Intangible Assets

12 Months Ended

Dec. 31, 2011

Goodwill and Intangible Assets Disclosure [Abstract]

INTANGIBLE ASSETS

Goodwill by segment and changes in the carrying amount are as follows:



	Real Estate Franchise Services			Company Owned Brokerage Services			Relocation Services			Title and Settlement Services			Total Company
Goodwill balance at January 1, 2009	1,556			600			344			72			2,572
Goodwill Acquired	—			4			—			1			5
Balance at December 31, 2009	1,556			604			344			73			2,577
Goodwill acquired (a)	—			20			16			—			36
Goodwill reduction for locations sold	—			(2		)	—			—			(2		)
Balance at December 31, 2010	1,556			622			360			73			2,611
Goodwill acquired	—			3			—			—			3
Balance at December 31, 2011	$	1,556		$	625		$	360		$	73		$	2,614
Goodwill and accumulated impairment summary
Gross Goodwill as of December 31, 2011	$	2,265		$	783		$	641		$	397		$	4,086
Accumulated impairment losses (b)	(709		)	(158		)	(281		)	(324		)	(1,472		)
Balance at December 31, 2011	$	1,556		$	625		$	360		$	73		$	2,614

_______________


(a)	The increase in goodwill relates to acquisitions of real estate brokerages and the acquisition of Primacy.


(b)	During the fourth quarter of 2008, the Company recorded an impairment charge of $1,739 million which reduced intangible assets by $384 million and reduced goodwill by $1,355 million. During the fourth quarter of 2007, the Company recorded an impairment charge of $667 million which reduced intangible assets by $550 million and reduced goodwill by $117 million.

During the fourth quarter of 2011, 2010 and 2009, the Company performed its annual impairment analysis of goodwill and unamortized intangible assets. These analyses resulted in no impairment charges.

Intangible assets are as follows:



	As of December 31, 2011						As of December 31, 2010
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Franchise Agreements
Amortizable—Franchise agreements (a)	$	2,019	$	322	$	1,697	$	2,019	$	255	$	1,764
Unamortizable—Franchise agreement (b)	1,145		—		1,145		1,145		—		1,145
Total Franchise Agreements	$	3,164	$	322	$	2,842	$	3,164	$	255	$	2,909
Unamortizable—Trademarks (c)	$	732	$	—	$	732	$	732	$	—	$	732
Other Intangibles
Amortizable—License agreements (d)	$	45	$	4	$	41	$	45	$	3	$	42
Amortizable—Customer relationships (e)	529		144		385		529		107		422
Amortizable—Pendings and listings (f)	—		—		—		2		1		1
Unamortizable—Title plant shares (g)	10		—		10		10		—		10
Amortizable—Other (h)	17		14		3		12		9		3
Total Other Intangibles	$	601	$	162	$	439	$	598	$	120	$	478

_______________

(a) Generally amortized over a period of 30 years.


(b)	Relates to the Real Estate Franchise Services franchise agreement with NRT, which is expected to generate future cash flows for an indefinite period of time.


(c)	Relates to the Century 21, Coldwell Banker, ERA, The Corcoran Group, Coldwell Banker Commercial and Cartus tradenames, which are expected to generate future cash flows for an indefinite period of time.


(d)	Relates to the Sotheby’s International Realty and Better Homes and Gardens Real Estate agreements which are being amortized over 50 years (the contractual term of the license agreements).


(e)	Relates to the customer relationships at the Title and Settlement Services segment and the Relocation Services segment. These relationships are being amortized over a period of 5 to 20 years.


(f)	Amortized over the estimated closing period of the underlying contracts (in most cases five months).


(g)	Primarily related to the Texas American Title Company title plant shares. Ownership in a title plant is required to transact title insurance in certain states. The Company expects to generate future cash flows for an indefinite period of time.


(h)	Generally amortized over periods ranging from 2 to 10 years.

Intangible asset amortization expense is as follows:



	For the Year Ended December 31,
	2011	2010	2009
Franchise agreements	67	67	67
License agreement	1	—	1
Customer relationships	37	37	25
Pendings and listings	2	1	1
Other	5	6	1
Total	112	111	95

Based on the Company’s amortizable intangible assets as of December 31, 2011, the Company expects related amortization expense to be approximately $107 million, $105 million, $105 million, $95 million, $95 million and $1,619 million in 2012, 2013, 2014, 2015, 2016 and thereafter, respectively.

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

+ References+ Details