 
14

 
—

 
14

Real estate (l)
—

 
22

 
12

 
34

Cash equivalents and short-term investments (n)
—

 
24

 
—

 
24

Total investments
$
135

 
342

 
57

 
534

Contribution Receivable
 
 
 
 
 
 
1

Total post-retirement plan assets
 
 
 
 
 
 
$
535

 
Fair Value of Post-Retirement Plan Assets
at December 31, 2012
 
Level 1
 
Level 2
 
Level 3
 
Total
 
(Dollars in millions)
Investment grade bonds (a)
$
22

 
86

 
—

 
$
108

High yield bonds (b)
—

 
90

 
—

 
90

Emerging market bonds (c)
—

 
40

 
—

 
40

Convertible bonds (d)
—

 
2

 
—

 
2

Diversified strategies (e)
—

 
72

 
—

 
72

U.S. stocks (f)
55

 
—

 
—

 
55

Non-U.S. stocks (g)
58

 
1

 
—

 
59

Emerging market stocks (h)
—

 
20

 
—

 
20

Private equity (i)
—

 
—

 
45

 
45

Private debt (j)
—

 
—

 
6

 
6

Market neutral hedge funds (k)
—

 
41

 
—

 
41

Directional hedge funds (k)
—

 
24

 
—

 
24

Real estate (l)
—

 
21

 
28

 
49

Cash equivalents and short-term investments (n)
5

 
21

 
—

 
26

Total investments
$
140

 
418

 
79

 
637

Accrued expenses
 
 
 
 
 
 
(1
)
Reimbursement accrual
 
 
 
 
 
 
(10
)
Total post-retirement plan assets
 
 
 
 
 
 
$
626

Summary of changes in fair value of defined benefit plans' Level 3 assets 
The table below presents a rollforward of the post-retirement plan assets valued using Level 3 inputs:
 
Post-Retirement Plan Assets Valued Using Level 3 Inputs
 
Private
Equity
 
Private
Debt
 
Real
Estate
 
Total
 
(Dollars in millions)
Balance at December 31, 2011
$
60

 
8

 
26

 
94

Acquisitions
1

 
—

 
—

 
1

Dispositions
(15
)
 
(3
)
 
(1
)
 
(19
)
Actual return on plan assets:
 
 
 
 
 
 
 
Gains (losses) relating to assets sold during the year
4

 
2

 
(1
)
 
5

(Losses) gains relating to assets still held at year-end
(5
)
 
(1
)
 
4

 
(2
)
Balance at December 31, 2012
45

 
6

 
28

 
79

Acquisitions
1

 
—

 
—

 
1

Dispositions
(11
)
 
(1
)
 
(18
)
 
(30
)
Actual return on plan assets:
 
 
 
 
 
 
 
Gains (losses) relating to assets sold during the year
4

 
—

 
(1
)
 
3

Gains relating to assets still held at year-end
1

 
—

 
3

 
4

Balance at December 31, 2013
$
40

 
5

 
12

 
57

Share-based Compensation (Tables)
Stock option awards activity 
The following table summarizes activity involving stock option awards for the year ended December 31, 2013:
 
Number of
Options
 
Weighted-
Average
Exercise
Price
 
(in thousands)
 
 
Outstanding at December 31, 2012
6,733

 
$
34.23

Exercised
(1,142
)
 
$
27.07

Forfeited/Expired
(266
)
 
$
30.51

Outstanding at December 31, 2013
5,325

 
$
35.95

Exercisable at December 31, 2013
5,325

 
$
35.95

Restricted stock and restricted stock unit awards activity 
The following table summarizes activity involving restricted stock and restricted stock unit awards for the year ended December 31, 2013:
 
Number of
Shares
 
Weighted-
Average
Grant Date
Fair Value
 
(in thousands)
 
 
Non-vested at December 31, 2012
3,528

 
$
38.43

Granted
1,886

 
$
35.63

Vested
(1,493
)
 
$
37.08

Forfeited
(296
)
 
$
36.26

Non-vested at December 31, 2013
3,625

 
$
37.33

(Loss) Earnings Per Common Share (Tables)
Schedule of basic and diluted earnings per common share
Basic and diluted (loss) earnings per common share for the years ended December 31, 2013, 2012 and 2011 were calculated as follows:
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions, except per share amounts, shares in thousands)
(Loss) Income (Numerator):
 
 
 
 
 
Net (loss) income
$
(239
)
 
777

 
573

Earnings applicable to non-vested restricted stock
—

 
(1
)
 
(2
)
Net (loss) income applicable to common stock for computing basic earnings per common share
(239
)
 
776

 
571

Net (loss) income as adjusted for purposes of computing diluted earnings per common share
$
(239
)
 
776

 
571

Shares (Denominator):
 
 
 
 
 
Weighted average number of shares:
 
 
 
 
 
Outstanding during period
604,404

 
622,139

 
534,320

Non-vested restricted stock
(3,512
)
 
(2,796
)
 
(2,209
)
Non-vested restricted stock units
—

 
862

 
669

Weighted average shares outstanding for computing basic (loss) earnings per common share
600,892

 
620,205

 
532,780

Incremental common shares attributable to dilutive securities:
 
 
 
 
 
Shares issuable under convertible securities
—

 
12

 
13

Shares issuable under incentive compensation plans
—

 
2,068

 
1,328

Number of shares as adjusted for purposes of computing diluted earnings per common share
600,892

 
622,285

 
534,121

Basic (loss) earnings per common share
$
(0.40
)
 
$
1.25

 
$
1.07

Diluted (loss) earnings per common share(1)
$
(0.40
)
 
$
1.25

 
$
1.07

______________________________________________________________________ 
(1)
For the year ended December 31, 2013, we excluded from the calculation of diluted loss per share 1.3 million shares potentially issuable under incentive compensation plans or convertible securities, as their effect, if included, would have been anti-dilutive.
Our calculations of diluted
Fair Value Disclosure (Tables)
Schedule of the three input levels in the hierarchy of fair value measurements 
The three input levels in the hierarchy of fair value measurements are defined by the FASB generally as follows:
Input Level
 
Description of Input
Level 1
 
Observable inputs such as quoted market prices in active markets.
Level 2
 
Inputs other than quoted prices in active markets that are either directly or indirectly observable.
Level 3
 
Unobservable inputs in which little or no market data exists.
Schedule of carrying amounts and estimated fair values of long-term debt, excluding capital lease obligations, and input levels to determine fair values 
The following table presents the carrying amounts and estimated fair values of our investment securities, which are reported in noncurrent other assets, and long-term debt, excluding capital lease obligations, as well as the input levels used to determine the fair values:
 
 
 
 
December 31, 2013
 
December 31, 2012
 
 
Input
Level
 
Carrying
Amount
 
Fair Value
 
Carrying
Amount
 
Fair Value
 
 
 
 
(Dollars in millions)
Liabilities-Long-term debt excluding capital lease obligations
 
2
 
$
20,347

 
20,413

 
19,871

 
21,457

Income Taxes (Tables)
Schedule of components of provision for income tax 
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Income tax expense was as follows:
 
 
 
 
 
Federal
 
 
 
 
 
Current
$
1

 
57

 
(49
)
Deferred
403

 
361

 
401

State
 
 
 
 
 
Current
62

 
15

 
25

Deferred
(8
)
 
33

 
(6
)
Foreign
 
 
 
 
 
Current
9

 
7

 
4

Deferred
(4
)
 
—

 
—

Total income tax expense
$
463

 
473

 
375

Schedule of income tax expense allocation 
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Income tax expense was allocated as follows:
 
 
 
 
 
Income tax expense in the consolidated statements of operations:
 
 
 
 
 
Attributable to income
$
463

 
473

 
375

Stockholders' equity:
 
 
 
 
 
Compensation expense for tax purposes in excess of amounts recognized for financial reporting purposes
(14
)
 
(18
)
 
(13
)
Tax effect of the change in accumulated other comprehensive loss
554

 
(434
)
 
(535
)
Schedule of reconciliation of the statutory federal income tax rate to effective income tax rate 
The following is a reconciliation from the statutory federal income tax rate to our effective income tax rate:
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Percentage of pre-tax income)
Statutory federal income tax rate
35.0
 %
 
35.0
%
 
35.0
%
State income taxes, net of federal income tax benefit
2.8
 %
 
2.5
%
 
1.3
%
Impairment of goodwill
188.5
 %
 
—
%
 
—
%
Reversal of liability for unrecognized tax position
(24.5
)%
 
—
%
 
—
%
Foreign income taxes
2.7
 %
 
0.3
%
 
0.4
%
Nondeductible accounting adjustment for life insurance
3.1
 %
 
—
%
 
—
%
Release state valuation allowance
(2.3
)%
 
—
%
 
—
%
Other, net
1.4
 %
 
—
%
 
2.9
%
Effective income tax rate
206.7
 %
 
37.8
%
 
39.6
%
Schedule of components of deferred tax assets and deferred tax liabilities 
The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities at December 31, 2013 and 2012 were as follows:
 
Years Ended December 31,
 
2013
 
2012
 
(Dollars in millions)
Deferred tax assets
 
 
 
Post-retirement and pension benefit costs
$
1,618

 
2,311

Net operating loss carryforwards
1,532

 
2,176

Other employee benefits
182

 
184

Other
782

 
789

Gross deferred tax assets
4,114

 
5,460

Less valuation allowance
(435
)
 
(444
)
Net deferred tax assets
3,679

 
5,016

Deferred tax liabilities
 
 
 
Property, plant and equipment, primarily due to depreciation differences
(3,904
)
 
(3,784
)
Goodwill and other intangible assets
(3,226
)
 
(3,688
)
Other
(137
)
 
(192
)
Gross deferred tax liabilities
(7,267
)
 
(7,664
)
Net deferred tax liability
$
(3,588
)
 
(2,648
)
Summary of the reconciliation of the change in gross unrecognized tax benefits 
A reconciliation of the change in our gross unrecognized tax benefits (excluding both interest and any related federal benefit) from January 1 to December 31 for 2013 and 2012 is as follows:
 
2013
 
2012
 
(Dollars in millions)
Unrecognized tax benefits at beginning of year
$
78

 
111

Increase in tax positions taken in the current year
—

 
3

Decrease due to the reversal of tax positions taken in a prior year
—

 
(34
)
Decrease from the lapse of statute of limitations
(36
)
 
(2
)
Settlements
(28
)
 
—

Unrecognized tax benefits at end of year
$
14

 
78

Schedule of open income tax years by major jurisdiction 
Our open income tax years by major jurisdiction are as follows at December 31, 2013:
 
 
 
Jurisdiction
 
Open Tax Years
Federal
 
2009—current
State
 
 
Florida
 
2006—2008 and 2010—current
Minnesota
 
1999 and 2010—current
Oregon
 
2009—current
Other states
 
2009—current
Segment Information (Tables)
Schedule of segment information 
The following table summarizes our segment results for 2013, 2012 and 2011 based on the segment categorization we were operating under on December 31, 2013.
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Total segment revenues
$
17,095

 
$
17,320

 
14,471

Total segment expenses
8,249

 
8,244

 
6,623

Total segment income
$
8,846

 
$
9,076

 
7,848

Total margin percentage
52
%
 
52
%
 
54
%
Consumer:
 
 
 
 
 
Revenues
$
6,004

 
$
6,162

 
5,384

Expenses
2,231

 
2,291

 
1,972

Income
$
3,773

 
$
3,871

 
3,412

Margin percentage
63
%
 
63
%
 
63
%
Business:
 
 
 
 
 
Revenues
$
6,136

 
$
6,133

 
5,150

Expenses
3,769

 
3,743

 
3,068

Income
$
2,367

 
$
2,390

 
2,082

Margin percentage
39
%
 
39
%
 
40
%
Wholesale:
 
 
 
 
 
Revenues
$
3,579

 
$
3,725

 
3,314

Expenses
1,158

 
1,230

 
1,137

Income
$
2,421

 
$
2,495

 
2,177

Margin percentage
68
%
 
67
%
 
66
%
Data hosting:
 
 
 
 
 
Revenues
$
1,376

 
$
1,300

 
623

Expenses
1,091

 
980

 
446

Income
$
285

 
$
320

 
177

Margin percentage
21
%
 
25
%
 
28
%
Schedule of operating revenues by products and services 
Our operating revenues for our products and services consisted of the following categories for the years ended December 31, 2013, 2012 and 2011:
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Strategic services
$
8,822

 
$
8,427

 
6,313

Legacy services
7,617

 
8,221

 
7,621

Data integration
656

 
672

 
537

Other
1,000

 
1,056

 
880

Total operating revenues
$
18,095

 
$
18,376

 
15,351

Schedule of reconciliation from segment income to consolidated net income 
The following table reconciles segment income to net income for the years ended December 31, 2013, 2012 and 2011:
 
Years Ended December 31,
 
2013
 
2012
 
2011
 
(Dollars in millions)
Total segment income
$
8,846

 
$
9,076

 
7,848

Other operating revenues
1,000

 
1,056

 
880

Depreciation and amortization
(4,541
)
 
(4,780
)
 
(4,026
)
Impairment of goodwill
(1,092
)
 
—

 
—

Other unassigned operating expenses
(2,760
)
 
(2,639
)
 
(2,677
)
Other income (expense), net
(1,229
)
 
(1,463
)
 
(1,077
)
Income tax expense
(463
)
 
(473
)
 
(375
)
Net (loss) income
$
(239
)
 
777

 
573

Quarterly Financial Data (Unaudited) (Tables)
Schedule of quarterly financial information
 
First
Quarter
 
Second
Quarter
 
Third
Quarter
 
Fourth
Quarter
 
Total
 
(Dollars in millions, except per share amounts)
2013
 
 
 
 
 
 
 
 
 
Operating revenues
$
4,513

 
4,525

 
4,515

 
4,542

 
18,095

Operating income (loss)
782

 
715

 
(685
)
 
641

 
1,453

Net income (loss)
298

 
269

 
(1,045
)
 
239

 
(239
)
Basic earnings (loss) per common share
0.48

 
0.45

 
(1.76
)
 
0.41

 
(0.40
)
Diluted earnings (loss) per common share
0.48

 
0.44

 
(1.76
)
 
0.41

 
(0.40
)
2012
 
 
 
 
 
 
 
 
 
Operating revenues
$
4,610

 
4,612

 
4,571

 
4,583

 
18,376

Operating income
654

 
657

 
736

 
666

 
2,713

Net income
200

 
74

 
270

 
233

 
777

Basic earnings per common share
0.32

 
0.12

 
0.43

 
0.37

 
1.25

Diluted earnings per common share
0.32

 
0.12

 
0.43

 
0.37

 
1.25

Commitments and Contingencies (Tables)
Schedule of capital lease activity 
The tables below summarize our capital lease activity:
 
Years Ended December 31,
 
2013
 
2012
 
(Dollars in millions)
Assets acquired through capital leases
$
12

 
209

Depreciation expense
136

 
150

Cash payments towards capital leases
119

 
113

 
December 31,
 
2013
 
2012
 
(Dollars in millions)
Assets included in property, plant and equipment
$
877

 
$
893

Accumulated depreciation
338

 
229

Schedule of future annual minimum payments under capital lease arrangements 
The future annual minimum payments under capital lease arrangements as of December 31, 2013 were as follows:
 
Future
Minimum
Payments
 
(Dollars in
millions)
Capital lease obligations:
 
2014
$
144

2015
111

2016
75

2017
70

2018
68

2019 and thereafter
308

Total minimum payments
776

Less: amount representing interest and executory costs
(206
)
Present value of minimum payments
570

Less: current portion
(109
)
Long-term portion
$
461

Schedule of future rental commitments for operating leases 
At December 31, 2013, our future rental commitments for operating leases were as follows:
 
