8. Debt and Interest Expense

Debt The Company’s outstanding debt is senior unsecured, except for borrowings, if any, under the $5.0 billion Facility. The following summarizes the Company’s outstanding debt:



millions	September 30, 2014			December 31, 2013
Total debt at face value	$	16,347		$	15,202
Net unamortized discounts and premiums ⁽¹⁾	(1,627		)	(1,645		)
Total borrowings	$	14,720		$	13,557
Capital lease obligation	8			8
Less current portion of long-term debt	—			500
Total long-term debt	$	14,728		$	13,065

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⁽¹⁾	Unamortized discounts and premiums are amortized over the term of the related debt.

Anadarko’s Zero-Coupon Senior Notes due 2036 (Zero Coupons) can be put to the Company in October of each year, in whole or in part, for the then-accreted value of the outstanding Zero Coupons. None of the Zero Coupons (accreted value of $756 million) were put to the Company in October 2014.

Fair Value The Company uses a market approach to determine fair value of its fixed-rate debt using observable market data, which results in a Level 2 fair-value measurement. The carrying amount of floating-rate debt approximates fair value as the interest rates are variable and reflective of market rates. The estimated fair value of the Company’s total borrowings was $17.3 billion at September 30, 2014, and $15.3 billion at December 31, 2013.

Debt Activity The following summarizes the Company’s debt activity during the nine months ended September 30, 2014:



	Carrying
millions	Value			Description
Balance at December 31, 2013	$	13,557
Issuances	101			WES 2.600% Senior Notes due 2018
	394			WES 5.450% Senior Notes due 2044
	624			3.450% Senior Notes due 2024
	621			4.500% Senior Notes due 2044
Borrowings	650			WES revolving credit facility
Repayments	(500		)	7.625% Senior Notes due 2014
	(275		)	5.750% Senior Notes due 2014
	(480		)	WES revolving credit facility
Other, net	28			Amortization of debt discounts and premiums
Balance at September 30, 2014	$	14,720

During the third quarter of 2014, the Company issued $625 million aggregate principal amount of 3.450% Senior Notes due 2024 and $625 million aggregate principal amount of 4.500% Senior Notes due 2044.

8. Debt and Interest Expense (Continued)

Anadarko Revolving Credit Facilities At September 30, 2014, the Company had no outstanding borrowings under the $5.0 billion Facility, there were no restrictions on its ability to use this borrowing capacity, and the Company was in compliance with all applicable covenants.

In June 2014, Anadarko entered into a $3.0 billion five-year senior unsecured revolving credit facility (Five-Year Credit Facility), which is expandable to $4.0 billion, and a $2.0 billion 364-day senior unsecured revolving credit facility (364-Day Credit Facility). These facilities (collectively, the New Credit Facilities) will replace the existing secured $5.0 billion Facility upon satisfaction of certain conditions including (i) repaying amounts owed under the $5.0 billion Facility in full and all associated commitments and liens being terminated or released; (ii) the U.S. District Court for the Southern District of New York (New York District Court) entering an order approving the settlement agreement related to the Tronox Adversary Proceeding and issuing an injunction barring certain third-party claims; and (iii) Anadarko making payment pursuant to the terms of the settlement agreement related to the Tronox Adversary Proceeding. These conditions must be satisfied or waived by the lenders under each of the New Credit Facilities by December 1, 2014, or the commitments thereunder will terminate unless the Company should elect to seek an extension on terms mutually agreeable to the lenders. For additional information, see Note 11—Contingencies—Tronox Litigation.

Borrowings under the New Credit Facilities generally will bear interest under one of two rate options, at Anadarko’s election, using either LIBOR (or Euro Interbank Offered Rate in the case of borrowings under the Five-Year Credit Facility denominated in Euro) or an alternate base rate, in each case plus an applicable margin ranging from 0.00% to 1.65% for the Five-Year Credit Facility and 0.00% to 1.675% for the 364-Day Credit Facility. The applicable margin will vary depending on Anadarko’s credit ratings.

The New Credit Facilities contain certain customary affirmative and negative covenants, including a financial covenant requiring maintenance of a consolidated indebtedness to total capitalization ratio of no greater than 65%, and limitations on certain secured indebtedness, sale-and-leaseback transactions, and mergers and other fundamental changes.

WES Borrowings During the first quarter of 2014, WES completed a public offering of $100 million aggregate principal amount of 2.600% Senior Notes due 2018 and $400 million aggregate principal amount of 5.450% Senior Notes due 2044. In February 2014, WES amended and restated its then-existing $800 million senior unsecured revolving credit facility by entering into a five-year $1.2 billion senior unsecured revolving credit facility maturing in February 2019 (RCF), which is expandable to $1.5 billion. Borrowings under the RCF bear interest at LIBOR plus an applicable margin ranging from 0.975% to 1.45% depending on WES’s credit rating, or rates at a margin above the one-month LIBOR, the federal funds rate, or prime rates offered by certain designated banks. At September 30, 2014, WES was in compliance with all covenants contained in its RCF, had outstanding borrowings under its RCF of $170 million at an interest rate of 1.46%, and had available borrowing capacity of approximately $1.0 billion ($1.2 billion maximum capacity, less $170 million of outstanding borrowings and $13 million of outstanding letters of credit).

Interest Expense The following summarizes interest expense:



	Three Months Ended September 30,						Nine Months Ended September 30,
millions	2014			2013			2014			2013
Debt and other	$	250		$	240		$	723		$	710
Capitalized interest	(46		)	(63		)	(150		)	(197		)
Total interest expense	$	204		$	177		$	573		$	513