View Filing Data

Related party cost of services

6,408

6,662

6,938

Costs and Expenses

Cost of outsourcing

5,462

5,937

5,758

Research and development

Selling, administrative and general

686

699

659

Restructuring and related costs

^[1]

101

159

Amortization of intangible assets

^[2]

280

250

(Loss) Income Before Income Taxes

935

Separation costs

Related party interest

107

Other expenses, net

Total Costs and Expenses

7,635

7,236

6,928

(1,227)

(574)

Income tax benefit

(244)

(238)

(24)

(Loss) Income from Continuing Operations

(983)

(336)

Continuing Operations (in dollars per share)

(78)

(115)

Net Loss

$ (983)

$ (414)

$ (81)

$ (4.85)

$ (1.65)

$ 0.17

Discontinued operations (in dollars per share)

0.00

(0.39)

(0.57)

Total Basic Earnings per Share (in dollars per share)

(4.85)

(2.04)

(0.40)

Continuing Operations (in dollars per share)

(4.85)

(1.65)

0.17

Discontinued operations (in dollars per share)

0.00

(0.39)

(0.57)

Total Diluted Earnings per Share (in dollars per share)

$ (4.85)

$ (2.04)

$ (0.40)

[1]	_(1)Restructuring and asset impairment charges were $73, $159, and $21 for each of the three years ended December 31, 2016, 2015 and 2014, respectively and Strategic transformation costs were $28 for the year ended December 31, 2016.
[2]	Excludes amounts related to our ITO business, which was reported as a discontinued operation through its date of sale on June 30, 2015. Refer to Note 4 - Divestitures for additional information regarding this sale.

Consolidated Statements of Comprehensive Income (Loss) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Net Loss

$ (983)

$ (414)

$ (81)

Translation adjustments, net

^[1]

(135)

(60)

(44)

Unrealized gain (losses), net

^[1]

(2)

Changes in defined benefit plans, net

^[1]

(20)

(25)

Other Comprehensive Loss, Net

^[1]

(155)

(52)

(71)

Comprehensive Loss, Net

$ (1,138)

$ (466)

$ (152)

[1]	Refer to Note 18 - Other Comprehensive Loss for gross components of Other Comprehensive Loss, reclassification adjustments out of Accumulated Other Comprehensive Loss and related tax effects.

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Net payments on related party notes payable

Consolidated Balance Sheets - USD ($) shares in Thousands, $ in Millions	Dec. 31, 2016	Dec. 31, 2015
Assets
Cash and cash equivalents	$ 390	$ 140
Accounts receivable, net	1,286	1,246
Related party notes receivable	0	248
Other current assets	241	240
Total current assets	1,917	1,874
Land, buildings and equipment, net	283	280
Intangible assets, net	1,144	1,425
Goodwill	3,889	4,872
Other long-term assets	476	607
Total Assets	7,709	9,058
Liabilities and Equity
Short-term debt and current portion of long-term debt	28	24
Related party notes payable	0	1,132
Accounts payable	164	264
Accrued compensation and benefits costs	269	249
Unearned income	206	227
Net payable to former parent company	124	0
Other current liabilities	611	845
Total current liabilities	1,402	2,741
Long-term debt	1,913	37
Pension and other benefit liabilities	172	153
Deferred taxes	619	764
Other long-term liabilities	173	201
Total Liabilities	4,279	3,896
Commitments and Contingencies
Series A Convertible Preferred Stock	142	0
Common stock	2	0
Additional paid-in capital	3,812	0
Former parent company investment	0	5,343
Accumulated other comprehensive loss	(526)	(181)
Total Equity	3,288	5,162
Total Liabilities and Equity	$ 7,709	$ 9,058
Shares of common stock issued and outstanding (in shares)	202,875	0
Shares of Series A convertible preferred stock and outstanding (in shares)	120	0

Consolidated Statements of Cash Flows - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Net proceeds on debt

$ 1,902

$ 28

$ 53

(1,132)

(91)

(90)

Restricted cash - related party

(588)

(672)

(36)

(18)

Cash Flows from Operating Activities:

Net loss

(983)

(414)

(81)

Adjustments required to reconcile net income to cash flows from operating activities:

Depreciation and amortization

613

600

787

Provision for receivables

935

Deferred tax benefit

(160)

(115)

(123)

Net loss on sales of businesses and assets

100

183

Stock-based compensation

Restructuring and asset impairment charges

159

Payments for restructurings

(46)

(19)

(23)

Contributions to defined benefit pension plans

(6)

(8)

(15)

(Increase) decrease in accounts receivable

(27)

239

(44)

Increase in other current and long-term assets

(90)

(86)

(168)

(Decrease) increase in accounts payable and accrued compensation

(60)

(Decrease) increase in other current and long-term liabilities

(210)

228

Net change in income tax assets and liabilities

(236)

Other operating, net

Net cash provided by operating activities

108

493

665

Cash Flows from Investing Activities:

Cost of additions to land, buildings and equipment(1)

^[1]

(149)

(158)

(189)

Cost of additions to internal use software

(39)

(27)

Proceeds from sale of businesses, net of adjustments

(53)

939

Acquisitions, net of cash acquired

(1)

(197)

(306)

Proceeds from investments

Net proceeds (payments) on related party notes receivable

248

(37)

Other investing, net

(1)

(4)

Net cash provided by (used in) investing activities

522

(488)

Cash Flows from Financing Activities:

Payments on debt

(32)

(293)

(76)

Excess tax benefits from stock-based compensation

Other financing

(1)

(10)

Net cash provided by (used in) financing activities

132

(1,023)

(149)

Effect of exchange rate changes on cash and cash equivalents

(6)

(11)

(8)

Increase (decrease) in cash and cash equivalents

250

(19)

Cash and cash equivalents at beginning of Year

140

159

139

Cash and Cash Equivalents at End of Year

$ 390

$ 140

$ 159

[1]	Adjusted to exclude the initiation of capital leases of $8 and $59 in 2015 and 2014, respectively as the initiation of capital leases is a non-cash activity. Refer to Note 1 - Basis of Presentation and Summary of Significant Accounting Policies for additional information.

Consolidated Statements of Cash Flows Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Statement of Cash Flows [Abstract]
Capital Lease Obligations Incurred	$ 8	$ 59

Consolidated Statements of Shareholders' Equity - USD ($)
$ in Millions

Total

Conduent Shareholders' Equity [Member]

Common Stock [Member]

Additional Paid-in Capital [Member]

AOCL [Member]

Former parent investment [Member]

Beginning Balance at Dec. 31, 2013

$ 5,579

$ 0

$ (58)

^[1]

$ 5,637

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Comprehensive income (loss), net

$ (152)

(152)

(71)

^[1]

(81)

Ending Balance at Dec. 31, 2014

(16)

^[1]

(16)

5,411

(129)

5,540

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Comprehensive income (loss), net

(466)

(52)

^[1]

(414)

Ending Balance at Dec. 31, 2015

217

^[1]

217

5,162

(181)

5,343

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Comprehensive income (loss), net

$ (1,138)

(1,138)

(155)

^[1]

(983)

Preferred stock equity

(142)

^[1]

(142)

Capitalization of Company

3,812

(3,814)

Ending Balance at Dec. 31, 2016

(594)

(190)

^[1]

(404)

$ 3,288

$ 2

$ 3,812

$ (526)

^[1]

$ 0

[1]	AOCL - Accumulated other comprehensive loss.

Basis of Presentation and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2016

Accounting Policies [Abstract]

Basis of Presentation and Summary of Significant Accounting Policies

References herein to “we,” “us,” “our,” the “Company” and “Conduent” refer to Conduent Incorporated and its consolidated subsidiaries unless the context suggests otherwise.

Overview

On December 31, 2016, Conduent Incorporated (formerly known as the BPO business) spun-off from Xerox Corporation, pursuant to the separation agreement. The separation was completed by way of a pro rata distribution of Conduent Incorporated shares held by Xerox to Xerox’s shareholders. As a result of the spin-off, we now operate as an independent, publicly traded company on the New York Stock Exchange, under the ticker "CNDT".

Description of Business

We are a $6.4 billion global enterprise and a leading provider of business process services with expertise in transaction-intensive processing, analytics and automation. We serve as a trusted business partner in both the

front office and back office, enabling personalized, seamless interactions on a massive scale that improve end user

experience. We create value for our commercial and government clients by applying our expertise, technology and innovation to help them drive customer and constituent satisfaction and loyalty, increase process efficiency and respond rapidly to changing market dynamics. Our portfolio includes industry-focused service offerings in attractive growth markets such as healthcare and transportation, as well as multi-industry service offerings such as transaction processing, customer care and payment services.

Basis of Presentation

Prior to December 31, 2016, the Combined Financial Statements of the Company were derived from the Consolidated Financial Statements and accounting records of Xerox as if the Company operated on a standalone basis during the periods presented and were prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) and pursuant to the rules and regulations of the SEC. Historically, the Company consisted of the Business Processing Outsourcing Operating segment within Xerox’s reportable Services segment and did not operate as a separate, standalone company. Accordingly, Xerox had reported the financial position and the related results of operations, cash flows and changes in equity of the Company in Xerox’s Consolidated Financial Statements.

The Combined Financial Statements included the historical basis of assets, liabilities, revenues and expenses of the individual businesses of the Company, including the joint ventures and partnerships over which the Company has a controlling financial interest. The Combined Financial Statements included certain assets and liabilities that were held by Xerox that are specifically identifiable or otherwise attributable to the Company. All intercompany transactions and balances within the Company have been eliminated. Cash was managed centrally through bank accounts controlled and maintained by Xerox. Accordingly, cash and cash equivalents held by Xerox at the corporate level

were not attributable to the Company for any of the periods presented. Only cash amounts specifically attributable to the Company are reflected in the Combined Balance Sheets. Transfers of cash, both to and from Xerox’s centralized cash management system, were reflected as a component of Net Parent Investment in the Combined Balance Sheets and as a financing activity on the accompanying Combined Statements of Cash Flows. Historically, the Company received or provided funding as part of Xerox’s centralized treasury program.

Third-party debt obligations of Xerox and the corresponding financing costs related to those debt obligations, specifically those that relate to senior notes, term loans, commercial paper obligations and revolving credit facilities, have not been attributed to the Company, as the Company was not the legal obligor on the debt. The only third-party

debt obligations included in these Combined Financial Statements are those for which the legal obligor is the Company or a legal entity within the Company.

During the periods presented, the Company functioned as part of the larger group of companies controlled by Xerox. Accordingly, Xerox performed certain corporate overhead functions for the Company. Therefore, certain corporate costs, including compensation costs for corporate employees supporting the Company, have been allocated from Xerox. These allocated costs are for corporate functions including, but not limited to, senior management, legal, human resources, finance and accounting, treasury, information technology, marketing and communication, internal audit and other shared services, which were not provided at the Company level. Where possible, these costs were allocated based on direct usage, with the remainder allocated on a basis of cost, headcount or other measures we have determined as reasonable. The Combined Financial Statements do not necessarily include all the expenses that would have been incurred or held by the Company had it been a separate, standalone company. We expect to incur additional expenses as a separate, standalone publicly-traded company. It is not practicable to estimate actual costs that would have been incurred had the Company been a separate standalone company during the periods presented. Allocations for management costs and corporate support services provided to the Company totaled $165, $170 and $175 for the three years ended December 31, 2016.

The management of the Company believes the assumptions underlying the Combined Financial Statements, including the assumptions regarding the allocated expenses, reasonably reflect the utilization of services provided to or the benefit received by the Company during the periods presented. Nevertheless, the Combined Financial Statements may not be indicative of the Company’s future performance, and do not necessarily include all of the actual expenses that would have been incurred by the Company and may not reflect the results of operations, financial position and cash flows of the Company had the Company been a separate, standalone company during the periods presented.

Operations of the Company are included in the consolidated U.S. federal, and certain state and local and foreign income tax returns filed by Xerox, where applicable. The Company also files certain separate state and local and foreign income tax returns. Income tax expense and other income tax related information contained in the Combined Financial Statements are presented on a separate return basis as if the Company filed its own tax returns. The income taxes of the Company as presented in the Combined Financial Statements may not be indicative of the income taxes that the Company will generate in the future. In jurisdictions where the Company has been included in the tax returns filed by Xerox, any income taxes payable resulting from the related income tax provisions have been reflected in the balance sheet.

Discontinued Operations

In 2014, we announced an agreement to sell our Information Technology Outsourcing (ITO) business to Atos SE (Atos). As a result of that agreement, we reported the ITO business as held for sale and a Discontinued Operation up through its date of sale on June 30, 2015. In 2014, we also completed the disposal of Truckload Management Services (TMS) which was also reported as a Discontinued Operation. All prior period results have been reclassified to conform to the presentation of these businesses as Discontinued Operations. Refer to Note 4 - Divestitures for additional information regarding Discontinued Operations.

Use of Estimates

The preparation of our Consolidated Financial Statements is in conformity with GAAP and requires that we make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Future events and their effects cannot be predicted with certainty; accordingly, our accounting estimates require the exercise of judgment. The accounting estimates used in the preparation of our Consolidated Financial Statements will change as new events occur, as more experience is acquired, as additional information is obtained and as our operating environment changes. Our estimates are based on management's best knowledge of current events, historical experience, actions that the company may undertake in the future and on various other assumptions that are believed to be reasonable under the circumstances. As a result, actual results may be different from these estimates.

The following table summarizes certain recurring type costs and expenses that require management estimates for the three years ended December 31, 2016:



	Year Ended December 31,
Expense/(Income)	2016			2015			2014
Corporate allocations⁽¹⁾	$	165		$	170		$	175
Provisions for restructuring and asset impairments - continuing operations	73			159			21
Provisions for restructuring and asset impairments - discontinued operations	—			—			2
Provision for receivables	4			4			3
Provisions for litigation and regulatory matters	40			18			38
Depreciation of buildings and equipment ⁽²⁾	130			126			145
Amortization of internal use software ⁽²⁾	49			51			52
Amortization of product software	61			65			58
Amortization of acquired intangible assets ⁽²⁾	280			250			250
Amortization of customer contract costs ⁽²⁾	93			108			122
Income tax (benefit) expense - continuing operations	(244		)	(238		)	(24		)
Income tax expense - discontinued operations	—			81			7

__________________


(1)	Refer to Note 20 - Related Party and Former Parent Investment.


(2)	Excludes amounts related to our ITO business, which was reported as a discontinued operation through its date of sale on June 30, 2015. Refer to Note 4 - Divestitures for additional information regarding this sale.

Changes in Estimates

In the ordinary course of accounting for the items discussed above, we make changes in estimates as appropriate and as we become aware of new or revised circumstances surrounding those estimates. Such changes and refinements in estimation methodologies are reflected in reported results of operations in the period in which the changes are made and, if material, their effects are disclosed in the Notes to the Consolidated Financial Statements and in Management's Discussion and Analysis of Financial Condition and Results of Operations.

Statement of Cash Flows Revision

During the 2016 year-end closing process, we determined that 2015 and 2014 Cash Flows from Investing Activities and Cash Flows from Financing Activities should have been $8 and $59 lower, respectively, as the initiation of capital leases is a non-cash activity. We have determined that these errors are immaterial to all prior period financial statements impacted and we have revised the applicable 2015 and 2014 Statement of Cash Flows amounts herein.

New Accounting Standards and Accounting Changes

Except for the Accounting Standard Updates (ASU's) discussed below, the new ASU's issued by the FASB during the last two years did not have any significant impact on the Company.

Revenue Recognition

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), to supersede nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing U.S. GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. ASU 2014-09 is effective for our fiscal year beginning January 1, 2018, with early adoption permitted for fiscal years beginning January 1, 2017. The standard will be adopted using either of two methods: (i) retrospective to each prior reporting period presented with the option to elect certain practical expedients as defined within ASU 2014-09; or (ii) retrospective with the cumulative effect of initially applying ASU 2014-09 recognized at the date of initial application and providing certain additional disclosures as defined per ASU 2014-09. In March 2016, the FASB issued ASU 2016-08, Revenue Recognition - Principal versus Agent (reporting revenue gross versus net). Also, in April 2016, the FASB issued ASU 2016-10 Revenue from Contracts with Customers - Identifying Performance Obligations and Licensing, and in May 2016, the FASB issued ASU 2016-12 Revenue Recognition - Narrow Scope Improvements and Practical Expedients. We will adopt this standard beginning January 1, 2018, and we will use the modified retrospective method. As a result of the Spin-off Transaction in 2016, we will need to complete most of our implementation activities in 2017.

Leases

In February 2016, the FASB issued ASU 2016-02, Leases. This update requires the recognition of leased assets and lease obligations by lessees for those leases currently classified as operating leases under existing lease guidance. Short term leases with a term of 12 months or less are not required to be recognized. The update also requires disclosure of key information about leasing arrangements to increase transparency and comparability among organizations. The accounting for lessors does not fundamentally change except for changes to conform and align guidance to the lessee guidance as well as to the new revenue recognition guidance in ASU 2014-09. This update is effective for our fiscal year beginning January 1, 2019. We are currently evaluating the impact of the adoption of ASU 2016-02 on our consolidated financial statements.

Cash Flows

In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments. This update provides specific guidance on eight cash flow classification issues where current GAAP is either unclear or does not include specific guidance. This update is effective for our fiscal year beginning January 1, 2018 with early adoption permitted. We are currently evaluating the impact, if any, that the adoption of ASU 2016-15 may have on our statements of cash flows in future reporting periods.

Additionally, in November 2016 the FASB issued ASU 2016-18, Statement of Cash Flows - Restricted Cash. The update requires that amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts

shown on the statement of cash flows. We held $22 and $16 of restricted cash, currently reported in other current assets at December 31, 2016 and 2015, respectively. This update is effective for our fiscal year beginning January 1, 2018. We are currently evaluating the impact, if any, that the adoption of ASU 2016-18 may have on our statements of cash flows in future reporting periods.

Stock Compensation

In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation, Improvements to Employee Share-Based payment Accounting (Topic 718). This update includes provisions to simplify certain aspects related to the accounting for share-based awards and the related financial statement presentation. The update also requires that excess tax benefits and deficiencies be recorded in the income statement when the awards vest or are settled as compared to equity as allowed under certain conditions by current US GAAP. This change is required to be adopted prospectively in the period of adoption. In addition, the ASU modifies the classification of certain share-based payment activities within the statements of cash flows and these changes are required to be applied retrospectively to all periods presented. ASU 2016-09 is effective for our fiscal year beginning January 1, 2017.The update may add volatility to our income tax expense in future periods depending upon, among other things, the level of tax expense and the price of the Company's common stock at the date of vesting for share-based awards. We are currently evaluating the impact, if any, that the adoption of ASU 2016-09 may have on our consolidated financial statements in future reporting periods.

Income Taxes

In October 2016, the FASB issued ASU 2016-16, Income Taxes - Intra-Entity Transfers of Assets Other than Inventory. This update requires recognition of the income-tax consequences of an intra-entity transfer of assets other than inventory. Under current GAAP, recognition of the income tax consequences for assets other than inventory could only occur upon sale to a third party. This update is effective for our fiscal year beginning January 1, 2018. We are currently evaluating the impact of the adoption of ASU 2016-16 on our consolidated financial statements.

Financial Instruments - Credit Losses

In June 2016, the FASB issued ASU 2016-13, Financial Instruments Credit Losses - Measurement of Credit Losses on Financial Instruments, which requires measurement and recognition of expected credit losses for financial assets. The update impacts financial assets and net investment in leases that are not accounted for at fair value through net income. This update is effective for our fiscal year beginning January 1, 2020, with early adoption permitted as of January 1, 2019. We are currently evaluating the impact of the adoption of ASU 2016-13 on our consolidated financial statements.

Business Combinations

In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This update is effective for our fiscal year beginning January 1, 2018, with early adoption permitted. We are currently evaluating the impact of the adoption of ASU 2017-01 on our consolidated financial statements, intangible assets and goodwill.

In January 2017 the FASB issued ASU 2017-04, Intangibles - Goodwill and Other - Simplifying the Goodwill Impairment Test, which eliminates Step 2 from the goodwill impairment test. Instead, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. This update is effective for our fiscal year beginning January 1, 2020, with early adoption permitted for goodwill impairment tests performed after January 1, 2017. The adoption of this standard is not expected to have any effect on our financial condition, results of operations or cash flows. If this new accounting standard, ASU 2017-04 had been adopted as of December 31, 2016, the impairment charge for the Commercial Industries reporting unit would have been $992 versus the$935 under the current standard.

Equity Method Accounting

In March 2016, the FASB issued ASU 2016-07, Investments - Equity Method and Joint Ventures (Topic 323), Simplifying the Transition to the Equity Method of Accounting. This update eliminates the requirement that when an existing cost method investment qualifies for use of the equity method, an investor must restate its historical financial statements, as if the equity method had been used during all previous periods. Under the new guidance, at the point an investment qualifies for the equity method, any unrealized gain or loss in accumulated other comprehensive income(loss) ("AOCI") will be recognized through earnings. This update is effective for our fiscal year beginning January 1, 2017, with early adoption permitted. The adoption of this update is not expected to have a material impact on our financial condition, results of operations or cash flows.

Accounting for Income Taxes: Balance Sheet Presentation of Deferred Taxes

In November 2015, the FASB issued ASU 2015-17, Income Taxes: Balance Sheet Classification of Deferred Taxes. This update, which simplifies the presentation of deferred income taxes, requires that deferred tax liabilities and assets be classified as non-current in a classified statement of financial position. As allowed by the update, we early adopted ASU 2015-17 effective December 31, 2015 on a prospective basis. Adoption of this update resulted in a reclassification of our net current deferred tax asset and liabilities to the net non-current deferred tax asset and liabilities in our Consolidated Balance Sheet as of December 31, 2015. Prior periods were not retrospectively adjusted. The current requirement that deferred tax liabilities and assets of a tax-paying component (jurisdiction) of an entity be offset and presented as a single amount is not affected by this update.

Interest

In April 2015, the FASB issued ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This update requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. In August 2015, the FASB issued ASU 2015-15, which indicated that the SEC staff would not object to an entity deferring and presenting debt issuance costs associated with a line-of-credit arrangement as an asset and subsequently amortizing those costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings. We have $66 of debt issuance costs at December 31, 2016, of which $56 is reported as a reduction to Long term debt and $10 is recorded as a Long term asset. This update was effective for our fiscal year beginning January 1, 2016. The adoption of this standard did not have a material effect on our financial condition, results of operations or cash flows.