Future
Minimum
Payments
 
(Dollars in
millions)
2014
$
297

2015
274

2016
252

2017
232

2018
209

2019 and thereafter
1,391

Total future minimum payments (1)
$
2,655

_______________________________________________________________________________
(1)
Minimum payments have not been reduced by minimum sublease rentals of $104 million due in the future under non-cancelable subleases.
Other Financial Information (Tables)
Schedule of components of other current assets 
The following table presents details of our other current assets in our consolidated balance sheets:
 
December 31,
 
2013
 
2012
 
(Dollars in millions)
Prepaid expenses
$
266

 
257

Materials, supplies and inventory
167

 
125

Assets held for sale
26

 
96

Deferred activation and installation charges
94

 
53

Other
44

 
21

Total other current assets
$
597

 
552

Schedule of current liabilities included accounts payable and other current liabilities 
Current liabilities reflected in our consolidated balance sheets include accounts payable and other current liabilities as follows:
 
December 31
 
2013
 
2012
 
(Dollars in millions)
Accounts payable
$
1,111

 
1,207

Other current liabilities:
 
 
 
Accrued rent
$
52

 
48

Legal reserves
273

 
39

Other
189

 
147

Total other current liabilities
$
514

 
234

Other Comprehensive Earnings (Tables)
Summary of the entity's accumulated other comprehensive income (loss) by component 
The table below summarize changes in our accumulated other comprehensive loss recorded on our consolidated balance sheet by component for the year ending December 31, 2013:
 
Pension Plans
 
Post-Retirement
Benefit Plans
 
Foreign Currency
Translation
Adjustment
and Other
 
Total
 
(Dollars in millions)
Balance at December 31, 2012
$
(1,399
)
 
(289
)
 
(13
)
 
(1,701
)
Other comprehensive income (loss) before reclassifications
675

 
164

 
1

 
840

Amounts reclassified from accumulated other comprehensive income
55

 
3

 
1

 
59

Net current-period other comprehensive income (loss)
730

 
167

 
2

 
899

Balance at December 31, 2013
$
(669
)
 
(122
)
 
(11
)
 
(802
)
Schedule of reclassifications out of accumulated other comprehensive income (loss) by component 
The table below present information about our reclassifications out of accumulated other comprehensive loss by component for the year ending December 31, 2013:
Year Ended December 31, 2013
 
Decrease (Increase)
in Net Loss
 
Affected Line Item in Consolidated Statement of
Operations or Footnote Where Additional
Information is Presented If The Amount is not
Recognized in Net Income in Total
 
 
(Dollars in millions)
 
 
Amortization of pension & post-retirement plans
 
 
 
 
Net actuarial loss
 
$
(88
)
 
See Note 8—Employee Benefits
Prior service cost
 
(5
)
 
See Note 8—Employee Benefits
Total before tax
 
(93
)
 
 
Income tax expense (benefit)
 
35

 
Income tax expense
Insignificant items
 
(1
)
 
 
Net of tax
 
$
(59
)
 
 
Dividends (Tables)
Schedule of cash and non-cash dividends declared
Date Declared
 
Record Date
 
Dividend
Per Share
 
Total Amount
 
Payment Date
 
 
 
 
 
 
(in millions)
 
 
November 12, 2013
 
11/25/2013
 
0.540

 
$
321

 
12/6/2013
August 27, 2013
 
9/6/2013
 
0.540

 
$
321

 
9/19/2013
May 22, 2013
 
6/3/2013
 
0.540

 
$
320

 
6/14/2013
February 27, 2013
 
3/11/2013
 
0.540

 
$
339

 
3/22/2013
November 13, 2012
 
12/11/2012
 
0.725

 
$
454

 
12/21/2012
August 21, 2012
 
9/11/2012
 
0.725

 
$
452

 
9/21/2012
May 24, 2012
 
6/5/2012
 
0.725

 
$
453

 
6/15/2012
February 12, 2012
 
3/6/2012
 
0.725

 
$
452

 
3/16/2012
Basis of Presentation and Summary of Significant Accounting Policies-Basis of Presentation (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
1 Months Ended 3 Months Ended 12 Months Ended
Jan. 31, 2013
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2012
Accumulated amortization
Dec. 31, 2011
Accumulated amortization
Dec. 31, 2012
Software and Software Development Costs
Dec. 31, 2011
Software and Software Development Costs
Dec. 31, 2012
Amortization Expense
Dec. 31, 2011
Amortization Expense
Dec. 31, 2013
Deferred Tax Benefit [Member]
Dec. 31, 2013
Goodwill [Member]
Dec. 31, 2012
Change in Estimates of Economic Lives and Net Salvage Value
Dec. 31, 2012
Minimum
Change in Estimates of Capitalized Labor
Dec. 31, 2012
Maximum
Change in Estimates of Capitalized Labor
Dec. 31, 2014
Forecast
Change in Estimates of Economic Lives and Net Salvage Value
Change in accounting estimates
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Labor capitalized as an asset
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 40 
$ 55 
 
Operating expenses
 
 
 
 
 
 
 
 
 
(16,642)
(15,663)
(13,326)
 
 
 
 
 
 
 
 
 
40 
55 
 
Net (loss) income
 
239 
(1,045)
269 
298 
233 
270 
74 
200 
(239)
777 
573 
 
 
 
 
 
 
 
 
16 
25 
34 
 
Basic earnings per common share (in dollars per share)
 
$ 0.41 
$ (1.76)
$ 0.45 
$ 0.48 
$ 0.37 
$ 0.43 
$ 0.12 
$ 0.32 
$ (0.40)
$ 1.25 
$ 1.07 
 
 
 
 
 
 
 
 
$ 0.03 
$ 0.04 
$ 0.05 
 
Diluted earnings per common share (in dollars per share)
 
$ 0.41 
$ (1.76)
$ 0.44 
$ 0.48 
$ 0.37 
$ 0.43 
$ 0.12 
$ 0.32 
$ (0.40)1
$ 1.25 1
$ 1.07 1
 
 
 
 
 
 
 
 
$ 0.03 
$ 0.04 
$ 0.05 
 
Depreciation
 
 
 
 
 
 
 
 
 
2,952 
3,070 
2,593 
 
 
 
 
 
 
 
 
26 
 
 
78 
Prior period reclassification adjustment
 
 
 
 
 
 
 
 
 
 
 
 
(30)
(8)
123 
83 
28 
8 
105 
105 
 
 
 
 
Sale of wireless spectrum assets
43 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain on sale of wireless spectrum assets
32 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reclassification of wireless spectrum assets
 
 
 
$ 53 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basis of Presentation and Summary of Significant Accounting Policies (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Revenue Recognition
 
 
 
Customer relationship period over which revenue is recognized (from eighteen months to over ten years)
10 years 
 
 
Term of IRUs, which are the exclusive right to use a specified amount of capacity or fiber
20 years 
 
 
Advertising Costs
 
 
 
Advertising expense
$ 210 
$ 189 
$ 275 
Minimum
 
 
 
Revenue Recognition
 
 
 
Customer relationship period over which revenue is recognized (from eighteen months to over ten years)
18 months 
 
 
Accounts Receivable and Allowance for Doubtful Accounts
 
 
 
Period of accounts past due
30 days 
 
 
Basis of Presentation and Summary of Significant Accounting Policies-Intangible Assets (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 12 Months Ended
Dec. 31, 2013
Customer relationship
Dec. 31, 2012
Customer relationship
Dec. 31, 2013
Customer relationship
Minimum
Dec. 31, 2013
Customer relationship
Maximum
Dec. 31, 2013
Capitalized software
Dec. 31, 2012
Capitalized software
Dec. 31, 2013
Capitalized software
Maximum
Dec. 31, 2013
Integrated Billing and Customer Care System
Dec. 31, 2013
Other
Goodwill and intangible assets
 
 
 
 
 
 
 
 
 
Estimated useful life
 
 
10 years 
15 years 
 
 
7 years 
20 years 
4 years 
Finite lived intangible assets, net
$ 5,935 
$ 7,052 
 
 
$ 1,415 
$ 1,522 
 
$ 237 
 
Basis of Presentation and Summary of Significant Accounting Policies-Adjustments (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Common stock Capital Shares Reserved for Future Issuance [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per common share (in dollars per share)
$ 0.41 
$ (1.76)
$ 0.44 
$ 0.48 
$ 0.37 
$ 0.43 
$ 0.12 
$ 0.32 
$ (0.40)1
$ 1.25 1
$ 1.07 1
Impairment
$ 0 
$ 1,100 
 
 
 
 
 
 
$ 1,092 
$ 0 
$ 0 
Preferred stock
 
 
 
 
 
 
 
 
 
 
 
Preferential preferred stock distribution (in dollars per share)
$ 25 
 
 
 
 
 
 
 
$ 25 
 
 
Prior Period Adjustment [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Net (loss) income
239 
(1,045)
269 
298 
233 
270 
74 
200 
(239)
777 
573 
Basic earnings per common share (in dollars per share)
$ 0.41 
$ (1.76)
$ 0.45 
$ 0.48 
$ 0.37 
$ 0.43 
$ 0.12 
$ 0.32 
$ (0.40)
$ 1.25 
$ 1.07 
Acquisition
 
 
 
 
 
 
 
 
 
 
 
Common Stock
 
 
 
 
 
 
 
 
 
 
 
Unissued shares of CenturyLink common stock
4 
 
 
 
 
 
 
 
4 
 
 
Incentive compensation programs
 
 
 
 
 
 
 
 
 
 
 
Common Stock
 
 
 
 
 
 
 
 
 
 
 
Unissued shares of CenturyLink common stock
31 
 
 
 
 
 
 
 
31 
 
 
Dividend Reinvestment Plan
 
 
 
 
 
 
 
 
 
 
 
Common Stock
 
 
 
 
 
 
 
 
 
 
 
Unissued shares of CenturyLink common stock
1 
 
 
 
 
 
 
 
1 
 
 
Employee stock purchase plan
 
 
 
 
 
 
 
 
 
 
 
Common Stock
 
 
 
 
 
 
 
 
 
 
 
Unissued shares of CenturyLink common stock
1 
 
 
 
 
 
 
 
1 
 
 
Depreciation Expense |
Correction of Immaterial Error
 
 
 
 
 
 
 
 
 
 
 
Common stock Capital Shares Reserved for Future Issuance [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Diluted earnings per common share (in dollars per share)
 
 
 
 
 
 
 
 
 
$ 0.03 
 
Prior Period Adjustment [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Prior period reclassification adjustment
 
 
 
 
 
 
 
 
 
(30)
 
Net (loss) income
 
 
 
 
 
 
 
 
 
$ 19 
 
Basic earnings per common share (in dollars per share)
 
 
 
 
 
 
 
 
 
$ 0.03 
 
Acquisitions (Details) (USD $)
12 Months Ended 0 Months Ended 12 Months Ended 1 Months Ended 0 Months Ended 12 Months Ended 12 Months Ended 0 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Jul. 14, 2011
Mar. 31, 2011
Jul. 15, 2011
Savvis
Dec. 31, 2013
Savvis
Dec. 31, 2011
Savvis
Dec. 31, 2012
Savvis
Jun. 30, 2011
Savvis
Senior notes
Apr. 2, 2011
Qwest
accessline
subscriber
state
Dec. 31, 2013
Qwest
Dec. 31, 2012
Qwest
Dec. 31, 2013
Appfog and Tier 3
Jan. 2, 2011
Qwest and Savvis acquisitions
Acquisitions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Share price of CenturyLink shares that Savvis shareholders received for each share of common stock owned at closing (in dollars per share)
 
 
 
 
 
$ 30 
 
 
 
 
 
 
 
 
 
Number of CenturyLink shares that shareholders received for each share of common stock owned at closing
 
 
 
 
 
0.2479 
 
 
 
 
0.1664 
 
 
 
 
Consideration transferred
 
 
 
 
 
$ 2,382,000,000 
 
 
 
 
$ 12,273,000,000 
 
 
 
 
Cash payments
160,000,000 
0 
0 
 
 
1,732,000,000 
 
 
 
 
5,000,000 
 
 
160,000,000 
 
Common shares issued to consummate the merger (shares)
 
 
 
 
 
14,313,000 
 
 
 
 
294,008,925 
 
 
 
 
Closing stock price used to value shares issued for acquisition (in dollars per share)
 
 
 
$ 38.54 
$ 41.55 
 
 
 
 
 
 
 
 
 
 
Estimated net value of pre-combination portion of share-based compensation awards assumed
 
 
 
 
 
98,000,000 
 
 
 
 
52,000,000 
 
 
 
 
Pre-combination portion of share-based compensation paid in cash
 
 
 
 
 
33,000,000 
 
 
 
 
 
 
 
 
 
Payments made towards retirement of existing Savvis debt and accrued interest
2,010,000,000 
5,118,000,000 
2,984,000,000 
 
 
547,000,000 
 
 
 
 
 
 
 
 
 
Acquisition related expenses
 
 
 
 
 
15,000,000 
 
 
 
 
 
 
 
 
 
Principal amount of senior notes issued to fund a portion of the acquisition and refinance Savvis' existing debt
 
 
 
 
 
 
 
 
 
2,000,000,000 
 
 
 
 
 
Number of access lines served by acquiree entity (access lines)
 
 
 
 
 
 
 
 
 
 
9,000,000 
 
 
 
 
Number of broadband subscribers served by acquiree entity (subscribers)
 
 
 
 
 
 
 
 
 
 
3,000,000 
 
 
 
 
Number of states in which service is provided (states)
 
 
 
 
 
 
 
 
 
 
14 
 
 
 
 
Long-term debt assumed in connection with acquisition
 
 
 
 
 
 
 
 
 
 
12,700,000,000 
 
 
 
 
Goodwill
20,674,000,000 
21,627,000,000 
 
 
 
1,335,000,000 
 
 
 
 
10,032,000,000 
 
 
139,000,000 
 
Acquisition-related expenses
53,000,000 
83,000,000 
467,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
Merger-related transaction costs, cumulative amount
 
 
 
 
 
 
 
 
62,000,000 
 
 
 
511,000,000 
 
 
Transaction expenses incurred in connection with terminating an unused loan financing commitment related to acquisition
 
 
 
 
 
 
 
16,000,000 
 
 
 
 
 
 
 
Merger-related pre-acquisition costs
 
 
 
 
 
 
22,000,000 
 
 
 
 
71,000,000 
 
 
 
Merger-related pre-acquisition costs, prior to acquisition
 
 
 
 
 
 
3,000,000 
 
 
 
 
36,000,000 
 
 
 
Merger-related pre-acquisition costs, on the date of acquisition
 
 
 
 
 
 
19,000,000 
 
 
 
 
35,000,000 
 
 
 
Pro forma financial information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
 
18,692,000,000 
Net income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 601,000,000 
Basic earnings per common share (usd per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 0.97 
Diluted earnings per common share (usd per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 0.97 
Acquisitions-Purchase Price Allocation (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Jul. 15, 2011
Savvis
Apr. 2, 2011
Qwest
Jul. 15, 2011
Preliminary
Savvis
Apr. 2, 2011
Customer relationships
Qwest
Jul. 15, 2011
Customer relationships
Preliminary
Savvis
Apr. 2, 2011
Capitalized software
Qwest
Apr. 2, 2011
Other
Qwest
Jul. 15, 2011
Other
Preliminary
Savvis
Acquisitions
 
 
 
 
 
 
 
 
 
 
Cash, accounts receivable and other current assets
 
 
 
$ 2,121 1
$ 214 2
 
 
 
 
 
Property, plant and equipment
 
 
 
9,529 
1,367 
 
 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles
 
 
 
 
 
7,558 
739 
1,702 
189 
51 
Other noncurrent assets
 
 
 
