DEBT AND DERIVATIVE INSTRUMENTS

Short-Term Debt

We have commercial paper programs with an aggregate borrowing capacity of $3.0 billion. All of our short-term borrowings in fiscal 2018 and fiscal 2017 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, which consist of a 364-day $1.0 billion credit facility and a five-year $2.0 billion credit facility. In December 2018, we completed the renewal of our 364-day $1.0 billion credit facility, extending the maturity from December 2018 to December 2019. 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.

Certain information on our commercial paper programs follows.



dollars in millions	February 3, 2019			January 28, 2018
Weighted average interest rate	2.41		%	1.45		%
Balance outstanding at fiscal year-end	$	1,339		$	1,559
Maximum amount outstanding at any month-end	$	2,264		$	1,559
Average daily short-term borrowings	$	621		$	173

Long-Term Debt

Details of the components of our long-term debt follow.



				Carrying Amount
in millions	Interest Payable	Principal Amount		February 3, 2019		January 28, 2018
2.25% Senior notes due September 2018	Semi-annually	$	—	$	—	$	1,150
2.00% Senior notes due June 2019	Semi-annually	1,000		999		998
Floating rate senior notes due June 2020	Quarterly	500		499		499
1.80% Senior notes due June 2020	Semi-annually	750		749		748
3.95% Senior notes due September 2020	Semi-annually	500		499		501
4.40% Senior notes due April 2021	Semi-annually	1,000		999		998
2.00% Senior notes due April 2021	Semi-annually	1,350		1,345		1,343
Floating rate senior notes due March 2022	Quarterly	300		299		—
3.25% Senior notes due March 2022	Semi-annually	700		696		—
2.625% Senior notes due June 2022	Semi-annually	1,250		1,245		1,243
2.70% Senior notes due April 2023	Semi-annually	1,000		997		996
3.75% Senior notes due February 2024	Semi-annually	1,100		1,094		1,093
3.35% Senior notes due September 2025	Semi-annually	1,000		995		995
3.00% Senior notes due April 2026	Semi-annually	1,300		1,288		1,287
2.125% Senior notes due September 2026	Semi-annually	1,000		987		986
2.80% Senior notes due September 2027	Semi-annually	1,000		981		980
3.90% Senior notes due December 2028	Semi-annually	1,000		1,005		—
5.875% Senior notes due December 2036	Semi-annually	3,000		2,951		2,949
5.40% Senior notes due September 2040	Semi-annually	500		495		495
5.95% Senior notes due April 2041	Semi-annually	1,000		989		988
4.20% Senior notes due April 2043	Semi-annually	1,000		989		988
4.875% Senior notes due February 2044	Semi-annually	1,000		979		978
4.40% Senior notes due March 2045	Semi-annually	1,000		977		977
4.25% Senior notes due April 2046	Semi-annually	1,600		1,585		1,584
3.90% Senior notes due June 2047	Semi-annually	750		738		738
4.50% Senior notes due December 2048	Semi-annually	1,500		1,462		—
3.50% Senior notes due September 2056	Semi-annually	1,000		972		971
Total senior notes		$	27,100	26,814		24,485
Capital lease obligations; payable in varying installments through January 31, 2055				1,049		984
Total long-term debt				27,863		25,469
Less current installments of long-term debt				1,056		1,202
Long-term debt, excluding current installments				$	26,807	$	24,267

December 2018 Issuance. In December 2018, we issued four tranches of senior notes.

•

The first tranche consisted of $300 million of floating rate senior notes due March 1, 2022 (the "2022 floating rate notes"). The 2022 floating rate notes bear interest at a variable rate determined quarterly equal to the three-month LIBOR plus 31 basis points. Interest on the 2022 floating rate notes is due quarterly on March 1, June 1, September 1, and December 1 of each year, beginning March 1, 2019.


•	The second tranche consisted of $700 million of 3.25% senior notes due March 1, 2022 (the "2022 notes") at a discount of $2 million. Interest on the 2022 notes is due semi-annually on March 1 and September 1 of each year, beginning March 1, 2019.


•	The third tranche consisted of $1.0 billion of 3.90% senior notes due December 6, 2028 (the"2028 notes") at a discount of $7 million. Interest on the 2028 notes is due semi-annually on June 6 and December 6 of each year, beginning June 6, 2019.


•	The fourth tranche consisted of $1.5 billion of 4.50% senior notes due December 6, 2048 (the "2048 notes") at a discount of $25 million (together with the 2022 floating rate notes, the 2022 notes and the 2028 notes, the "December 2018 issuance"). Interest on the 2048 notes is due semi-annually on June 6 and December 6 of each year, beginning June 6, 2019.


•	Issuance costs totaled $22 million. The net proceeds of the December 2018 issuance will be used for general corporate purposes, including repurchases of common stock.

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" and the "September 2017 issuance") at a discount of $3 million. Interest on the 2027 notes is due semi-annually on March 14 and September 14 of each year, beginning March 14, 2018.


•	Issuance costs totaled $6 million. The net proceeds of the September 2017 issuance 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. 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.


•	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. Interest on the 2020 notes is due semi-annually on June 5 and December 5 of each year, beginning December 5, 2017.


•	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 the 2020 notes, the "June 2017 issuance"). Interest on the 2047 notes is due semi-annually on June 15 and December 15 of each year, beginning December 15, 2017.


•	Issuance costs totaled $12 million. The net proceeds of the June 2017 issuance were used for general corporate purposes, including repurchases of our common stock.

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. With respect to the 2020 notes and the 2022 notes, 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 on the notes to be redeemed that would be due after the related redemption date. With respect to all other notes, 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 2019	$	1,000
Fiscal 2020	1,750
Fiscal 2021	2,350
Fiscal 2022	2,250
Fiscal 2023	1,000
Thereafter	18,750

Derivative Instruments

We had outstanding cross currency swap agreements with a combined notional amount of $326 million at February 3, 2019 and $626 million at January 28, 2018, 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 $121 million at February 3, 2019 and $233 million at January 28, 2018, 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 $1.3 billion at both February 3, 2019 and January 28, 2018. 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 February 3, 2019 and January 28, 2018.

We had outstanding foreign currency forward contracts with a combined notional amount of $16 million at February 3, 2019. These agreements were accounted for as cash flow hedges that hedge the variability of forecasted cash flow associated with certain payments made in our foreign operations. At January 28, 2018, we had outstanding foreign currency forward contracts with a combined notional amount of $300 million. These agreements were accounted for as net investment hedges that hedge against foreign currency exposure on our net investment in certain subsidiaries and were all settled during fiscal 2018. At February 3, 2019 and January 28, 2018, the fair values of these agreements were not material.