Discontinued Operations

In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. The update changes the requirements for reporting discontinued operations in Subtopic 205-20. A discontinued operation may include a component of an entity or a group of components of an entity, or a business. A disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. Examples include a disposal of a major geographic area, a major line of business or a major equity method investment. Additionally, the update requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income and expenses of discontinued operations. This update was effective prospectively for our fiscal year beginning January 1, 2015. The standard primarily involves presentation and disclosure and, therefore, did not have a material impact on our financial condition, results of operations or cash flows.

Service Concession Arrangements

In January 2014, the FASB issued ASU 2014-05, Service Concession Arrangements (Topic 853). This update specifies that an entity should not account for a service concession arrangement within the scope of this update as a lease in accordance with Topic 840, Leases. The update was effective for our fiscal year beginning January 1, 2015. The adoption of this standard did not have a material effect on our financial condition, results of operation or cash flows.

Disclosures of Going Concern Uncertainties

In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40); Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, which was effective for our fiscal year ending December 31, 2016. The adoption of this standard did not have a material effect on our financial condition, results of operation or cash flows.

Other Updates

In 2016 and 2015, the FASB also issued the following Accounting Standards Updates which are not expected to have a material impact on our financial condition, results of operations or cash flows when adopted in future periods. Those updates are as follows:


•	Accounting Changes and Error Corrections (Topic 250): ASU 2017-03, Accounting Changes and Error Corrections (Topic 250) and Investments-Equity Method and Joint Ventures (Topic 323). Transition guidance included in certain issued but not yet adopted ASUs was updated to reflect this amendment.


•	Financial Instruments: ASU 2016-01, Financial Instruments - Recognition and Measurement of Financial Instruments and Financial Liabilities, which is effective for our fiscal year beginning January 1, 2018.


•	Inventory: ASU 2015-11, Simplifying the Subsequent Measurement of Inventory, which is effective for our fiscal year beginning January 1, 2017.


•	Fair Value Measurements: ASU 2015-07, Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or its Equivalent), which was effective for our fiscal year beginning January 1, 2016.


•	Stock Compensation: ASU 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide that a Performance Target Could be Achieved after the Requisite Service Period, which was effective for our fiscal year beginning January 1, 2016.


•	Business Combinations: ASU 2015-16, Accounting for Measurement Period Adjustments in a Business Combination, which was effective for our fiscal year beginning January 1, 2016.


•	Intangibles - Goodwill and Other - Internal Use Software: ASU 2015-05, Intangibles-Goodwill and Other-Internal Use Software - Customer's Accounting for Fees Paid in a Cloud Computing Arrangement, which was effective for our fiscal year beginning January 1, 2016.


•	Consolidation: ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. This update was effective for our fiscal year beginning January 1, 2016 with early adoption permitted, and is applied on a modified retrospective basis.


•	Income Statement: ASU 2015-01, Income Statement - Extraordinary and Unusual Items (Subtopic 225-20) - Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items. The standard primarily involves presentation and disclosure.


•	Derivatives and Hedging: ASU 2016-06, Contingent Put and Call Options in Debt Instruments, which is effective for our fiscal year beginning January 1, 2017 with early adoption permitted.


•	Derivatives and Hedging: ASU 2016-05, Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships, which is effective for our fiscal year beginning January 1, 2017 with early adoption permitted.


•	Derivatives and Hedging: ASU 2014-16, Derivatives and Hedging (Topic 815) - Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity, which was effective for our fiscal year beginning January 1, 2016.

Summary of Accounting Policies

Revenue Recognition

We primarily generate revenue through services. Revenue is recognized when it is realized or realizable and earned. We consider revenue realized or realizable and earned when we have persuasive evidence of an arrangement, delivery has occurred, the transaction price is fixed or determinable and collectibility is reasonably assured. Delivery does not occur until services have been provided to the customer, risk of loss has transferred to the customer, and either customer acceptance has been obtained, customer acceptance provisions have lapsed or the company has objective evidence that the criteria specified in the customer acceptance provisions have been satisfied. The transaction price is not considered to be fixed or determinable until all contingencies related to the sale have been resolved.

Outsourcing Services: Revenues associated with outsourcing services are generally recognized as services are rendered, which is generally on the basis of the number of accounts or transactions processed. In service arrangements where final acceptance of a system or solution by the customer is required, revenue is deferred until all acceptance criteria have been met. Revenues on cost reimbursable contracts are recognized by applying an estimated factor to costs as incurred, determined by the contract provisions and prior experience. Revenues on unit-price contracts are recognized at the contractual selling prices as work is completed and accepted by the customer. Revenues on time and material contracts are recognized at the contractual rates as the labor hours and direct expenses are incurred.

Revenues on certain fixed price contracts where we provide system development and implementation services are recognized over the contract term based on the percentage of development and implementation services that are provided during the period compared with the total estimated development and implementation services to be provided over the entire contract using the percentage-of-completion accounting methodology. These services require that we perform significant, extensive and complex design, development, modification or implementation of our customers' systems. Performance will often extend over long periods, and our right to receive future payment depends on our future performance in accordance with the agreement.

The percentage-of-completion methodology involves recognizing probable and reasonably estimable revenue using the percentage of services completed, on a current cumulative cost to estimated total cost basis, using a reasonably consistent profit margin over the period.

Revenues earned in excess of related billings are accrued, whereas billings in excess of revenues earned are deferred until the related services are provided. We recognize revenues for non-refundable, upfront implementation fees on a straight-line basis over the period between the initiation of the ongoing services through the end of the contract term.

In connection with our services arrangements, we incur and capitalize costs to originate these long-term contracts and to perform the migration, transition and setup activities necessary to enable us to perform under the terms of the arrangement. Certain initial direct costs of an arrangement are capitalized and amortized over the contractual service period of the arrangement to cost of services. From time to time, we also provide inducements to customers in various forms, including contractual credits, which are capitalized and amortized as a reduction of revenue over the term of the contract.

Spending associated with customer-related deferred set-up/transition and inducement costs for the three years ended December 31, 2016 were as follows:



	Year Ended December 31,
	2016		2015		2014
Set-up/transition and inducement expenditures	$	63	$	65	$	81

The capitalized amount of customer contract costs at December 31, 2016 and 2015 were as follows:

__________

(1) The balance at December 31, 2016 of $137 is expected to be amortized over a weighted average period of approximately 8 years.

Amortization expense for the next five years and thereafter is expected to be as follows:



2017		2018		2019		2020		2021		Thereafter
$	58	$	29	$	16	$	8	$	5	$	21

Long-lived assets used in the fulfillment of the arrangements are capitalized and depreciated over the shorter of their useful life or the term of the contract if an asset is contract specific.

Other Revenue Recognition Policies

Multiple Element Arrangements: As described above, we enter into the following revenue arrangements that may consist of multiple deliverables including contracts for multiple types of outsourcing services, as well as professional and value-added services. For instance, we may contract for an implementation or development project and also provide services to operate the system which we implement or develop over a period of time; or we may contract to scan, manage and store customer documents.

In substantially all of our multiple element arrangements, we are able to separate the deliverables since we normally will meet both of the following criteria:


•	The delivered item(s) has value to the customer on a stand-alone basis; and


•	If the arrangement includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in our control.

Consideration in a multiple-element arrangement is allocated at the inception of the arrangement to all deliverables on the basis of the relative selling price. When applying the relative selling price method, the selling price for each deliverable is primarily determined based on vendor-specific objective evidence (VSOE), third-party evidence (TPE), or our best estimate of the selling price. The above noted revenue policies are then applied to each separated deliverable, as applicable.

Revenue Reporting: Revenue from sales of third-party vendor products or services is recorded net of costs when the company is acting as an agent between the customer and the vendor or supplier, and gross when the company is a principal to the transaction. Postage is generally recognized on a gross basis. Several factors are considered to determine whether the company is an agent or principal, most notably whether the company is the primary obligor to the customer, or has inventory risk. Consideration is also given to whether the company adds meaningful value to the vendor’s product or service, was involved in the selection of the vendor’s product or service, has latitude in establishing the sales price or has credit risk.

Revenue-based Taxes: We report revenue net of any revenue-based taxes assessed by governmental authorities that are imposed on and concurrent with specific revenue-producing transactions. The primary revenue-based taxes are sales tax and value-added tax (VAT).

Other Significant Accounting Policies

Cash and Cash Equivalents

Cash and cash equivalents consist of cash on hand, including money market funds and investments with original maturities of three months or less.

Receivable Sales

We regularly transfer certain portions of our receivable portfolios and normally account for those transfers as sales based on meeting the criteria for derecognition in accordance with ASC Topic 860 "Transfer and Servicing" of Financial Assets. Losses on the sale of receivables depend, in part, on both (a) the cash proceeds and (b) the net non-cash proceeds received or paid. When we sell receivables, we normally receive beneficial interests in the transferred receivables from the purchasers as part of the proceeds. Refer to Note 5 - Accounts Receivable, Net for more details on our receivable sales.

Land, Buildings and Equipment

Land, buildings and equipment are recorded at cost. Buildings and equipment are depreciated over their estimated useful lives. Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life. Significant improvements are capitalized and maintenance and repairs are expensed. Refer to Note 6 - Land, Buildings, Equipment and Software, Net for further discussion.

Software - Internal Use and Product

We capitalize direct costs associated with developing, purchasing or otherwise acquiring software for internal use and amortize these costs on a straight-line basis over the expected useful life of the software, beginning when the software is implemented (Internal Use Software). Costs incurred for upgrades and enhancements that will not result in additional functionality are expensed as incurred. Amounts expended for Internal Use Software are included in Cash Flows from Investing.

We also capitalize certain costs related to the development of software solutions to be sold to our customers upon reaching technological feasibility (Product Software). These costs are amortized on a straight-line basis over the estimated economic life of the software. Amounts expended for Product Software are included in Cash Flows from Operations. We perform periodic reviews to ensure that unamortized Product Software costs remain recoverable from estimated future operating profits (net realizable value or NRV). Costs to support or service licensed software are charged to Costs of outsourcing as incurred.

Refer to Note 6 - Land, Buildings, Equipment and Software, Net for further information.

Goodwill and Other Intangible Assets

Goodwill represents the excess of the purchase price over the fair value of acquired net assets in a business combination, including the amount assigned to identifiable intangible assets. The primary drivers that generate goodwill are the value of synergies between the acquired entities and the company and the acquired assembled workforce, neither of which qualifies as an identifiable intangible asset. Goodwill is not amortized but rather is tested for impairment annually or more frequently if an event or circumstance indicates that an impairment loss may have been incurred.

Impairment testing for goodwill is done at the reporting unit level. A reporting unit is an operating segment or one level below an operating segment (a "component") if the component constitutes a business for which discrete financial information is available, and segment management regularly reviews the operating results of that component. Our reporting units are the same as our operating segments and this is the level that discrete financial information is available.

When testing goodwill for impairment, we may assess qualitative factors for some or all of our reporting units to determine whether it is more-likely-than-not (that is, a likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount, including goodwill. Alternatively, we may bypass this qualitative assessment for some or all of our reporting units and perform a detailed quantitative test of impairment (Step 1). If we perform the detailed quantitative impairment test and the carrying amount of the reporting unit exceeds its fair value, we would perform an analysis (Step 2) to measure such impairment.

As required by ASC 350 Intangibles - Goodwill and Other, we annually test the Goodwill of our reporting units for impairment. For Step 1 of the test, as in prior years, we determined the fair value of our reporting units utilizing a combination of both an Income Approach and a Market Approach to calculate fair value for each reporting units equity. We then compare fair value of equity to carrying value. The Income Approach utilizes a discounted cash flow analysis based upon the forecasted future business results of our reporting units. The Market Approach utilizes the guideline public company method. We apply a two-thirds and one-third weighting to the results of the Income Approach and the Market Approach, respectively, to calculate the fair value of each reporting unit’s equity.

In 2016, based on the declining operating results of our Commercial Industries reporting unit, including in the fourth quarter, we determined to proceed to the quantitative assessment of the recoverability of our goodwill balances for each of our reporting units in performing our annual impairment test. Based on our quantitative assessments, we concluded that the fair value of our Commercial Industries reporting unit was less than its carrying value by approximately 53%, indicating an impairment. Accordingly, based on Step 2 of the impairment process, we recorded a pre-tax goodwill impairment charge of $935 million during the fourth quarter of 2016, which is separately presented in the Consolidated Statements of Income (Loss). Our Healthcare and Public Sector reporting units passed Step 1 of the impairment test with fair value exceeding carrying value by approximately 19% and 14%, respectively.

Other intangible assets primarily consist of assets obtained in connection with business acquisitions, including installed customer base and distribution network relationships, patents on existing technology and trademarks. We apply an impairment evaluation whenever events or changes in business circumstances indicate that the carrying value of our intangible assets may not be recoverable. Other intangible assets are amortized on a straight-line basis over their estimated economic lives. We believe that the straight-line method of amortization reflects an appropriate allocation of the cost of the intangible assets to earnings in proportion to the amount of economic benefits obtained annually by the Company.

Refer to Note 7 - Goodwill and Intangible Assets, Net for further information.

Impairment of Long-Lived Assets

We review the recoverability of our long-lived assets, including buildings, equipment, internal use software, product software and other intangible assets, when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on our ability to recover the carrying value of the asset from the expected future pre-tax cash flows (undiscounted and without interest charges) of the related operations. If these cash flows are less than the carrying value of such asset, an impairment loss is recognized for the difference between estimated fair value and carrying value. Our primary measure of fair value is based on forecasted cash flows.

Pension Obligations

We sponsor various forms of defined benefit pension plans in several countries covering employees who meet eligibility requirements. We employ a delayed recognition feature in measuring the costs associated with our pension benefit plans. This requires changes in the benefit obligations and changes in the value of assets set aside to meet those obligations to be recognized not as they occur, but systematically and gradually over subsequent periods. All changes are ultimately recognized as components of net periodic benefit cost, except to the extent they may be offset by subsequent changes. At any point, changes that have been identified and quantified but not recognized as components of net periodic benefit cost, are recognized in Accumulated Other Comprehensive Loss, net of tax.

Several statistical and other factors that attempt to anticipate future events are used in calculating the expense, liability and asset values related to our pension plans. These factors include assumptions we make about the discount rate, expected return on plan assets, the rate of future compensation increases and mortality. In calculating the expected return on the plan asset component of our net periodic pension cost, we apply our estimate of the long-term rate of return on the plan assets that support our pension obligations.

The expected rate of return on plan assets is the long-term rate of return we expect to earn on plan assets. When estimating the expected rate of return, in addition to assessing recent performance, we consider the historical returns earned on plan assets, the rates of return expected in the future, and our investment strategy and asset mix with respect to the plans’ funds. The expected rate of return on plan assets is reviewed annually and revised, as necessary, to reflect changes in financial markets and our investment strategy.

The discount rate is used to present value our future anticipated benefit obligations. The discount rate reflects the current rate at which benefit liabilities could be effectively settled considering the timing of expected payments for plan participants. In estimating our discount rate, we consider rates of return on high-quality fixed-income investments adjusted to eliminate the effects of call provisions, as well as the expected timing of pension and other benefit payments.

Each year, the difference between the actual return on plan assets and the expected return on plan assets, as well as increases or decreases in the benefit obligation as a result of changes in the discount rate and other actuarial assumptions, are added to or subtracted from any cumulative actuarial gain or loss from prior years. This amount is the net actuarial gain or loss recognized in Accumulated other comprehensive loss. We amortize net actuarial gains and losses as a component of net pension cost for a year if, as of the beginning of the year, that net gain or loss (excluding asset gains or losses that have not been recognized in market-related value) exceeds 10% of the greater of the projected benefit obligation or the market-related value of plan assets (the "corridor" method). This determination is made on a plan-by-plan basis. If amortization is required for a particular plan, we amortize the applicable net gain or loss in excess of the 10% threshold on a straight-line basis in net periodic pension cost over the remaining service period of the employees participating in that pension plan. In plans where substantially all participants are inactive, the amortization period for the excess is the average remaining life expectancy of the plan participants.

Refer to Note 13 - Employee Benefit Plans for further information regarding our Pension Benefit Obligations.

Income Taxes

Income taxes are recorded based on amounts refundable or payable and include the results of any difference between U.S. GAAP accounting and tax reporting, recorded as deferred tax assets or liabilities. We estimate deferred tax assets and liabilities based on current tax laws, regulations and rates. Changes in tax laws,

regulations and rates may affect recorded deferred tax assets and liabilities in the future.

Management establishes valuation allowances on deferred tax assets when it is determined “more-likely-than-not” that some portion or all of the deferred tax assets may not be realized. Management considers positive and negative evidence in evaluating the ability of the Company to realize its deferred tax assets, including its historical results and forecasts of future ability to realize its deferred tax assets, including projected future taxable income, the expected timing of the reversals of existing temporary differences and tax planning strategies.

We are subject to ongoing tax examinations and assessments in various jurisdictions. We have unrecognized tax benefits for uncertain tax positions. We follow U.S. GAAP which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Our ongoing assessments of the more-likely-than-not outcomes of the examinations and related tax positions require judgment and can materially increase or decrease our effective tax rate, as well as impact our operating results.

Refer to Note 14—Income Taxes for further discussion.

Foreign Currency Translation and Re-measurement

The functional currency for most foreign operations is the local currency. Net assets are translated at current rates of exchange and income, expense and cash flow items are translated at average exchange rates for the applicable period. The translation adjustments are recorded in Accumulated other comprehensive loss.

The U.S. Dollar is used as the functional currency for certain foreign subsidiaries that conduct their business in U.S. Dollars. A combination of current and historical exchange rates is used in re-measuring the local currency transactions of these subsidiaries and the resulting exchange adjustments are recorded in Currency (gains) and losses within Other expenses, net together with other foreign currency re-measurements.

Segment Reporting

12 Months Ended

Dec. 31, 2016

Segment Reporting [Abstract]

Segment Reporting

Our reportable segments correspond to how we organize and manage the business, as defined by our CEO who is also our Chief Operating Decision Maker, and are aligned to the industries in which our clients operate. All of our segments involve the delivery of business process services and include service arrangements where we manage a customer's business activity or process. We report our financial performance based on the following three primary reportable segments.


•	Commercial Industries


•	Healthcare


•	Public Sector

Commercial Industries: Our Commercial Industries segment provides business process services and customized solutions to clients in a variety of industries (other than healthcare). Across the Commercial Industries segment, we deliver end-to-end business-to-business and business-to-customer services that enable our clients to optimize their key processes. Our multi-industry competencies include customer care, human resource management and finance and accounting services. These services are complemented by innovative industry-specific services such as personalized product information for the automotive industry; digitized source-to-pay solutions for clients in the manufacturing industry; customer experience and marketing services for clients in the retail industry; mortgage and consumer loan processing for clients in the financial services industry; and customized workforce learning solutions for clients in the aerospace industry.

Healthcare: Our Healthcare segment provides innovative industry-centric business process services and subject matter expertise to clients across the healthcare industry, including providers, payers, employers, pharmaceutical and life science companies and government agencies. We strive to enable our healthcare clients to focus on improving the patient care experience, lowering total costs and enabling better long-term health outcomes.

Public Sector: Our Public Sector segment provides government-centric business process services to U.S. federal, state and local and foreign governments for transportation, public assistance, program administration, transaction processing and payment services.

Other: Other includes our Government Health Enterprise Medicaid Platform business, where we are limiting our focus to implementing and maintaining systems for our current Health Enterprise clients, and our Student Loan business, which is in run-off. Other also includes non-allocated expenses as well as inter-segment eliminations.

Selected financial information for our reportable segments was as follows:



	Year Ended December 31,
	Commercial Industries		Healthcare		Public Sector		Other⁽¹⁾			Total
2016
Revenue	$	2,622	$	1,681	$	1,727	$	328		$	6,358
Related party revenue	48		2		1		(1		)	50
Inter-segment revenue	20		3		3		(26		)	—
Total Segment Revenue	$	2,690	$	1,686	$	1,731	$	301		$	6,408
Depreciation and amortization⁽²⁾	$	117	$	66	$	81	$	69		$	333
Segment profit (loss)	59		159		223		(245		)	196

2015
Revenue	$	2,822	$	1,746	$	1,723	$	318		$	6,609
Related party revenue	51		2		—		—			53
Inter-segment revenue	23		2		4		(29		)	—
Total Segment Revenue	$	2,896	$	1,750	$	1,727	$	289		$	6,662
Depreciation and amortization⁽²⁾	$	119	$	64	$	84	$	83		$	350
Segment profit (loss)	69		157		200		(489		)	(63		)

2014
Revenue	$	2,881	$	1,738	$	1,763	$	502		$	6,884
Related party revenue	51		3		—		—			54
Inter-segment revenue	21		2		4		(27		)	—
Total Segment Revenue	$	2,953	$	1,743	$	1,767	$	475		$	6,938
Depreciation and amortization⁽²⁾	$	126	$	101	$	79	$	71		$	377
Segment profit (loss)	152		138		206		(49		)	447

____________________________

(1)

Other results for 2016 includes a charge of $161 related to our NY MMIS project. $83 was recorded as a reduction to revenue and the remainder of $78 was recorded to Cost of outsourcing. Other results for 2015 include a charge of $389 related to our Health Enterprise platform implementations in California and Montana. $116 of the charge was recorded as a reduction to revenues and the remainder of $273 was recorded to Cost of outsourcing.


(2)	Depreciation and amortization excludes amortization of intangible assets - see reconciliation below for amounts - as well as depreciation and amortization associated with Discontinued Operations. Refer to Note 4 - Divestitures for amounts.

The following is a reconciliation of segment (loss) profit to pre-tax (loss) income:



	Year Ended December 31,
Segment (Loss) Profit Reconciliation to Pre-tax (Loss) Income	2016			2015			2014
Total Segment Profit (Loss)	$	196		$	(63	)	$	447
Reconciling items:
Goodwill impairment	(935		)	—			—
Amortization of intangible assets	(280		)	(250		)	(250		)
Restructuring and related costs⁽¹⁾	(101		)	(159		)	(21		)
Related party interest	(26		)	(61		)	(107		)
Separation costs	(44		)	—			—
Business transformation costs⁽²⁾	(3		)	(3		)	(14		)
Other expenses, net	(34		)	(38		)	(45		)
Pre-tax (Loss) Income	$	(1,227	)	$	(574	)	$	10

____________________________


(1)	Restructuring and asset impairment charges were $73, $159, and $21 for each of the three years ended December 31, 2016, 2015 and 2014, respectively and Strategic transformation costs were $28 for the year ended December 31, 2016.