390 
27 
 
 
 
 
 
Current liabilities, excluding current maturities of long-term debt
 
 
 
(2,426)
(129)
 
 
 
 
 
Current maturities of long-term debt
 
 
 
(2,422)
(38)
 
 
 
 
 
Long-term debt
 
 
 
(10,253)
(840)
 
 
 
 
 
Deferred credits and other liabilities
 
 
 
4,147 
344 
 
 
 
 
 
Goodwill
20,674 
21,627 
1,335 
10,032 
 
 
 
 
 
 
Aggregate consideration
 
 
2,382 
12,273 
 
 
 
 
 
 
Fair value assigned to accounts receivable
 
 
90 
1,194 
 
 
 
 
 
 
Accounts receivable gross contractual value
 
 
101 
1,274 
 
 
 
 
 
 
Best estimate of contractual cash flows that would not be collected
 
 
$ 11 
$ 80 
 
 
 
 
 
 
Goodwill, Customer Relationships and Other Intangible Assets-Balance (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Intangible assets
 
 
 
 
 
Impairment
$ 0 
$ 1,100 
$ 1,092 
$ 0 
$ 0 
Goodwill
20,674 
 
20,674 
21,627 
 
Indefinite-life intangible assets
321 
 
321 
268 
 
Other intangible assets, net
1,802 
 
1,802 
1,918 
 
Amortization of intangible assets
 
 
1,589 
1,710 
1,433 
Customer relationships
 
 
 
 
 
Intangible assets
 
 
 
 
 
Finite lived intangible assets, net
5,935 
 
5,935 
7,052 
 
Accumulated amortization
3,641 
 
3,641 
2,524 
 
Capitalized software
 
 
 
 
 
Intangible assets
 
 
 
 
 
Finite lived intangible assets, net
1,415 
 
1,415 
1,522 
 
Accumulated amortization
1,193 
 
1,193 
844 
 
Tradenames and patents
 
 
 
 
 
Intangible assets
 
 
 
 
 
Finite lived intangible assets, net
66 
 
66 
128 
 
Accumulated amortization
$ 208 
 
$ 208 
$ 142 
 
Goodwill, Customer Relationships and Other Intangible Assets-Future Amortization (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Expected amortization expense
 
2014
$ 1,390 
2015
1,249 
2016
1,139 
2017
1,027 
2018
$ 904 
Goodwill, Customer Relationships and Other Intangible Assets (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
 
Goodwill
$ 20,674 
 
$ 20,674 
$ 21,627 
 
Discount rate (percent)
 
 
6.00% 
 
 
Fair value inputs after tax cost of debt rate (percent)
3.40% 
 
3.40% 
 
 
Fair value inputs cost of equity rate (percent)
8.30% 
 
8.30% 
 
 
Percentage of reasonable implied control premium (percent)
18.40% 
 
18.40% 
 
 
Impairment
0 
1,100 
1,092 
0 
0 
Consumer
 
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
 
Goodwill
10,348 
 
10,348 
10,348 
 
Impairment
 
 
0 
 
 
Business
 
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
 
Goodwill
6,363 
 
6,363 
6,363 
 
Impairment
 
 
0 
 
 
Wholesale
 
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
 
Goodwill
3,274 
 
3,274 
3,274 
 
Impairment
 
 
0 
 
 
Data hosting
 
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
 
Goodwill
689 
 
689 
1,642 
 
Discount rate (percent)
 
 
11.00% 
 
 
Fair value inputs after tax cost of debt rate (percent)
3.40% 
 
3.40% 
 
 
Fair value inputs cost of equity rate (percent)
11.90% 
 
11.90% 
 
 
Impairment
 
 
$ 1,092 
 
 
Goodwill, Customer Relationships and Other Intangible Assets, Roll forward (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Goodwill [rollforward]
 
 
 
 
 
As of January 3, 2013
 
 
$ 21,627 
 
 
Acquisitions
 
 
139 
 
 
Impairment
0 
(1,100)
(1,092)
0 
0 
As of December 31, 2013
20,674 
 
20,674 
21,627 
 
Consumer
 
 
 
 
 
Goodwill [rollforward]
 
 
 
 
 
As of January 3, 2013
 
 
10,348 
 
 
Acquisitions
 
 
0 
 
 
Impairment
 
 
0 
 
 
As of December 31, 2013
10,348 
 
10,348 
 
 
Business
 
 
 
 
 
Goodwill [rollforward]
 
 
 
 
 
As of January 3, 2013
 
 
6,363 
 
 
Acquisitions
 
 
0 
 
 
Impairment
 
 
0 
 
 
As of December 31, 2013
6,363 
 
6,363 
 
 
Wholesale
 
 
 
 
 
Goodwill [rollforward]
 
 
 
 
 
As of January 3, 2013
 
 
3,274 
 
 
Acquisitions
 
 
0 
 
 
Impairment
 
 
0 
 
 
As of December 31, 2013
3,274 
 
3,274 
 
 
Data hosting
 
 
 
 
 
Goodwill [rollforward]
 
 
 
 
 
As of January 3, 2013
 
 
1,642 
 
 
Acquisitions
 
 
139 
 
 
Impairment
 
 
(1,092)
 
 
As of December 31, 2013
$ 689 
 
$ 689 
 
 
Long-Term Debt and Credit Facilities-Table (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Long-term Debt and Credit Facilities
 
 
Total long-term debt
$ 21,044 1
 
Capital lease and other obligations
619 
734 
Unamortized premiums, discounts and other, net
78 
(18)
Total long-term debt
20,966 
20,605 
Current maturities of long-term debt
(785)
(1,205)
Long-term debt, excluding current maturities
20,181 
19,400 
CenturyLink, Inc. |
Senior notes
 
 
Long-term Debt and Credit Facilities
 
 
Total long-term debt
7,825 
6,250 
CenturyLink, Inc. |
Credit facility
 
 
Long-term Debt and Credit Facilities
 
 
Total long-term debt
725 
820 
Weighted average interest rate (as a percent)
2.176% 
2.45% 
CenturyLink, Inc. |
Term loan
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
2.42% 
 
Total long-term debt
402 
424 
Qwest Corporation |
Senior notes
 
 
Long-term Debt and Credit Facilities
 
 
Total long-term debt
8,392 
9,168 
Embarq Corporation |
Senior notes
 
 
Long-term Debt and Credit Facilities
 
 
Total long-term debt
2,669 
2,669 
Embarq Corporation |
First mortgage bonds
 
 
Long-term Debt and Credit Facilities
 
 
Total long-term debt
262 
322 
Embarq Corporation |
Other
 
 
Long-term Debt and Credit Facilities
 
 
Total long-term debt
$ 150 
$ 200 
Minimum |
CenturyLink, Inc. |
Senior notes
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
5.00% 
 
Minimum |
CenturyLink, Inc. |
Credit facility
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
2.179% 2
 
Minimum |
Qwest Corporation |
Senior notes
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
6.125% 
 
Minimum |
Embarq Corporation |
Senior notes
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
7.082% 
 
Minimum |
Embarq Corporation |
First mortgage bonds
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
7.125% 
 
Maximum |
CenturyLink, Inc. |
Senior notes
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
7.65% 
 
Maximum |
CenturyLink, Inc. |
Credit facility
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
4.25% 2
 
Maximum |
Qwest Corporation |
Senior notes
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
8.375% 
 
Maximum |
Embarq Corporation |
Senior notes
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
7.995% 
 
Maximum |
Embarq Corporation |
First mortgage bonds
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
8.77% 
 
Maximum |
Embarq Corporation |
Other
 
 
Long-term Debt and Credit Facilities
 
 
Interest rate, stated percentage (percent)
9.00% 
 
Long-Term Debt and Credit Facilities (Details) (USD $)
12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2013
Term loan
LIBOR
Dec. 31, 2013
Term loan
Base Rate
Dec. 31, 2013
Qwest Corporation
Dec. 31, 2013
Qwest Corporation
Senior notes
Minimum
Dec. 31, 2013
Qwest Corporation
Senior notes
Maximum
Jul. 20, 2012
Qwest Corporation
7.50% Notes due 2023
Apr. 18, 2012
Qwest Corporation
7.625% Notes due 2015
Apr. 18, 2012
Qwest Corporation
8.375% Notes Due 2016
Jun. 17, 2013
Qwest Corporation
Floating interest rate notes
May 23, 2013
Qwest Corporation
6.125% due 2053
Apr. 2, 2012
Qwest Corporation
7.0% Notes due April 2052
Dec. 31, 2013
Qwest Corporation
7.0% Notes due April 2052
Jun. 25, 2012
Qwest Corporation
7.0% Notes due July 2052
Dec. 31, 2013
Qwest Corporation
7.0% Notes due July 2052
Dec. 31, 2013
CenturyLink, Inc.
subsidiary
Dec. 31, 2013
CenturyLink, Inc.
Senior notes
Minimum
Dec. 31, 2013
CenturyLink, Inc.
Senior notes
Maximum
Mar. 12, 2012
CenturyLink, Inc.
7.65% Senior Notes due 2042
Mar. 12, 2012
CenturyLink, Inc.
5.8% Senior Notes due 2022
Dec. 31, 2013
CenturyLink, Inc.
Credit facility
Minimum
Dec. 31, 2013
CenturyLink, Inc.
Credit facility
Maximum
Nov. 27, 2013
CenturyLink, Inc.
6.750% Notes due 2023
Apr. 2, 2013
CenturyLink, Inc.
5.50% Senior Notes
Mar. 21, 2013
CenturyLink, Inc.
5.625% due 2020
Apr. 18, 2012
CenturyLink, Inc.
Term loan
installment
Dec. 31, 2013
CenturyLink, Inc.
Term loan
Dec. 31, 2013
CenturyLink, Inc.
Term loan
Minimum
LIBOR
Dec. 31, 2013
CenturyLink, Inc.
Term loan
Minimum
Base Rate
Dec. 31, 2013
CenturyLink, Inc.
Term loan
Maximum
LIBOR
Dec. 31, 2013
CenturyLink, Inc.
Term loan
Maximum
Base Rate
Aug. 15, 2012
CenturyLink, Inc.
7.875% Notes due 2012
Dec. 31, 2013
CenturyLink, Inc.
Uncommitted revolving letter of credit facility
Dec. 31, 2012
CenturyLink, Inc.
Uncommitted revolving letter of credit facility
Apr. 30, 2011
CenturyLink, Inc.
Uncommitted revolving letter of credit facility
Apr. 18, 2012
Certain subsidiaries of CenturyLink
Term loan
subsidiary
Aug. 29, 2012
Certain subsidiaries of CenturyLink
Rural Utilities Service Debt
Aug. 29, 2012
Certain subsidiaries of CenturyLink
Rural Telephone Bank Debt
Dec. 27, 2013
QCII
7.125% Notes due 2018
Dec. 13, 2013
QCII
7.125% Notes due 2018
May 17, 2012
QCII
7.5% Notes due 2014
Mar. 2, 2012
QCII
7.5% Notes due 2014
Oct. 26, 2012
QCII
8.00% Notes due 2015
Dec. 31, 2013
Embarq Corporation
Senior notes
Minimum
Dec. 31, 2013
Embarq Corporation
Senior notes
Maximum
Aug. 15, 2013
Embarq Corporation
6.750% Notes due 2023
Jul. 15, 2013
Embarq Corporation
6.875% Notes
Apr. 23, 2012
Embarq Corporation
6.738% Notes due 2013
Apr. 2, 2012
Embarq Corporation
6.738% Notes due 2013
Apr. 2, 2012
Embarq Corporation
7.082% Notes due 2016
Apr. 18, 2012
Certain Subsidiary of Savvis, Inc.
Term loan
subsidiary
Apr. 18, 2012
Certain subsidiary of QCII
Term loan
subsidiary
Apr. 6, 2012
Credit facility
CenturyLink, Inc.
Minimum
LIBOR
Apr. 6, 2012
Credit facility
CenturyLink, Inc.
Minimum
Base Rate
Apr. 6, 2012
Credit facility
CenturyLink, Inc.
Maximum
LIBOR
Apr. 6, 2012
Credit facility
CenturyLink, Inc.
Maximum
Base Rate
Apr. 6, 2012
Credit facility
CenturyLink, Inc.
Amendment and Restatement of Credit Agreement
lender
Apr. 6, 2012
Credit facility
CenturyLink, Inc.
Amendment and Restatement of Credit Agreement
Minimum
Apr. 6, 2012
Credit facility
CenturyLink, Inc.
Amendment and Restatement of Credit Agreement
Maximum
Apr. 6, 2012
Letters of credit
CenturyLink, Inc.
Amendment and Restatement of Credit Agreement
Long-term Debt and Credit Facilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Principal amount of notes issued
 
 
 
 
 
 
 
 
 
 
$ 575,000,000 
 
$ 775,000,000 
$ 525,000,000 
 
$ 400,000,000 
 
 
 
 
$ 650,000,000 
$ 1,400,000,000 
 
 
$ 750,000,000 
 
$ 1,000,000,000 
$ 440,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 614,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate, stated percentage (percent)
 
 
 
 
 
 
6.125% 
8.375% 
7.50% 
7.625% 
8.375% 
 
6.125% 
7.00% 
 
7.00% 
 
 
5.00% 
7.65% 
7.65% 
5.80% 
2.179% 1
4.25% 1
6.75% 
5.50% 
5.625% 
 
2.42% 
 
 
 
 
7.875% 
 
 
 
 
 
 
7.125% 
7.125% 
7.50% 
7.50% 
8.00% 
7.082% 
7.995% 
6.75% 
6.875% 
6.738% 
6.738% 
7.082% 
 
 
 
 
 
 
 
 
 
 
Repayments of long-term debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
196,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Principal amount of debt that was sold pursuant to an over allotment option granted to the underwriters
 
 
 
 
 
 
 
 
 
 
 
 
25,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net proceeds from issuance of debt
 
 
 
 
 
 
 
 
 
 
 
 
752,000,000 
508,000,000 
 
387,000,000 
 
 
 
 
644,000,000 
1,389,000,000 
 
 
742,000,000 
 
988,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of the principal amounts of the debt instrument, which the entity may redeem (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
35.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Redemption price of debt instrument that may be redeemed (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
100.00% 
 
100.00% 
 
100.00% 
 
 
 
 
 
 
 
 
 
105.625% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument Covenant Redemption Price as Percentage of Principal
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
101.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of consecutive quarterly installments repayment (installments)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
29 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Repayment amount of quarterly installment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Variable rate basis in which principal and interest payments are discounted in determining redemption price
 
 
 
LIBOR 
base rate 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest rate margin (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.50% 
0.50% 
2.50% 
1.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.25% 
0.25% 
2.25% 
1.25% 
 
 
 
 
Debt Instrument Number of CenturyLInk, Inc. wholly-owned guarantor subsidiaries
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of QCII wholly-owned subsidiaries as guarantors for the Credit Facility (subsidiary)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1 
 
 
 
 
 
 
 
 
Debt Instrument Number of Savvis, Inc. Wholly-Owned Guarantor Subsidiaries
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1 
 
 
 
 
 
 
 
 
 
Repayments of notes
2,010,000,000 
5,118,000,000 
2,984,000,000 
 
 
 
 
 
484,000,000 
369,000,000 
722,000,000 
750,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
176,000,000 
 
 
 
 
 
 
 
318,000,000 
 
 
 
 
29,000,000 
30,000,000 
186,000,000 
646,000,000 
500,000,000 
800,000,000 
550,000,000 
 
 
50,000,000 
59,000,000 
200,000,000 
360,000,000 
944,000,000 
 
 
 
 
 
 
 
 
 
 
Maximum borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
160,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2,000,000,000 
 
 
400,000,000 
Net loss (gain) on early retirement of debt
(10,000,000)
179,000,000 
8,000,000 
 
