Stock-Based Compensation

9 Months Ended

Sep. 30, 2012

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation

Stock-Based Compensation

We issue stock-based incentive awards to our eligible employees and Directors under two employee stock ownership plans (the 1993 and 2002 Employee Stock Incentive Plans) and a Director Deferred Stock Ownership Plan. No further awards may be granted under the 1993 Employee Stock Incentive Plan, although awards granted under this plan remain outstanding in accordance with their terms. The remaining outstanding options under the 1993 Employee Stock Incentive Plan will expire in the first quarter of 2013. The 2002 Employee Stock Incentive Plan permits the granting of nonqualified stock options, stock appreciation rights, performance stock, restricted stock and other stock-based awards.

Stock-based compensation for the periods ended September 30 is as follows:

(in millions)	Three Months				Nine Months
	2012		2011		2012		2011
Stock option expense	$	2	$	6	$	10	$	18
Restricted stock and unit awards expense	24		17		63		46
Total stock-based compensation expense	$	26	$	23	$	73	$	64

As of September 30, 2012, December 31, 2011 and September 30, 2011, we issued 7.2 million, 4.4 million and 3.6 million common shares, respectively, upon exercise of certain stock options outstanding.

Historically, we have granted equity awards to our employees at the beginning of the second quarter, however, given the timing of our Growth and Value Plan initiatives we granted these awards in the beginning of the third quarter of 2012. The vesting period of these awards will have a similar vesting date as if the awards were granted at the beginning of the second quarter.