Borrowings

Long-term debt including unamortized debt discounts and premiums, where applicable, consists of the following:


	September 30, 2012		December 31, 2011
Senior Notes	$	1,432	$	1,450
Senior Medium-Term Notes, Series A		249		249
Finance lease obligation		95		100
Junior Subordinated Notes		—		202

Total long-term debt	$	1,776	$	2,001

In August 2012, CSC completed an exchange offer with certain eligible holders of its 4.950% Senior Notes due 2014 (Old Senior Notes), whereby Old Senior Notes in an aggregate principal amount of $256 million were exchanged for the same aggregate principal amount of 3.225% Senior Notes due 2022 (New Senior Notes) and cash consideration of $19 million. The New Senior Notes have a fixed interest rate of 3.225% with interest payable semiannually. Pursuant to an exchange and registration rights agreement (Registration Rights Agreement), on October 30, 2012, CSC filed an exchange registration statement with the SEC to allow the holders of the New Senior Notes to exchange such New Senior Notes for an equal principal amount of notes with substantially identical terms, except that they will generally be freely transferable under the Securities Act of 1933. In addition, CSC has agreed pursuant to the Registration Rights Agreement, under certain circumstances, to file a shelf registration statement with the SEC to cover resales of the New Senior Notes.

CSC and Schwab Capital Trust I, a statutory trust formed under the laws of the State of Delaware (Trust), previously closed a public offering of $300 million of the Trust’s fixed-to-floating rate trust preferred securities. The proceeds from the sale of the trust preferred securities were invested by the Trust in fixed-to-floating rate Junior Subordinated Notes issued by CSC, of which $202 million remained outstanding at August 30, 2012. On August 31, 2012, CSC redeemed all of the outstanding fixed-to-floating rate trust preferred securities issued by the Trust for $207 million. The trust preferred securities were redeemed, along with the common securities issued by the Trust and held by CSC, as a result of the concurrent redemption in whole by CSC of the Junior Subordinated Notes held by the Trust which underlay the trust preferred securities. The redemption price represented 100% of the liquidation amount of each trust preferred security, plus accumulated and unpaid distributions up to and including the redemption date.

Annual maturities on long-term debt outstanding at September 30, 2012, are as follows:


2012	$	1
2013		6
2014		500
2015		7
2016		7
Thereafter		1,275

Total maturities		1,796
Unamortized discount, net		(20	)

Total long-term debt	$	1,776