(2)	Business transformation costs represent incremental costs incurred directly in support of our business transformation and restructuring initiatives such as compensation costs for overlapping staff, consulting costs and training costs.

Geographic area data is based upon the location of the subsidiary reporting the revenue or long-lived assets and is as follows for each of the years ended December 31:



	Revenues						Long-Lived Assets ⁽¹⁾
	2016		2015		2014		2016		2015
United States	$	5,686	$	5,849	$	5,923	$	325	$	393
Europe	547		616		786		38		42
Other areas	175		197		229		73		71
Total Revenues and Long-Lived Assets	$	6,408	$	6,662	$	6,938	$	436	$	506

________________


(1)	Long-lived assets are comprised of (i) Land, buildings and equipment, net, (ii) Internal use software, net and (iii) Product software, net.

Our methodology to disclose revenue on a geographic basis changed to reflect where the work is contracted. All prior years have been adjusted to reflect this change in methodology.

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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Acquisitions	12 Months Ended
Acquisitions	Dec. 31, 2016
Business Combinations [Abstract]
Acquisitions	Acquisitions 2016 Acquisitions We did not make any acquisitions in 2016. 2015 Acquisitions In September 2015 we acquired RSA Medical LLC (RSA Medical) for approximately $141 in cash. RSA Medical is a leading provider of health assessment and risk management for members interacting with health and life insurance companies. The acquisition of RSA Medical expands our portfolio of healthcare service offerings to payers and life insurers using predictive analytics to enhance member outreach services aimed at improving overall population health. RSA Medical is included in our Healthcare segment. In 2016, we recorded accelerated amortization of intangible assets of $16 as a result of the loss of a large contract. In September 2015, we acquired inVentive Patient Access Solutions (iPAS), an inVentiv Health company, for approximately $15 in cash. This acquisition expands our portfolio of pharmaceutical services with an offering to help pharmaceutical companies drive product adoption and support patients in minimizing and eliminating financial and reimbursement hurdles. iPAS is included in our Healthcare segment. In May 2015, we acquired Healthy Communities Institute Corporation (HCI), for approximately $13 in cash. HCI provides a leading cloud platform that puts socioeconomic and community health information at the fingertips of hospitals, public health agencies and community coalitions. HCI is included in our Healthcare segment. In January 2015 we acquired Intellinex LLC (Intellinex), formerly Intrepid Learning Solutions, Inc., a Seattle-based company, for $28 in cash. Intellinex provides outsourced learning services primarily in the aerospace manufacturing and technology industries. The acquisition of Intellinex solidifies our position as a leading provider of end-to-end outsourced learning services, and adds key vertical market expertise in the aerospace industry. Intellinex is included in our Commercial Industries segment. 2015 Summary All of our 2015 acquisitions resulted in 100% ownership of the acquired companies. The operating results of the acquired companies described above were not material to our consolidated financial statements and were included within our results from their respective acquisition dates. Our 2015 acquisitions contributed aggregate revenues of approximately $57 and $40 to our 2016 and 2015, respectively, total revenues from their respective acquisition dates. The purchase prices for all acquisitions were primarily allocated to intangible assets and goodwill based on third-party valuations and management's estimates. The primary elements that generated the goodwill are the value of synergies and the acquired assembled workforce. Approximately 60% of the goodwill recorded in 2015 is expected to be deductible for tax purposes. 2014 Acquisitions In September 2014, we acquired Consilience Software, Inc. (Consilience) for approximately $25 in cash. Consilience provides case management and workflow automation software solutions to the public sector. Consilience's proprietary Maven Case Management software system uses data and process analytics to help government agencies extract more value from their information. The intelligent case management system automates workflows for document- and labor-intensive processes and integrates previously siloed legacy systems for accelerated decision-making. Consilience is included in our Public Sector segment. In May 2014, we acquired ISG Holdings, Inc. (ISG) for approximately $225 in cash. The acquisition of ISG enhances our Healthcare segment by providing a comprehensive workers' compensation suite of offerings to the property and casualty sector. In addition, the acquisition expands our services to property and casualty insurance carriers, third-party administrators, managed care services providers, governments and self-administered employers who require comprehensive reviews of medical bills and implementation of care management plans stemming from workers' compensation claims. ISG is included in our Healthcare segment. In January 2014, we acquired Invoco Holding GmbH (Invoco), a German company, for approximately $54 (€40 million) in cash. The acquisition of Invoco expands our European customer care services and provides our global customers immediate access to German-language customer care services and provides Invoco's existing customers access to our broad business process outsourcing capabilities. Invoco is included on our Commercial Industries segment. We also acquired one additional business in 2014 for $2 in cash, primarily related to customer care and software support. 2014 Summary All of our 2014 acquisitions resulted in 100% ownership of the acquired companies. The operating results of the acquired companies described above were not material to our consolidated financial statements and were included within our results from the respective acquisition dates. Our 2014 acquisitions contributed aggregate revenues of approximately $181, $183 and $130 to our 2016, 2015 and 2014 total revenues, respectively, from their respective acquisition dates. The purchase prices for all acquisitions were primarily allocated to intangible assets and goodwill based on third-party valuations and management's estimates. Contingent Consideration In connection with certain acquisitions, we are obligated to make contingent payments if specified contractual performance targets are achieved. Contingent consideration obligations are recorded at their respective fair value. In December 2016, we reversed approximately $12 related to a settlement of a previous years acquisition contingency. As of December 31, 2016, the maximum aggregate amount of outstanding contingent obligations to former owners of acquired entities was approximately $13, of which $11 was accrued representing the estimated fair value of this obligation. Refer to Note 7 - Goodwill and Intangible Assets, Net for additional information regarding Acquisitions.

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

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Discontinued Operations and Disposal Groups [Abstract]

Divestitures

12 Months Ended

Dec. 31, 2016

Divestitures

Information Technology Outsourcing (ITO)

In December 2014, we announced an agreement to sell our ITO business to Atos and began reporting it as a Discontinued Operation. All prior periods were accordingly revised to conform to this presentation. The sale was completed on June 30, 2015. The final sale price of approximately $940 ($930 net of cash sold) reflects closing adjustments, including an adjustment for changes in net asset values and additional proceeds for the condition of certain assets at the closing. Atos also assumed approximately $85 of capital lease obligations and pension liabilities. Net after-tax proceeds are estimated to be approximately $850, which reflects expected cash taxes as well as our transaction and transition costs associated with the disposal. The ITO business included approximately 9,600 employees in 42 countries, who were transferred to Atos upon closing.

In 2014, we recorded a net pre-tax loss of $181 related to the pending sale, reflecting the write-down of the carrying value of the ITO disposal group, inclusive of goodwill, to its estimated fair value less costs to sell. In 2015, we recorded an additional net pre-tax loss of $77 primarily at closing related to an adjustment of the sales price and related expenses associated with the disposal, as well as reserves for certain obligations and indemnifications we retained as part of the final closing negotiations. In addition, we recorded additional tax expense of $52 primarily related to the difference between the book basis and tax basis of allocated goodwill, which could only be recorded upon final disposal of the business.

In February 2016, we reached an agreement with Atos on the final adjustments to the closing balance of net assets sold as well as the settlement of certain indemnifications and recorded an additional pre-tax loss on the disposal in 2015 of $24 ($14 after-tax). The additional loss was recorded in 2015 as the financial statements had not yet been issued when the agreement was reached with Atos. We made a payment in 2016 to Atos of approximately $52, representing a $28 adjustment to the final sales price as a result of this agreement and a payment of $24 due from closing. The payment is reflected in Investing cash flows as an adjustment of the sales proceeds.

Other Discontinued Operations

In May 2014 we sold our Truckload Management Services, Inc. (TMS) business for $15 and recorded a net pre-tax loss on disposal of $1. TMS provided document capture and submission solutions as well as campaign management, media buying and digital marketing services to the long haul trucking and transportation industry.

Summarized financial information for our Discontinued Operations is as follows:



	Year Ended December 31,
	2015						2014
	ITO			Total			ITO			TMS			Total
Revenues	$	619		$	619		$	1,320		$	18		$	1,338

Income (loss) from operations ^(1),(2)	$	104		$	104		$	74		$	—		$	74
Loss on disposal	(101		)	(101		)	(181		)	(1		)	(182		)
Net income (loss) before income taxes	$	3		$	3		$	(107	)	$	(1	)	$	(108	)
Income tax expense	(81		)	(81		)	(5		)	(2		)	(7		)
Loss from discontinued operations, net of tax	$	(78	)	$	(78	)	$	(112	)	$	(3	)	$	(115	)

________________


(1)	ITO income from operations for the year ended December 31, 2015, excludes approximately $80 of depreciation and amortization expense (including $14 for intangible amortization) since the business was held for sale.


(2)	ITO Income from operations for the year ended December 31, 2014 includes approximately $160 of depreciation and amortization expense (including $27 for intangible amortization).

The following is a summary of selected financial information of the ITO business for the two years ended December 31,:



	Year Ended December 31,
	2015		2014
Expenses:
Depreciation of buildings and equipment⁽¹⁾	$	—	$	98
Amortization of internal use software⁽¹⁾	—		9
Amortization of acquired intangible assets⁽¹⁾	—		27
Amortization of customer contract costs⁽¹⁾	—		26
Operating lease rent expense	130		258
Defined contribution plans	4		8
Interest expense ⁽²⁾	2		4

Expenditures:
Cost of additions to land, buildings and equipment	$	41	$	105
Cost of additions to internal use software	1		2
Customer-related deferred set-up/transition and inducement costs	10		26

________________


(1)	ITO income from operations for the year ended December 31, 2015, excludes approximately $80 of depreciation and amortization expense (including $14 for intangible amortization) since the business was held for sale.


(2)	Interest expense is related to capital lease obligations, which were assumed by the purchaser of the ITO business.

The entire disclosure related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

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Accounts Receivables, Net

Accounts Receivables, Net

12 Months Ended

Dec. 31, 2016

Receivables [Abstract]

Accounts Receivable, Net

Accounts receivable, net were as follows:



	December 31,
	2016			2015
Amounts billed or billable	$	1,014		$	963
Unbilled amounts	279			289
Allowance for doubtful accounts	(7		)	(6		)
Accounts Receivable, Net	$	1,286		$	1,246

Unbilled amounts include amounts associated with percentage-of-completion accounting and other earned revenues not currently billable due to contractual provisions. Amounts to be invoiced in subsequent months for current services provided are included in amounts billable, and at December 31, 2016 and 2015 were approximately $429 and $443, respectively.

We perform ongoing credit evaluations of our customers and adjust credit limits based upon customer payment history and current creditworthiness. The allowance for uncollectible accounts receivables is determined principally on the basis of past collection experience as well as consideration of current economic conditions and changes in our customer collection trends.

Accounts Receivable Sales Arrangements

Accounts receivable sales arrangements were utilized in the normal course of business as part of our cash and liquidity management. We have facilities in the U.S. and Europe that enable us to sell certain accounts receivable without recourse to third-parties. The accounts receivables sold are generally short-term trade receivables with payment due dates of less than 60 days. All of our arrangements involve the sale of our entire interest in groups of accounts receivable for cash.

Under most of the agreements, we continue to service the sold accounts receivable. When applicable, a servicing liability is recorded for the estimated fair value of the servicing. The amounts associated with the servicing liability were not material.

Of the accounts receivables sold and derecognized from our balance sheet, zero remained as uncollected as of December 31, 2016 and $136 remained uncollected as of December 31, 2015. Accounts receivable sales were as follows:



	Year Ended December 31,
	2016			2015		2014
Accounts receivable sales	$	250		$	325	$	343
Estimated increase (decrease) to operating cash flows⁽¹⁾	(136		)	58		(4		)

__________


(1)	Represents the difference between current and prior year fourth quarter receivable sales adjusted for the effects of: (i) deferred proceeds, (ii) collections prior to the end of the year and (iii) currency.

Land, Buildings, Equipment and Software, Net

12 Months Ended

Dec. 31, 2016

Land, Buildings, Equipment and Software, Net [Abstract]

Land, Buildings, Equipment and Software, Net

Land, buildings and equipment, net were as follows:



	Estimated Useful Lives	December 31,
	(Years)	2016			2015
Land		$	10		$	10
Building and building equipment	25 to 50	20			28
Leasehold improvements	Varies	236			208
Office furniture and equipment	3 to 15	719			689
Other	4 to 20	1			3
Construction in progress		54			26
Subtotal		1,040			964
Accumulated depreciation		(757		)	(684		)
Land, Buildings and Equipment, Net		$	283		$	280

Depreciation expense and operating lease rent expense were as follows:



	Year Ended December 31,
	2016		2015		2014
Depreciation expense	$	130	$	126	$	145
Operating lease rent expense	$	378	$	389	$	385

We lease buildings and equipment, substantially all of which are accounted for as operating leases. Certain leases were accounted for as capital leases and the remaining net book value of those assets, included in Land, Buildings and Equipment, Net were approximately $42 and $57 at December 31, 2016 and 2015, respectively.

Future minimum operating lease commitments that have initial or remaining non-cancelable lease terms in excess of one year at December 31, 2016 were as follows:



2017		2018		2019		2020		2021		Thereafter
$	176	$	127	$	89	$	56	$	36	$	46

Internal Use and Product Software⁽¹⁾

Additions to Internal Use and Product Software as well as year-end balances for these assets were as follows:



	Year Ended December 31,
Additions to:	2016		2015		2014
Internal use software	$	39	$	27	$	27
Product software	10		19		23



	December 31,
Capitalized Costs, Net	2016		2015
Internal use software	$	115	$	119
Product software	38		107

Useful lives of our internal use and product software generally vary from three to seven years.

Included within product software at December 31, 2016 and 2015 is $3 and $53, respectively, of capitalized costs associated with software system platforms developed for use in certain of our government services businesses.

During 2016 we determined that it is probable that we will not fully complete our NY MMIS project in its current form. As a result of this decision an impairment charge of approximately $28 was recorded in Cost of outsourcing. We also recorded an additional impairment charge in 2016 related to the 2015 HE charge of approximately $9 in Restructuring and asset impairment. In 2015 we decided to discontinue certain future implementations of these software system platforms, and recorded an impairment charge of $160 ($14 in Cost of outsourcing and $146 in Restructuring and asset impairments).

__________


(1)	Balances included in Other Long-term assets, refer to Note 9 - Supplementary Financial Information for additional information.

Goodwill and Intangible Assets, Net

12 Months Ended

Dec. 31, 2016

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets, Net

Goodwill

The following table presents the changes in the carrying amount of goodwill, by reportable segment:



	Commercial Industries			Healthcare			Public Sector			Total
Balance at December 31, 2014	$	1,939		$	1,123		$	1,722		$	4,784
Foreign currency translation	(30		)	(9		)	(18		)	(57		)
Acquisitions:
RSA Medical	—			107			—			107
Intellinex	19			—			—			19
Consilience	—			12			—			12
Reclassifications⁽¹⁾	(61		)	61			—			—
Other	—			7			—			7
Balance at December 31, 2015	$	1,867		$	1,301		$	1,704		$	4,872
Foreign currency translation	(22		)	(8		)	(14		)	(44		)
Acquisitions: RSA Medical	—			(2		)	—			(2		)
Disposition: Nuova Karel Solutions	(2		)	—			—			(2		)
Impairment	(935		)	—			—			(935		)
Balance at December 31, 2016	$	908		$	1,291		$	1,690		$	3,889

___________


(1)	Represents the reclassification of certain Healthcare contracts from our Commercial Industries segment to our Healthcare segment.

2016 Impairment Charge

As required by ASC 350 Intangibles - Goodwill and Other, we annually test the goodwill of our reporting units for impairment. For Step 1 of the test, as in prior years, we determined the fair value of our reporting units utilizing a combination of both an Income Approach and a Market Approach to calculate fair value for each reporting unit. We then compare the fair value of each reporting unit to its carrying value. The Income Approach utilizes a discounted cash flow analysis based upon the forecasted future business results of our reporting units. The Market Approach utilizes the guideline public company method. We apply a two-thirds and one-third weighting to the results of the Income Approach and the Market Approach, respectively, to calculate the fair value of each reporting unit’s equity.

In 2016, based on the declining operating results of our Commercial Industries reporting unit, including a weak fourth quarter, we determined to proceed to the quantitative assessment of the recoverability of our goodwill balances for each of our reporting units in performing our annual impairment test. Based on our quantitative assessments, we concluded that the fair value of our Commercial Industries reporting unit was less than its carrying value by approximately 53%, indicating an impairment. Accordingly, based on Step 2 of the impairment process, we recorded a pre-tax goodwill impairment charge of $935 during the fourth quarter of 2016, which is separately presented in the Consolidated Statements of Income (Loss). After the charge, the goodwill of the Commercial Industries reporting unit approximates fair value. Our Healthcare and Public Sector reporting units passed Step 1 of the impairment test with fair value exceeding carrying value by approximately 19% and 14%, respectively.

Intangible Assets, Net

Net intangible assets were $1,144 at December 31, 2016 of which $458, $264 and $422 relate to our Commercial Industries, Healthcare and Public Sector segments, respectively. Intangible assets were comprised of the following:



		December 31, 2016						December 31, 2015
	Weighted Average Amortization	Gross Carrying Amount		Accumulated Amortization		Net Amount		Gross Carrying Amount		Accumulated Amortization		Net Amount
Customer relationships	12 years	$	2,924	$	1,788	$	1,136	$	2,927	$	1,528	$	1,399
Trademarks	9 years	—		—		—		22		4		18
Technology, patents and non-compete	4 years	11		3		8		13		5		8
Total Intangible Assets		$	2,935	$	1,791	$	1,144	$	2,962	$	1,537	$	1,425

Amortization expense related to intangible assets was $280, $250, and $250 for the years ended December 31, 2016, 2015 and 2014, respectively. 2016 included $14 of accelerated amortization of Trademarks related to our re-branding to Conduent and $16 related to the accelerated amortization of RSA due to the loss of a large customer in customer relationships. Excluding the impact of additional acquisitions, amortization expense is expected to approximate $243 in 2017, $242 in 2018, $241 in 2019, $238 in 2020 and $136 in 2021.

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

Restructuring and Related Activities [Abstract]

Restructuring and Asset Impairment Charges

12 Months Ended

Dec. 31, 2016

Restructuring and Asset Impairment Charges

Restructuring Programs and Asset Impairment Charges

We engage in a series of restructuring programs related to downsizing our employee base, exiting certain activities, outsourcing certain internal functions and engaging in other actions designed to reduce our cost structure and improve productivity. These initiatives primarily consist of severance actions and impact all major geographies and segments. Management continues to evaluate our business, therefore, in future years, there may be additional provisions for new plan initiatives as well as changes in previously recorded estimates as payments are made or actions are completed. Asset impairment charges were also incurred in connection with these restructuring actions for those assets sold, abandoned or made obsolete as a result of these programs.

Costs associated with restructuring, including employee severance and lease termination costs are generally recognized when it has been determined that a liability has been incurred, which is generally upon communication to the affected employees or exit from the leased facility. In those geographies where we have either a formal severance plan or a history of consistently providing severance benefits representing a substantive plan, we recognize employee severance costs when they are both probable and reasonably estimable.

A summary of our restructuring program activity during the three years ended December 31, 2016 is as follows:



	Severance and Related Costs			Lease Cancellation and Other Costs			Asset Impairments⁽¹⁾			Total
Balance at December 31, 2013	$	14		$	3		$	—		$	17
Restructuring provision	28			2			2			32
Reversals of prior accruals	(10		)	(1		)	—			(11		)
Net current period charges - continuing operations⁽²⁾	18			1			2			21
Discontinued operations⁽³⁾	2			—			—			2
Total Net Current Period Charges	20			1			2			23
Charges against reserve and currency	(26		)	(1		)	(2		)	(29		)
Balance at December 31, 2014	8			3			—			11
Restructuring provision	20			1			146			167
Reversals of prior accruals	(6		)	(2		)	—			(8		)
Net current period charges - continuing operations⁽²⁾	14			(1		)	146			159
Charges against reserve and currency	(18		)	(2		)	(146		)	(166		)
Balance at December 31, 2015	4			—			—			4
Restructuring provision	67			7			12			86
Reversals of prior accruals	(13		)	—			—			(13		)
Net current period charges - continuing operations⁽²⁾	54			7			12			73
Charges against reserve and currency	(43		)	(2		)	(11		)	(56		)
Balance at December 31, 2016	$	15		$	5		$	1		$	21

________________


(1)	Charges associated with asset impairments represent the write-down of the related assets to their new cost basis and are recorded concurrently with the recognition of the provision.


(2)	Represents amount recognized within the Consolidated Statements of Income for the years shown.


(3)	Refer to Note 4 - Divestitures for additional information regarding Discontinued Operations.

We also recorded costs related to professional support services associated with the implementation of the strategic transformation program of $28 during the year ended December 31, 2016.The following table summarizes the reconciliation to the Consolidated Statements of Cash Flows:



	Year Ended December 31,
	2016			2015			2014
Charges against reserve	$	(56	)	$	(166	)	$	(29	)
Asset impairments	11			146			2
Effects of foreign currency and other non-cash items	(1		)	1			4
Restructuring Cash Payments	$	(46	)	$	(19	)	$	(23	)

The following table summarizes the total amount of costs incurred in connection with these restructuring programs by segment:



	Year Ended December 31,
	2016		2015		2014
Commercial Industries	$	41	$	8	$	11
Healthcare	19		3		4
Public Sector	9		2		4
Other⁽¹⁾	4		146		2
Total Net Restructuring Charges	$	73	$	159	$	21

________________


(1)	Refer to Note 6 - Land, Buildings, Equipment and Software, Net for additional information regarding the asset impairment in 2015.