 
 
 
 
 
46,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(3,000,000)
(7,000,000)
 
 
(15,000,000)
 
 
 
 
 
 
144,000,000 
 
 
 
 
 
 
 
 
 
 
Aggregate principal amount of debt
 
 
 
 
 
 
 
 
 
400,000,000 
811,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
800,000,000 
 
 
 
 
 
 
 
 
528,000,000 
2,000,000,000 
 
 
 
 
 
 
 
 
 
 
Percentage of principal amount of notes for which tender offer was received and accepted (percent)
 
 
 
 
 
 
 
 
 
77.00% 
71.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
77.00% 
 
 
 
 
 
 
 
 
62.00% 
41.00% 
 
 
 
 
 
 
 
 
 
 
Principal amount of notes for which tender offers are received and accepted
 
 
 
 
 
 
 
 
 
308,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
328,000,000 
816,000,000 
 
 
 
 
 
 
 
 
 
 
Number of lenders (lender)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
18 
 
 
 
Lender commitment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2,500,000 
181,000,000 
 
Letters of credit outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
132,000,000 
120,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross interest expense
1,339,000,000 
1,362,000,000 
1,097,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest Paid, Capitalized
41,000,000 
43,000,000 
25,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capitalized interest
(41,000,000)
(43,000,000)
(25,000,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total interest expense
$ 1,298,000,000 
$ 1,319,000,000 
$ 1,072,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of net tangible assets allowed to secure senior notes (percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of property, plant and equipment of parent company that is pledged to secure long-term debt of subsidiaries (percent)
12.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt to EBITDA ratio to be maintained under the Credit Facility
4.0 
 
 
 
 
2.85 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-Term Debt and Credit Facilities-Future Payments (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Long-term Debt, Fiscal Year Maturity [Abstract]
 
2014
$ 785 1
2015
565 1
2016
1,493 1
2017
2,219 1
2018
246 1
2019 and thereafter
15,736 1
Total long-term debt
$ 21,044 1
Accounts Receivable (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Accounts receivable
 
 
 
Trade and purchased receivables
$ 1,862 
$ 1,782 
 
Earned and unbilled receivables
252 
274 
 
Other
18 
19 
 
Total accounts receivable
2,132 
2,075 
 
Less: allowance for doubtful accounts
(155)
(158)
 
Accounts receivable, less allowance
1,977 
1,917 
 
Changes in allowance for doubtful accounts
 
 
 
Ending Balance
 
158 
 
Allowance for doubtful accounts
 
 
 
Changes in allowance for doubtful accounts
 
 
 
Beginning Balance
158 
145 
60 
Additions
152 
187 
153 
Deductions
155 
(174)
(68)
Ending Balance
$ 155 
$ 158 
$ 145 
Property, Plant and Equipment (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 0 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2013
Land
Dec. 31, 2012
Land
Dec. 31, 2013
Fiber, conduit and other outside plant
Dec. 31, 2012
Fiber, conduit and other outside plant
Dec. 31, 2013
Fiber, conduit and other outside plant
Minimum
Dec. 31, 2013
Fiber, conduit and other outside plant
Maximum
Dec. 31, 2013
Central office and other network electronics
Dec. 31, 2012
Central office and other network electronics
Dec. 31, 2013
Central office and other network electronics
Minimum
Dec. 31, 2013
Central office and other network electronics
Maximum
Dec. 31, 2013
Support assets
Dec. 31, 2012
Support assets
Dec. 31, 2013
Support assets
Minimum
Dec. 31, 2013
Support assets
Maximum
Dec. 31, 2013
Construction in progress
Dec. 31, 2012
Construction in progress
Dec. 31, 2012
Software and Software Development Costs
Dec. 31, 2011
Software and Software Development Costs
Dec. 31, 2012
Accumulated amortization
Dec. 31, 2011
Accumulated amortization
Apr. 2, 2012
Qwest Corporation
Office Building
Apr. 2, 2013
Qwest Corporation
Office Building
Property, plant and equipment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross property, plant and equipment
$ 34,307 
$ 31,933 
 
$ 585 
$ 579 
$ 14,187 1
$ 13,030 1
 
 
$ 12,178 2
$ 11,242 2
 
 
$ 6,420 3
$ 6,235 3
 
 
$ 937 4
$ 847 4
 
 
 
 
 
 
Accumulated depreciation
(15,661)
(13,024)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net property, plant and equipment
18,646 
18,909 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciable Lives
 
 
 
 
 
 
 
15 years 
45 years 
 
 
3 years 
10 years 
 
 
3 years 
30 years 
 
 
 
 
 
 
 
 
Prior period reclassification adjustment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
123 
83 
(30)
(8)
 
 
Depreciation expense
2,952 
3,070 
2,593 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net proceeds from sale of office building
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
133 
 
Gain on sale of office building
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 16 
Recognition period of deferred gain
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10 years 
 
Property, Plant and Equipment-Asset Retirement Obligation (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Asset Retirement Obligation
 
 
 
Balance at beginning of year
$ 106 
$ 109 
$ 41 
Accretion expense
7 
7 
9 
Liabilities incurred
0 
1 
0 
Liabilities assumed in Qwest and Savvis acquisitions
0 
0 
124 
Liabilities settled and other
(4)
(1)
(3)
Change in estimate
(3)
(10)
(62)
Balance at end of year
$ 106 
$ 106 
$ 109 
Severance and Leased Real Estate (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Severance
 
 
Restructuring reserve
 
 
Balance at the beginning of the period
$ 17 
$ 37 
Accrued to expense
(31)
96 
Reversals and adjustments
(31)
(113)
Reversals and adjustments
0 
(3)
Balance at the end of the period
17 
17 
Qwest |
Leased real estate
 
 
Severance and Leased Real Estate
 
 
Current portion of leased real estate accrual
17 
 
Noncurrent portion of leased real estate accrual
96 
 
Restructuring reserve
 
 
Balance at the beginning of the period
131 
153 
Accrued to expense
0 
2 
Reversals and adjustments
(16)
(24)
Reversals and adjustments
2 
0 
Balance at the end of the period
$ 113 
$ 131 
Qwest |
Ceased-use leased real estate accrual |
Leased real estate |
Minimum
 
 
Severance and Leased Real Estate
 
 
Remaining lease terms
30 days 
 
Qwest |
Ceased-use leased real estate accrual |
Leased real estate |
Maximum
 
 
Severance and Leased Real Estate
 
 
Remaining lease terms
12 years 
 
Qwest |
Ceased-use leased real estate accrual |
Leased real estate |
Weighted average
 
 
Severance and Leased Real Estate
 
 
Weighted average lease terms (in years)
9 years 
 
Employee Benefits (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 12 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2013
Pension Plans
Dec. 31, 2012
Pension Plans
Dec. 31, 2011
Pension Plans
Apr. 2, 2011
Pension Plans
Dec. 31, 2013
Pension Plans
Interest rate sensitive investments
Dec. 31, 2013
Pension Plans
Investment grade bonds
Dec. 31, 2013
Pension Plans
High yield and emerging market bonds
Dec. 31, 2013
Pension Plans
Convertible bonds
Dec. 31, 2013
Pension Plans
Diversified strategies
Dec. 31, 2013
Pension Plans
Interest rate investments with higher returns
Dec. 31, 2013
Pension Plans
U.S. stocks
Dec. 31, 2013
Pension Plans
Developed market Non-U.S. stocks
Dec. 31, 2013
Pension Plans
Other
Dec. 31, 2013
Pension Plans
Real estate
Dec. 31, 2013
Pension Plans
Minimum
Dec. 31, 2012
Pension Plans
Minimum
Dec. 31, 2011
Pension Plans
Minimum
Dec. 31, 2013
Pension Plans
Maximum
Dec. 31, 2012
Pension Plans
Maximum
Dec. 31, 2011
Pension Plans
Maximum
Apr. 30, 2011
Pension Plans
Qwest sponsored defined benefit plans
Dec. 31, 2012
Pension Plans
Qwest sponsored defined benefit plans
Apr. 2, 2011
Pension Plans
Qwest sponsored defined benefit plans
Dec. 31, 2013
Non-Qualified Pension Plans
Dec. 31, 2013
Post-Retirement Benefit Plans
Dec. 31, 2012
Post-Retirement Benefit Plans
Dec. 31, 2011
Post-Retirement Benefit Plans
Dec. 31, 2013
Post-Retirement Benefit Plans
Equity Securities
Dec. 31, 2013
Post-Retirement Benefit Plans
Non-equity investments
Dec. 31, 2013
Post-Retirement Benefit Plans
Minimum
Dec. 31, 2012
Post-Retirement Benefit Plans
Minimum
Dec. 31, 2013
Post-Retirement Benefit Plans
Maximum
Dec. 31, 2012
Post-Retirement Benefit Plans
Maximum
Apr. 30, 2011
Post-Retirement Benefit Plans
Qwest sponsored defined benefit plans
Dec. 31, 2012
Post-Retirement Benefit Plans
Qwest sponsored defined benefit plans
Apr. 2, 2011
Post-Retirement Benefit Plans
Qwest sponsored defined benefit plans
Employee Benefits
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liability for the unfunded status of the defined benefit plans
$ 4,049 
$ 5,844 
 
$ 1,050 
$ 2,554 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 490 
 
$ 2,999 
$ 3,289 
 
 
 
 
 
 
 
 
 
 
Estimated projected benefit obligations
 
 
 
13,401 
14,881 
13,596 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8,300 
 
3,688 
4,075 
3,930 
 
 
 
 
 
 
 
 
3,300 
Fair value of plan assets
 
 
 
12,346 
12,321 
11,814 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
7,800 
 
535 
626 
693 
 
 
 
 
 
 
 
 
762 
Amortization period of the plan shortfall
 
 
 
7 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unfunded status
 
 
 
(995)
 
 
(2,500)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Participant contributions, and direct subsidy receipts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
157 
 
 
 
 
 
 
 
 
 
 
 
Expected future benefit payments not payable by the trust, net of participant contributions and direct subsidiaries
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
182 
 
 
 
 
 
 
 
 
 
 
 
Required contributions to benefit plan, next twelve months
 
 
 
123 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effect of change of 100 basis points in the assumed initial health care cost trend rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effect on the aggregate of the service and interest cost components of net periodic post-retirement benefit expense (statements of operations) - Increase
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3 
 
 
 
 
 
 
 
 
 
 
 
Effect on the aggregate of the service and interest cost components of net periodic post-retirement benefit expense (statements of operations) - Decrease
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3 
 
 
 
 
 
 
 
 
 
 
 
Effect of one-percentage point increase on postretirement benefit obligation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
87 
 
 
 
 
 
 
 
 
 
 
 
Effect of one-percentage point decrease on postretirement benefit obligation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
80 
 
 
 
 
 
 
 
 
 
 
 
Healthcare cost increase trend rates (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Annual decrease in health care cost trend rate (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(0.25%)
 
 
 
 
 
 
 
 
 
 
 
Health care cost trend rate (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
6.50% 
 
 
 
 
 
 
 
 
 
 
 
Ultimate health care cost trend rate (as a percent)
4.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.50% 
4.50% 
5.00% 1
 
 
 
4.50% 
 
 
5.00% 
 
 
Estimated future benefit payments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2014
 
 
 
1,036 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5 
352 
 
 
 
 
 
 
 
 
 
 
 
2015
 
 
 
1,002 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
341 
 
 
 
 
 
 
 
 
 
 
 
2016
 
 
 
990 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
329 
 
 
 
 
 
 
 
 
 
 
 
2017
 
 
 
977 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
319 
 
 
 
 
 
 
 
 
 
 
 
2018
 
 
 
962 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
308 
 
 
 
 
 
 
 
 
 
 
 
2019-2022
 
 
 
4,559 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,369 
 
 
 
 
 
 
 
 
 
 
 
Medicare Part D Subsidy Receipts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2014
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
13 
 
 
 
 
 
 
 
 
 
 
 
2015
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10 
 
 
 
 
 
 
 
 
 
 
 
2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10 
 
 
 
 
 
 
 
 
 
 
 
2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10 
 
 
 
 
 
 
 
 
 
 
 
2018
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10 
 
 
 
 
 
 
 
 
 
 
 
2019-2023
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
40 
 
 
 
 
 
 
 
 
 
 
 
Actuarial assumptions at beginning of year:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Discount rate (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3.50% 
4.25% 
5.00% 2
4.20% 
5.10% 
5.50% 2
5.40% 
 
 
 
3.60% 
 
5.30% 1
 
 
 
4.60% 
 
4.80% 
5.30% 
 
 
Rate of compensation increase (as a percent)
 
 
 
3.25% 
3.25% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3.25% 2
 
 
 
3.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Expected long-term rate of return on plan assets (as a percent)
 
 
 
7.50% 
7.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
7.50% 2
 
 
8.00% 2
7.50% 
 
 
 
7.30% 
 
7.25% 1
 
 
6.00% 
6.00% 
7.50% 
7.50% 
7.50% 
 
 
Ultimate health care cost trend rate (as a percent)
4.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.50% 
4.50% 
5.00% 1
 
 
 
4.50% 
 
 
5.00% 
 
 
Components of net periodic benefit (income) expense
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Service cost
 
 
 
91 
87 
70 3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
24 
22 
18 
 
 
 
 
 
 
 
 
 
Interest cost
 
 
 
544 
625 
560 3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
140 
173 
152 
 
 
 
 
 
 
 
 
 
Expected return on plan assets
(935)
(892)
 
(896)
(847)
(709)3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(39)
(45)
(41)
 
 
 
 
 
 
 
 
 
Settlements
 
 
 
0 
0 
1 3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of unrecognized prior service cost
 
 
 
5 
4 
2 3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0 
0 
(2)
 
 
 
 
 
 
 
 
 
Amortization of unrecognized actuarial loss
 
 
 
84 
35 
13 3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4 
0 
0 
 
 
 
 
 
 
 
 
 
Net periodic pension benefit (income) expense
 
 
 
(172)
(96)
(63)3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(58)
 
 
129 
150 
127 
 
 
 
 
 
 
 
92 
 
Actuarial assumptions at end of year:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Discount rate (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.20% 
3.25% 
 
5.10% 
4.20% 
 
 
 
 
 
4.50% 
3.60% 
 
 
 
 
 
 
 
 
 
 
Rate of compensation increase (as a percent)
 
 
 
3.25% 
3.25% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Initial health care cost trend rate (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8.00% 
8.00% 1
 
 
6.50% 
6.75% 
7.00% 
7.50% 
7.50% 
 
 
Ultimate health care cost trend rate (as a percent)
4.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.50% 
4.50% 
5.00% 1
 
 
 
4.50% 
 
 
5.00% 
 
 
Change in benefit obligation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Benefit obligation at beginning of year
 
 
 
14,881 
13,596 
4,534 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8,300 
 
4,075 
3,930 
558 
 
 
 
 
 
 
 
 
3,300 
Service cost
 
 
 
91 
87 
70 3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
24 
22 
18 
 
 
 
 
 
 
 
 
 
Interest cost
 
 
 
544 
625 
560 3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
140 
173 
152 
 
 
 
 
 
 
 
 
 
Participant contributions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
96 
86 
64 
 
 
 
 
 
 
 
 
 
Plan amendments
 
 
 
0 
14 
12 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
141 
0 
31 
 
 
 
 
 
 
 
 
 
Acquisitions
 
 
 
0 
0 
8,267 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0 
0 
3,284 
 
 
 
 
 
 
 
 
 
Direct subsidy receipts
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
13 
19 
22 
 
 
 
 
 
 
 
 
 
Actuarial (gain) loss
 
 
 
(1,179)
1,565 
930 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(399)
260 
153 
 
 
 
 
 
