Debt:

At December 31, our debt consisted of the following:



	2013			2012
	(In millions)
Senior unsecured debt:
Revolving credit facility — LIBOR based loans	$	585		$	—
Money market lines of credit⁽¹⁾	64			—
Total credit arrangements	649			—
5¾% Senior Notes due 2022	750			750
5⅝% Senior Notes due 2024	1,000			1,000
Total senior unsecured debt	1,750			1,750
7⅛% Senior Subordinated Notes due 2018	600			600
6⅞% Senior Subordinated Notes due 2020	700			700
Discount on notes	(5		)	(5		)
Total long-term debt	$	3,694		$	3,045

_________________


(1)	Because capacity under our credit facility was available to repay borrowings under our money market lines of credit as of the indicated dates, amounts outstanding under these obligations, if any, are classified as long-term.

Credit Arrangements

In April 2013, we entered into the second amendment to the credit facility, which allows the sale of the Company's international businesses pursuant to certain terms and conditions. In June 2013, we entered into the third amendment of our Credit Agreement. This amendment extended the maturity date of the revolving credit facility from June 2016 to June 2018 and increased the borrowing capacity from $1.25 billion to $1.4 billion. We incurred $4 million of deferred financing costs related to this amendment. As of December 31, 2013, the largest individual loan commitment by any lender was 14% of total commitments.

Loans under the credit facility bear interest, at our option, equal to (a) a rate per annum equal to the higher of the prime rate announced from time to time by JPMorgan Chase Bank, N.A. or the weighted average of the rates on overnight federal funds transactions with members of the Federal Reserve System during the last preceding business day plus 50 basis points, plus a margin that is based on a grid of our debt rating (75 basis points per annum at December 31, 2013) or (b) the London Interbank Offered Rate, plus a margin that is based on a grid of our debt rating (175 basis points per annum at December 31, 2013).

Under our credit facility, we pay commitment fees on available but undrawn amounts based on a grid of our debt rating (30 basis points per annum at December 31, 2013). We incurred aggregate commitment fees under our current and previous credit facilities of approximately $3 million, $3 million and $2 million for each of the years ended December 31, 2013, 2012 and 2011, respectively, which are recorded in “Interest expense” on our consolidated statement of operations.

Our credit facility has restrictive financial covenants that include the maintenance of a ratio of total debt to book capitalization not to exceed 0.6 to 1.0 and maintenance of a ratio of earnings before gain or loss on the disposition of assets, interest expense, income taxes and noncash items (such as depreciation, depletion and amortization expense, unrealized gains and losses on commodity derivatives, ceiling test writedowns and goodwill impairments) to interest expense of at least 3.0 to 1.0. At December 31, 2013, we were in compliance with all of our debt covenants.

As of December 31, 2013, we had $58 million letters of credit outstanding under our credit facility. Letters of credit are subject to a fronting fee of 20 basis points and annual fees based on a grid of our debt rating (175 basis points at December 31, 2013).

Subject to compliance with the restrictive covenants in our credit facility, at December 31, 2013, we also had a total of $96 million of borrowing capacity under money market lines of credit with various financial institutions, the availability of which is at the discretion of the financial institutions.

The credit facility includes events of default relating to customary matters, including, among other things, nonpayment of principal, interest or other amounts; violation of covenants; inaccuracy of representations and warranties in any material respect; a change of control; or certain other material adverse changes in our business. Our senior notes and senior subordinated notes also contain standard events of default. If any of the foregoing defaults were to occur, our lenders under the credit facility could terminate future lending commitments, and our lenders under both the credit facility and our notes could declare the outstanding borrowings due and payable. In addition, our credit facility, senior notes, senior subordinated notes and substantially all of our hedging arrangements contain provisions that provide for cross defaults and acceleration of those debt and hedging instruments in certain situations.

Senior Notes

In June 2012, we issued $1 billion of 5⅝% Senior Notes due 2024 and received proceeds of $990 million (net of offering costs). These notes were issued at par to yield 5⅝%. We used a portion of the net proceeds to repay borrowings outstanding under our credit facility and money market lines of credit as well as redeem our 6⅝% Senior Subordinated Notes due 2016.

Interest on our senior notes is payable semi-annually. The notes are unsecured and unsubordinated obligations and rank equally with all of our other existing and future unsecured and unsubordinated obligations. We may redeem some or all of our senior notes at any time before their maturity at a redemption price based on a make-whole amount plus accrued and unpaid interest to the date of redemption. The indentures governing our senior notes contain covenants that may limit our ability to, among other things, incur debt secured by liens; enter into sale/leaseback transactions; and enter into merger or consolidation transactions.

The indentures also provide that if any of our subsidiaries guarantee any of our indebtedness at any time in the future, then we will cause our senior notes to be equally and ratably guaranteed by that subsidiary. At December 31, 2013, we were in compliance with all of our debt covenants.

Senior Subordinated Notes

Interest on our senior subordinated notes is payable semi-annually. The notes are unsecured senior subordinated obligations that rank junior in right of payment to all of our present and future senior indebtedness.

We may redeem some or all of our 7⅛% Senior Subordinated Notes due 2018 at any time at a redemption price stated in the indenture governing the notes. We may redeem some or all of our 6⅞% Senior Subordinated Notes due 2020 at any time on or after February 1, 2015 at a redemption price stated in the indenture governing the notes. Prior to February 1, 2015, we may redeem some or all of these notes at a make-whole redemption price.

The indenture governing our senior subordinated notes may limit our ability under certain circumstances to, among other things:


•	incur additional debt;


•	make restricted payments; and


•	engage in mergers; consolidations; and sales and other dispositions of assets.

At December 31, 2013, we were in compliance with all of our debt covenants.