Supplementary Financial Information

12 Months Ended

Dec. 31, 2016

Supplemental Financial Information [Abstract]

Supplementary Financial Information

The components of Other assets and liabilities were as follows:



	December 31,
	2016		2015
Other Current Assets
Prepaid/deferred costs	$	87	$	92
Income taxes receivable	14		10
Value-added tax (VAT) receivable	18		16
Restricted cash	22		16
Inventories⁽¹⁾	41		41
Advances and deposits	29		28
Other	30		37
Total Other Current Assets	$	241	$	240
Other Current Liabilities
Income taxes payable	$	5	$	9
Other taxes payable	14		21
Consulting payable	12		11
Restructuring reserves	18		4
Legal settlements	78		57
Acquisition reserves	2		9
Due to customers	13		19
Software and hardware accruals	20		35
Servicer liabilities	—		10
Due to Atos⁽²⁾	—		52
Health Enterprise settlement	48		216
NY MMIS wind down cost accrual	46		—
Other	355		402
Total Other Current Liabilities	$	611	$	845
Other Long-term Assets
Deferred taxes	$	14	$	13
Income taxes receivable	17		—
Prepaid pension costs	—		9
Internal use software, net	115		119
Product software, net	38		107
Customer contract costs, net	137		170
Deferred compensation plan investments	109		113
Unbilled contract receivables	14		53
Other	32		23
Total Other Long-term Assets	$	476	$	607
Other Long-term Liabilities
Income taxes payable	17		24
Unearned income	74		100
Other	82		77
Total Other Long-term Liabilities	$	173	$	201

__________


(1)	Represents Finished goods inventory.


(2)	Refer to Note 4 - Divestitures for additional information.

Restricted Cash

As more fully discussed in Note 5 - Accounts Receivable, Net, we continue to service the receivables sold under most of our receivable sale agreements. As servicer, we may collect cash related to sold receivables prior to year-end that will be remitted to the purchaser the following year. Since we are acting on behalf of the purchaser in our capacity as servicer, such cash collected is reported as restricted cash. Restricted cash amounts are classified in our Consolidated Balance Sheets based on when the cash will be contractually or judicially released.

Restricted cash amounts were as follows:



	December 31,
	2016		2015
Escrow and cash collections related to receivable sales	$	—	$	10
Restricted cash - related party¹	18		—
Other restricted cash	4		6
Total Restricted Cash	$	22	$	16

__________


(1)	Represents restricted cash associated with former parent guarantees of our contractual performance. Amounts will be held in escrow until the parent guarantees have been removed from the underlying customer, vendor or lease contracts.

NY MMIS and Health Enterprise

Due to a number of factors with the implementation of the Health Enterprise platform in New York ("NY MMIS"), we believe that it is probable that we will not fully complete the implementation; therefore, in the fourth quarter of 2016, we recorded a charge of approximately $161 reflecting estimated asset impairments, wind down costs and other impacts from this project. The charge included $83 for write-off of contract receivables, $28 related to the non-cash impairment of software, $14 for the write-off of customer contract costs and $36 for other related assets and liabilities. The balance of wind down costs of $46 expected to be cash outflows in future quarters.

Late in third quarter 2015, discussions took place with our Medicaid clients in California and Montana regarding the status and scope of our current Health Enterprise platform projects in those states. Based on those discussions, we determined that we would not fully complete the implementation of the platform in these states.

As a result of the determination that we would not complete these platform implementations, we recorded a pre-tax charge of $389 reflecting write-offs and estimated settlement costs as well as other impacts from this determination. The charge included $116 for the write-off of contract receivables (primarily non-current), $34 related to the non-cash impairment of the Health Enterprise software and deferred contract set-up and transition costs and $23 for other related assets and liabilities. The balance of settlement costs, including payments to subcontractors, was $48 at December 31, 2016, and is expected to be cash outflows in future quarters.

Debt

12 Months Ended

Dec. 31, 2016

Debt Disclosure [Abstract]

Debt

Short-term borrowings were as follows:



	December 31,
	2016		2015
Related party notes payable⁽¹⁾	$	—	$	1,132
Current maturities of long-term debt	28		24
Total Short-term Debt	$	28	$	1,156

_____________


(1)	Refer to Note 20 - Related Party Transactions and Former Parent Company Investment for additional information.

We classify our debt based on the contractual maturity dates of the underlying debt instruments or as of the earliest put date available to the debt holders. We defer costs associated with debt issuance over the applicable term. These costs are amortized as interest expense in our Consolidated Statements of Income.

Long-term debt was as follows:



			December 31,
	Weighted Average Interest Rates at December 31, 2016⁽¹⁾		2016			2015

Term loan A due 2021	2.99	%	$	694		$	—
Term loan B due 2023	6.81	%	750			—
Senior notes due 2024	10.51	%	510			—
Capital lease obligations	3.89	%	43			61
Principal Debt Balance			$	1,997		$	61
Debt issuance costs and unamortized discounts			(56		)	—
Less: current maturities			(28		)	(24		)
Total Long-term Debt			$	1,913		$	37

____________


(1)	Represents weighted average effective interest rate which includes the effect of discounts and premiums on issued debt.

Scheduled principal payments due on our long-term debt for the next five years and thereafter are as follows:



2017⁽¹⁾		2018		2019		2020		2021		Thereafter		Total
$	28	$	72	$	67	$	79	$	528	$	1,223	$	1,997

_____________


(1)	Quarterly long-term debt maturities for 2017 are $7, $7, $7 and $7 for the first, second, third and fourth quarters, respectively.

Credit Facility

On December 7, 2016, we entered into a $2.2 billion senior secured credit agreement (Credit Agreement) among the Company, its subsidiaries Xerox Business Services, LLC (XBS), Affiliated Computer Services International B.V. and Conduent Finance, Inc. (CFI), the lenders party and JP Morgan Chase Bank, N.A., as the administrative agent. The Credit Agreement contains senior secured credit facilities (Senior Credit Facilities) consisting of:


(i)	Senior Secured Term Loan A (Term Loan A) due 2021 with an aggregate principal amount of $700;


(ii)	Senior Secured Term Loan B (Term Loan B) due 2023 with an aggregate principal amount of $750;


(iii)	Senior Revolving Credit Facility (Revolving Credit Facility) due 2021 with an aggregate available amount of $750 including a sublimit for up to $300 available for the issuance of letters of credit.

Borrowings under the Term Loan A Facility and the Revolving Credit Facility will bear interest at a rate equal to either the sum of a base rate plus a margin ranging from 1.00% and 1.50% or the sum of a Eurocurrency rate plus an applicable rate ranging from 2.00% to 2.50%, with either such margin varying according to the total net leverage ratio of XBS. Borrowing under Term Loan B Facility will bear interest at a rate equal to the sum of a base rate plus 4.5%, or the sum of a Eurocurrency rate plus 5.5%. XBS is required to pay a quarterly commitment fee under the Revolving Credit Facility at a rate ranging from 0.35% to 0.40% per annum, with such rate varying according to the total net leverage ratio of XBS and the actual daily unused portion of the commitments during the applicable quarter. XBS is also required to pay a fee equal to the adjusted LIBOR on the aggregate face amount of outstanding letters of credit under the Revolving Credit Facility.

The Credit Agreement permits us to incur incremental term loan borrowings and /or increase commitments under the Revolving Credit Facility, subject to certain limitations and satisfaction of certain conditions, in an aggregate amount not to exceed (i) $300 plus, (ii) if the senior secured net leverage ratio of XBS and its subsidiaries does not exceed 2.25 to 1.00 on a pro forma basis (without giving effect to any incurrence under clause (i) that is incurred substantially simultaneously with amounts incurred under clause (ii)), an unlimited amount.

All obligations under the Senior Credit Facilities are unconditionally guaranteed by the Company, XBS, CFI and the existing and future direct and indirect wholly owned domestic subsidiaries of XBS (subject to certain exceptions). All obligations under the Senior Credit Facilities, and the guarantees of those obligations, are secured, subject to certain exceptions, by substantially all of the assets of XBS and the guarantors under the Senior Credit Facilities (other than the Company and CFI), including a first-priority pledge of all the capital stock of XBS and the subsidiaries of XBS directly held by XBS or the guarantors (other than the Company and CFI) under the Senior Credit Facilities (which pledge, in the case of any foreign subsidiary, will be limited to 65% of the capital stock of any first-tier foreign subsidiary).

The Credit Facility contains certain customary affirmative and negative covenants, restrictions and events of default. XBS is required to maintain a total net leverage ratio not to exceed 4.25 to 1.00 (a quarterly test) for each quarter through September 30, 2018 and 3.75 to 1.00 for each quarter thereafter.

The net proceeds of the borrowings under the Term Loan A of $700 (approximately $278 borrowed in Euros) and Term Loan B of $750, were used to purchase our international subsidiaries from Xerox Corporation, to pay a distribution to Xerox Corporation and for working capital and other general corporate purposes. At December 31, 2016 we had $1,444 outstanding borrowings under our Credit Facility and had utilized $17 of our Revolving Credit Facility capacity to issue letters of credit. Discounts and debt issuance costs of $39 were deferred.

Senior Notes

On December 7, 2016, XBS and CFI, each a wholly owned subsidiary of the Company, issued $510 Senior Unsecured Notes due 2024 bearing interest at 10.5% (the "Senior Notes"). Interest is payable semi-annually, beginning on June 15, 2017. Discounts and debt issuance costs of $17 were deferred.

At the option of the Issuers, the Senior Notes are redeemable in whole or in part, at any time prior to December 15, 2020, at a price equal to 100% of the aggregate principal amount of the Senior Notes plus accrued and unpaid interest, if any, to, but excluding, the redemption date plus a “make-whole” premium. The Issuers may also redeem the Senior Notes, in whole or in part, at any time on or after December 15, 2020, at the redemption prices specified in the Indenture, plus accrued and unpaid interest, if any, to but excluding the redemption date. Additionally, at any time prior to December 15, 2019, the Issuers may redeem up to 35% of the aggregate principal amount of the Senior Notes with the net cash proceeds from certain equity offerings at a price equal to 110.50% of the principal amount of the Senior Notes, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

The Senior Notes are jointly and severally guaranteed on a senior unsecured basis by the Company and each of the existing and future domestic subsidiaries of CFI or XBS that guarantee the obligations under the Senior Credit Facilities.

Proceeds from the issuance were used to fund a portion of the transfer of cash to Xerox Corporation in connection with the Spin-Off.

Interest

Interest paid on our short-term and long-term debt amounted to $6, $9 and $13 for the years ended December 31, 2016, 2015 and 2014, respectively.

Interest expense and interest income was as follows:



	Year Ended December 31,
	2016		2015		2014
Interest expense	$	14	$	8	$	11
Interest income	3		3		1

Financial Instruments

12 Months Ended

Dec. 31, 2016

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Financial Instruments

We are exposed to market risk from changes in foreign currency exchange rates and interest rates, which could affect operating results, financial position and cash flows. We manage our exposure to these market risks through our regular operating and financing activities and, when appropriate, through the use of derivative financial instruments. These derivative financial instruments are utilized to hedge economic exposures, as well as to reduce earnings and cash flow volatility resulting from shifts in market rates. We enter into limited types of derivative contracts to manage foreign currency exposures. Our primary foreign currency market exposures include the Philippine Peso, Indian Rupee and Mexican Peso. The fair market values of all our derivative contracts change with fluctuations in interest rates or currency exchange rates and are designed so that any changes in their values are offset by changes in the values of the underlying exposures. Derivative financial instruments are held solely as risk management tools and not for trading or speculative purposes. The related cash flow impacts of all of our derivative activities are reflected as cash flows from operating activities.

We do not believe there is significant risk of loss in the event of non-performance by the counterparty associated with our derivative instruments because these transactions are executed with a major financial institution. Further, our policy is to deal only with counterparties having a minimum investment grade or better credit rating. Credit risk is managed through the continuous monitoring of exposures to such counterparties.

Summary of Foreign Exchange Hedging Positions

At December 31, 2016, we had outstanding forward exchange with gross notional values of $139, which is typical of the amounts that are normally outstanding at any point during the year.

Approximately 61% of these contracts mature within three months, 15% in three to six months, 18% in six to twelve months and less than 6% in greater than 12 months.

The following is a summary of the primary hedging positions and corresponding fair values as of December 31, 2016:



Currencies Hedged (Buy/Sell)	Gross Notional Value		Fair Value Asset (Liability)⁽¹⁾
Philippine Peso/U.S. Dollar	$	52	$	(1	)
Indian Rupee/U.S. Dollar	33		—
Mexican Peso/U.S. Dollar	18		(1		)
Euro/U.S. Dollar	10		—
All Other	26		—
Total Foreign Exchange Hedging	$	139	$	(2	)

____________


(1)	Represents the net receivable (payable) amount included in the Consolidated Balance Sheet at December 31, 2016.

Foreign Currency Cash Flow Hedges

We designate a portion of our foreign currency derivative contracts as cash flow hedges of our foreign currency-denominated expenses. The net liability fair value of these contracts were $3 and $3 as of December 31, 2016 and December 31, 2015, respectively.

Summary of Derivative Instruments Fair Value

The following table provides a summary of the fair value amounts of our derivative instruments:



		December 31,
Designation of Derivatives	Balance Sheet Location	2016			2015
Derivatives Designated as Hedging Instruments
Foreign exchange contracts – forwards	Other current liabilities	$	(3	)	$	(3	)
Derivatives NOT Designated as Hedging Instruments
Foreign exchange contracts – forwards	Other current assets	$	1		$	—

Summary of Derivative Instruments Gains (Losses)

Derivative gains and (losses) affect the income statement based on whether such derivatives are designated as hedges of underlying exposures. The following is a summary of derivative gains and (losses).

Designated Cash Flow Derivative Instruments Gains (Losses)

The following tables provide a summary of gains (losses) on derivative instruments:



	Year Ended December 31,
Derivatives in Cash Flow Hedging Relationships	Derivative Gain (Loss) Recognized in OCI (Effective Portion)								Location of Derivative Gain (Loss) Reclassified from AOCI into Income (Effective Portion)	Gain (Loss) Reclassified from AOCI to Income (Effective Portion)
Derivatives in Cash Flow Hedging Relationships	2016			2015			2014			2016			2015			2014
Foreign exchange contracts – forwards	$	(2	)	$	(4	)	$	—	Cost of outsourcing	$	(2	)	$	(5	)	$	3

No amount of ineffectiveness was recorded in the Consolidated Statements of Income (Loss) for these designated cash flow hedges and all components of each derivative’s gain or (loss) were included in the assessment of hedge effectiveness. In addition, no amount was recorded for an underlying exposure that did not occur or was not expected to occur.

As of December 31, 2016, net after-tax losses of $1 were recorded in accumulated other comprehensive loss associated with our cash flow hedging activity. The entire balance is expected to be reclassified into net income within the next 12 months, providing an offsetting economic impact against the underlying anticipated transactions.

Non-Designated Derivative Instruments Losses

Non-designated derivative instruments are primarily instruments used to hedge foreign currency-denominated assets and liabilities. They are not designated as hedges since there is a natural offset for the re-measurement of the underlying foreign currency-denominated asset or liability.

The following table provides a summary of losses on non-designated derivative instruments:



		Year Ended December 31,
Derivatives NOT Designated as Hedging Instruments	Location of Derivative Loss	2016		2015		2014
Foreign exchange contracts – forwards	Other expense – Currency losses, net	$	1	$	3	$	2

During each of the three years ended December 31, 2016, 2015 and 2014, we recorded Currency gains (losses), net of $1, $(4) and $1, respectively. Currency gains (losses), net, includes the mark-to-market adjustments of the derivatives not designated as hedging instruments and the related cost of those derivatives, as well as the re-measurement of foreign currency-denominated assets and liabilities.

The entire disclosure for derivative instruments and hedging activities including, but not limited to, risk management strategies, non-hedging derivative instruments, assets, liabilities, revenue and expenses, and methodologies and assumptions used in determining the amounts.

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Fair Value of Financial Assets and Liabilities

Fair Value of Financial Assets and Liabilities

12 Months Ended

Dec. 31, 2016

Fair Value Disclosures [Abstract]

The following table represents assets and liabilities fair value measured on a recurring basis. The basis for the measurement at fair value in all cases is Level 2 – Significant Other Observable Inputs.



	As of December 31,
	2016		2015
Assets:
Foreign exchange contracts - forwards	$	1	$	—
Deferred compensation investments in cash surrender life insurance	99		92
Deferred compensation investments in mutual funds	10		21
Total	$	110	$	113
Liabilities:
Foreign exchange contracts - forwards	$	3	$	3
Deferred compensation plan liabilities	113		110
Total	$	116	$	113

We utilize the income approach to measure the fair value for our derivative assets and liabilities. The income approach uses pricing models that rely on market observable inputs such as yield curves, currency exchange rates and forward prices, and therefore are classified as Level 2.

Fair value for our deferred compensation plan investments in company-owned life insurance is reflected at cash surrender value. Fair value for our deferred compensation plan investments in mutual funds is based on quoted market prices for actively traded investments similar to those held by the plan. Fair value for deferred compensation plan liabilities is based on the fair value of investments corresponding to employees’ investment selections, based on quoted prices for similar assets in actively traded markets.

Summary of Other Financial Assets and Liabilities Fair Value Measured on a Nonrecurring Basis

The estimated fair values of our other financial assets and liabilities fair value measured on a nonrecurring basis were as follows:



	December 31, 2016				December 31, 2015
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Cash and cash equivalents	$	390	$	390	$	140	$	140
Restricted cash - related party	18		18		—		—
Accounts receivable, net	1,286		1,286		1,246		1,246
Short-term debt	28		28		24		24
Long-term debt	1,913		1,933		37		37

The fair value amounts for Cash and cash equivalents, Restricted cash - related party and Accounts receivable, net, approximate carrying amounts due to the short maturities of these instruments. The fair value of Short and Long-term debt was estimated based on the current rates offered to us for debt of similar maturities (Level 2). The difference between the fair value and the carrying value represents the theoretical net premium or discount we would pay or receive to retire all debt at such date.

The fair value of the Goodwill impairment charge of $935 recorded in 2016, was estimated based on a determination of the implied fair value of goodwill, leveraging discounted cash flows (Level 3). Refer to Note 7 - Goodwill and Intangible Assets for additional information regarding this impairment.

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract]

Employee Benefit Plans

12 Months Ended

Dec. 31, 2016

Employee Benefit Plans

Our defined benefit pension plans are primarily associated with certain employees in our Human Resources and Consulting business located in the U.S., Canada and the United Kingdom (U.K.). Prior to an amendment to freeze future service benefits, these defined benefit pension plans had provided benefits for participating employees based on years of service and average compensation for a specified period before retirement (see Plan Amendment below for further information).

Certain of our employees participate in post-employment medical plans. These plans are not material to our results of operations or financial position and are not included in the disclosures below.

December 31 is the measurement date for all of our defined benefit pension plans.



	Pension Benefits
	U.S. Plans						Non-U.S. Plans
	2016			2015			2016			2015
Change in Benefit Obligation:
Benefit obligation, January 1	$	74		$	74		$	157		$	177
Service cost	—			—			2			3
Interest cost	3			3			5			6
Actuarial (gain) loss	13			(2		)	27			(13		)
Currency exchange rate changes	—			—			(19		)	(14		)
Benefits paid/settlements	(1		)	(1		)	(8		)	(5		)
Other	—			—			—			3
Benefit Obligation, December 31	$	89		$	74		$	164		$	157

Change in Plan Assets:
Fair value of plan assets, January 1	$	47		$	45		$	150		$	158
Actual return on plan assets	2			(2		)	15			3
Employer contribution	4			4			2			4
Currency exchange rate changes	—			—			(19		)	(12		)
Benefits paid/settlements	(1		)	(1		)	(8		)	(5		)
Other	—			1			—			2
Fair Value of Plan Assets, December 31	$	52		$	47		$	140		$	150

Net Funded Status at December 31⁽¹⁾	$	(37	)	$	(27	)	$	(24	)	$	(7	)

Amounts Recognized in the Consolidated Balance Sheets:
Other long-term assets	$	—		$	—		$	—		$	9
Accrued compensation and benefit costs	—			—			(2		)	(1		)
Pension and other benefit liabilities	(37		)	(27		)	(22		)	(15		)
Net Amounts Recognized	$	(37	)	$	(27	)	$	(24	)	$	(7	)

_______________


(1)	Includes under-funded and un-funded plans.

Benefit plans pre-tax amounts recognized in Accumulated other comprehensive loss (AOCL) at December 31:



	Pension Benefits
	U.S. Plans				Non-U.S. Plans
	2016		2015		2016		2015
Net actuarial loss	$	31	$	18	$	42	$	29
Accumulated Benefit Obligation	$	89	$	74	$	157	$	154

Aggregate information for pension plans with an Accumulated benefit obligation in excess of plan assets is presented below:



	December 31, 2016						December 31, 2015
	Projected benefit obligation		Accumulated benefit obligation		Fair value of plan assets		Projected benefit obligation		Accumulated benefit obligation		Fair value of plan assets
Underfunded Plans:
U.S.	$	89	$	89	$	52	$	74	$	74	$	46
Non U.S.	162		156		140		50		48		36

Unfunded Plans:
Non U.S.	2		1		—		2		1		—

Total Underfunded and Unfunded Plans:
U.S.	$	89	$	89	$	52	$	74	$	74	$	46
Non U.S.	164		157		140		52		49		36
Total	$	253	$	246	$	192	$	126	$	123	$	82

Our pension plan assets and benefit obligations at December 31, 2016 were as follows:



	Fair Value of Pension Plan Assets		Pension Benefit Obligations		Net Funded Status
U.S.	$	52	$	89	$	(37	)
U.K.	98		107		(9		)
Canada	39		49		(10		)
Other	3		8		(5		)
Total	$	192	$	253	$	(61	)

The components of Net periodic benefit cost and other changes in plan assets and benefit obligations were as follows:



	Year Ended December 31,
	U.S. Plans									Non-U.S. Plans
	2016			2015			2014			2016			2015			2014
Components of Net Periodic Benefit Costs:
Service cost	$	—		$	—		$	5		$	2		$	3		$	6
Interest cost	3			3			3			5			6			7
Expected return on plan assets	(4		)	(4		)	(3		)	(8		)	(9		)	(10		)
Recognized net actuarial loss	—			—			—			1			2			—
Defined Benefit Plans	(1		)	(1		)	5			—			2			3
Defined contribution plans	28			28			27			7			6			4
Net Periodic Benefit Cost	27			27			32			7			8			7

Other changes in plan assets and benefit obligations recognized in Other Comprehensive Income:
Net actuarial (gain) loss	13			4			9			18			(9		)	34
Amortization of net actuarial loss	—			—			—			(1		)	(2		)	—
Total Recognized in Other Comprehensive Income	13			4			9			17			(11		)	34
Total Recognized in Net Periodic Benefit Cost and Other Comprehensive Income	$	40		$	31		$	41		$	24		$	(3	)	$	41

The net actuarial loss for the defined benefit pension plans that will be amortized from AOCL into net periodic benefit cost over the next fiscal year is $2.

