DEBT AND DERIVATIVE INSTRUMENTS

Short-Term Debt

In December 2017, we increased the borrowing capacity of our commercial paper programs from $2.0 billion to $3.0 billion. All of our short-term borrowings in fiscal 2017 and fiscal 2016 were under these commercial paper programs. In connection with these programs, we have back-up credit facilities with a consortium of banks for borrowings up to $3.0 billion. In December 2017, we replaced our five-year $2.0 billion credit facility that was scheduled to expire in December 2019, with a new, substantially identical five-year $2.0 billion credit facility that expires in December 2022. In addition, we added a separate 364-day $1.0 billion credit facility that expires in December 2018.

Certain information on our commercial paper programs follows.



dollars in millions	January 28, 2018			January 29, 2017
Weighted average interest rate	1.45		%	0.63		%
Balance outstanding at fiscal year-end	$	1,559		$	710
Maximum amount outstanding at any month-end	1,559			710
Average daily short-term borrowings	173			51

Long-Term Debt

Components of our long-term debt follow.



in millions	January 28, 2018		January 29, 2017
Floating rate senior notes due September 2017; interest payable quarterly	$	—	$	499
2.25% Senior notes due September 2018; interest payable semi-annually	1,137		1,151
2.00% Senior notes due June 2019; interest payable semi-annually	998		996
Floating rate senior notes due June 2020; interest payable quarterly	499		—
1.80% Senior notes due June 2020; interest payable semi-annually	748		—
3.95% Senior notes due September 2020; interest payable semi-annually	501		509
4.40% Senior notes due April 2021; interest payable semi-annually	998		997
2.00% Senior notes due April 2021; interest payable semi-annually	1,343		1,341
2.625% Senior notes due June 2022; interest payable semi-annually	1,243		1,241
2.70% Senior notes due April 2023; interest payable semi-annually	996		996
3.75% Senior notes due February 2024; interest payable semi-annually	1,093		1,092
3.35% Senior notes due September 2025; interest payable semi-annually	995		994
3.00% Senior notes due April 2026; interest payable semi-annually	1,287		1,286
2.125% Senior notes due September 2026; interest payable semi-annually	986		984
2.80% Senior notes due September 2027; interest payable semi-annually	993		—
5.875% Senior notes due December 2036; interest payable semi-annually	2,949		2,947
5.40% Senior notes due September 2040; interest payable semi-annually	495		495
5.95% Senior notes due April 2041; interest payable semi-annually	988		988
4.20% Senior notes due April 2043; interest payable semi-annually	988		988
4.875% Senior notes due February 2044; interest payable semi-annually	978		978
4.40% Senior notes due March 2045; interest payable semi-annually	977		976
4.25% Senior notes due April 2046; interest payable semi-annually	1,584		1,584
3.90% Senior notes due June 2047; interest payable semi-annually	738		—
3.50% Senior notes due September 2056; interest payable semi-annually	971		971
Capital lease obligations; payable in varying installments through January 31, 2055	984		878
Total long-term debt	25,469		22,891
Less current installments of long-term debt	1,202		542
Long-term debt, excluding current installments	$	24,267	$	22,349

September 2017 Issuance. In September 2017, we issued a single tranche of senior notes.


•	The tranche consisted of $1.0 billion of 2.80% senior notes due September 14, 2027 (the "2027 notes") at a discount of $3 million.


•	Issuance costs totaled $6 million.

Interest on the 2027 notes is due semi-annually on March 14 and September 14 of each year, beginning March 14, 2018. The net proceeds of the 2027 notes were used to repay our floating rate notes due September 15, 2017, and for general corporate purposes, including repurchases of our common stock.

June 2017 Issuance. In June 2017, we issued three tranches of senior notes.


•	The first tranche consisted of $500 million of floating rate senior notes due June 5, 2020 (the "2020 floating rate notes"). The 2020 floating rate notes bear interest at a variable rate determined quarterly equal to the three-month LIBOR plus 15 basis points.


•	The second tranche consisted of $750 million of 1.80% senior notes due June 5, 2020 (the "2020 notes") at a discount of $1 million.


•	The third tranche consisted of $750 million of 3.90% senior notes due June 15, 2047 (the "2047 notes") at a discount of $5 million (together with the 2020 floating rate notes and 2020 notes, the "June 2017 issuance").


•	Issuance costs totaled $12 million.