 
 
 
 
Benefits paid by company
 
 
 
(5)
(5)
(16)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(266)
(268)
(219)
 
 
 
 
 
 
 
 
 
Benefits paid from plan assets
 
 
 
(931)4
(1,001)4
(761)4
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(136)
(147)
(133)
 
 
 
 
 
 
 
 
 
Benefit obligation at end of year
 
 
 
13,401 
14,881 
13,596 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8,300 
 
3,688 
4,075 
3,930 
 
 
 
 
 
 
 
 
3,300 
Aggregate accumulated benefit obligation
17,089 
18,956 
17,499 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Change in plan assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fair value of plan assets at beginning of year
 
 
 
12,321 
11,814 
3,732 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
7,800 
 
626 
693 
54 
 
 
 
 
 
 
 
 
762 
Return on plan assets
855 
1,556 
 
810 
1,476 
479 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
45 
80 
4 
 
 
 
 
 
 
 
 
 
Acquisitions
 
 
 
0 
0 
7,777 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0 
0 
768 
 
 
 
 
 
 
 
 
 
Employer contributions
 
 
 
146 
32 
587 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5 
0 
 
 
 
 
 
 
 
 
 
 
 
Benefits paid from plan assets
 
 
 
(931)4
(1,001)4
(761)4
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(136)
(147)
(133)
 
 
 
 
 
 
 
 
 
Fair value of plan assets at end of year
 
 
 
$ 12,346 
$ 12,321 
$ 11,814 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 7,800 
 
$ 535 
$ 626 
$ 693 
 
 
 
 
 
 
 
 
$ 762 
Target allocation of plan assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Target asset allocation percentage (as a percent)
 
 
 
 
 
 
 
55.50% 
36.00% 
13.50% 
13.50% 
6.00% 
44.50% 
14.00% 
14.00% 
11.50% 
5.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
37.00% 
63.00% 
 
 
 
 
 
 
 
Expected long-term rate of return on plan assets (as a percent)
 
 
 
7.50% 
7.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
7.50% 2
 
 
8.00% 2
7.50% 
 
 
 
7.30% 
 
7.25% 1
 
 
6.00% 
6.00% 
7.50% 
7.50% 
7.50% 
 
 
Permitted investment in securities issued by the sponsor company (as a percent)
10.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Employee Benefits (Details 2) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2013
Dec. 31, 2010
Actual return on plan assets:
 
 
 
 
 
Actual gains on pension and post retirement plan assets
$ 855 
$ 1,556 
 
 
 
Expected return
935 
892 
 
 
 
Difference between the actual and expected returns on pension and post-retirement plan assets
80 
664 
 
 
 
Unfunded Status
 
 
 
 
 
Non-current portion of unfunded status
(4,049)
(5,844)
 
 
 
Accumulated other comprehensive (loss) income at the beginning of the period
 
 
 
 
 
Total
791 
1,688 
 
 
 
Recognition of Net Periodic Benefits Expense
 
 
 
 
 
Net periodic (income) expense
58 
 
 
 
 
Deferrals
 
 
 
 
 
Total
839 
 
 
 
 
Net Change in AOCI
 
 
 
 
 
Total
897 
 
 
 
 
Accumulated other comprehensive (loss) income at the end of the period
 
 
 
 
 
Total
791 
1,688 
 
 
 
Health Care and Life Insurance
 
 
 
 
 
Active health care benefit expenses
362 
360 
377 
 
 
Participating management employees' contribution to health care plan
117 
113 
90 
 
 
Pension Plans
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
12,346 
12,333 
 
 
 
Accrued expenses
0 
(12)
 
 
 
Total plan assets
12,346 
12,321 
11,814 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
12,321 
11,814 
3,732 
 
 
Acquisitions
0 
0 
7,777 
 
 
Actual return on plan assets:
 
 
 
 
 
Fair value of plan assets at end of year
12,346 
12,321 
11,814 
 
 
Actual gains on pension and post retirement plan assets
810 
1,476 
479 
 
 
Expected return
896 
847 
709 1
 
 
Unfunded Status
 
 
 
 
 
Benefit obligation
(13,401)
(14,881)
(13,596)
 
(4,534)
Fair value of plan assets
12,346 
12,321 
11,814 
 
 
Unfunded status
(1,055)
(2,560)
 
 
 
Current portion of unfunded status
(5)
(6)
 
 
 
Non-current portion of unfunded status
(1,050)
(2,554)
 
 
 
Accumulated other comprehensive (loss) income at the beginning of the period
 
 
 
 
 
Net actuarial (loss) gain
(1,058)
(2,236)
 
 
 
Prior service (cost) benefit
38 
 
 
33 
 
Deferred income tax benefit (expense)
(422)
(875)
 
 
 
Total
669 
1,399 
 
 
 
Recognition of Net Periodic Benefits Expense
 
 
 
 
 
Net actuarial (loss) gain
84 
35 
13 1
 
 
Prior service (cost) benefit
(5)
(4)
(2)1
 
 
Deferred income tax benefit (expense)
(34)
 
 
 
 
Net periodic (income) expense
55 
 
 
 
 
Deferrals
 
 
 
 
 
Net actuarial (loss) gain
1,094 
 
 
 
 
Prior service (cost) benefit
0 
 
 
 
 
Deferred income tax benefit (expense)
(419)
 
 
 
 
Total
675 
 
 
 
 
Net Change in AOCI
 
 
 
 
 
Net actuarial (loss) gain
1,178 
 
 
 
 
Prior service (cost) benefit
5 
 
 
 
 
Deferred income tax benefit (expense)
(453)
 
 
 
 
Total
730 
 
 
 
 
Accumulated other comprehensive (loss) income at the end of the period
 
 
 
 
 
Net actuarial (loss) gain
(1,058)
(2,236)
 
 
 
Prior service (cost) benefit
38 
 
 
33 
 
Deferred income tax benefit (expense)
(422)
(875)
 
 
 
Total
669 
1,399 
 
 
 
Estimated recognition of net periodic benefit expense in 2013:
 
 
 
 
 
Net actuarial loss
(17)
 
 
 
 
Prior service cost
(5)
 
 
 
 
Deferred income tax benefit
8 
 
 
 
 
Total
(14)
 
 
 
 
Pension Plans |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
3,576 
3,572 
 
3,576 
 
Pension Plans |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
7,191 
6,995 
 
7,191 
 
Pension Plans |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
1,579 
1,766 
 
 
 
Total plan assets
1,579 
1,766 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
1,766 
2,237 
 
 
 
Net transfers
(165)
(305)
 
 
 
Acquisitions
267 
209 
 
 
 
Dispositions
(464)
(343)
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
109 
4 
 
 
 
Gains (losses) relating to assets still held at year-end
66 
(36)
 
 
 
Fair value of plan assets at end of year
1,579 
1,766 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
1,579 
1,766 
 
 
 
Pension Plans |
Exchange-traded U.S. equity futures
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
95 
302 
 
95 
 
Pension Plans |
Exchange-traded non-U.S. equity futures
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
0 
1 
 
0 
 
Pension Plans |
Exchange-traded Treasury futures
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
3,011 
1,763 
 
3,011 
 
Pension Plans |
Interest rate swaps
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
556 
1,471 
 
556 
 
Pension Plans |
Total Return Swap [Member]
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
253 
 
 
253 
 
Pension Plans |
Credit default swaps
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
 
495 
 
 
 
Pension Plans |
Foreign exchange forwards
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
938 
726 
 
938 
 
Pension Plans |
Options
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
261 
768 
 
261 
 
Pension Plans |
Investment grade bonds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
2,317 2
2,385 2
 
2,317 2
 
Pension Plans |
Investment grade bonds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
813 2
830 2
 
813 2
 
Pension Plans |
Investment grade bonds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
1,504 2
1,555 2
 
1,504 2
 
Pension Plans |
Investment grade bonds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 2
0 2
 
0 2
 
Pension Plans |
High Yield Bonds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
1,291 3
1,362 3
 
1,291 3
 
Pension Plans |
High Yield Bonds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 3
0 3
 
0 3
 
Pension Plans |
High Yield Bonds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
1,265 3
1,303 3
 
1,265 3
 
Pension Plans |
High Yield Bonds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
26 3
59 3
 
 
 
Total plan assets
26 
59 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
59 
79 
 
 
 
Net transfers
0 
(12)
 
 
 
Acquisitions
5 
1 
 
 
 
Dispositions
(43)
(11)
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
12 
0 
 
 
 
Gains (losses) relating to assets still held at year-end
(7)
2 
 
 
 
Fair value of plan assets at end of year
26 
59 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
26 
59 
 
 
 
Pension Plans |
Emerging market bonds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
563 4
595 4
 
563 4
 
Pension Plans |
Emerging market bonds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
196 4
199 4
 
196 4
 
Pension Plans |
Emerging market bonds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
367 4
396 4
 
367 4
 
Pension Plans |
Emerging market bonds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 4
0 4
 
0 4
 
Pension Plans |
Convertible bonds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
389 5
374 5
 
389 5
 
Pension Plans |
Convertible bonds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 5
0 5
 
0 5
 
Pension Plans |
Convertible bonds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
389 5
374 5
 
389 5
 
Pension Plans |
Convertible bonds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 5
0 5
 
0 5
 
Pension Plans |
Diversified strategies
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
723 6
655 6
 
723 6
 
Pension Plans |
Diversified strategies |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 6
0 6
 
0 6
 
Pension Plans |
Diversified strategies |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
723 6
655 6
 
723 6
 
Pension Plans |
Diversified strategies |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 6
0 6
 
0 6
 
Pension Plans |
U.S. stocks
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
1,500 7
1,344 7
 
1,500 7
 
Pension Plans |
U.S. stocks |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
1,408 7
1,225 7
 
1,408 7
 
Pension Plans |
U.S. stocks |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
92 7
119 7
 
92 7
 
Pension Plans |
U.S. stocks |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 7
0 7
 
0 7
 
Pension Plans |
Non-U.S. stocks
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
1,458 8
1,390 8
 
1,458 8
 
Pension Plans |
Non-U.S. stocks |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
1,159 8
1,212 8
 
1,159 8
 
Pension Plans |
Non-U.S. stocks |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
299 8
178 8
 
299 8
 
Pension Plans |
Non-U.S. stocks |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 8
0 8
 
0 8
 
Pension Plans |
Emerging market stocks
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
110 9
304 9
 
110 9
 
Pension Plans |
Emerging market stocks |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 9
111 9
 
0 9
 
Pension Plans |
Emerging market stocks |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
110 9
193 9
 
110 9
 
Pension Plans |
Emerging market stocks |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 9
0 9
 
0 9
 
Pension Plans |
Private Equity
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
721 10
 
 
721 10
 
Pension Plans |
Private Equity |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 10
0 10
 
0 10
 
Pension Plans |
Private Equity |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 10
0 10
 
0 10
 
Pension Plans |
Private Equity |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
721 10
711 10
 
 
 
Total plan assets
721 
711 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
711 
791 
 
 
 
Net transfers
0 
0 
 
 
 
Acquisitions
82 
70 
 
 
 
Dispositions
(179)
(109)
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
68 
3 
 
 
 
Gains (losses) relating to assets still held at year-end
39 
(44)
 
 
 
Fair value of plan assets at end of year
721 
711 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
721 
711 
 
 
 
Pension Plans |
Private Debt
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
436 11
 
 
436 11
 
Pension Plans |
Private Debt |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 11
0 11
 
0 11
 
Pension Plans |
Private Debt |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 11
0 11
 
0 11
 
Pension Plans |
Private Debt |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
436 11
465 11
 
 
 
Total plan assets
436 
465 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
465 
461 
 
 
 
Net transfers
0 
0 
 
 
 
Acquisitions
71 
120 
 
 
 
Dispositions
(144)
(102)
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
18 
1 
 
 
 
Gains (losses) relating to assets still held at year-end
26 
(15)
 
 
 
Fair value of plan assets at end of year
436 
465 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
436 
465 
 
 
 
Pension Plans |
Market Neutral Hedge Funds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
966 12
906 12
 
966 12
 
Pension Plans |
Market Neutral Hedge Funds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 12
0 12
 
0 12
 
Pension Plans |
Market Neutral Hedge Funds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
867 12
906 12
 
867 12
 
Pension Plans |
Market Neutral Hedge Funds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
99 12
0 12
 
 
 
Total plan assets
99 
0 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
0 
188 
 
 
 
Net transfers
0 
(188)
 
 
 
Acquisitions
100 
0 
 
 
 
Dispositions
0 
0 
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
0 
0 
 
 
 
Gains (losses) relating to assets still held at year-end
(1)
0 
 
 
 
Fair value of plan assets at end of year
99 
0 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
99 
0 
 
 
 
Pension Plans |
Directional Hedge Funds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
614 12
534 12
 
614 12
 
Pension Plans |
Directional Hedge Funds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 12
0 12
 
0 12
 
Pension Plans |
Directional Hedge Funds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
582 12
340 12
 
582 12
 
Pension Plans |
Directional Hedge Funds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
32 12
194 12
 
 
 
Total plan assets
32 
194 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
194 
183 
 
 
 
Net transfers
(165)
0 
 
 
 
Acquisitions
0 
0 
 
 
 
Dispositions
(1)
0 
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
0 
0 
 
 
 
Gains (losses) relating to assets still held at year-end
4 
11 
 
 
 
Fair value of plan assets at end of year
32 
194 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
32 
194 
 
 
 
Pension Plans |
Real Estate
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
571 13
560 13
 
571 13
 
Pension Plans |
Real Estate |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 13
0 13
 
0 13
 
Pension Plans |
Real Estate |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
306 13
223 13
 
306 13
 
Pension Plans |
Real Estate |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
265 13
337 13
 
 
 
Total plan assets
265 
337 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
337 
535 
 
 
 
Net transfers
0 
(105)
 
 
 
Acquisitions
9 
18 
 
 
 
Dispositions
(97)
(121)
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
11 
0 
 
 
 
Gains (losses) relating to assets still held at year-end
5 
10 
 
 
 
Fair value of plan assets at end of year
265 
337 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
265 
337 
 
 
 
Pension Plans |
Derivatives
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
(34)14
(2)14
 
(34)14
 
Pension Plans |
Derivatives |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 14
(5)14
 
0 14
 
Pension Plans |
Derivatives |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
(34)14
3 14
 
(34)14
 
Pension Plans |
Derivatives |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 14
0 14
 
0 14
 
Pension Plans |
Cash equivalents and short-term investment funds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
721 15
750 15
 
721 15
 
Pension Plans |
Cash equivalents and short-term investment funds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 15
0 15
 
0 15
 
Pension Plans |
Cash equivalents and short-term investment funds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
721 15
750 15
 
721 15
 
Pension Plans |
Cash equivalents and short-term investment funds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 15
0 15
 
0 15
 
Post-Retirement Benefit Plans
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
534 
637 
 
 
 
Accrued expenses
1 
(1)
 
 
 
Reimbursement accrual
 
(10)
 
 
 
Total plan assets
535 
626 
693 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
626 
693 
54 
 
 
Acquisitions
0 
0 
768 
 
 
Actual return on plan assets:
 
 
 
 
 
Fair value of plan assets at end of year
535 
626 
693 
 
 
Actual gains on pension and post retirement plan assets
45 
80 
4 
 
 
Expected return
39 
45 
41 
 
 
Unfunded Status
 
 
 
 
 
Benefit obligation
(3,688)
(4,075)
(3,930)
 
(558)
Fair value of plan assets
535 
626 
693 
 
 
Unfunded status
(3,153)
(3,449)
 
 
 
Current portion of unfunded status
(154)
(160)
 
 
 
Non-current portion of unfunded status
(2,999)
(3,289)
 
 
 