Plan Amendments

Pension Plan Freezes

In 2015, we amended several of our major defined benefit pension plans to freeze current benefits and eliminate benefits accruals for future service, including our plans in the U.S., Canada and the U.K. The freeze of current benefits is the primary driver of the reduction in pension service costs since 2015. In certain Non-U.S. plans, we are required to continue to consider salary increases and inflation in determining the benefit obligation related to prior service.

Plan Assets

Current Allocation

As of the 2016 and 2015 measurement dates, the global pension plan assets were $192 and $197, respectively. These assets were invested among several asset classes.

The following tables presents the defined benefit plans assets measured at fair value and the basis for that measurement:



	December 31, 2016
	U.S. Plans										Non-U.S. Plans
Asset Class	Level 1		Level 2		Level 3		Total		%		Level 1		Level 2		Level 3		Total		%
Cash and cash equivalents	$	3	$	—	$	—	$	3	6	%	$	—	$	—	$	—	$	—	—	%
Equity Securities	9		24		—		33		63	%	—		61		—		61		44	%
Fixed Income Securities	10		6		—		16		31	%	—		60		—		60		43	%
Other	—		—		—		—		—	%	—		11		8		19		13	%
Total Fair Value of Plan Assets	$	22	$	30	$	—	$	52	100	%	$	—	$	132	$	8	$	140	100	%



	December 31, 2015
	U.S. Plans										Non-U.S. Plans
Asset Class	Level 1		Level 2		Level 3		Total		%		Level 1		Level 2		Level 3		Total		%
Cash and cash equivalents	$	3	$	—	$	—	$	3	6	%	$	1	$	—	$	—	$	1	1	%
Equity Securities	17		8		—		25		53	%	—		61		—		61		40	%
Fixed Income Securities	—		19		—		19		41	%	—		73		—		73		49	%
Other	—		—		—		—		—	%	—		4		11		15		10	%
Total Fair Value of Plan Assets	$	20	$	27	$	—	$	47	100	%	$	1	$	138	$	11	$	150	100	%

Valuation Method

Our primary Level 3 assets are Real Estate and Guaranteed Investment Contract investments which are individually immaterial. The fair value of our real estate investment funds are based on the Net Asset Value (NAV) of our ownership interest in the funds. NAV information is received from the investment advisers and is primarily derived from third-party real estate appraisals for the properties owned. The fair value for our Guaranteed Investment Contract investments have been determined based on the higher of the surrender value of the contract or the present value of the cash flow of the related pension obligations. The valuation techniques and inputs for our Level 3 assets have been consistently applied for all periods presented.

Investment Strategy

The target asset allocations for our worldwide defined benefit pension plans were:



	2016		2015
	U.S.	Non-U.S.	U.S.	Non-U.S.
Equity investments	55%	41%	55%	55%
Fixed income investments	25%	45%	25%	36%
Real estate	—%	4%	—%	4%
Other	20%	10%	20%	5%
Total Investment Strategy	100%	100%	100%	100%

We employ a total return investment approach whereby a mix of equities and fixed income investments are used to maximize the long-term return of plan assets for a prudent level of risk. The intent of this strategy is to minimize plan expenses by exceeding the interest growth in long-term plan liabilities. Risk tolerance is established through careful consideration of plan liabilities, plan funded status and corporate financial condition. This consideration involves the use of long-term measures that address both return and risk. The investment portfolio contains a diversified blend of equity and fixed income investments. Furthermore, equity investments are diversified across U.S. and non-U.S. stocks, as well as growth, value and small and large capitalizations. Other assets such as real estate, are used to improve portfolio diversification. Derivatives may be used to hedge market exposure in an efficient and timely manner; however, derivatives may not be used to leverage the portfolio beyond the market value of the underlying investments. Investment risks and returns are measured and monitored on an ongoing basis through annual liability measurements and quarterly investment portfolio reviews.

Contributions

In 2016, we made cash contributions of $6 ($4 U.S. and $2 Non-U.S.) to our defined benefit pension plans.

In 2017, based on current actuarial calculations, we expect to make contributions of approximately $10 ($4 U.S. and $6 non-U.S.) to our defined benefit pension plans.

Estimated Future Benefit Payments

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid during the following years:



	Pension Benefits
	U.S.		Non-U.S.		Total
2017	$	1	$	4	$	5
2018	2		4		6
2019	2		4		6
2020	2		4		6
2021	2		5		7
Years 2022-2025	16		27		43

Assumptions

Weighted-average assumptions used to determine benefit obligations at the plan measurement dates:



	Pension Benefits
	2016				2015				2014
	U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.
Discount rate	4.2	%	3.2	%	4.3	%	3.9	%	4.0	%	3.4	%
Rate of compensation increase	—	%	1.0	%	—	%	1.0	%	—	%	1.1	%

Weighted-average assumptions used to determine net periodic benefit cost for years ended December 31:



	Pension Benefits
	2017				2016				2015				2014
	U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.
Discount rate	4.2	%	3.9	%	4.3	%	3.9	%	4.0	%	3.4	%	4.9	%	4.4	%
Expected return on plan assets	7.8	%	5.7	%	7.8	%	5.7	%	7.8	%	5.8	%	7.8	%	6.6	%
Rate of compensation increase	—	%	1.0	%	—	%	1.0	%	—	%	1.1	%	3.0	%	3.5	%

Defined Contribution Plans

We have post-retirement savings and investment plans in several countries, including the U.S., U.K. and Canada. In many instances, employees from those defined benefit pension plans that have been amended to freeze future service accruals (see "Plan Amendments" for additional information) were transitioned to an enhanced defined contribution plan. In these plans employees are allowed to contribute a portion of their salaries and bonuses to the plans, and we match a portion of the employee contributions. We recorded charges related to our defined contribution plans of $35 in 2016, $34 in 2015 and $31 in 2014.

Income and Other Taxes

12 Months Ended

Dec. 31, 2016

Income Tax Disclosure [Abstract]

Income and Other Taxes

Income Taxes

Prior to the Separation, Conduent’s operating results were included in Xerox Corporation's various consolidated U.S. federal and state income tax returns, as well as non-U.S. tax filings. For the purposes of the Company’s Consolidated and Combined Financial Statements for periods prior to the Separation, income tax expense and deferred tax balances have been recorded as if the Company filed tax returns on a standalone basis separate from Xerox. The Separate Return Method applies the accounting guidance for income taxes to the standalone financial statements as if the Company was a separate taxpayer and a standalone enterprise for fiscal 2016 and prior.

(Loss) income before income taxes (pre-tax (loss) income) was as follows:



	Year Ended December 31,
	2016			2015			2014
Domestic (loss) income	$	(1,329	)	$	(654	)	$	(45	)
Foreign (loss) income	102			80			55
(Loss) Income Before Income Taxes	$	(1,227	)	$	(574	)	$	10

(Benefit) provision for income taxes were as follows:



	Year Ended December 31,
	2016			2015			2014
Federal Income Taxes
Current	$	(116	)	$	(130	)	$	59
Deferred	(132		)	(99		)	(108		)
Foreign Income Taxes
Current	31			24			26
Deferred	(3		)	6			1
State Income Taxes
Current	1			(17		)	14
Deferred	(25		)	(22		)	(16		)
Total Benefit	$	(244	)	$	(238	)	$	(24	)

A reconciliation of the U.S. federal statutory income tax rate to the consolidated effective income tax rate is as follows:



	Year Ended December 31,
	2016		2015		2014
U.S. federal statutory income tax rate	35.0	%	35.0	%	35.0	%
Nondeductible expenses⁽¹⁾	(19.0	)%	(1.3	)%	81.0	%
Effect of tax law changes	—	%	0.9	%	(51.6	)%
Change in valuation allowance for deferred tax assets	0.1	%	(1.0	)%	35.3	%
State taxes, net of federal benefit	1.8	%	4.2	%	42.0	%
Audit and other tax return adjustments	1.4	%	0.1	%	(87.5	)%
Tax-exempt income, credits and incentives	0.7	%	0.7	%	(63.9	)%
Foreign rate differential adjusted for U.S. taxation of foreign profits⁽²⁾	0.7	%	2.4	%	(228.8	)%
Other	(0.8	)%	0.5	%	(1.5	)%
Effective Income Tax Rate	19.9	%	41.5	%	(240.0	)%

____________


(1)	In 2016, Nondeductible expenses primarily related to the nondeductible portion of the book goodwill impairment charge.


(2)	The “U.S. taxation of foreign profits” represents the U.S. tax, net of foreign tax credits, associated with actual and deemed repatriations of earnings from our non-U.S. subsidiaries.

On a consolidated basis, we paid/(received) a total of $(123), $194 and $66 in income taxes to federal, foreign and state jurisdictions during the three years ended December 31, 2016, respectively.

Total income tax expense (benefit) was allocated as follows:



	Year Ended December 31,
	2016			2015			2014
Pre-tax income	$	(244	)	$	(238	)	$	(24	)
Discontinued operations⁽¹⁾	—			81			7
Common shareholders' equity:
Changes in defined benefit plans	8			2			(11		)
Stock option and incentive plans, net	—			(6		)	(10		)
Cash flow hedges	—			—			(1		)
Total Income Tax Benefit	$	(236	)	$	(161	)	$	(39	)

_____________


(1)	Refer to Note 4 - Divestitures for additional information regarding discontinued operations.

Unrecognized Tax Benefits and Audit Resolutions

We recognize tax liabilities when, despite our belief that our tax return positions are supportable, we believe that certain positions may not be fully sustained upon review by tax authorities. Each period we assess uncertain tax positions for recognition, measurement and effective settlement. Benefits from uncertain tax positions are measured at the largest amount of benefit that is greater than 50 percent likely of being realized upon settlement. Where we have determined that our tax return filing position does not satisfy the more-likely-than-not recognition threshold, we have recorded no tax benefits.

We are also subject to ongoing tax examinations in numerous jurisdictions due to the extensive geographical scope of our operations. Our ongoing assessments of the more-likely-than-not outcomes of the examinations and related tax positions require judgment and can increase or decrease our effective tax rate, as well as impact our operating results. The specific timing of when the resolution of each tax position will be reached is uncertain. As of December 31, 2016, we do not believe that there are any positions for which it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease within the next 12 months.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:



	2016			2015			2014
Balance at January 1	$	24		$	32		$	41
Additions related to current year	1			3			5
Additions related to prior years positions	—			—			1
Reductions related to prior years positions	(5		)	(10		)	(13		)
Settlements with taxing authorities⁽¹⁾	(5		)	—			(2		)
Currency	(1		)	(1		)	—
Balance at December 31	$	14		$	24		$	32

_______________


(1)	2016 settlement results in $(5) cash paid; 2014 settlement of $(2) results in no cash paid.

Included in the balances at December 31, 2016, 2015 and 2014 are $0, $8 and $10, respectively, of tax positions that are highly certain of realization but for which there is uncertainty about the timing. Because of the impact of deferred tax accounting, other than for the possible incurrence of interest and penalties, the disallowance of these positions would not affect the annual effective tax rate. In addition, for other uncertain tax positions, we maintain offsetting benefits from other jurisdictions of $16, $14 and $16, at December 31, 2016, 2015 and 2014, respectively.

We recognized interest and penalties accrued on unrecognized tax benefits, as well as interest received from favorable settlements within income tax expense. We had $6, $14 and $14 accrued for the payment of interest and penalties associated with unrecognized tax benefits at December 31, 2016, 2015 and 2014, respectively.

In the U.S., we are no longer subject to U.S. federal income tax examinations for years before 2005. With respect to our major foreign jurisdictions, the years remain open generally back to 2006.

Deferred Income Taxes

The Company is in the position of having tax basis in excess of book basis in its U.S. investment in foreign subsidiaries. Nonetheless, the Company is indefinitely reinvested in its foreign subsidiaries which have undistributed earnings of $460. Despite having tax basis in excess of book basis in these foreign subsidiaries for which deferred taxes have not been provided, the repatriation of these earnings could give rise to a U.S. tax liability. Calculating the tax that would be due upon repatriation is not practical at this time.

The tax effects of temporary differences that give rise to significant portions of the deferred taxes were as follows:



	December 31,
	2016			2015
Deferred Tax Assets
Net operating losses	$	42		$	71
Operating reserves, accruals and deferrals	155			184
Deferred compensation	101			83
Pension	18			11
Other	44			65
Subtotal	360			414
Valuation allowance	(24		)	(38		)
Total	$	336		$	376

Deferred Tax Liabilities
Unearned income	$	217		$	230
Intangibles and goodwill	680			808
Depreciation	15			61
Other	29			28
Total	$	941		$	1,127

Total Deferred Taxes, Net	$	(605	)	$	(751	)

As discussed in Note 1 - Basis of Presentation and Summary of Significant Accounting Policies, we early adopted ASU 2015-17, Income Taxes: Balance Sheet Classification of Deferred Taxes, which requires that deferred tax liabilities and assets be classified as non-current in a classified statement of financial position. Adoption of this update resulted in a reclassification of our net current deferred tax asset and liabilities to the net non-current deferred tax asset and liabilities in our Consolidated Balance Sheet as of December 31, 2015. Prior periods were not retrospectively adjusted.

The deferred tax assets for the respective periods were assessed for recoverability and, where applicable, a valuation allowance was recorded to reduce the total deferred tax asset to an amount that will, more-likely-than-not, be realized in the future. The net change in the total valuation allowance for the years ended December 31, 2016 and 2015 was a decrease of $14 and an increase of $3, respectively. The valuation allowance relates primarily to certain net operating loss carryforwards, tax credit carryforwards and deductible temporary differences for which we have concluded it is more-likely-than-not that these items will not be realized in the ordinary course of operations.

Although realization is not assured, we have concluded that it is more-likely-than-not that the deferred tax assets, for which a valuation allowance was determined to be unnecessary, will be realized in the ordinary course of operations based on the available positive and negative evidence, including scheduling of deferred tax liabilities and projected income from operating activities. The amount of the net deferred tax assets considered realizable, however, could be reduced in the near term if actual future income or income tax rates are lower than estimated, or if there are differences in the timing or amount of future reversals of existing taxable or deductible temporary differences.

At December 31, 2016, we had tax credit carryforwards of $12 available to offset future income taxes which will expire 2017 through 2037 if not utilized. We also had net operating loss carryforwards for income tax purposes of $402 that will expire 2017 through 2037, if not utilized, and $38 available to offset future taxable income indefinitely.

Contingencies and Litigation

12 Months Ended

Dec. 31, 2016

Commitments and Contingencies Disclosure [Abstract]

Contingencies and Litigation

As more fully discussed below, we are involved in a variety of claims, lawsuits, investigations and proceedings concerning: securities law; governmental entity contracting, servicing and procurement law; intellectual property law; environmental law; employment law; the Employee Retirement Income Security Act (ERISA); and other laws and regulations. We determine whether an estimated loss from a contingency should be accrued by assessing whether a loss is deemed probable and can be reasonably estimated. We assess our potential liability by analyzing our litigation and regulatory matters using available information. We develop our views on estimated losses in consultation with outside counsel handling our defense in these matters, which involves an analysis of potential results, assuming a combination of litigation and settlement strategies. Should developments in any of these matters cause a change in our determination as to an unfavorable outcome and result in the need to recognize a material accrual, or should any of these matters result in a final adverse judgment or be settled for significant amounts, they could have a material adverse effect on our results of operations, cash flows and financial position in the period or periods in which such change in determination, judgment or settlement occurs. We believe that we have recorded adequate provisions for any such matters and, as of December 31, 2016, it was not reasonably possible that a material loss had been incurred in connection with such matters in excess of the amounts recognized in our financial statements.

Additionally, guarantees, indemnifications and claims arise during the ordinary course of business from relationships with suppliers, customers and nonconsolidated affiliates when we undertake an obligation to guarantee the performance of others if specified triggering events occur. Nonperformance under a contract could trigger an obligation of the Company. These potential claims include actions based upon alleged exposures to products, real estate, intellectual property such as patents, environmental matters, and other indemnifications. The ultimate effect on future financial results is not subject to reasonable estimation because considerable uncertainty exists as to the final outcome of these claims. However, while the ultimate liabilities resulting from such claims may be significant to results of operations in the period recognized, management does not anticipate they will have a material adverse effect on the consolidated financial position or liquidity. As of December 31, 2016, we have accrued our estimate of liability incurred under our indemnification arrangements and guarantees.

Litigation Against the Company

State of Texas v. Xerox Corporation, Xerox State Healthcare, LLC, and ACS State Healthcare, LLC: On May 9, 2014, the State of Texas, via the Texas Office of Attorney General (the “State”), filed a lawsuit in the 53rd Judicial District Court of Travis County, Texas. The lawsuit alleges that Xerox Corporation, Xerox State Healthcare, LLC and ACS State Healthcare (collectively, the "Xerox Defendants") violated the Texas Medicaid Fraud Prevention Act in the administration of its contract with the Texas Department of Health and Human Services (“HHSC”). The State alleges that the Xerox Defendants made false representations of material facts regarding the processes, procedures, implementation and results regarding the prior authorization of orthodontic claims. The State seeks recovery of actual damages, two times the amount of any overpayments made as a result of unlawful acts, civil penalties, pre- and post-judgment interest and all costs and attorneys’ fees. The State references the amount in controversy as exceeding hundreds of millions of dollars. The Xerox Defendants filed their Answer in June, 2014 denying all allegations. The Xerox Defendants will continue to vigorously defend themselves in this matter. We do not believe it is probable that we will incur a material loss in excess of the amount accrued for this matter. In the course of litigation, we periodically engage in discussions with plaintiff’s counsel for possible resolution of the matter. Should developments cause a change in our determination as to an unfavorable outcome, or result in a final adverse judgment or settlement for a significant amount, there could be a material adverse effect on our results of operations, cash flows and financial position in the period in which such change in determination, judgment or settlement occurs.

Dennis Nasrawi v. Buck Consultants et al.: On October 8, 2009, plaintiffs filed a lawsuit in the Superior Court of California, Stanislaus County, and on November 24, 2009, the case was removed to the U.S. Court for the Eastern District of California, Fresno Division. Plaintiffs allege actuarial negligence against Buck Consultants, LLC (“Buck”) for the use of faulty actuarial assumptions in connection with the 2007 actuarial valuation for the Stanislaus County Employees Retirement Association (“StanCERA”). Plaintiffs allege that the employer contribution rate adopted by StanCERA based on Buck’s valuation was insufficient to fund the benefits promised by the County. On July 13, 2012, the Court entered its ruling that the plaintiffs lacked standing to sue in a representative capacity on behalf of all plan participants. The Court also ruled that plaintiffs had adequately pleaded their claim that Buck allegedly aided and abetted StanCERA in breaching its fiduciary duty. Plaintiffs then filed their Fifth Amended Complaint and added StanCERA to the litigation. Buck and StanCERA filed demurrers to the amended complaint. On September 13, 2012, the Court sustained both demurrers with prejudice, completely dismissing the matter and barring plaintiffs from refiling their claims. Plaintiffs appealed, and ultimately the California Court of Appeals (Sixth District) reversed the trial court’s ruling and remanded the case back to the trial court. Buck entered into a stay agreement with plaintiffs that essentially postpones this litigation pending the outcome of parallel litigation between plaintiffs and StanCERA. Buck will continue to aggressively defend these lawsuits.

Other Matters:

On January 5, 2016, the Consumer Financial Protection Bureau (the "CFPB") notified Xerox Education Services, Inc. (XES) that, in accordance with the CFPB’s discretionary Notice and Opportunity to Respond and Advise (NORA) process, the CFPB’s Office of Enforcement is considering recommending that the CFPB take legal action against XES, alleging that XES violated the Consumer Financial Protection Act’s prohibition of unfair practices. Should the CFPB commence an action, it may seek restitution, civil monetary penalties, injunctive relief or other corrective action. The purpose of a NORA letter is to provide a party being investigated an opportunity to present its position to the CFPB before an enforcement action is recommended or commenced. This notice stems from an inquiry that commenced in 2014 when XES received and responded to a Civil Investigative Demand containing a broad request for information. During this process, XES self-disclosed to the Department of Education and the CFPB certain adjustments of which it had become aware that had not been timely made relating to its servicing of a small percentage of third-party student loans under outsourcing arrangements for various financial institutions. The CFPB and the Department of Education, as well as certain states' attorney general offices and other regulatory agencies, began similar reviews. XES has cooperated and continues to fully cooperate with all regulatory agencies, and XES has submitted its NORA response. We cannot provide assurance that the CFPB or another party will not ultimately commence a legal action against XES in this matter nor are we able to predict the likely outcome of the investigations into this matter.

Guarantees, Indemnifications and Warranty Liabilities

Indemnifications Provided as Part of Contracts and Agreements

Acquisitions/Divestitures:

We have indemnified, subject to certain deductibles and limits, the purchasers of businesses or divested assets for the occurrence of specified events under certain of our divestiture agreements. In addition, we customarily agree to hold the other party harmless against losses arising from a breach of representations and covenants, including such matters as adequate title to assets sold, intellectual property rights, specified environmental matters and certain income taxes arising prior to the date of acquisition. Where appropriate, an obligation for such indemnifications is recorded as a liability at the time of the acquisition or divestiture. Since the obligated amounts of these types of indemnifications are often not explicitly stated or are contingent on the occurrence of future events, the overall maximum amount of the obligation under such indemnifications cannot be reasonably estimated. Other than obligations recorded as liabilities at the time of divestiture, we have not historically made significant payments for these indemnifications. Additionally, under certain of our acquisition agreements, we have provided for additional consideration to be paid to the sellers if established financial targets are achieved post-closing. We have recognized liabilities for these contingent obligations based on an estimate of the fair value of these contingencies at the time of acquisition. Contingent obligations related to indemnifications arising from our divestitures and contingent consideration provided for by our acquisitions are not expected to be material to our financial position, results of operations or cash flows.

Other Agreements:

We are also party to the following types of agreements pursuant to which we may be obligated to indemnify the other party with respect to certain matters:


•	Guarantees on behalf of our subsidiaries with respect to real estate leases. These lease guarantees may remain in effect subsequent to the sale of the subsidiary.


•	Agreements to indemnify various service providers, trustees and bank agents from any third-party claims related to their performance on our behalf, with the exception of claims that result from the third-party's own willful misconduct or gross negligence.


•	Guarantees of our performance in certain services contracts to our customers and indirectly the performance of third parties with whom we have subcontracted for their services. This includes indemnifications to customers for losses that may be sustained as a result of our performance of services at a customer's location.