Interest on the 2020 floating rate notes is due quarterly on March 5, June 5, September 5, and December 5 of each year, beginning September 5, 2017. Interest on the 2020 notes is due semi-annually on June 5 and December 5 of each year, beginning December 5, 2017. Interest on the 2047 notes is due semi-annually on June 15 and December 15 of each year, beginning December 15, 2017. The net proceeds of the June 2017 issuance were used for general corporate purposes, including repurchases of our common stock.

September 2016 Issuance. In September 2016, we issued two tranches of senior notes.


•	The first tranche consisted of $1.0 billion of 2.125% senior notes due September 15, 2026 (the "September 2026 notes") at a discount of $11 million.


•	The second tranche consisted of $1.0 billion of 3.50% senior notes due September 15, 2056 (the "2056 notes") at a discount of $19 million (together with the September 2026 notes, the "September 2016 issuance").


•	Issuance costs totaled $16 million.

Interest on the September 2026 notes and the 2056 notes is due semi-annually on March 15 and September 15 of each year, beginning March 15, 2017. The net proceeds of the September 2016 issuance were used for general corporate purposes, including repurchases of our common stock.

February 2016 Issuance. In February 2016, we issued three tranches of senior notes.


•	The first tranche consisted of $1.35 billion of 2.00% senior notes due April 1, 2021 (the "2021 notes") at a discount of $5 million;


•	The second tranche consisted of $1.3 billion of 3.00% senior notes due April 1, 2026 (the "April 2026 notes") at a discount of $8 million.

•

The third tranche consisted of $350 million of 4.25% senior notes due April 1, 2046 (the "2046 notes") at a premium of $2 million (together with the 2021 notes and the April 2026 notes, the "February 2016 issuance"). The 2046 notes form a single series with our $1.25 billion of 4.25% senior notes due April 1, 2046 that were issued in May 2015, and have the same terms. The aggregate principal amount outstanding of our senior notes due April 1, 2046 is $1.6 billion.


•	Issuance costs totaled $17 million.

Interest on the 2021 notes and the April 2026 notes is due semi-annually on April 1 and October 1 of each year, beginning October 1, 2016. Interest on the 2046 notes is due semi-annually on April 1 and October 1 of each year, beginning April 1, 2016, with interest accruing from October 1, 2015. The net proceeds of the February 2016 issuance were used to repay our 5.40% senior notes due March 1, 2016.

Redemption. All of our senior notes, other than our outstanding floating rate notes, may be redeemed by us at any time, in whole or in part, at the redemption price plus accrued interest up to the redemption date. The redemption price is equal to the greater of (1) 100% of the principal amount of the notes to be redeemed, or (2) the sum of the present values of the remaining scheduled payments of principal and interest to the Par Call Date, as defined in the respective notes. Additionally, if a Change in Control Triggering Event occurs, as defined in the notes, holders of all notes have the right to require us to redeem those notes at 101% of the aggregate principal amount of the notes plus accrued interest up to the redemption date. We are generally not limited under the indentures governing the notes in our ability to incur additional indebtedness or required to maintain financial ratios or specified levels of net worth or liquidity. The indentures governing the notes contain various customary covenants; however, none are expected to impact our liquidity or capital resources.

Maturities of Long-Term Debt. Our long-term debt maturities, excluding capital leases, follow.



in millions	Principal
Fiscal 2018	$	1,150
Fiscal 2019	1,000
Fiscal 2020	1,750
Fiscal 2021	2,350
Fiscal 2022	1,250
Thereafter	17,250

Derivative Instruments

At both January 28, 2018 and January 29, 2017, we had outstanding cross currency swap agreements with a combined notional amount of $626 million, accounted for as cash flow hedges, to hedge foreign currency fluctuations on certain intercompany debt. The approximate fair values of these agreements were assets of $233 million at January 28, 2018 and $258 million at January 29, 2017, which were the estimated amounts we would have received to settle the agreements, and were included in other assets.

We had outstanding interest rate swap agreements with combined notional amounts of $1.25 billion at January 28, 2018 and $1.0 billion at January 29, 2017. These agreements were accounted for as fair value hedges that swap fixed for variable rate interest to hedge changes in the fair values of certain senior notes. The fair values of these agreements were not material at January 28, 2018 and January 29, 2017, respectively.

At January 28, 2018, we had outstanding foreign currency forward contracts with a combined notional amount of $300 million, accounted for as net investment hedges, that hedge against foreign currency exposure on our net investment in certain subsidiaries. At January 28, 2018, the fair values of these agreements were not material.