Accumulated other comprehensive (loss) income at the beginning of the period
 
 
 
 
 
Net actuarial (loss) gain
(37)
(446)
 
 
 
Prior service (cost) benefit
22 
 
 
163 
 
Deferred income tax benefit (expense)
(78)
(179)
 
 
 
Total
122 
289 
 
 
 
Recognition of Net Periodic Benefits Expense
 
 
 
 
 
Net actuarial (loss) gain
4 
0 
0 
 
 
Prior service (cost) benefit
0 
0 
2 
 
 
Deferred income tax benefit (expense)
(1)
 
 
 
 
Net periodic (income) expense
3 
 
 
 
 
Deferrals
 
 
 
 
 
Net actuarial (loss) gain
405 
 
 
 
 
Prior service (cost) benefit
(141)
 
 
 
 
Deferred income tax benefit (expense)
(100)
 
 
 
 
Total
164 
 
 
 
 
Net Change in AOCI
 
 
 
 
 
Net actuarial (loss) gain
409 
 
 
 
 
Prior service (cost) benefit
(141)
 
 
 
 
Deferred income tax benefit (expense)
(101)
 
 
 
 
Total
167 
 
 
 
 
Accumulated other comprehensive (loss) income at the end of the period
 
 
 
 
 
Net actuarial (loss) gain
(37)
(446)
 
 
 
Prior service (cost) benefit
22 
 
 
163 
 
Deferred income tax benefit (expense)
(78)
(179)
 
 
 
Total
122 
289 
 
 
 
Estimated recognition of net periodic benefit expense in 2013:
 
 
 
 
 
Net actuarial loss
0 
 
 
 
 
Prior service cost
(17)
 
 
 
 
Deferred income tax benefit
6 
 
 
 
 
Total
(11)
 
 
 
 
Post-Retirement Benefit Plans |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
135 
140 
 
135 
 
Post-Retirement Benefit Plans |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
342 
418 
 
342 
 
Post-Retirement Benefit Plans |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
57 
79 
 
 
 
Total plan assets
57 
79 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
79 
94 
 
 
 
Acquisitions
1 
1 
 
 
 
Dispositions
(30)
(19)
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
3 
5 
 
 
 
Gains (losses) relating to assets still held at year-end
4 
(2)
 
 
 
Fair value of plan assets at end of year
57 
79 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
57 
79 
 
 
 
Post-Retirement Benefit Plans |
Exchange-traded U.S. equity futures
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
16 
30 
 
16 
 
Post-Retirement Benefit Plans |
Exchange-traded non-U.S. equity futures
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
0 
0 
 
0 
 
Post-Retirement Benefit Plans |
Exchange-traded Treasury futures
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
0 
0 
 
0 
 
Post-Retirement Benefit Plans |
Interest rate swaps
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
0 
0 
 
0 
 
Post-Retirement Benefit Plans |
Credit default swaps
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
0 
0 
 
0 
 
Post-Retirement Benefit Plans |
Foreign exchange forwards
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
29 
21 
 
29 
 
Post-Retirement Benefit Plans |
Options
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Gross notional exposure
0 
0 
 
0 
 
Post-Retirement Benefit Plans |
Investment grade bonds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
77 2
108 2
 
77 2
 
Post-Retirement Benefit Plans |
Investment grade bonds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
21 2
22 2
 
21 2
 
Post-Retirement Benefit Plans |
Investment grade bonds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
56 2
86 2
 
56 2
 
Post-Retirement Benefit Plans |
Investment grade bonds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 2
0 2
 
0 2
 
Post-Retirement Benefit Plans |
High Yield Bonds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
56 3
90 3
 
56 3
 
Post-Retirement Benefit Plans |
High Yield Bonds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 3
0 3
 
0 3
 
Post-Retirement Benefit Plans |
High Yield Bonds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
56 3
90 3
 
56 3
 
Post-Retirement Benefit Plans |
High Yield Bonds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 3
0 3
 
0 3
 
Post-Retirement Benefit Plans |
Emerging market bonds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
37 4
40 4
 
37 4
 
Post-Retirement Benefit Plans |
Emerging market bonds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 4
0 4
 
0 4
 
Post-Retirement Benefit Plans |
Emerging market bonds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
37 4
40 4
 
37 4
 
Post-Retirement Benefit Plans |
Emerging market bonds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 4
0 4
 
0 4
 
Post-Retirement Benefit Plans |
Convertible bonds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
 
2 5
 
 
 
Post-Retirement Benefit Plans |
Convertible bonds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
 
0 5
 
 
 
Post-Retirement Benefit Plans |
Convertible bonds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
 
2 5
 
 
 
Post-Retirement Benefit Plans |
Convertible bonds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
 
0 5
 
 
 
Post-Retirement Benefit Plans |
Diversified strategies
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
86 6
72 6
 
86 6
 
Post-Retirement Benefit Plans |
Diversified strategies |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 6
0 6
 
0 6
 
Post-Retirement Benefit Plans |
Diversified strategies |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
86 6
72 6
 
86 6
 
Post-Retirement Benefit Plans |
Diversified strategies |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 6
0 6
 
0 6
 
Post-Retirement Benefit Plans |
U.S. stocks
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
56 7
55 7
 
56 7
 
Post-Retirement Benefit Plans |
U.S. stocks |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
56 7
55 7
 
56 7
 
Post-Retirement Benefit Plans |
U.S. stocks |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 7
0 7
 
0 7
 
Post-Retirement Benefit Plans |
U.S. stocks |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 7
0 7
 
0 7
 
Post-Retirement Benefit Plans |
Non-U.S. stocks
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
58 8
59 8
 
58 8
 
Post-Retirement Benefit Plans |
Non-U.S. stocks |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
58 8
58 8
 
58 8
 
Post-Retirement Benefit Plans |
Non-U.S. stocks |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 8
1 8
 
0 8
 
Post-Retirement Benefit Plans |
Non-U.S. stocks |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 8
0 8
 
0 8
 
Post-Retirement Benefit Plans |
Emerging market stocks
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
12 9
20 9
 
12 9
 
Post-Retirement Benefit Plans |
Emerging market stocks |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 9
0 9
 
0 9
 
Post-Retirement Benefit Plans |
Emerging market stocks |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
12 9
20 9
 
12 9
 
Post-Retirement Benefit Plans |
Emerging market stocks |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 9
0 9
 
0 9
 
Post-Retirement Benefit Plans |
Private Equity
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
40 10
45 10
 
40 10
 
Post-Retirement Benefit Plans |
Private Equity |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 10
0 10
 
0 10
 
Post-Retirement Benefit Plans |
Private Equity |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 10
0 10
 
0 10
 
Post-Retirement Benefit Plans |
Private Equity |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
40 10
45 10
 
 
 
Total plan assets
40 
45 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
45 
60 
 
 
 
Acquisitions
1 
1 
 
 
 
Dispositions
(11)
(15)
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
4 
4 
 
 
 
Gains (losses) relating to assets still held at year-end
1 
(5)
 
 
 
Fair value of plan assets at end of year
40 
45 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
40 
45 
 
 
 
Post-Retirement Benefit Plans |
Private Debt
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
5 11
6 11
 
5 11
 
Post-Retirement Benefit Plans |
Private Debt |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 11
0 11
 
0 11
 
Post-Retirement Benefit Plans |
Private Debt |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 11
0 11
 
0 11
 
Post-Retirement Benefit Plans |
Private Debt |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
5 11
6 11
 
 
 
Total plan assets
5 
6 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
6 
8 
 
 
 
Acquisitions
0 
0 
 
 
 
Dispositions
(1)
(3)
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
0 
2 
 
 
 
Gains (losses) relating to assets still held at year-end
0 
(1)
 
 
 
Fair value of plan assets at end of year
5 
6 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
5 
6 
 
 
 
Post-Retirement Benefit Plans |
Market Neutral Hedge Funds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
35 12
41 12
 
35 12
 
Post-Retirement Benefit Plans |
Market Neutral Hedge Funds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 12
0 12
 
0 12
 
Post-Retirement Benefit Plans |
Market Neutral Hedge Funds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
35 12
41 12
 
35 12
 
Post-Retirement Benefit Plans |
Market Neutral Hedge Funds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 12
0 12
 
0 12
 
Post-Retirement Benefit Plans |
Directional Hedge Funds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
14 12
24 12
 
14 12
 
Post-Retirement Benefit Plans |
Directional Hedge Funds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 12
0 12
 
0 12
 
Post-Retirement Benefit Plans |
Directional Hedge Funds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
14 12
24 12
 
14 12
 
Post-Retirement Benefit Plans |
Directional Hedge Funds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 12
0 12
 
0 12
 
Post-Retirement Benefit Plans |
Real Estate
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
34 13
49 13
 
34 13
 
Post-Retirement Benefit Plans |
Real Estate |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 13
0 13
 
0 13
 
Post-Retirement Benefit Plans |
Real Estate |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
22 13
21 13
 
22 13
 
Post-Retirement Benefit Plans |
Real Estate |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
12 13
28 13
 
 
 
Total plan assets
12 
28 
 
 
 
Change in plan assets
 
 
 
 
 
Fair value of plan assets at beginning of year
28 
26 
 
 
 
Acquisitions
0 
0 
 
 
 
Dispositions
(18)
(1)
 
 
 
Actual return on plan assets:
 
 
 
 
 
Gains (losses) relating to assets sold during the year
(1)
(1)
 
 
 
Gains (losses) relating to assets still held at year-end
3 
4 
 
 
 
Fair value of plan assets at end of year
12 
28 
 
 
 
Unfunded Status
 
 
 
 
 
Fair value of plan assets
12 
28 
 
 
 
Post-Retirement Benefit Plans |
Cash equivalents and short-term investment funds
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
24 15
26 15
 
24 15
 
Post-Retirement Benefit Plans |
Cash equivalents and short-term investment funds |
Level 1
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
0 15
5 15
 
0 15
 
Post-Retirement Benefit Plans |
Cash equivalents and short-term investment funds |
Level 2
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
24 15
21 15
 
24 15
 
Post-Retirement Benefit Plans |
Cash equivalents and short-term investment funds |
Level 3
 
 
 
 
 
Employee Benefits
 
 
 
 
 
Total investments
$ 0 15
$ 0 15
 
$ 0 15
 
[2] nvestment grade bonds represent investments in fixed income securities as well as commingled bond funds comprised of U.S. Treasury securities, agencies, corporate bonds, mortgage-backed securities, asset-backed securities and commercial mortgage-backed securities. Treasury securities are valued at the bid price reported in the active market in which the security is traded and are classified as Level 1. The valuation inputs of other investment grade bonds primarily utilize observable market information and are based on a spread to U.S. Treasury securities and consider yields available on comparable securities of issuers with similar credit ratings. The primary observable inputs include references to the new issue market for similar securities, the secondary trading markets and dealer quotes. Option adjusted spread models are utilized to evaluate securities such as asset backed securities that have early redemption features. These securities are classified as Level 2. The commingled funds are valued at NAV based on the market value of the underlying fixed income securities using the same valuation inputs described above. The commingled funds can be redeemed at NAV within a year of the financial statement date and are classified as Level 2.
[3] High yield bonds represent investments in below investment grade fixed income securities as well as commingled high yield bond funds. The valuation inputs for the securities primarily utilize observable market information and are based on a spread to U.S. Treasury securities and consider yields available on comparable securities of issuers with similar credit ratings. These securities are classified as Level 2. The commingled funds are valued at NAV based on the market value of the underlying high yield instruments using the same valuation inputs described above. Commingled funds that can be redeemed at NAV within a year of the financial statement date are classified as Level 2. Commingled funds that cannot be redeemed at NAV or that cannot be redeemed at NAV within a year of the financial statement date are classified as Level 3.
[10] Private equity represents non-public investments in domestic and foreign buy out and venture capital funds. Private equity funds are structured as limited partnerships and are valued according to the valuation policy of each partnership, subject to prevailing accounting and other regulatory guidelines. The partnerships use valuation methodologies that give consideration to a range of factors, including but not limited to the price at which investments were acquired, the nature of the investments, market conditions, trading values on comparable public securities, current and projected operating performance, and financing transactions subsequent to the acquisition of the investments. These valuation methodologies involve a significant degree of judgment. Private equity investments are classified as Level 3.
[12] Market neutral hedge funds hold investments in a diversified mix of instruments that are intended in combination to exhibit low correlations to market fluctuations. These investments are typically combined with futures to achieve uncorrelated excess returns over various markets. Directional hedge funds—This asset category represents investments that may exhibit somewhat higher correlations to market fluctuations than the market neutral hedge funds. Investments in hedge funds include both direct investments and investments in diversified funds of funds. Hedge Funds are valued at NAV based on the market value of the underlying investments which include publicly traded equity and fixed income securities and privately negotiated debt securities. The hedge funds are valued by third party administrators using the same valuation inputs previously described. Hedge funds that can be redeemed at NAV within a year of the financial statement date are classified as Level 2. Hedge fund investments that cannot be redeemed at NAV or that cannot be redeemed at NAV within a year of the financial statement date are classified as Level 3.
[15] ash equivalents and short-term investments represent investments that are used in conjunction with derivatives positions or are used to provide liquidity for the payment of benefits or other purposes. U.S. Treasury Bills are valued at the bid price reported in the active market in which the security is traded and are classified as Level 1. The valuation inputs of other securities are based on a spread to U.S. Treasury Bills, the Federal Funds Rate, or London Interbank Offered Rate and consider yields available on comparable securities of issuers with similar credit ratings and are classified as Level 2. The commingled funds are valued at NAV based on the market value of the underlying investments using the same valuation inputs described above. These commingled funds can be redeemed at NAV within a year of the financial statement date and are classified as Level 2.
Employee Benefits (Details 3) (401(k) Plan, USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
401(k) Plan
 
 
 
401(k) Plan
 
 
 
Company common stock included in the assets of the 401(k) Plan (in shares)
9 
10 
 
Expenses related to the 401(k) Plan
$ 89 
$ 76 
$ 70 
Share-based Compensation (Details) (USD $)
In Millions, except Share data in Thousands, unless otherwise specified
12 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2011
Qwest
Dec. 31, 2013
Stock option awards
Dec. 31, 2012
Stock option awards
Dec. 31, 2011
Stock option awards
Dec. 31, 2013
Restricted stock and restricted stock unit awards
Dec. 31, 2012
Restricted stock and restricted stock unit awards
Dec. 31, 2013
Restricted Stock
Dec. 31, 2012
Restricted Stock
Dec. 31, 2011
Restricted Stock
Mar. 31, 2013
Restricted Stock
Executive Officers And Other Key Employees
Mar. 31, 2012
Restricted Stock
Executive Officers And Other Key Employees
Mar. 31, 2012
Restricted Stock
Executive Officers And Other Key Employees
Awards vesting on January 9, 2013, 2014 and 2015
Mar. 31, 2012
Restricted Stock
Executive Officers And Other Key Employees
Awards vesting on March 15, 2013, 2014 and 2015
Jun. 30, 2013
Restricted Stock
Key Employees And Outside Directors
Dec. 31, 2011
Restricted Stock
Qwest and Savvis
Mar. 31, 2013
Service based restricted stock
Executive Officers And Other Key Employees
Mar. 31, 2012
Service based restricted stock
Executive Officers And Other Key Employees
Mar. 31, 2013
Performance Based Restricted Stock
Executive Officers And Other Key Employees
Minimum
Mar. 31, 2012
Performance Based Restricted Stock
Executive Officers And Other Key Employees
Minimum
Mar. 31, 2013
Performance Based Restricted Stock
Executive Officers And Other Key Employees
Maximum
Mar. 31, 2012
Performance Based Restricted Stock
Executive Officers And Other Key Employees
Maximum
Dec. 31, 2013
Employee Stock Purchase Plan
Share-based compensation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Option expiration term
 