In each of these circumstances, our payment is conditioned on the other party making a claim pursuant to the procedures specified in the particular contract and such procedures also typically allow us to challenge the other party's claims. In the case of lease guarantees, we may contest the liabilities asserted under the lease. Further, our obligations under these agreements and guarantees may be limited in terms of time and/or amount, and in some instances, we may have recourse against third parties for certain payments we made.

Intellectual Property Indemnifications

We do not own most of the software that we use to run our business. Instead, we license this software from a small number of primary vendors. We indemnify certain software providers against claims that may arise as a result of our use or our subsidiaries', customers' or resellers' use of their software in our services and solutions. These indemnities usually do not include limits on the claims, provided the claim is made pursuant to the procedures required in the services contract.

Indemnification of Officers and Directors

Our corporate by-laws require that, except to the extent expressly prohibited by law, we must indemnify our officers and directors against judgments, fines, penalties and amounts paid in settlement and reasonable expenses, including attorneys' fees, incurred in connection with civil or criminal action or proceedings or any appeal, as it relates to their services to our Company and our subsidiaries. Although the by-laws provide no limit on the amount of indemnification, we may have recourse against our insurance carriers for certain payments made by us. However, certain indemnification payments (such as those related to "clawback" provisions in certain compensation arrangements) may not be covered under our directors' and officers' insurance coverage. We also indemnify certain fiduciaries of our employee benefit plans for liabilities incurred in their service as fiduciary whether or not they are officers of the Company. Finally, in connection with our acquisition of businesses, we may become contractually obligated to indemnify certain former and current directors, officers and employees of those businesses in accordance with pre-acquisition by-laws or indemnification agreements or applicable state law.

Other Contingencies

Certain contracts, primarily in our Public Sector segment, require us to provide a surety bond or a letter of credit as a guarantee of performance. As of December 31, 2016, we had $613 for outstanding surety bonds used to secure our performance of contractual obligations with our clients, and we had $133 of outstanding letters of credit issued to secure our performance of contractual obligations to our clients as well as other corporate obligations.

In general, we would only be liable for the amount of these guarantees in the event of default in our performance of our obligations under each contract; the probability of which we believe is remote. We believe we have sufficient capacity in the surety markets and liquidity from our cash flow and our various credit arrangements (including our Credit Facility) to allow us to respond to future requests for proposals that require such credit support.

We have service arrangements where we service third-party student loans in the Federal Family Education Loan program (FFEL) on behalf of various financial institutions. We service these loans for investors under outsourcing arrangements and do not acquire any servicing rights that are transferable by us to a third-party. At December 31, 2016, we serviced a FFEL portfolio of approximately 1.3 million loans with an outstanding principal balance of approximately $21.0 billion. Some servicing agreements contain provisions that, under certain circumstances, require us to purchase the loans from the investor if the loan guaranty has been permanently terminated as a result of a loan default caused by our servicing error. If defaults caused by us are cured during an initial period, any obligation we may have to purchase these loans expires. Loans that we purchase may be subsequently cured, the guaranty reinstated and the loans repackaged for sale to third parties. We evaluate our exposure under our purchase obligations on defaulted loans and establish a reserve for potential losses, or default liability reserve, through a charge to the provision for loss on defaulted loans purchased. The reserve is evaluated periodically and adjusted based upon management’s analysis of the historical performance of the defaulted loans. As of December 31, 2016, other current liabilities include reserves which we believe to be adequate. At December 31, 2016, other current liabilities include reserves of approximately $3 for losses on defaulted loans purchased. In addition to potential purchase obligations arising from servicing errors, various laws and regulations applicable to student loan borrowers could give rise to fines, penalties and other liabilities associated with loan servicing errors.

Preferred Stock	12 Months Ended
Preferred Stock	Dec. 31, 2016
Equity [Abstract]
Preferred Stock	Preferred Stock Series A Preferred Stock In connection with the Spin-Off Transaction, we issued 120 thousand shares of Series A convertible perpetual preferred stock with an aggregate liquidation preference of $120 and an initial fair value of $142. The convertible preferred stock pays quarterly cash dividends at a rate of 8% per year ($9.6 per year). Each share of convertible preferred stock is convertible at any time, at the option of the holder, into 44.9438 shares of common stock for a total of 5,393 thousand shares (reflecting an initial conversion price of approximately $22.250 per share of common stock), subject to customary anti-dilution adjustments. If the closing price of our common stock exceeds 137% of the initial conversion price for 20 out of 30 trading days, we have the right to cause any or all of the convertible preferred stock to be converted into shares of common stock at the then applicable conversion rate. The convertible preferred stock is also convertible, at the option of the holder, upon a change in control, at the applicable conversion rate plus an additional number of shares determined by reference to the price paid for our common stock upon such change in control. In addition, upon the occurrence of certain fundamental change events, including a change in control or the delisting of Conduent's common stock, the holder of convertible preferred stock has the right to require us to redeem any or all of the convertible preferred stock in cash at a redemption price per share equal to the liquidation preference and any accrued and unpaid dividends to, but not including, the redemption date. The convertible preferred stock is classified as temporary equity (i.e., apart from permanent equity) as a result of the contingent redemption feature.

Shareholders' Equity

12 Months Ended

Dec. 31, 2016

Stockholders' Equity Note [Abstract]

Shareholders' Equity

Shareholders’ Equity

Preferred Stock

As of December 31, 2016, we had one class of preferred stock outstanding. See Note 16 - Preferred Stock for further information. We are authorized to issue approximately 100 million shares of cumulative preferred stock, $0.01 par value per share.

Common Stock

We have 1 billion authorized shares of common stock, $0.01 par value per share. At December 31, 2016, 26 million shares were reserved for issuance under our incentive compensation plans and 5.4 million shares were reserved for conversion of the Series A convertible preferred stock.

Stock Compensation Plans

Certain of our employees participate in a long-term incentive plan. Our long-term incentive plan authorizes the issuance of restricted stock units (RSU's), performance shares (PSs) and non-qualified stock options to employees. All awards for these plans prior to 2017, were made in Xerox stock and therefore converted into Conduent stock effective upon separation. Using a formula designed to preserve the value of the award immediately prior to the Separation, all of these awards will be settled and are reflected in Conduent's Consolidated Statements of Stockholders' Equity. Stock-based compensation expense includes expense based on the awards and terms previously granted to the employees.

Stock-based compensation expense was as follows:



	Year Ended December 31,
	2016		2015		2014
Stock-based compensation expense, pre-tax	$	23	$	19	$	28
Income tax benefit recognized in earnings	9		7		11

Restricted Stock Units: Compensation expense is based upon the grant date market price. The compensation expense is recorded over the vesting period, which is normally three years from the date of grant, based on management's estimate of the number of shares expected to vest.

Performance Shares: Our former parent company granted PSs that vest contingent upon our achievement of certain specified financial performance criteria over a three-year period. If the three-year actual results exceed the stated targets, then the plan participants have the potential to earn additional shares of common stock, which could not exceed 50% of the original grant.

The fair value of PSs is based upon the market price of Conduent's common stock on the date of the grant and then converted to Conduent's common stock upon company separation. Compensation expense is recognized over the vesting period, which is normally three years from the date of grant, based on management's estimate of the number of shares expected to vest. If the stated targets are not met, any recognized compensation cost would be reversed.

Employee Stock Options: Stock options were issued by a former parent company and were converted to Conduent's common stock upon company separation. These options generally expire within the next 2 years. Other than these options, Conduent has not issued any new stock options.

Summary of Stock-based Compensation Activity



	2016				2015				2014
(shares in thousands)	Shares		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value
Restricted Stock Units
Outstanding at January 1	782		$	11.70	3,422		$	8.47	4,842		$	8.78
Granted	2,602		9.61		260		11.86		433		12.08
Vested	(119	)	9.43		(2,768	)	7.83		(1,499	)	10.54
Canceled	(121	)	10.55		(132	)	9.52		(354	)	8.39
Impact of Spin-off⁽¹⁾	(1,183	)	n/a		—		n/a		—		n/a
Outstanding at December 31	1,961		13.99		782		11.70		3,422		8.47

Performance Shares
Outstanding at January 1	7,522		$	11.57	5,771		$	11.68	1,421		$	9.02
Granted	1,850		9.35		3,583		10.68		5,674		12.28
Vested	—		—		(610	)	7.88		(366	)	10.71
Canceled	(1,478	)	11.96		(1,222	)	11.36		(958	)	11.63
Impact of Spin-off⁽¹⁾	(2,968	)	n/a		—		n/a		—		n/a
Outstanding at December 31	4,926		13.99		7,522		11.57		5,771		11.68

_____________________________


(1)	Stock-based compensation was converted from former parent stock into Conduent common stock at Spin-off.

In 2013, our former parent company deferred the annual grant of RSUs and PSs from July 1, 2013 to January 1, 2014. RSUs granted in 2013 represent off-cycle awards while PSs granted in 2013 represent over-achievement shares associated with the 2010 PSs grant, which vested in 2013. On January 1, 2014, we granted 2,771 thousand PSs with a grant date fair value of $12.17 per share (the deferral of the 2013 annual grant) and on July 1, 2014, we granted 2,903 thousand PSs with a grant date fair value of $12.38 per share (the 2014 annual grant).

We have 857 thousand stock options outstanding as of December 31, 2016 at strike prices ranging from $10.15 to $13.38. These stock options are fully vested and exercisable.

The total unrecognized compensation cost related to non-vested stock-based awards at December 31, 2016 was as follows:

The aggregate intrinsic value of outstanding RSUs and PSs awards was as follows:



Awards	December 31, 2016
Restricted Stock Units	$	27
Performance Shares	69

Information related to stock options outstanding and exercisable at December 31, 2016 was as follows:



	Options
	Outstanding		Exercisable
Aggregate intrinsic value	$	3	$	3
Weighted-average remaining contractual life (years)	2.0		2.0

The total intrinsic value and actual tax benefit realized for vested and exercised stock-based awards was as follows:



	December 31, 2016						December 31, 2015						December 31, 2014
Awards	Total Intrinsic Value		Cash Received		Tax Benefit		Total Intrinsic Value		Cash Received		Tax Benefit		Total Intrinsic Value		Cash Received		Tax Benefit
Restricted Stock Units	$	1	$	—	$	—	$	30	$	—	$	11	$	19	$	—	$	7
Performance Shares	—		—		—		7		—		2		5		—		2
Stock Options	3		9		1		14		19		5		42		55		15

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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Reference 15: http://www.xbrl.org/2003/role/presentationRef
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Other Comprehensive Income [Abstract]

Other Comprehensive (Loss) Income

12 Months Ended

Dec. 31, 2016

Other Comprehensive (Loss) Income

Other Comprehensive Loss

Other Comprehensive Loss is comprised of the following:



	Year Ended December 31,
	2016						2015						2014
	Pre-tax			Net of Tax			Pre-tax			Net of Tax			Pre-tax			Net of Tax
Translation Adjustments Losses	$	(135	)	$	(135	)	$	(60	)	$	(60	)	$	(44	)	$	(44	)
Unrealized Gains (Losses):
Changes in fair value of cash flow hedges gains (losses)	(2		)	(1		)	(4		)	(2		)	—			—
Changes in cash flow hedges reclassed to earnings⁽¹⁾	2			1			5			3			(3		)	(2		)
Net Unrealized Gains (Losses)	—			—			1			1			(3		)	(2		)

Defined Benefit Plans (Losses) Gains
Net actuarial/prior service (losses) gains	(31		)	(23		)	5			4			(43		)	(32		)
Actuarial loss amortization/settlement⁽²⁾	1			1			2			2			—			—
Other gains (losses)⁽³⁾	3			2			2			1			7			7
Changes in Defined Benefit Plans (Losses) Gains	(27		)	(20		)	9			7			(36		)	(25		)

Other Comprehensive Loss	$	(162	)	$	(155	)	$	(50	)	$	(52	)	$	(83	)	$	(71	)

_____________________________


(1)	Reclassified to Cost of sales - refer to Note 11 - Financial Instruments for additional information regarding our cash flow hedges.


(2)	Reclassified to Total Net Periodic Benefit Cost - refer to Note 13 - Employee Benefit Plans for additional information.


(3)	Primarily represents currency impact on cumulative amount of benefit plan net actuarial losses and prior service credits in AOCL.

Accumulated Other Comprehensive Loss (AOCL)

AOCL is comprised of the following:



	December 31,
	2016			2015			2014
Cumulative translation adjustments⁽¹⁾	$	(472	)	$	(147	)	$	(87	)
Other unrealized losses, net	(1		)	(1		)	(2		)
Benefit plans net actuarial losses and prior service credits	(53		)	(33		)	(40		)
Total Accumulated Other Comprehensive Loss	$	(526	)	$	(181	)	$	(129	)

_____________________________


(1)	2016 includes $190 of AOCL transfered from former parent as part of the Spin-off.

Earnings per Share

12 Months Ended

Dec. 31, 2016

Earnings Per Share [Abstract]

Earnings per Share

We did not declare any common or preferred stock dividends in the periods presented.

The following table sets forth the computation of basic and diluted earnings per share of common stock (shares in thousands):



	Year Ended December 31,
	2016			2015			2014
Basic Earnings per Share:
Net Income From Continuing Operations Available to Common Shareholders	$	(983	)	$	(336	)	$	34
Net (loss) income from discontinued operations attributable Conduent	—			(78		)	(115		)
Adjusted Net Income Available to Common Shareholders	$	(983	)	$	(414	)	$	(81	)
Weighted-average common shares outstanding	202,875			202,875			202,875
Basic Earnings (Loss) per Share:
Continuing operations	$	(4.85	)	$	(1.65	)	$	0.17
Discontinued operations	—			(0.39		)	(0.57		)
Basic Earnings per Share	$	(4.85	)	$	(2.04	)	$	(0.40	)

Diluted Earnings per Share:
Adjusted Net Income From Continuing Operations Available to Common Shareholders	$	(983	)	$	(336	)	$	34
Net (loss) income from discontinued operations attributable to Conduent	—			(78		)	(115		)
Adjusted Net Income Available to Common Shareholders	$	(983	)	$	(414	)	$	(81	)
Weighted-average common shares outstanding	202,875			202,875			202,875

Diluted Earnings (Loss) per Share:
Continuing operations	$	(4.85	)	$	(1.65	)	$	0.17
Discontinued operations	—			(0.39		)	(0.57		)
Diluted Earnings per Share	$	(4.85	)	$	(2.04	)	$	(0.40	)

The following securities were not included in the computation of diluted earnings per share as they were either contingently issuable shares or shares that if included would have been anti-dilutive (shares in thousands):
Stock Options	857			—			—
Restricted stock and performance shares	5,719			—			—
Convertible preferred stock	5,393			—			—
Total Securities	11,969			—			—

Related Party and Former Parent Investment (Notes)

12 Months Ended

Dec. 31, 2016

Related Party Transactions and Former Parent Company Investment

Allocation of Corporate Expenses

The Consolidated Statements of Income (Loss), Consolidated Statements of Comprehensive Loss and Consolidated Statements of Cash Flows include an allocation of general corporate expenses from Xerox, the Company's former parent. The financial information in these Consolidated Financial Statements does not necessarily include all the expenses that would have been incurred or held had we been a separate, standalone company and it is not practicable to estimate actual costs that would have been incurred had we been a separate, standalone company during the periods presented. Management considers these allocations to be a reasonable reflection of the utilization of services by, or the benefits provided. Allocations for management costs and corporate support services provided totaled $165, $170 and $175 for each of the three years ended December 31, 2016, 2015 and 2014, respectively. These amounts include costs for corporate functions including, but not limited to, senior management, legal, human resources, finance and accounting, treasury, information technology and other shared services. Where possible, these costs were allocated based on direct usage, with the remainder allocated on a basis of costs, headcount or other measures we have determined as reasonable.



	Year Ended December 31,
	2016		2015		2014
Research and development	$	25	$	43	$	40
Selling, administrative and general	140		127		135
Total Allocated Corporate Expenses	$	165	$	170	$	175

Final Cash Allocation To Former Parent

In January 2017, in connection with the Separation, we paid Xerox $161 for settlement of the management and support services received.

The components of Net transfers to former parent and the reconciliation to the corresponding amount presented on the Combined Statements of Cash Flows are as follows:



	Year Ended December 31,
	2016			2015			2014
Cash pooling and general financing activities	$	(466	)	$	(396	)	$	(525	)
Corporate cost allocations	165			170			175
Income taxes	(157		)	168			44
Divestitures and acquisitions, net	54			(742		)	290
Capitalization of related party notes payable	—			1,017			—
Total net transfers (to) from former parent	(404		)	217			(16		)
Stock-based compensation	(23		)	(19		)	(28		)
Capitalization of related party notes payable	—			(1,017		)	—
Other, net	(161		)	147			8
Total Net transfers to former parent per Consolidated Statements of Cash Flows	$	(588	)	$	(672	)	$	(36	)

Related Party Notes Receivable/Payable

Certain operating units of the Company had various interest bearing notes under contractual agreements to and from Xerox Corporation and other related parties. The purpose of these notes was to provide funds for certain working capital or other capital and operating requirements of the business. Net interest expense on these notes with related party companies was recorded net in Related Party Interest in the Consolidated Statements of Income and was $26, $61 and $107 for each of the three years ended December 31, 2016, 2015 and 2014, respectively. These notes had fixed interest rates that ranged from 1% to 8%. The balances were settled as part of the separation transaction.

Related Party Revenue and Purchases

We provide various services to Xerox Corporation including those related to human resources, accounting and finance and customer care, which are reported as Related party revenue in the Consolidated Statements of Income (Loss). The costs related to these services are reported as Related party cost of services in the Consolidated Statements of Income (Loss).

We also leased equipment and received related services, supplies and parts from Xerox and Xerox subsidiaries in the amount of $21, $24 and $24, for each of the three years ended December 31, 2016, 2015 and 2014, respectively. The costs related to these services, supplies and parts are reported in Cost of outsourcing and Selling, administrative and general expenses in the Consolidated Statements of Income (Loss).

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

Valuation and Qualifying Accounts [Abstract]

Subsequent Event (Notes)	12 Months Ended
Subsequent Event (Notes)	Dec. 31, 2016
Subsequent Events [Abstract]
Subsequent Events [Text Block]	Subsequent Events NY MMIS On February 16, 2017, after discussions with the State of New York regarding the status and scope of the Health Enterprise platform project, we determined that it was probable that we would not fully complete the implementations of this platform in New York. As a result of this development, we recorded a pre-tax charge of approximately $161 ($98 after-tax) in the fourth quarter 2016 reflecting the estimated asset impairments, wind down costs and other impacts from this project. Other Events Subsequent to December 31, 2016, we entered into favorable legal settlements with two former customers that will result in a net gain of $19 during the first quarter of 2017, $14 of which will be recorded in Other expenses, net in our Consolidated Statement of Income (Loss) and $7 of which will be recorded to discontinued operations.

Schedule II Valuation and Qualifying Accounts

12 Months Ended

Dec. 31, 2016

Schedule II Valuation and Qualifying Accounts

SCHEDULE II

VALUATION AND QUALIFYING ACCOUNTS

For the three years ended December 31, 2016



(in millions)	Balance at beginning of period		Additions charged to expense⁽¹⁾		Amounts (credited) charged to other income statement accounts ⁽²⁾		Deductions and other, net of recoveries ⁽³⁾⁽⁴⁾			Balance at end of period
Allowance for Losses:
2016 Accounts Receivable	$	6	$	4	$	—	$	(3	)	$	7
2015 Accounts Receivable	6		4		—		(4		)	6
2014 Accounts Receivable	6		3		—		(3		)	6

Tax Valuation Allowance:
2016 Tax Valuation	38		—		—		(14		)	24
2015 Tax Valuation	35		—		5		(2		)	38
2014 Tax Valuation	41		—		7		(13		)	35

__________


(1)	Account Receivables: additions charged to expense represent bad debt provisions relate to estimated losses due to credit and similar collectibility issues.


(2)	Account Receivables: Other charges (credits) relate to adjustments to reserves necessary to reflect events of non-payment such as customer accommodations and contract terminations.


(3)	Account Receivables: Deductions and other, net of recoveries primarily relates to receivable write-offs, but also includes the impact of foreign currency translation adjustments and recoveries of previously written off receivables.


(4)	Tax Valuation: Reductions to tax valuation allowance are primarily related to the transfer of balances to the Xerox Corporation due to separation of the companies.

Basis of Presentation and Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2016

Accounting Policies [Abstract]

Receivables Held-for-sale, Determination, Policy [Policy Text Block]

Accounts Receivable Sales Arrangements

Basis of Consolidation

Discontinued Operations

Use of Estimates

The following table summarizes certain recurring type costs and expenses that require management estimates for the three years ended December 31, 2016:



	Year Ended December 31,
Expense/(Income)	2016			2015			2014
Corporate allocations⁽¹⁾	$	165		$	170		$	175
Provisions for restructuring and asset impairments - continuing operations	73			159			21
Provisions for restructuring and asset impairments - discontinued operations	—			—			2
Provision for receivables	4			4			3
Provisions for litigation and regulatory matters	40			18			38
Depreciation of buildings and equipment ⁽²⁾	130			126			145
Amortization of internal use software ⁽²⁾	49			51			52
Amortization of product software	61			65			58
Amortization of acquired intangible assets ⁽²⁾	280			250			250
Amortization of customer contract costs ⁽²⁾	93			108			122
Income tax (benefit) expense - continuing operations	(244		)	(238		)	(24		)
Income tax expense - discontinued operations	—			81			7

__________________


(1)	Refer to Note 20 - Related Party and Former Parent Investment.


(2)	Excludes amounts related to our ITO business, which was reported as a discontinued operation through its date of sale on June 30, 2015. Refer to Note 4 - Divestitures for additional information regarding this sale.

Changes in Estimates - Methodology

Changes in Estimates

Revenue Recognition, Customer Acquisitions

Revenue Recognition

Interest Expense, Policy

Interest

Discontinued Operations, Policy

Discontinued Operations

Revenue Recognition, Revenue Reductions

Service Concession Arrangements

New Accounting Pronouncements, Policy

New Accounting Standards and Accounting Changes

Except for the Accounting Standard Updates (ASU's) discussed below, the new ASU's issued by the FASB during the last two years did not have any significant impact on the Company.

