In July 2011, Waters entered into a new credit agreement (the “2011 Credit Agreement”). The 2011 Credit Agreement provides for a $700 million revolving facility and a $300 million term loan facility. The term loan facility and the revolving facility both mature on July 28, 2016 and require no scheduled prepayments before that date. The Company used $425 million of the proceeds from the 2011 Credit Agreement to repay the outstanding amounts under the Company's existing multi-borrower credit agreement dated as of January 11, 2007 (the “2007 Credit Agreement”). Waters terminated the 2007 Credit Agreement early without penalty.

The interest rates applicable to term loan and revolving loans under the 2011 Credit Agreement are, at the Company's option, equal to either the base rate (which is the highest of (i) the prime rate, (ii) the federal funds rate plus 1/2%, or (iii) the one month LIBOR rate plus 1%) or the applicable 1, 2, 3, 6, 9 or 12 month LIBOR rate, in each case, plus an interest rate margin based upon the Company's leverage ratio, which can range between 0 to 20 basis points and between 85 basis points and 120 basis points. The facility fee on the 2011 Credit Agreement ranges between 15 basis points and 30 basis points. The 2011 Credit Agreement requires that the Company comply with an interest coverage ratio test of not less than 3.50:1 and a leverage ratio test of not more than 3.25:1 for any period of four consecutive fiscal quarters, respectively, the same as the 2007 Credit Agreement. In addition, the 2011 Credit Agreement includes negative covenants, affirmative covenants, representations and warranties and events of default that are customary for investment grade credit facilities and are similar in nature to ones contained in the 2007 Credit Agreement. The outstanding portions of the revolving facilities have been classified as short-term liabilities in the consolidated balance sheets due to the fact that the Company utilizes the revolving line of credit to fund its working capital needs. It is the Company's intention to pay the outstanding revolving line of credit balance during the subsequent months following the respective period end date.

In March 2011, the Company issued and sold the following senior unsecured notes:

				Face Value
Senior Notes	Issue Date	Term	Interest Rate	(in millions)		Maturity Date
Series C	March 2011	5 years	2.50%	$	50	March 2016
Series D	March 2011	7 years	3.22%	$	100	March 2018
Series E	March 2011	10 years	3.97%	$	50	March 2021

The Company used the proceeds from the issuance of these senior unsecured notes to repay $140 million of the term loan under the 2007 Credit Agreement and other outstanding debt, and for general corporate purposes. Interest on the senior unsecured notes is payable semi-annually in March and September of each year. The Company may prepay all or some of the senior unsecured notes at any time in an amount not less than 10% of the aggregate principal amount outstanding, plus the applicable make-whole amount. In the event of a change in control (as defined in the note purchase agreement) of the Company, the Company may be required to prepay the senior unsecured notes at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest. These notes require that the Company comply with an interest coverage ratio test of not less than 3.50:1 and a leverage ratio test of not more than 3.50:1 for any period of four consecutive fiscal quarters, respectively. In addition, these notes include customary negative covenants, affirmative covenants, representations and warranties and events of default.

At October 1, 2011 and December 31, 2010, the Company had the following outstanding debt (in thousands):

		October 1, 2011		December 31, 2010
Lines of credit		$	11,578	$	11,055
Credit agreements			260,000		55,000
	Total notes payable and debt		271,578		66,055

Senior unsecured notes - Series A - 3.75%, due February 2015			100,000		100,000
Senior unsecured notes - Series B - 5.00%, due February 2020			100,000		100,000
Senior unsecured notes - Series C - 2.50%, due March 2016			50,000		-
Senior unsecured notes - Series D - 3.22%, due March 2018			100,000		-
Senior unsecured notes - Series E - 3.97%, due March 2021			50,000		-
Credit agreements			300,000		500,000
	Total long-term debt		700,000		700,000

Total debt		$	971,578	$	766,055

As of October 1, 2011 and December 31, 2010, the Company had a total amount available to borrow of $439 million and $543 million, respectively, after outstanding letters of credit under the 2011 Credit Agreement and 2007 Credit Agreement. The weighted-average interest rates applicable to the senior unsecured notes and credit agreement borrowings were 2.28% and 1.69% at October 1, 2011 and December 31, 2010, respectively. The increase in the weighted-average interest rate for the Company's long-term debt is primarily due to a higher mix of fixed-rate debt and an increase in the interest rate margin on the 2011 Credit Agreement.

The Company and its foreign subsidiaries also had available short-term lines of credit totaling $107 million and $111 million at October 1, 2011 and December 31, 2010, respectively, for the purpose of short-term borrowing and issuance of commercial guarantees. At October 1, 2011 and December 31, 2010, the weighted-average interest rates applicable to these short-term borrowings were 2.08% and 2.10%, respectively.