 
 
 
10 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Discount given to employees on common stock (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15.00% 
Period during which lower of beginning and ending stock price is considered for purchase of common stock at discount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
6 months 
Summary of stock option awards activity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding at December 31, 2012 (in shares)
 
 
 
 
6,733 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Exercised (in shares)
 
 
 
 
(1,142)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Forfeited/Expired (in shares)
 
 
 
 
(266)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding at December 31, 2013 (in shares)
 
 
 
 
5,325 
6,733 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Exercisable at December 31, 2013 (in shares)
 
 
 
 
5,325 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted-Average Exercise Price
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding at December 31, 2012 (in dollars per share)
 
 
 
 
$ 34.23 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Exercised (in dollars per share)
 
 
 
 
$ 27.07 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Forfeited/Expired (in dollars per share)
 
 
 
 
$ 30.51 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding at December 31, 2013 (in dollars per share)
 
 
 
 
$ 35.95 
$ 34.23 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Exercisable at the end of the period (in dollars per share)
 
 
 
 
$ 35.95 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Aggregate Intrinsic value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding at the end of the period
 
 
 
 
$ 14 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted-average remaining contractual term
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding at the end of the period
 
 
 
 
3 years 6 months 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net cash proceeds received in connection with option exercises
 
 
 
 
31 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tax benefit realized from option exercises
 
 
 
 
4 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total intrinsic value of options exercised
 
 
 
 
11 
49 
47 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restricted stock awards
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of target award
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.00% 
0.00% 
200.00% 
200.00% 
 
Period over which total shareholder return will be considered for determining satisfaction of specific performance conditions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3 years 
 
 
 
 
 
 
 
 
Summary of restricted stock and restricted stock unit activity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nonvested at the beginning of the period (in shares)
 
 
 
 
 
 
 
3,528 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Granted (in shares)
 
 
 
 
 
 
 
1,886 
2,100 
 
 
1,300 
335 
402 
519 
873 
1,200 
1,900 
223 
201 
 
 
 
 
 
Vested (in shares)
 
 
 
 
 
 
 
(1,493)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Forfeited (in shares)
 
 
 
 
 
 
 
(296)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nonvested at the end of the period (in shares)
 
 
 
 
 
 
 
3,625 
3,528 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted-Average Grant Date Fair Value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nonvested at the beginning of the period (in dollars per share)
 
 
 
 
 
 
 
$ 38.43 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Granted (in dollars per share)
 
 
 
 
 
 
 
$ 35.63 
$ 39.13 
 
 
$ 36.15 
 
 
 
 
 
 
 
 
 
 
 
 
 
Vested (in dollars per share)
 
 
 
 
 
 
 
$ 37.08 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Forfeited (in dollars per share)
 
 
 
 
 
 
 
$ 36.26 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nonvested at the end of the period (in dollars per share)
 
 
 
 
 
 
 
$ 37.33 
$ 38.43 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total fair value of awards vested during the period
 
 
 
 
 
 
 
 
 
52 
102 
72 
 
 
 
 
 
 
 
 
 
 
 
 
 
Compensation cost
63 
78 
65 
12 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Share-based compensation, aggregate disclosures
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Tax benefit recognized in the income statement for share-based payment arrangements
25 
31 
25 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unrecognized compensation cost
$ 89 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted-average recognition period
1 year 8 months 12 days 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Loss) Earnings Per Common Share (Details) (USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
(Loss) Income (Numerator):
 
 
 
 
 
 
 
 
 
 
 
Net (loss) income
 
 
 
 
 
 
 
 
$ (239)
$ 777 
$ 573 
Earnings applicable to non-vested restricted stock
 
 
 
 
 
 
 
 
0 
(1)
(2)
Net (loss) income as adjusted for purposes of computing basic earnings per common share
 
 
 
 
 
 
 
 
(239)
776 
571 
Net (loss) income as adjusted for purposes of computing diluted earnings per common share
 
 
 
 
 
 
 
 
$ (239)
$ 776 
$ 571 
Weighted average number of shares:
 
 
 
 
 
 
 
 
 
 
 
Outstanding during period (in shares)
 
 
 
 
 
 
 
 
604,404,000 
622,139,000 
534,320,000 
Non-vested restricted stock (in shares)
 
 
 
 
 
 
 
 
(3,512,000)
(2,796,000)
(2,209,000)
Non-vested restricted stock units (in shares)
 
 
 
 
 
 
 
 
0 
862,000 
669,000 
Weighted average shares outstanding for computing basic earnings per common share (in shares)
 
 
 
 
 
 
 
 
600,892,000 
620,205,000 
532,780,000 
Incremental common shares attributable to dilutive securities:
 
 
 
 
 
 
 
 
 
 
 
Shares issuable under convertible securities (in shares)
 
 
 
 
 
 
 
 
0 
12,000 
13,000 
Shares issuable under incentive compensation plans (in shares)
 
 
 
 
 
 
 
 
0 
2,068,000 
1,328,000 
Number of shares as adjusted for purposes of computing diluted earnings per common share (in shares)
 
 
 
 
 
 
 
 
600,892,000 
622,285,000 
534,121,000 
Basic earnings per common share (in dollars per share)
$ 0.41 
$ (1.76)
$ 0.45 
$ 0.48 
$ 0.37 
$ 0.43 
$ 0.12 
$ 0.32 
$ (0.40)
$ 1.25 
$ 1.07 
Diluted earnings per common share (in dollars per share)
$ 0.41 
$ (1.76)
$ 0.44 
$ 0.48 
$ 0.37 
$ 0.43 
$ 0.12 
$ 0.32 
$ (0.40)1
$ 1.25 1
$ 1.07 1
Number of shares of common stock excluded from the computation of diluted earnings per share
 
 
 
 
 
 
 
 
1,300,000 
 
 
Stock option awards
 
 
 
 
 
 
 
 
 
 
 
Incremental common shares attributable to dilutive securities:
 
 
 
 
 
 
 
 
 
 
 
Number of shares of common stock excluded from the computation of diluted earnings per share
 
 
 
 
 
 
 
 
2,700,000 
2,200,000 
2,400,000 
Fair Value Disclosure (Details) (Fair Value Measurements valued on recurring basis, Fair value, Level 2, USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Carrying Amount
 
 
Liabilities
 
 
Liabilities-Long-term debt excluding capital lease obligations
$ 20,347 
$ 19,871 
Fair Value
 
 
Liabilities
 
 
Liabilities-Long-term debt excluding capital lease obligations
$ 20,413 
$ 21,457 
Income Taxes (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Federal
 
 
 
 
 
Current
 
 
$ 1 
$ 57 
$ (49)
Deferred
 
 
403 
361 
401 
State
 
 
 
 
 
Current
 
 
62 
15 
25 
Deferred
 
 
(8)
33 
(6)
Foreign
 
 
 
 
 
Current
 
 
9 
7 
4 
Deferred
 
 
(4)
0 
0 
Total income tax expense
 
 
463 
473 
375 
Income tax expense in the consolidated statements of operations:
 
 
 
 
 
Attributable to income
 
 
463 
473 
375 
Stockholders' equity:
 
 
 
 
 
Compensation expense for tax purposes in excess of amounts recognized for financial reporting purposes
 
 
14 
18 
13 
Tax effect of the change in accumulated other comprehensive loss
 
 
554 
(434)
(535)
Reconciliation of the statutory federal income tax rate to effective income tax rate
 
 
 
 
 
Statutory federal income tax rate (as a percent)
 
 
35.00% 
35.00% 
35.00% 
State income taxes, net of federal income tax benefit (as a percent)
 
 
2.80% 
2.50% 
1.30% 
Impairments of goodwill (as a percent)
 
 
188.50% 
0.00% 
0.00% 
Reversal of liability for unrecognized tax position (as a percent)
 
 
(24.50%)
0.00% 
0.00% 
Foreign income taxes (as a percent)
 
 
2.70% 
0.30% 
0.40% 
Nondeductible accounting adjustment for life insurance (as a percent)
 
 
3.10% 
0.00% 
0.00% 
Release state valuation allowance (as a percent)
 
 
(2.30%)
0.00% 
0.00% 
Other, net (as a percent)
 
 
1.40% 
0.00% 
2.90% 
Effective income tax rate (as a percent)
 
 
206.70% 
37.80% 
39.60% 
Impairment
0 
1,100 
1,092 
0 
0 
Reversal of valuation allowance
 
 
 
16 
 
Deferred tax asset valuation allowance from future income of a special character
 
 
 
 
8 
Deferred tax assets
 
 
 
 
 
Post-retirement and pension benefit costs
1,618 
 
1,618 
2,311 
 
Deferred Tax Assets, Operating Loss Carryforwards
1,532 
 
1,532 
2,176 
 
Other employee benefits
182 
 
182 
184 
 
Other
782 
 
782 
789 
 
Gross deferred tax assets
4,114 
 
4,114 
5,460 
 
Less valuation allowance
(435)
 
(435)
(444)
 
Net deferred tax assets
3,679 
 
3,679 
5,016 
 
Deferred tax liabilities
 
 
 
 
 
Property, plant and equipment, primarily due to depreciation differences
(3,904)
 
(3,904)
(3,784)
 
Goodwill and other intangible assets
(3,226)
 
(3,226)
(3,688)
 
Other
(137)
 
(137)
(192)
 
Gross deferred tax liabilities
(7,267)
 
(7,267)
(7,664)
 
Net deferred tax liabilities
(3,588)
 
(3,588)
(2,648)
 
Long-term deferred tax liability
4,753 
 
4,753 
3,564 
 
Deferred Tax Assets, Net, Current
1,165 
 
1,165 
916 
 
Summary of reconciliation of the change in gross unrecognized tax benefits activity
 
 
 
 
 
Unrecognized tax benefits, beginning of year
 
 
78 
111 
 
Increase in tax positions taken in the current year
 
 
0 
3 
 
Decrease due to the reversal of tax positions taken in a prior year
 
 
0 
(34)
 
Decrease from the lapse of statute of limitations
 
 
(36)
(2)
 
Settlements
 
 
(28)
0 
 
Unrecognized tax benefits, end of year
14 
 
14 
78 
111 
Valuation Allowance, Deferred Tax Asset, Change in Amount
 
 
9 
 
 
federal
 
 
 
 
 
Reconciliation of the statutory federal income tax rate to effective income tax rate
 
 
 
 
 
Refund from taxing authority
33 
 
33 
 
 
Expense on reversal of valuation allowance on auction rate securities
 
 
22 
 
 
Reversal of valuation allowance
 
 
 
 
12 
Summary of reconciliation of the change in gross unrecognized tax benefits activity
 
 
 
 
 
Increase in tax positions taken in the current year
 
 
17 
 
 
Valuation Allowance, Deferred Tax Asset, Change in Amount
 
 
$ (5)
 
$ 16 
Income Taxes (Details 2) (USD $)
12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2013
Savvis
Jul. 15, 2011
Savvis
Dec. 31, 2013
Qwest
Apr. 2, 2011
Qwest
Dec. 31, 2013
federal
Dec. 31, 2011
federal
Dec. 31, 2013
State Jurisdiction
Dec. 31, 2013
Investment tax credits
Dec. 31, 2013
Investment tax credits
State Jurisdiction
Dec. 31, 2013
Alternative minimum tax credits
Income taxes
 
 
 
 
 
 
 
 
 
 
 
 
Net current deferred tax asset recognized in connection with Qwest acquisition
 
 
 
 
 
$ 289,000,000 
 
 
 
 
 
 
Net noncurrent deferred tax liabilities
 
 
 
279,000,000 
 
533,000,000 
 
 
 
 
 
 
Operating loss carryforward
 
 
 
 
 
 
2,900,000,000 
 
12,400,000,000 
 
 
 
Tax credit carryforwards
 
 
 
 
 
 
 
 
 
 
50,000,000 
91,000,000 
Tax credit carryforwards, net of federal income tax
 
 
 
 
 
 
 
 
 
33,000,000 
 
 
Valuation allowance
435,000,000 
444,000,000 
 
 
 
 
 
 
 
 
 
 
Deferred tax asset valuation allowance adjustment
(9,000,000)
 
18,000,000 
 
403,000,000 
 
5,000,000 
(16,000,000)
 
 
 
 
Unrecognized tax benefits that would impact effective tax rate
29,000,000 
52,000,000 
 
 
 
 
 
 
 
 
 
 
Interest on income taxes accrued
30,000,000 
33,000,000 
 
 
 
 
 
 
 
 
 
 
Amount of unrecorded benefit
$ 8,000,000 
 
 
 
 
 
 
 
 
 
 
 
Segment Information (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
segment
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
Number of operating segments (segments)
 
 
 
 
 
 
 
 
4 
 
 
 
Revenues
$ 4,542 
$ 4,515 
$ 4,525 
$ 4,513 
$ 4,583 
$ 4,571 
$ 4,612 
$ 4,610 
 
$ 18,095 
$ 18,376 
$ 15,351 
Expenses
 
 
 
 
 
 
 
 
 
16,642 
15,663 
13,326 
OPERATING INCOME
641 
(685)
715 
782 
666 
736 
657 
654 
 
1,453 
2,713 
2,025 
Operating segments (segments)
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
 
 
17,095 
17,320 
14,471 
Expenses
 
 
 
 
 
 
 
 
 
8,249 
8,244 
6,623 
OPERATING INCOME
 
 
 
 
 
 
 
 
 
8,846 
9,076 
7,848 
Margin percentage (percent)
 
 
 
 
 
 
 
 
 
52.00% 
52.00% 
54.00% 
Consumer
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
 
 
6,004 
6,162 
5,384 
Expenses
 
 
 
 
 
 
 
 
 
2,231 
2,291 
1,972 
OPERATING INCOME
 
 
 
 
 
 
 
 
 
3,773 
3,871 
3,412 
Margin percentage (percent)
 
 
 
 
 
 
 
 
 
63.00% 
63.00% 
63.00% 
Business
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
 
 
6,136 
6,133 
5,150 
Expenses
 
 
 
 
 
 
 
 
 
3,769 
3,743 
3,068 
OPERATING INCOME
 
 
 
 
 
 
 
 
 
2,367 
2,390 
2,082 
Margin percentage (percent)
 
 
 
 
 
 
 
 
 
39.00% 
39.00% 
40.00% 
Wholesale
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
 
 
3,579 
3,725 
3,314 
Expenses
 
 
 
 
 
 
 
 
 
1,158 
1,230 
1,137 
OPERATING INCOME
 
 
 
 
 
 
 
 
 
2,421 
2,495 
2,177 
Margin percentage (percent)
 
 
 
 
 
 
 
 
 
68.00% 
67.00% 
66.00% 
Data hosting
 
 
 
 
 
 
 
 
 
 
 
 
Segment information
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
 
 
1,376 
1,300 
623 
Expenses
 
 
 
 
 
 
 
 
 
1,091 
980 
446 
OPERATING INCOME
 
 
 
 
 
 
 
 
 
$ 285 
$ 320 
$ 177 
Margin percentage (percent)
 
 
 
 
 
 
 
 
 
21.00% 
25.00% 
28.00% 
Segment Information (Details 2) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
segment
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Operating revenues by products and services
 
 
 
 
 
 
 
 
 
 
 
 
Other operating revenues
$ 4,542 
$ 4,515 
$ 4,525 
$ 4,513 
$ 4,583 
$ 4,571 
$ 4,612 
$ 4,610 
 
$ 18,095 
$ 18,376 
$ 15,351 
Surcharge amount on customers' bills
 
 
 
 
 
 
 
 
 
489 
531 
392 
Number of operating segments (segments)
 
 
 
 
 
 
 
 
4 
 
 
 
Strategic services
 
 
 