Revenue Recognition

Leases

Cash Flows

Stock Compensation

Income Taxes

Financial Instruments - Credit Losses

Business Combinations

Equity Method Accounting

Accounting for Income Taxes: Balance Sheet Presentation of Deferred Taxes

Interest

Discontinued Operations

Service Concession Arrangements

Disclosures of Going Concern Uncertainties

Other Updates


•	Accounting Changes and Error Corrections (Topic 250): ASU 2017-03, Accounting Changes and Error Corrections (Topic 250) and Investments-Equity Method and Joint Ventures (Topic 323). Transition guidance included in certain issued but not yet adopted ASUs was updated to reflect this amendment.


•	Financial Instruments: ASU 2016-01, Financial Instruments - Recognition and Measurement of Financial Instruments and Financial Liabilities, which is effective for our fiscal year beginning January 1, 2018.


•	Inventory: ASU 2015-11, Simplifying the Subsequent Measurement of Inventory, which is effective for our fiscal year beginning January 1, 2017.


•	Fair Value Measurements: ASU 2015-07, Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or its Equivalent), which was effective for our fiscal year beginning January 1, 2016.


•	Stock Compensation: ASU 2014-12, Compensation - Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide that a Performance Target Could be Achieved after the Requisite Service Period, which was effective for our fiscal year beginning January 1, 2016.


•	Business Combinations: ASU 2015-16, Accounting for Measurement Period Adjustments in a Business Combination, which was effective for our fiscal year beginning January 1, 2016.


•	Intangibles - Goodwill and Other - Internal Use Software: ASU 2015-05, Intangibles-Goodwill and Other-Internal Use Software - Customer's Accounting for Fees Paid in a Cloud Computing Arrangement, which was effective for our fiscal year beginning January 1, 2016.


•	Consolidation: ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. This update was effective for our fiscal year beginning January 1, 2016 with early adoption permitted, and is applied on a modified retrospective basis.


•	Income Statement: ASU 2015-01, Income Statement - Extraordinary and Unusual Items (Subtopic 225-20) - Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items. The standard primarily involves presentation and disclosure.


•	Derivatives and Hedging: ASU 2016-06, Contingent Put and Call Options in Debt Instruments, which is effective for our fiscal year beginning January 1, 2017 with early adoption permitted.


•	Derivatives and Hedging: ASU 2016-05, Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships, which is effective for our fiscal year beginning January 1, 2017 with early adoption permitted.


•	Derivatives and Hedging: ASU 2014-16, Derivatives and Hedging (Topic 815) - Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity, which was effective for our fiscal year beginning January 1, 2016.

Revenue Recognition

Services-Related Revenue

Spending associated with customer-related deferred set-up/transition and inducement costs for the three years ended December 31, 2016 were as follows:



	Year Ended December 31,
	2016		2015		2014
Set-up/transition and inducement expenditures	$	63	$	65	$	81

The capitalized amount of customer contract costs at December 31, 2016 and 2015 were as follows:

__________

(1) The balance at December 31, 2016 of $137 is expected to be amortized over a weighted average period of approximately 8 years.

Amortization expense for the next five years and thereafter is expected to be as follows:



2017		2018		2019		2020		2021		Thereafter
$	58	$	29	$	16	$	8	$	5	$	21

Long-lived assets used in the fulfillment of the arrangements are capitalized and depreciated over the shorter of their useful life or the term of the contract if an asset is contract specific.

Multiple Element Arrangements

In substantially all of our multiple element arrangements, we are able to separate the deliverables since we normally will meet both of the following criteria:


•	The delivered item(s) has value to the customer on a stand-alone basis; and


•	If the arrangement includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in our control.

Cash and Cash Equivalents

Cash and cash equivalents consist of cash on hand, including money market funds and investments with original maturities of three months or less.

Receivable Sales

Transfers and Servicing of Financial Assets, Transfers of Financial Assets, Sales, Policy

Receivable Sales

Land, Buildings and Equipment and Equipment on Operating Leases

Land, Buildings and Equipment

Software - Internal Use and Product

Capitalization of Internal Costs

Software - Internal Use and Product

Goodwill and Other Intangible Assets

Refer to Note 7 - Goodwill and Intangible Assets, Net for further information.

Impairment of Long-Lived Assets

Pension and Post-Retirement Benefit Obligations

Pension Obligations

Income Tax, Policy

Income Taxes

regulations and rates may affect recorded deferred tax assets and liabilities in the future.

Foreign Currency Transactions and Re-measurement

Foreign Currency Translation and Re-measurement

Basis of Presentation and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2016

Accounting Policies [Abstract]

Significant Accounting Estimates

The following table summarizes certain recurring type costs and expenses that require management estimates for the three years ended December 31, 2016:



	Year Ended December 31,
Expense/(Income)	2016			2015			2014
Corporate allocations⁽¹⁾	$	165		$	170		$	175
Provisions for restructuring and asset impairments - continuing operations	73			159			21
Provisions for restructuring and asset impairments - discontinued operations	—			—			2
Provision for receivables	4			4			3
Provisions for litigation and regulatory matters	40			18			38
Depreciation of buildings and equipment ⁽²⁾	130			126			145
Amortization of internal use software ⁽²⁾	49			51			52
Amortization of product software	61			65			58
Amortization of acquired intangible assets ⁽²⁾	280			250			250
Amortization of customer contract costs ⁽²⁾	93			108			122
Income tax (benefit) expense - continuing operations	(244		)	(238		)	(24		)
Income tax expense - discontinued operations	—			81			7

__________________


(1)	Refer to Note 20 - Related Party and Former Parent Investment.


(2)	Excludes amounts related to our ITO business, which was reported as a discontinued operation through its date of sale on June 30, 2015. Refer to Note 4 - Divestitures for additional information regarding this sale.

Schedule of Deferred Customer Contract Costs

Spending associated with customer-related deferred set-up/transition and inducement costs for the three years ended December 31, 2016 were as follows:



	Year Ended December 31,
	2016		2015		2014
Set-up/transition and inducement expenditures	$	63	$	65	$	81

The capitalized amount of customer contract costs at December 31, 2016 and 2015 were as follows:

__________

(1) The balance at December 31, 2016 of $137 is expected to be amortized over a weighted average period of approximately 8 years.

Amortization expense for the next five years and thereafter is expected to be as follows:



2017		2018		2019		2020		2021		Thereafter
$	58	$	29	$	16	$	8	$	5	$	21

Segment Reporting (Tables)

12 Months Ended

Dec. 31, 2016

Segment Reporting [Abstract]

Operating segment revenues and profitability

Selected financial information for our reportable segments was as follows:



	Year Ended December 31,
	Commercial Industries		Healthcare		Public Sector		Other⁽¹⁾			Total
2016
Revenue	$	2,622	$	1,681	$	1,727	$	328		$	6,358
Related party revenue	48		2		1		(1		)	50
Inter-segment revenue	20		3		3		(26		)	—
Total Segment Revenue	$	2,690	$	1,686	$	1,731	$	301		$	6,408
Depreciation and amortization⁽²⁾	$	117	$	66	$	81	$	69		$	333
Segment profit (loss)	59		159		223		(245		)	196

2015
Revenue	$	2,822	$	1,746	$	1,723	$	318		$	6,609
Related party revenue	51		2		—		—			53
Inter-segment revenue	23		2		4		(29		)	—
Total Segment Revenue	$	2,896	$	1,750	$	1,727	$	289		$	6,662
Depreciation and amortization⁽²⁾	$	119	$	64	$	84	$	83		$	350
Segment profit (loss)	69		157		200		(489		)	(63		)

2014
Revenue	$	2,881	$	1,738	$	1,763	$	502		$	6,884
Related party revenue	51		3		—		—			54
Inter-segment revenue	21		2		4		(27		)	—
Total Segment Revenue	$	2,953	$	1,743	$	1,767	$	475		$	6,938
Depreciation and amortization⁽²⁾	$	126	$	101	$	79	$	71		$	377
Segment profit (loss)	152		138		206		(49		)	447

____________________________

(1)


(2)	Depreciation and amortization excludes amortization of intangible assets - see reconciliation below for amounts - as well as depreciation and amortization associated with Discontinued Operations. Refer to Note 4 - Divestitures for amounts.

Reconciliation to pre-tax income (loss)

The following is a reconciliation of segment (loss) profit to pre-tax (loss) income:



	Year Ended December 31,
Segment (Loss) Profit Reconciliation to Pre-tax (Loss) Income	2016			2015			2014
Total Segment Profit (Loss)	$	196		$	(63	)	$	447
Reconciling items:
Goodwill impairment	(935		)	—			—
Amortization of intangible assets	(280		)	(250		)	(250		)
Restructuring and related costs⁽¹⁾	(101		)	(159		)	(21		)
Related party interest	(26		)	(61		)	(107		)
Separation costs	(44		)	—			—
Business transformation costs⁽²⁾	(3		)	(3		)	(14		)
Other expenses, net	(34		)	(38		)	(45		)
Pre-tax (Loss) Income	$	(1,227	)	$	(574	)	$	10

____________________________


(1)	Restructuring and asset impairment charges were $73, $159, and $21 for each of the three years ended December 31, 2016, 2015 and 2014, respectively and Strategic transformation costs were $28 for the year ended December 31, 2016.


(2)	Business transformation costs represent incremental costs incurred directly in support of our business transformation and restructuring initiatives such as compensation costs for overlapping staff, consulting costs and training costs.

Revenue and long-lived assets by geography

Geographic area data is based upon the location of the subsidiary reporting the revenue or long-lived assets and is as follows for each of the years ended December 31:



	Revenues						Long-Lived Assets ⁽¹⁾
	2016		2015		2014		2016		2015
United States	$	5,686	$	5,849	$	5,923	$	325	$	393
Europe	547		616		786		38		42
Other areas	175		197		229		73		71
Total Revenues and Long-Lived Assets	$	6,408	$	6,662	$	6,938	$	436	$	506

________________


(1)	Long-lived assets are comprised of (i) Land, buildings and equipment, net, (ii) Internal use software, net and (iii) Product software, net.

Divestitures (Tables)

12 Months Ended

Dec. 31, 2016

Discontinued Operations and Disposal Groups [Abstract]

Summarized Financial Information - Discontinued Operations

Summarized financial information for our Discontinued Operations is as follows:



	Year Ended December 31,
	2015						2014
	ITO			Total			ITO			TMS			Total
Revenues	$	619		$	619		$	1,320		$	18		$	1,338

Income (loss) from operations ^(1),(2)	$	104		$	104		$	74		$	—		$	74
Loss on disposal	(101		)	(101		)	(181		)	(1		)	(182		)
Net income (loss) before income taxes	$	3		$	3		$	(107	)	$	(1	)	$	(108	)
Income tax expense	(81		)	(81		)	(5		)	(2		)	(7		)
Loss from discontinued operations, net of tax	$	(78	)	$	(78	)	$	(112	)	$	(3	)	$	(115	)

________________


(1)	ITO income from operations for the year ended December 31, 2015, excludes approximately $80 of depreciation and amortization expense (including $14 for intangible amortization) since the business was held for sale.


(2)	ITO Income from operations for the year ended December 31, 2014 includes approximately $160 of depreciation and amortization expense (including $27 for intangible amortization).

Discontinued Operations - Income Statement

The following is a summary of selected financial information of the ITO business for the two years ended December 31,:



	Year Ended December 31,
	2015		2014
Expenses:
Depreciation of buildings and equipment⁽¹⁾	$	—	$	98
Amortization of internal use software⁽¹⁾	—		9
Amortization of acquired intangible assets⁽¹⁾	—		27
Amortization of customer contract costs⁽¹⁾	—		26
Operating lease rent expense	130		258
Defined contribution plans	4		8
Interest expense ⁽²⁾	2		4

Expenditures:
Cost of additions to land, buildings and equipment	$	41	$	105
Cost of additions to internal use software	1		2
Customer-related deferred set-up/transition and inducement costs	10		26

________________


(1)	ITO income from operations for the year ended December 31, 2015, excludes approximately $80 of depreciation and amortization expense (including $14 for intangible amortization) since the business was held for sale.


(2)	Interest expense is related to capital lease obligations, which were assumed by the purchaser of the ITO business.

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

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Schedule of Accounts, Notes, Loans and Financing Receivable

Accounts Receivables, Net (Tables)

12 Months Ended

Dec. 31, 2016

Receivables [Abstract]

Accounts receivable, net were as follows:



	December 31,
	2016			2015
Amounts billed or billable	$	1,014		$	963
Unbilled amounts	279			289
Allowance for doubtful accounts	(7		)	(6		)
Accounts Receivable, Net	$	1,286		$	1,246

Schedule Of Accounts Receivable Sales

Accounts receivable sales were as follows:



	Year Ended December 31,
	2016			2015		2014
Accounts receivable sales	$	250		$	325	$	343
Estimated increase (decrease) to operating cash flows⁽¹⁾	(136		)	58		(4		)

__________


(1)	Represents the difference between current and prior year fourth quarter receivable sales adjusted for the effects of: (i) deferred proceeds, (ii) collections prior to the end of the year and (iii) currency.

Land, Buildings, Equipment and Software, Net (Tables)

12 Months Ended

Dec. 31, 2016

Land, Buildings, Equipment and Software, Net [Abstract]

Land, buildings and equipment, net

Land, buildings and equipment, net were as follows:



	Estimated Useful Lives	December 31,
	(Years)	2016			2015
Land		$	10		$	10
Building and building equipment	25 to 50	20			28
Leasehold improvements	Varies	236			208
Office furniture and equipment	3 to 15	719			689
Other	4 to 20	1			3
Construction in progress		54			26
Subtotal		1,040			964
Accumulated depreciation		(757		)	(684		)
Land, Buildings and Equipment, Net		$	283		$	280

Land, Buildings and Equipment Depreciation Expense

Depreciation expense and operating lease rent expense were as follows:



	Year Ended December 31,
	2016		2015		2014
Depreciation expense	$	130	$	126	$	145
Operating lease rent expense	$	378	$	389	$	385

Schedule of Future Minimum Operating Lease Non-cancelable Payments

Future minimum operating lease commitments that have initial or remaining non-cancelable lease terms in excess of one year at December 31, 2016 were as follows:



2017		2018		2019		2020		2021		Thereafter
$	176	$	127	$	89	$	56	$	36	$	46

Additions to Internal Use and Product Software

Additions to Internal Use and Product Software as well as year-end balances for these assets were as follows:



	Year Ended December 31,
Additions to:	2016		2015		2014
Internal use software	$	39	$	27	$	27
Product software	10		19		23

Capitalized Costs, Internal Use and Product Software



	December 31,
Capitalized Costs, Net	2016		2015
Internal use software	$	115	$	119
Product software	38		107

Goodwill and Intangible Assets, Net (Tables)

12 Months Ended

Dec. 31, 2016

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The following table presents the changes in the carrying amount of goodwill, by reportable segment:



	Commercial Industries			Healthcare			Public Sector			Total
Balance at December 31, 2014	$	1,939		$	1,123		$	1,722		$	4,784
Foreign currency translation	(30		)	(9		)	(18		)	(57		)
Acquisitions:
RSA Medical	—			107			—			107
Intellinex	19			—			—			19
Consilience	—			12			—			12
Reclassifications⁽¹⁾	(61		)	61			—			—
Other	—			7			—			7
Balance at December 31, 2015	$	1,867		$	1,301		$	1,704		$	4,872
Foreign currency translation	(22		)	(8		)	(14		)	(44		)
Acquisitions: RSA Medical	—			(2		)	—			(2		)
Disposition: Nuova Karel Solutions	(2		)	—			—			(2		)
Impairment	(935		)	—			—			(935		)
Balance at December 31, 2016	$	908		$	1,291		$	1,690		$	3,889

___________


(1)	Represents the reclassification of certain Healthcare contracts from our Commercial Industries segment to our Healthcare segment.

Schedule of Finite-Lived Intangible Assets by Major Class

Intangible assets were comprised of the following:



		December 31, 2016						December 31, 2015
	Weighted Average Amortization	Gross Carrying Amount		Accumulated Amortization		Net Amount		Gross Carrying Amount		Accumulated Amortization		Net Amount
Customer relationships	12 years	$	2,924	$	1,788	$	1,136	$	2,927	$	1,528	$	1,399
Trademarks	9 years	—		—		—		22		4		18
Technology, patents and non-compete	4 years	11		3		8		13		5		8
Total Intangible Assets		$	2,935	$	1,791	$	1,144	$	2,962	$	1,537	$	1,425

Restructuring and Asset Impairment Charges (Tables)

12 Months Ended

Dec. 31, 2016

Restructuring and Related Activities [Abstract]

Restructuring Program Activity

A summary of our restructuring program activity during the three years ended December 31, 2016 is as follows:



	Severance and Related Costs			Lease Cancellation and Other Costs			Asset Impairments⁽¹⁾			Total
Balance at December 31, 2013	$	14		$	3		$	—		$	17
Restructuring provision	28			2			2			32
Reversals of prior accruals	(10		)	(1		)	—			(11		)
Net current period charges - continuing operations⁽²⁾	18			1			2			21
Discontinued operations⁽³⁾	2			—			—			2
Total Net Current Period Charges	20			1			2			23
Charges against reserve and currency	(26		)	(1		)	(2		)	(29		)
Balance at December 31, 2014	8			3			—			11
Restructuring provision	20			1			146			167
Reversals of prior accruals	(6		)	(2		)	—			(8		)
Net current period charges - continuing operations⁽²⁾	14			(1		)	146			159
Charges against reserve and currency	(18		)	(2		)	(146		)	(166		)
Balance at December 31, 2015	4			—			—			4
Restructuring provision	67			7			12			86
Reversals of prior accruals	(13		)	—			—			(13		)
Net current period charges - continuing operations⁽²⁾	54			7			12			73
Charges against reserve and currency	(43		)	(2		)	(11		)	(56		)
Balance at December 31, 2016	$	15		$	5		$	1		$	21

________________


(1)	Charges associated with asset impairments represent the write-down of the related assets to their new cost basis and are recorded concurrently with the recognition of the provision.


(2)	Represents amount recognized within the Consolidated Statements of Income for the years shown.


(3)	Refer to Note 4 - Divestitures for additional information regarding Discontinued Operations.

Reconciliation to the Consolidated Statements of Cash Flows

The following table summarizes the reconciliation to the Consolidated Statements of Cash Flows:



	Year Ended December 31,
	2016			2015			2014
Charges against reserve	$	(56	)	$	(166	)	$	(29	)
Asset impairments	11			146			2
Effects of foreign currency and other non-cash items	(1		)	1			4
Restructuring Cash Payments	$	(46	)	$	(19	)	$	(23	)

Total Costs Incurred with Restructuring Programs, by Segment

The following table summarizes the total amount of costs incurred in connection with these restructuring programs by segment:



	Year Ended December 31,
	2016		2015		2014
Commercial Industries	$	41	$	8	$	11
Healthcare	19		3		4
Public Sector	9		2		4
Other⁽¹⁾	4		146		2
Total Net Restructuring Charges	$	73	$	159	$	21

________________


(1)	Refer to Note 6 - Land, Buildings, Equipment and Software, Net for additional information regarding the asset impairment in 2015.

Supplementary Financial Information (Tables)

12 Months Ended

Dec. 31, 2016

Supplemental Financial Information [Abstract]

Supplemental Financial Information

The components of Other assets and liabilities were as follows:



	December 31,
	2016		2015
Other Current Assets
Prepaid/deferred costs	$	87	$	92
Income taxes receivable	14		10
Value-added tax (VAT) receivable	18		16
Restricted cash	22		16
Inventories⁽¹⁾	41		41
Advances and deposits	29		28
Other	30		37
Total Other Current Assets	$	241	$	240
Other Current Liabilities
Income taxes payable	$	5	$	9
Other taxes payable	14		21
Consulting payable	12		11
Restructuring reserves	18		4
Legal settlements	78		57
Acquisition reserves	2		9
Due to customers	13		19
Software and hardware accruals	20		35
Servicer liabilities	—		10
Due to Atos⁽²⁾	—		52
Health Enterprise settlement	48		216
NY MMIS wind down cost accrual	46		—
Other	355		402
Total Other Current Liabilities	$	611	$	845
Other Long-term Assets
Deferred taxes	$	14	$	13
Income taxes receivable	17		—
Prepaid pension costs	—		9
Internal use software, net	115		119
Product software, net	38		107
Customer contract costs, net	137		170
Deferred compensation plan investments	109		113
Unbilled contract receivables	14		53
Other	32		23
Total Other Long-term Assets	$	476	$	607
Other Long-term Liabilities
Income taxes payable	17		24
Unearned income	74		100
Other	82		77
Total Other Long-term Liabilities	$	173	$	201

__________


(1)	Represents Finished goods inventory.


(2)	Refer to Note 4 - Divestitures for additional information.

Schedule of Restricted Cash and Cash Equivalents

Restricted cash amounts were as follows:



	December 31,
	2016		2015
Escrow and cash collections related to receivable sales	$	—	$	10
Restricted cash - related party¹	18		—
Other restricted cash	4		6
Total Restricted Cash	$	22	$	16

Debt (Tables)

12 Months Ended

Dec. 31, 2016

Debt Disclosure [Abstract]

Schedule of Short-term Debt

Short-term borrowings were as follows:



	December 31,
	2016		2015
Related party notes payable⁽¹⁾	$	—	$	1,132
Current maturities of long-term debt	28		24
Total Short-term Debt	$	28	$	1,156

Schedule of Long-term Debt Instruments

Long-term debt was as follows:



			December 31,
	Weighted Average Interest Rates at December 31, 2016⁽¹⁾		2016			2015

Term loan A due 2021	2.99	%	$	694		$	—
Term loan B due 2023	6.81	%	750			—
Senior notes due 2024	10.51	%	510			—
Capital lease obligations	3.89	%	43			61
Principal Debt Balance			$	1,997		$	61
Debt issuance costs and unamortized discounts			(56		)	—
Less: current maturities			(28		)	(24		)
Total Long-term Debt			$	1,913		$	37

____________


(1)	Represents weighted average effective interest rate which includes the effect of discounts and premiums on issued debt.

Schedule of Maturities of Long-term Debt

Scheduled principal payments due on our long-term debt for the next five years and thereafter are as follows:



2017⁽¹⁾		2018		2019		2020		2021		Thereafter		Total
$	28	$	72	$	67	$	79	$	528	$	1,223	$	1,997

_____________


(1)	Quarterly long-term debt maturities for 2017 are $7, $7, $7 and $7 for the first, second, third and fourth quarters, respectively.

