
	A summary of repositioning and other charges follows:

			Three Months Ended				Nine Months Ended
			September 30,				September 30,
			2014		2013		2014		2013
Severance		$	21	$	32	$	103	$	130
Asset impairments			1		-		12		1
Exit costs			1		6		13		8
Reserve adjustments			(2)		(16)		(11)		(23)
Total net repositioning charge			21		22		117		116

Asbestos related litigation charges,
net of insurance			49		45		148		136
Probable and reasonably estimable
environmental liabilities			52		51		186		161
Other			-		2		2		6

Total net repositioning and other charges		$	122	$	120	$	453	$	419

The following table summarizes the pretax distribution of total net repositioning and other charges by income statement classification:

		Three Months Ended				Nine Months Ended
		September 30,				September 30,
		2014		2013		2014		2013
Cost of products and services sold	$	112	$	101	$	413	$	356
Selling, general and administrative expenses		10		19		40		63
	$	122	$	120	$	453	$	419

The following table summarizes the pretax impact of total net repositioning and other charges by segment:

		Three Months Ended				Nine Months Ended
		September 30,				September 30,
		2014		2013		2014		2013
Aerospace	$	52	$	43	$	178	$	168
Automation and Control Solutions		14		4		65		43
Performance Materials and Technologies		2		16		22		32
Corporate		54		57		188		176
	$	122	$	120	$	453	$	419

In the quarter ended September 30, 2014, we recognized repositioning charges totaling $23 million primarily for severance costs related to workforce reductions of 336 manufacturing and administrative positions primarily in our Automation and Control Solutions and Performance Materials and Technologies segments. The workforce reductions were primarily related to cost savings actions taken in connection with our productivity and ongoing functional transformation initiatives and a factory transition in our Automation and Control Solutions segment to a more cost-effective location.

In the quarter ended September 30, 2013, we recognized repositioning charges totaling $38 million primarily for severance costs related to workforce reductions of 487 manufacturing and administrative positions primarily in our Automation and Control Solutions and Performance Materials and Technologies segments. The workforce reductions were primarily related to achieving acquisition-related synergies in our Automation and Control Solutions segment, the shutdown of a manufacturing facility in our Performance Materials and Technologies segment, and a factory transition in our Automation and Control Solutions segment to a more cost-effective location. Also, $16 million of previously established accruals for severance in our Automation and Control Solutions segment were returned to income in the quarter ended September 30, 2013 due mainly to a change in the scope of a previously announced repositioning action.

In the nine months ended September 30, 2014, we recognized repositioning charges totaling $128 million including severance costs of $103 million related to workforce reductions of 2,069 manufacturing and administrative positions across all of our segments. The workforce reductions were primarily related to cost savings actions taken in connection with our productivity and ongoing functional transformation initiatives, factory transitions in our Automation and Control Solutions segment to more cost-effective locations, site consolidations and organizational realignments of businesses in our Automation and Control Solutions and Performance Materials and Technologies segments. The repositioning charge includes asset impairments of $12 million primarily related to manufacturing plant and equipment associated with site consolidations and factory transitions. The repositioning charge also includes exit costs of $13 million primarily related to closure obligations and costs for early termination of lease contracts associated with site consolidations and factory transitions. Also, $11 million of previously established accruals, primarily for severance, mainly in our Automation and Control Solutions segment were returned to income in the nine months ended September 30, 2014 due principally to fewer employee severance actions caused by higher attrition than originally associated with prior severance programs.

In the nine months ended September 30, 2013, we recognized repositioning charges totaling $139 million primarily for severance costs related to workforce reductions of 1,711 manufacturing and administrative positions across all of our segments. The workforce reductions were primarily related to cost savings actions taken in connection with our productivity and ongoing functional transformation initiatives, achieving acquisition-related synergies in our Automation and Control Solutions segment, outsourcing of non-core components in our Aerospace segment, the shutdown of a manufacturing facility in our Performance Materials and Technologies segment, and factory transitions in our Automation and Control Solutions segment to more cost-effective locations. Also, $23 million of previously established accruals, primarily for severance, in our Automation and Control Solutions and Performance Materials and Technologies segments were returned to income in the nine months ended September 30, 2013 due primarily to the change in the scope of a previously announced repositioning action and lower than expected costs in completing the exit of a product line.

The following table summarizes the status of our total repositioning reserves:

		Severance		Asset		Exit
		Costs		Impairments		Costs		Total

December 31, 2013	$	302	$	-	$	45	$	347
Charges		103		12		13		128
Usage - cash		(89)		-		(19)		(108)
Usage - noncash		-		(12)		-		(12)
Foreign currency translation		(7)		-		1		(6)
Reserve adjustments		(9)		-		(2)		(11)

September 30, 2014	$	300	$	-	$	38	$	338

Certain repositioning projects in our Aerospace, Automation and Control Solutions and Performance Materials and Technologies segments included exit or disposal activities, the costs related to which will be recognized in future periods when the actual liability is incurred. The nature of these exit or disposal costs includes asset set-up and moving, product recertification and requalification, and employee retention, training and travel. The following table summarizes by segment, expected, incurred and remaining exit and disposal costs related to 2011 repositioning actions which we were not able to recognize at the time the actions were initiated. The exit and disposal costs related to the repositioning actions in 2014, 2013 and 2012 which we were not able to recognize at the time the actions were initiated were not significant.

					Automation		Performance
					and Control		Materials and
	2011 Repositioning Actions		Aerospace		Solutions		Technologies		Total

Expected exit and
	disposal costs	$	22	$	5	$	7	$	34
Costs incurred during:
	Year ended
	December 31, 2011		(1)		-		-		(1)
	Year ended
	December 31, 2012		(3)		(2)		(1)		(6)
	Year ended
	December 31, 2013		(4)		(1)		(3)		(8)
	Current year-to-date		(4)		-		-		(4)
Remaining exit and disposal
	costs at September 30, 2014	$	10	$	2	$	3	$	15

In the quarter ended September 30, 2014, we recognized a charge of $52 million for environmental liabilities deemed probable and reasonably estimable in the quarter. We also recognized a charge of $49 million primarily representing an update to our estimated liability for the resolution of Bendix-related asbestos claims as of September 30, 2014, net of probable insurance recoveries. Environmental and Asbestos matters are discussed in detail in Note 17, Commitments and Contingencies.

In the quarter ended September 30, 2013, we recognized a charge of $51 million for environmental liabilities deemed probable and reasonably estimable in the quarter. We also recognized a charge of $45 million primarily representing an update to our estimated liability for the resolution of Bendix-related asbestos claims as of September 30, 2013, net of probable insurance recoveries. We also recognized other charges of $2 million in connection with the potential resolution of a legal matter.

In the nine months ended September 30, 2014, we recognized a charge of $186 million for environmental liabilities deemed probable and reasonably estimable in the period. We also recognized a charge of $148 million primarily representing an update to our estimated liability for the resolution of Bendix-related asbestos claims as of September 30, 2014, net of probable insurance recoveries.

In the nine months ended September 30, 2013, we recognized a charge of $161 million for environmental liabilities deemed probable and reasonably estimable in the period. We also recognized a charge of $136 million primarily representing an update to our estimated liability for the resolution of Bendix-related asbestos claims as of September 30, 2013, net of probable insurance recoveries. We also recognized other charges of $6 million primarily related to the resolution of legal matters.