 
 
 
 
 
 
 
 
 
Operating revenues by products and services
 
 
 
 
 
 
 
 
 
 
 
 
Other operating revenues
 
 
 
 
 
 
 
 
 
8,822 
8,427 
6,313 
Segment reclassification adjustment
 
 
 
 
 
 
 
 
 
 
104 
51 
Legacy services
 
 
 
 
 
 
 
 
 
 
 
 
Operating revenues by products and services
 
 
 
 
 
 
 
 
 
 
 
 
Other operating revenues
 
 
 
 
 
 
 
 
 
7,617 
8,221 
7,621 
Segment reclassification adjustment
 
 
 
 
 
 
 
 
 
38 
 
 
Data integration
 
 
 
 
 
 
 
 
 
 
 
 
Operating revenues by products and services
 
 
 
 
 
 
 
 
 
 
 
 
Other operating revenues
 
 
 
 
 
 
 
 
 
656 
672 
537 
Other
 
 
 
 
 
 
 
 
 
 
 
 
Operating revenues by products and services
 
 
 
 
 
 
 
 
 
 
 
 
Other operating revenues
 
 
 
 
 
 
 
 
 
$ 1,000 
$ 1,056 
$ 880 
Segment Information (Details 3) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Reconciliation from segment income to net income
 
 
 
 
 
 
 
 
 
 
 
Total segment income
$ 641 
$ (685)
$ 715 
$ 782 
$ 666 
$ 736 
$ 657 
$ 654 
$ 1,453 
$ 2,713 
$ 2,025 
Other operating revenues
4,542 
4,515 
4,525 
4,513 
4,583 
4,571 
4,612 
4,610 
18,095 
18,376 
15,351 
Depreciation and amortization
 
 
 
 
 
 
 
 
(4,541)
(4,780)
(4,026)
Impairment
0 
(1,100)
 
 
 
 
 
 
(1,092)
0 
0 
Other unassigned operating expenses
 
 
 
 
 
 
 
 
(3,502)
(3,244)
(2,975)
Other income (expense), net
 
 
 
 
 
 
 
 
(1,229)
(1,463)
(1,077)
Income tax expense
 
 
 
 
 
 
 
 
(463)
(473)
(375)
NET (LOSS) INCOME
239 
(1,045)
269 
298 
233 
270 
74 
200 
(239)
777 
573 
Operating segments (segments)
 
 
 
 
 
 
 
 
 
 
 
Reconciliation from segment income to net income
 
 
 
 
 
 
 
 
 
 
 
Total segment income
 
 
 
 
 
 
 
 
8,846 
9,076 
7,848 
Other operating revenues
 
 
 
 
 
 
 
 
17,095 
17,320 
14,471 
Unallocated amount to segment
 
 
 
 
 
 
 
 
 
 
 
Reconciliation from segment income to net income
 
 
 
 
 
 
 
 
 
 
 
Other operating revenues
 
 
 
 
 
 
 
 
1,000 
1,056 
880 
Depreciation and amortization
 
 
 
 
 
 
 
 
(4,541)
(4,780)
(4,026)
Other unassigned operating expenses
 
 
 
 
 
 
 
 
(2,760)
(2,639)
(2,677)
Other income (expense), net
 
 
 
 
 
 
 
 
(1,229)
(1,463)
(1,077)
Income tax expense
 
 
 
 
 
 
 
 
$ (463)
$ (473)
$ (375)
Quarterly Financial Data (Unaudited) (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Sep. 30, 2012
Correction of Immaterial Error
Jun. 30, 2012
Correction of Immaterial Error
Dec. 31, 2011
Correction of Immaterial Error
Sep. 30, 2013
KPNQwest
Quarterly Financial Data (Unaudited)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating revenues
$ 4,542 
$ 4,515 
$ 4,525 
$ 4,513 
$ 4,583 
$ 4,571 
$ 4,612 
$ 4,610 
$ 18,095 
$ 18,376 
$ 15,351 
 
 
 
 
Operating income (loss)
641 
(685)
715 
782 
666 
736 
657 
654 
1,453 
2,713 
2,025 
 
 
 
 
Net (loss) income
239 
(1,045)
269 
298 
233 
270 
74 
200 
(239)
777 
573 
 
 
 
 
Basic earnings per common share (in dollars per share)
$ 0.41 
$ (1.76)
$ 0.45 
$ 0.48 
$ 0.37 
$ 0.43 
$ 0.12 
$ 0.32 
$ (0.40)
$ 1.25 
$ 1.07 
 
 
 
 
Diluted earnings per common share (in dollars per share)
$ 0.41 
$ (1.76)
$ 0.44 
$ 0.48 
$ 0.37 
$ 0.43 
$ 0.12 
$ 0.32 
$ (0.40)1
$ 1.25 1
$ 1.07 1
 
 
 
 
Depreciation expense
 
 
 
 
 
 
 
 
(2,952)
(3,070)
(2,593)
45 
(15)
(30)
 
Impairment
0 
1,100 
 
 
 
 
 
 
1,092 
0 
0 
 
 
 
 
Litigation Tentative Settlement, Expense
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 233 
Commitments and Contingencies (Details)
In Millions, unless otherwise specified
12 Months Ended 12 Months Ended 24 Months Ended 0 Months Ended 12 Months Ended 1 Months Ended
Dec. 31, 2013
USD ($)
Dec. 31, 2012
USD ($)
Dec. 31, 2011
USD ($)
Dec. 31, 2013
CenturyLink, Inc.
security
shareholder_derivative_action
Dec. 31, 2013
Pending litigation related to Federal Communications Act
USD ($)
Dec. 31, 2009
Pending litigation related to Federal Communications Act
USD ($)
Dec. 31, 2007
William Douglas Fulghum, et al. v. Embarq Corporation
USD ($)
Oct. 14, 2011
Abbott et al. v. Sprint Nextel et al.
plaintiff
Jul. 16, 2013
Comcast MO Group, Inc.
Qwest
USD ($)
Dec. 31, 2013
KPNQwest
USD ($)
lawsuit
Dec. 31, 2013
KPNQwest
EUR (€)
Dec. 31, 2013
Cargill Financial Markets, Plc and Citibank, N.A.
USD ($)
Dec. 31, 2013
Cargill Financial Markets, Plc and Citibank, N.A.
EUR (€)
Dec. 31, 2013
Fiber-optic cable installation
state
Feb. 27, 2014
Subsequent Event
KPNQwest
USD ($)
Feb. 27, 2014
Subsequent Event
KPNQwest
EUR (€)
Commitments and Contingencies
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of lawsuits filed (lawsuits)
 
 
 
 
 
 
 
 
 
2 
2 
 
 
 
 
 
Charges claimed against Sprint Nextel
 
 
 
 
 
$ 34 
 
 
 
 
 
 
 
 
 
 
Proceeds from legal settlements
 
 
 
 
24 
 
 
 
 
 
 
 
 
 
 
 
Effect of modifications made to Embarq's benefits program, greater than
 
 
 
 
 
 
300 
 
 
 
 
 
 
 
 
 
Number of plaintiffs have alleged breach of fiduciary duty (plaintiffs)
 
 
 
 
 
 
 
1,500 
 
 
 
 
 
 
 
 
Litigation Matters Assumed in Qwest Acquisition
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Damages sought by plaintiff
 
 
 
 
 
 
 
 
80 
5,800 
4,200 
301 
219 
 
 
 
Payments for Legal Settlements
 
 
 
 
 
 
 
 
 
 
 
 
 
 
235 
171 
Legal Reserve, KPNQwest Litigation Settlement
 
 
 
 
 
 
 
 
 
235 
171 
 
 
 
 
 
Number of states in which service is provided (states)
 
 
 
 
 
 
 
 
 
 
 
 
 
34 
 
 
Number of action pending before the Illinois Court of Appeals to be brought on behalf of landowner in Illinois, Iowa, Kentucky, Michigan, Minnesota, Nebraska, Ohio and Wisconsin (action pending)
 
 
 
 
 
 
 
 
 
 
 
 
 
1 
 
 
Number of states in which final approval of settlements received (states)
 
 
 
 
 
 
 
 
 
 
 
 
 
30 
 
 
Number of states where an action is pending (states)
 
 
 
 
 
 
 
 
 
 
 
 
 
1 
 
 
Number of states in which actions are not currently pending
 
 
 
 
 
 
 
 
 
 
 
 
 
3 
 
 
Number of securities in which the company is the defendant (securities)
 
 
 
1 
 
 
 
 
 
 
 
 
 
 
 
 
Number of shareholder derivative actions in which the company is the defendant (shareholder derivative actions)
 
 
 
4 
 
 
 
 
 
 
 
 
 
 
 
 
Capital lease activity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets acquired through capital leases
12 
209 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation expense
136 
150 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash payments towards capital leases
119 
113 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Assets included in property, plant and equipment
877 
893 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accumulated depreciation
338 
229 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Future annual minimum payments under capital lease arrangements
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2014
144 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2015
111 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2016
75 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2017
70 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2018
68 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2019 and thereafter
308 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total minimum payments
776 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Less: amount representing interest and executory costs
(206)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Present value of minimum payments
570 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Less: current portion
(109)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term portion
461 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Leases
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Rent expense
455 
445 
401 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sublease rental income
16 
18 
17 
 
 
 
 
 
 
 
 
 
 
 
 
 
Future rental commitments
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2014
297 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2015
274 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2016
252 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2017
232 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2018
209 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2019 and thereafter
1,391 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total future minimum payments
2,655 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Minimum sublease rentals due in the future under non-cancelable subleases
104 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Purchase obligations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total purchase commitments
(628)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2014
221 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2015 and 2016
248 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2017 and 2018
80 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2019 and thereafter
$ 79 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other Financial Information (Details)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
USD ($)
Dec. 31, 2012
USD ($)
Dec. 31, 2013
KPNQwest
USD ($)
Dec. 31, 2013
KPNQwest
EUR (€)
Other Current Assets
 
 
 
 
Prepaid expenses
$ 266 
$ 257 
 
 
Materials, supplies and inventory
167 
125 
 
 
Assets held for sale
26 
96 
 
 
Deferred activation and installation charges
94 
53 
 
 
Other
44 
21 
 
 
Total other current assets
597 
552 
 
 
Accounts payable
1,111 
1,207 
 
 
Other current liabilities:
 
 
 
 
Accrued rent
52 
48 
 
 
Legal reserves
273 
39 
 
 
Other
189 
147 
 
 
Total other current liabilities
514 
234 
 
 
Current liabilities
 
 
 
 
Book overdraft balance
88 
132 
 
 
Capital expenditures included in accounts payable
140 
170 
 
 
Legal Reserve, KPNQwest Litigation Settlement
 
 
$ 235 
€ 171 
Labor Union Contracts (Details)
12 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Employees covered under collective bargaining agreements
Employee
Dec. 31, 2013
Employees covered under collective bargaining agreements
Dec. 31, 2012
Employees covered under expired collective bargaining agreements
Employee
Dec. 31, 2013
Employees covered under expired collective bargaining agreements
Labor Union Contracts
 
 
 
 
 
Percentage of employees who are members of bargaining units (percent)
36.00% 
 
26.00% 
 
3.00% 
Number of employees covered under the agreement (employees)
 
12,000 
 
1,600 
 
Collective bargaining agreements term
4 years 
 
 
 
 
Repurchase of CenturyLink Common Stock (Details) (USD $)
Share data in Millions, except Per Share data, unless otherwise specified
1 Months Ended 12 Months Ended
Feb. 28, 2013
Feb. 20, 2014
Dec. 31, 2013
Statement of Stockholders' Equity [Abstract]
 
 
 
Stock repurchases, aggregate authorized amount
$ 2,000,000,000 
 
 
Number of shares repurchased (shares)
 
51.8 
45.7 
Aggregate market price of shares repurchased
 
1,750,000,000 
1,570,000,000 
Average purchase price at which shares were repurchased (in dollars per share)
 
$ 33.78 
$ 34.26 
Stock repurchases, remaining authorized amount
 
 
433,000,000 
Aggregate market value of shares agreed to be repurchased, in transactions that will settle early in the fourth quarter of 2013
 
 
$ 29,000,000 
Average purchase price of shares agreed to be repurchased, in transactions that will settle early in the fourth quarter of 2013 (in dollars per share)
 
 
$ 31.90 
Other Comprehensive Earnings (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Accumulated other comprehensive income (loss) by component
 
 
 
Balance at December 31, 2012
$ (1,701)
 
 
Other comprehensive income (loss) before reclassifications
840 
 
 
Amounts reclassified from accumulated other comprehensive income
59 
 
 
Net current-period other comprehensive income (loss)
899 
(689)
(871)
Balance at December 31, 2013
(802)
(1,701)
 
Foreign Currency Translation Adjustment and Other
 
 
 
Accumulated other comprehensive income (loss) by component
 
 
 
Balance at December 31, 2012
(13)
 
 
Other comprehensive income (loss) before reclassifications
1 
 
 
Amounts reclassified from accumulated other comprehensive income
1 
 
 
Net current-period other comprehensive income (loss)
2 
 
 
Balance at December 31, 2013
(11)
 
 
Defined Benefit Plans |
Pension Plans
 
 
 
Accumulated other comprehensive income (loss) by component
 
 
 
Balance at December 31, 2012
(1,399)
 
 
Other comprehensive income (loss) before reclassifications
675 
 
 
Amounts reclassified from accumulated other comprehensive income
55 
 
 
Net current-period other comprehensive income (loss)
730 
 
 
Balance at December 31, 2013
(669)
 
 
Defined Benefit Plans |
Post-Retirement Benefit Plans
 
 
 
Accumulated other comprehensive income (loss) by component
 
 
 
Balance at December 31, 2012
(289)
 
 
Other comprehensive income (loss) before reclassifications
164 
 
 
Amounts reclassified from accumulated other comprehensive income
3 
 
 
Net current-period other comprehensive income (loss)
167 
 
 
Balance at December 31, 2013
$ (122)
 
 
Other Comprehensive Earnings 2 (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
 
 
 
 
 
 
 
 
 
 
 
INCOME BEFORE INCOME TAX EXPENSE
 
 
 
 
 
 
 
 
$ 224 
$ 1,250 
$ 948 
Income tax expense
 
 
 
 
 
 
 
 
(463)
(473)
(375)
Other income
 
 
 
 
 
 
 
 
59 
35 
3 
NET (LOSS) INCOME
239 
(1,045)
269 
298 
233 
270 
74 
200 
(239)
777 
573 
Amount Reclassified out of Accumulated Other Comprehensive Income (Loss)
 
 
 
 
 
 
 
 
 
 
 
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net actuarial loss
 
 
 
 
 
 
 
 
(88)
 
 
Prior service cost
 
 
 
 
 
 
 
 
(5)
 
 
INCOME BEFORE INCOME TAX EXPENSE
 
 
 
 
 
 
 
 
(93)
 
 
Income tax expense
 
 
 
 
 
 
 
 
35 
 
 
Other income
 
 
 
 
 
 
 
 
(1)
 
 
NET (LOSS) INCOME
 
 
 
 
 
 
 
 
$ (59)
 
 
Dividends (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
0 Months Ended
Aug. 27, 2013
May 23, 2013
Feb. 26, 2013
Nov. 13, 2012
May 24, 2012
Feb. 12, 2012
Nov. 15, 2011
Aug. 23, 2011
Dividends
 
 
 
 
 
 
 
 
Dividend Per Share (usd per share)
$ 0.54 
$ 0.54 
$ 0.54 
$ 0.54 
$ 0.725 
$ 0.725 
$ 0.725 
$ 0.725 
Total amount declared
$ 321 
$ 320 
$ 339 
$ 321 
$ 453 
$ 452 
$ 454 
$ 452