6. NOTES PAYABLE

A summary of notes payable follows:


(In millions)	June 30, 2011			December 31, 2010
8.50% senior notes due May 2019	$	850		$	850
6.45% senior notes due August 2040		448	⁽¹⁾		448	⁽¹⁾
6.90% senior notes due December 2039		396	⁽²⁾		396	⁽²⁾
3.45% senior notes due August 2015		300			300
Yen-denominated Uridashi notes:
1.52% notes due September 2011 (principal amount 15 billion yen)		186			184
2.26% notes due September 2016 (principal amount 8 billion yen)		99			98
Variable interest rate notes due September 2011 (.58% at June 2011, principal amount 20 billion yen)		248			245
Yen-denominated Samurai notes:
1.87% notes due June 2012 (principal amount 26.6 billion yen)		329			327
Yen-denominated loans:
3.60% loan due July 2015 (principal amount 10 billion yen)		124			123
3.00% loan due August 2015 (principal amount 5 billion yen)		62			61
Capitalized lease obligations payable through 2016		6			6
Total notes payable	$	3,048		$	3,038

⁽¹⁾ $450 issuance net of a $2 underwriting discount that is being amortized over the life of the notes

⁽²⁾ $400 issuance net of a $4 underwriting discount that is being amortized over the life of the notes

In July 2011, we issued three series of Samurai notes totaling 50.0 billion yen through a public debt offering. The first series, which totaled 28.7 billion yen (approximately $356 million using the June 30, 2011, exchange rate), bears interest at a fixed rate of 1.47% per annum, payable semi-annually, and has a three-year maturity. The second series, which totaled 15.8 billion yen (approximately $196 million using the June 30, 2011, exchange rate), bears interest at a fixed rate of 1.84% per annum, payable semi-annually, and has a five-year maturity. The third series, which totaled 5.5 billion yen (approximately $68 million using the June 30, 2011, exchange rate), bears interest at a variable rate of three-month yen LIBOR plus a spread, payable quarterly, and has a three-year maturity. We have entered into an interest rate swap related to the 5.5 billion yen variable interest rate notes to swap the variable interest rate to a fixed interest rate of 1.475% (see Note 4). These Samurai notes are not available to U.S. persons.

We have no restrictive financial covenants related to our notes payable. We were in compliance with all of the covenants of our notes payable at June 30, 2011. No events of default or defaults occurred during the six-month period ended June 30, 2011.

For additional information, see Notes 4 and 8 of the Notes to the Consolidated Financial Statements in our annual report to shareholders for the year ended December 31, 2010.