Schedule Of Interest Expense And Interest Income

Interest expense and interest income was as follows:



	Year Ended December 31,
	2016		2015		2014
Interest expense	$	14	$	8	$	11
Interest income	3		3		1

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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Derivative Instruments and Hedging Activities Disclosure [Abstract]

Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2016

Schedule of a Summary of Foreign Exchange Contracts Gross Notional Values

The following is a summary of the primary hedging positions and corresponding fair values as of December 31, 2016:



Currencies Hedged (Buy/Sell)	Gross Notional Value		Fair Value Asset (Liability)⁽¹⁾
Philippine Peso/U.S. Dollar	$	52	$	(1	)
Indian Rupee/U.S. Dollar	33		—
Mexican Peso/U.S. Dollar	18		(1		)
Euro/U.S. Dollar	10		—
All Other	26		—
Total Foreign Exchange Hedging	$	139	$	(2	)

____________


(1)	Represents the net receivable (payable) amount included in the Consolidated Balance Sheet at December 31, 2016.

Schedule of a Summary of Derivative Instruments Fair Value

The following table provides a summary of the fair value amounts of our derivative instruments:



		December 31,
Designation of Derivatives	Balance Sheet Location	2016			2015
Derivatives Designated as Hedging Instruments
Foreign exchange contracts – forwards	Other current liabilities	$	(3	)	$	(3	)
Derivatives NOT Designated as Hedging Instruments
Foreign exchange contracts – forwards	Other current assets	$	1		$	—

Schedule of a Summary of Cash Flow Hedges Gains (Losses)



	Year Ended December 31,
Derivatives in Cash Flow Hedging Relationships	Derivative Gain (Loss) Recognized in OCI (Effective Portion)								Location of Derivative Gain (Loss) Reclassified from AOCI into Income (Effective Portion)	Gain (Loss) Reclassified from AOCI to Income (Effective Portion)
Derivatives in Cash Flow Hedging Relationships	2016			2015			2014			2016			2015			2014
Foreign exchange contracts – forwards	$	(2	)	$	(4	)	$	—	Cost of outsourcing	$	(2	)	$	(5	)	$	3

Schedule of a Summary of Derivatives Not Designated as Hedging Instruments Gains (Losses)

The following table provides a summary of losses on non-designated derivative instruments:



		Year Ended December 31,
Derivatives NOT Designated as Hedging Instruments	Location of Derivative Loss	2016		2015		2014
Foreign exchange contracts – forwards	Other expense – Currency losses, net	$	1	$	3	$	2

Fair Value of Financial Assets and Liabilities (Tables)

12 Months Ended

Dec. 31, 2016

Fair Value Disclosures [Abstract]

Schedule of Fair Value of Financial Assets and Liabilities



	As of December 31,
	2016		2015
Assets:
Foreign exchange contracts - forwards	$	1	$	—
Deferred compensation investments in cash surrender life insurance	99		92
Deferred compensation investments in mutual funds	10		21
Total	$	110	$	113
Liabilities:
Foreign exchange contracts - forwards	$	3	$	3
Deferred compensation plan liabilities	113		110
Total	$	116	$	113

Schedule of Estimated Fair Values of Financial Assets and Liabilities Not Measured at Fair Value on a Recurring Basis

The estimated fair values of our other financial assets and liabilities fair value measured on a nonrecurring basis were as follows:



	December 31, 2016				December 31, 2015
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Cash and cash equivalents	$	390	$	390	$	140	$	140
Restricted cash - related party	18		18		—		—
Accounts receivable, net	1,286		1,286		1,246		1,246
Short-term debt	28		28		24		24
Long-term debt	1,913		1,933		37		37

Employee Benefit Plans (Tables)

12 Months Ended

Dec. 31, 2016

Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract]

Schedule of Net Funded Status

December 31 is the measurement date for all of our defined benefit pension plans.



	Pension Benefits
	U.S. Plans						Non-U.S. Plans
	2016			2015			2016			2015
Change in Benefit Obligation:
Benefit obligation, January 1	$	74		$	74		$	157		$	177
Service cost	—			—			2			3
Interest cost	3			3			5			6
Actuarial (gain) loss	13			(2		)	27			(13		)
Currency exchange rate changes	—			—			(19		)	(14		)
Benefits paid/settlements	(1		)	(1		)	(8		)	(5		)
Other	—			—			—			3
Benefit Obligation, December 31	$	89		$	74		$	164		$	157

Change in Plan Assets:
Fair value of plan assets, January 1	$	47		$	45		$	150		$	158
Actual return on plan assets	2			(2		)	15			3
Employer contribution	4			4			2			4
Currency exchange rate changes	—			—			(19		)	(12		)
Benefits paid/settlements	(1		)	(1		)	(8		)	(5		)
Other	—			1			—			2
Fair Value of Plan Assets, December 31	$	52		$	47		$	140		$	150

Net Funded Status at December 31⁽¹⁾	$	(37	)	$	(27	)	$	(24	)	$	(7	)

Amounts Recognized in the Consolidated Balance Sheets:
Other long-term assets	$	—		$	—		$	—		$	9
Accrued compensation and benefit costs	—			—			(2		)	(1		)
Pension and other benefit liabilities	(37		)	(27		)	(22		)	(15		)
Net Amounts Recognized	$	(37	)	$	(27	)	$	(24	)	$	(7	)

_______________


(1)	Includes under-funded and un-funded plans.

Schedule of Amounts in Accumulated Other Comprehensive Income (Loss) to be Recognized over Next Fiscal Year

Benefit plans pre-tax amounts recognized in Accumulated other comprehensive loss (AOCL) at December 31:



	Pension Benefits
	U.S. Plans				Non-U.S. Plans
	2016		2015		2016		2015
Net actuarial loss	$	31	$	18	$	42	$	29
Accumulated Benefit Obligation	$	89	$	74	$	157	$	154

Schedule of Accumulated Benefit Obligations in Excess of Fair Value of Plan Assets

Aggregate information for pension plans with an Accumulated benefit obligation in excess of plan assets is presented below:



	December 31, 2016						December 31, 2015
	Projected benefit obligation		Accumulated benefit obligation		Fair value of plan assets		Projected benefit obligation		Accumulated benefit obligation		Fair value of plan assets
Underfunded Plans:
U.S.	$	89	$	89	$	52	$	74	$	74	$	46
Non U.S.	162		156		140		50		48		36

Unfunded Plans:
Non U.S.	2		1		—		2		1		—

Total Underfunded and Unfunded Plans:
U.S.	$	89	$	89	$	52	$	74	$	74	$	46
Non U.S.	164		157		140		52		49		36
Total	$	253	$	246	$	192	$	126	$	123	$	82

Schedule of Defined Benefit Pension Assets and Obligations by Geography

Our pension plan assets and benefit obligations at December 31, 2016 were as follows:



	Fair Value of Pension Plan Assets		Pension Benefit Obligations		Net Funded Status
U.S.	$	52	$	89	$	(37	)
U.K.	98		107		(9		)
Canada	39		49		(10		)
Other	3		8		(5		)
Total	$	192	$	253	$	(61	)

Schedule of Components of Net Periodic Benefit Cost and Other Changes in Plan Assets and Benefit Obligations

The components of Net periodic benefit cost and other changes in plan assets and benefit obligations were as follows:



	Year Ended December 31,
	U.S. Plans									Non-U.S. Plans
	2016			2015			2014			2016			2015			2014
Components of Net Periodic Benefit Costs:
Service cost	$	—		$	—		$	5		$	2		$	3		$	6
Interest cost	3			3			3			5			6			7
Expected return on plan assets	(4		)	(4		)	(3		)	(8		)	(9		)	(10		)
Recognized net actuarial loss	—			—			—			1			2			—
Defined Benefit Plans	(1		)	(1		)	5			—			2			3
Defined contribution plans	28			28			27			7			6			4
Net Periodic Benefit Cost	27			27			32			7			8			7

Other changes in plan assets and benefit obligations recognized in Other Comprehensive Income:
Net actuarial (gain) loss	13			4			9			18			(9		)	34
Amortization of net actuarial loss	—			—			—			(1		)	(2		)	—
Total Recognized in Other Comprehensive Income	13			4			9			17			(11		)	34
Total Recognized in Net Periodic Benefit Cost and Other Comprehensive Income	$	40		$	31		$	41		$	24		$	(3	)	$	41

Schedule of Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation

The following tables presents the defined benefit plans assets measured at fair value and the basis for that measurement:



	December 31, 2016
	U.S. Plans										Non-U.S. Plans
Asset Class	Level 1		Level 2		Level 3		Total		%		Level 1		Level 2		Level 3		Total		%
Cash and cash equivalents	$	3	$	—	$	—	$	3	6	%	$	—	$	—	$	—	$	—	—	%
Equity Securities	9		24		—		33		63	%	—		61		—		61		44	%
Fixed Income Securities	10		6		—		16		31	%	—		60		—		60		43	%
Other	—		—		—		—		—	%	—		11		8		19		13	%
Total Fair Value of Plan Assets	$	22	$	30	$	—	$	52	100	%	$	—	$	132	$	8	$	140	100	%



	December 31, 2015
	U.S. Plans										Non-U.S. Plans
Asset Class	Level 1		Level 2		Level 3		Total		%		Level 1		Level 2		Level 3		Total		%
Cash and cash equivalents	$	3	$	—	$	—	$	3	6	%	$	1	$	—	$	—	$	1	1	%
Equity Securities	17		8		—		25		53	%	—		61		—		61		40	%
Fixed Income Securities	—		19		—		19		41	%	—		73		—		73		49	%
Other	—		—		—		—		—	%	—		4		11		15		10	%
Total Fair Value of Plan Assets	$	20	$	27	$	—	$	47	100	%	$	1	$	138	$	11	$	150	100	%

Schedule of Allocation of Plan Assets

The target asset allocations for our worldwide defined benefit pension plans were:



	2016		2015
	U.S.	Non-U.S.	U.S.	Non-U.S.
Equity investments	55%	41%	55%	55%
Fixed income investments	25%	45%	25%	36%
Real estate	—%	4%	—%	4%
Other	20%	10%	20%	5%
Total Investment Strategy	100%	100%	100%	100%

Schedule of Expected Benefit Payments

The following benefit payments, which reflect expected future service, as appropriate, are expected to be paid during the following years:



	Pension Benefits
	U.S.		Non-U.S.		Total
2017	$	1	$	4	$	5
2018	2		4		6
2019	2		4		6
2020	2		4		6
2021	2		5		7
Years 2022-2025	16		27		43

Schedule of Assumptions Used

Weighted-average assumptions used to determine benefit obligations at the plan measurement dates:



	Pension Benefits
	2016				2015				2014
	U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.
Discount rate	4.2	%	3.2	%	4.3	%	3.9	%	4.0	%	3.4	%
Rate of compensation increase	—	%	1.0	%	—	%	1.0	%	—	%	1.1	%

Weighted-average assumptions used to determine net periodic benefit cost for years ended December 31:



	Pension Benefits
	2017				2016				2015				2014
	U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.		U.S.		Non-U.S.
Discount rate	4.2	%	3.9	%	4.3	%	3.9	%	4.0	%	3.4	%	4.9	%	4.4	%
Expected return on plan assets	7.8	%	5.7	%	7.8	%	5.7	%	7.8	%	5.8	%	7.8	%	6.6	%
Rate of compensation increase	—	%	1.0	%	—	%	1.0	%	—	%	1.1	%	3.0	%	3.5	%

Income and Other Taxes (Tables)

12 Months Ended

Dec. 31, 2016

Income Tax Disclosure [Abstract]

Schedule of Income before Income Tax, Domestic and Foreign

ncome before income taxes (pre-tax (loss) income) was as follows:



	Year Ended December 31,
	2016			2015			2014
Domestic (loss) income	$	(1,329	)	$	(654	)	$	(45	)
Foreign (loss) income	102			80			55
(Loss) Income Before Income Taxes	$	(1,227	)	$	(574	)	$	10

Schedule of Components of Income Tax Expense (Benefit)

(Benefit) provision for income taxes were as follows:



	Year Ended December 31,
	2016			2015			2014
Federal Income Taxes
Current	$	(116	)	$	(130	)	$	59
Deferred	(132		)	(99		)	(108		)
Foreign Income Taxes
Current	31			24			26
Deferred	(3		)	6			1
State Income Taxes
Current	1			(17		)	14
Deferred	(25		)	(22		)	(16		)
Total Benefit	$	(244	)	$	(238	)	$	(24	)

Schedule of Effective Income Tax Rate Reconciliation

A reconciliation of the U.S. federal statutory income tax rate to the consolidated effective income tax rate is as follows:



	Year Ended December 31,
	2016		2015		2014
U.S. federal statutory income tax rate	35.0	%	35.0	%	35.0	%
Nondeductible expenses⁽¹⁾	(19.0	)%	(1.3	)%	81.0	%
Effect of tax law changes	—	%	0.9	%	(51.6	)%
Change in valuation allowance for deferred tax assets	0.1	%	(1.0	)%	35.3	%
State taxes, net of federal benefit	1.8	%	4.2	%	42.0	%
Audit and other tax return adjustments	1.4	%	0.1	%	(87.5	)%
Tax-exempt income, credits and incentives	0.7	%	0.7	%	(63.9	)%
Foreign rate differential adjusted for U.S. taxation of foreign profits⁽²⁾	0.7	%	2.4	%	(228.8	)%
Other	(0.8	)%	0.5	%	(1.5	)%
Effective Income Tax Rate	19.9	%	41.5	%	(240.0	)%

____________


(1)	In 2016, Nondeductible expenses primarily related to the nondeductible portion of the book goodwill impairment charge.


(2)	The “U.S. taxation of foreign profits” represents the U.S. tax, net of foreign tax credits, associated with actual and deemed repatriations of earnings from our non-U.S. subsidiaries.

Schedule of Allocation of Income Tax Expense Benefit

Total income tax expense (benefit) was allocated as follows:



	Year Ended December 31,
	2016			2015			2014
Pre-tax income	$	(244	)	$	(238	)	$	(24	)
Discontinued operations⁽¹⁾	—			81			7
Common shareholders' equity:
Changes in defined benefit plans	8			2			(11		)
Stock option and incentive plans, net	—			(6		)	(10		)
Cash flow hedges	—			—			(1		)
Total Income Tax Benefit	$	(236	)	$	(161	)	$	(39	)

_____________


(1)	Refer to Note 4 - Divestitures for additional information regarding discontinued operations.

Summary of Income Tax Contingencies

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:



	2016			2015			2014
Balance at January 1	$	24		$	32		$	41
Additions related to current year	1			3			5
Additions related to prior years positions	—			—			1
Reductions related to prior years positions	(5		)	(10		)	(13		)
Settlements with taxing authorities⁽¹⁾	(5		)	—			(2		)
Currency	(1		)	(1		)	—
Balance at December 31	$	14		$	24		$	32

_______________


(1)	2016 settlement results in $(5) cash paid; 2014 settlement of $(2) results in no cash paid.

Schedule of Deferred Tax Assets and Liabilities

The tax effects of temporary differences that give rise to significant portions of the deferred taxes were as follows:



	December 31,
	2016			2015
Deferred Tax Assets
Net operating losses	$	42		$	71
Operating reserves, accruals and deferrals	155			184
Deferred compensation	101			83
Pension	18			11
Other	44			65
Subtotal	360			414
Valuation allowance	(24		)	(38		)
Total	$	336		$	376

Deferred Tax Liabilities
Unearned income	$	217		$	230
Intangibles and goodwill	680			808
Depreciation	15			61
Other	29			28
Total	$	941		$	1,127

Total Deferred Taxes, Net	$	(605	)	$	(751	)

Shareholders' Equity (Tables)

12 Months Ended

Dec. 31, 2016

Stockholders' Equity Note [Abstract]

Schedule of Stock-based Compensation Expense, Tax Effect

Stock-based compensation expense was as follows:



	Year Ended December 31,
	2016		2015		2014
Stock-based compensation expense, pre-tax	$	23	$	19	$	28
Income tax benefit recognized in earnings	9		7		11

Schedule of Disclosure of Share-based Compensation Arrangements by Share-based Payment Award

Summary of Stock-based Compensation Activity



	2016				2015				2014
(shares in thousands)	Shares		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value		Shares		Weighted Average Grant Date Fair Value
Restricted Stock Units
Outstanding at January 1	782		$	11.70	3,422		$	8.47	4,842		$	8.78
Granted	2,602		9.61		260		11.86		433		12.08
Vested	(119	)	9.43		(2,768	)	7.83		(1,499	)	10.54
Canceled	(121	)	10.55		(132	)	9.52		(354	)	8.39
Impact of Spin-off⁽¹⁾	(1,183	)	n/a		—		n/a		—		n/a
Outstanding at December 31	1,961		13.99		782		11.70		3,422		8.47

Performance Shares
Outstanding at January 1	7,522		$	11.57	5,771		$	11.68	1,421		$	9.02
Granted	1,850		9.35		3,583		10.68		5,674		12.28
Vested	—		—		(610	)	7.88		(366	)	10.71
Canceled	(1,478	)	11.96		(1,222	)	11.36		(958	)	11.63
Impact of Spin-off⁽¹⁾	(2,968	)	n/a		—		n/a		—		n/a
Outstanding at December 31	4,926		13.99		7,522		11.57		5,771		11.68

Schedule of Unrecognized Compensation Cost, Nonvested Awards

The total unrecognized compensation cost related to non-vested stock-based awards at December 31, 2016 was as follows:

Schedule of Aggregate intrinsic value restricted stock and performance shares compensation awards

The aggregate intrinsic value of outstanding RSUs and PSs awards was as follows:



Awards	December 31, 2016
Restricted Stock Units	$	27
Performance Shares	69

Schedule of Stock options outstanding and exercisable

Information related to stock options outstanding and exercisable at December 31, 2016 was as follows:



	Options
	Outstanding		Exercisable
Aggregate intrinsic value	$	3	$	3
Weighted-average remaining contractual life (years)	2.0		2.0

Schedule of Vested and exercised stock based awards total intrinsic value and tax benefit realized

The total intrinsic value and actual tax benefit realized for vested and exercised stock-based awards was as follows:



	December 31, 2016						December 31, 2015						December 31, 2014
Awards	Total Intrinsic Value		Cash Received		Tax Benefit		Total Intrinsic Value		Cash Received		Tax Benefit		Total Intrinsic Value		Cash Received		Tax Benefit
Restricted Stock Units	$	1	$	—	$	—	$	30	$	—	$	11	$	19	$	—	$	7
Performance Shares	—		—		—		7		—		2		5		—		2
Stock Options	3		9		1		14		19		5		42		55		15

Other Comprehensive (Loss) Income (Tables)

12 Months Ended

Dec. 31, 2016

Other Comprehensive Income [Abstract]

Schedule of Amounts Recognized in Other Comprehensive Income (Loss)

Other Comprehensive Loss is comprised of the following:



	Year Ended December 31,
	2016						2015						2014
	Pre-tax			Net of Tax			Pre-tax			Net of Tax			Pre-tax			Net of Tax
Translation Adjustments Losses	$	(135	)	$	(135	)	$	(60	)	$	(60	)	$	(44	)	$	(44	)
Unrealized Gains (Losses):
Changes in fair value of cash flow hedges gains (losses)	(2		)	(1		)	(4		)	(2		)	—			—
Changes in cash flow hedges reclassed to earnings⁽¹⁾	2			1			5			3			(3		)	(2		)
Net Unrealized Gains (Losses)	—			—			1			1			(3		)	(2		)

Defined Benefit Plans (Losses) Gains
Net actuarial/prior service (losses) gains	(31		)	(23		)	5			4			(43		)	(32		)
Actuarial loss amortization/settlement⁽²⁾	1			1			2			2			—			—
Other gains (losses)⁽³⁾	3			2			2			1			7			7
Changes in Defined Benefit Plans (Losses) Gains	(27		)	(20		)	9			7			(36		)	(25		)

Other Comprehensive Loss	$	(162	)	$	(155	)	$	(50	)	$	(52	)	$	(83	)	$	(71	)

_____________________________


(1)	Reclassified to Cost of sales - refer to Note 11 - Financial Instruments for additional information regarding our cash flow hedges.


(2)	Reclassified to Total Net Periodic Benefit Cost - refer to Note 13 - Employee Benefit Plans for additional information.


(3)	Primarily represents currency impact on cumulative amount of benefit plan net actuarial losses and prior service credits in AOCL.

Schedule of Accumulated Other Comprehensive Income (Loss)

AOCL is comprised of the following:



	December 31,
	2016			2015			2014
Cumulative translation adjustments⁽¹⁾	$	(472	)	$	(147	)	$	(87	)
Other unrealized losses, net	(1		)	(1		)	(2		)
Benefit plans net actuarial losses and prior service credits	(53		)	(33		)	(40		)
Total Accumulated Other Comprehensive Loss	$	(526	)	$	(181	)	$	(129	)

_____________________________


(1)	2016 includes $190 of AOCL transfered from former parent as part of the Spin-off.

Earnings per Share (Tables)

12 Months Ended

Dec. 31, 2016

Earnings Per Share [Abstract]

Basic and Diluted Earnings per Share

The following table sets forth the computation of basic and diluted earnings per share of common stock (shares in thousands):



	Year Ended December 31,
	2016			2015			2014
Basic Earnings per Share:
Net Income From Continuing Operations Available to Common Shareholders	$	(983	)	$	(336	)	$	34
Net (loss) income from discontinued operations attributable Conduent	—			(78		)	(115		)
Adjusted Net Income Available to Common Shareholders	$	(983	)	$	(414	)	$	(81	)
Weighted-average common shares outstanding	202,875			202,875			202,875
Basic Earnings (Loss) per Share:
Continuing operations	$	(4.85	)	$	(1.65	)	$	0.17
Discontinued operations	—			(0.39		)	(0.57		)
Basic Earnings per Share	$	(4.85	)	$	(2.04	)	$	(0.40	)

Diluted Earnings per Share:
Adjusted Net Income From Continuing Operations Available to Common Shareholders	$	(983	)	$	(336	)	$	34
Net (loss) income from discontinued operations attributable to Conduent	—			(78		)	(115		)
Adjusted Net Income Available to Common Shareholders	$	(983	)	$	(414	)	$	(81	)
Weighted-average common shares outstanding	202,875			202,875			202,875

Diluted Earnings (Loss) per Share:
Continuing operations	$	(4.85	)	$	(1.65	)	$	0.17
Discontinued operations	—			(0.39		)	(0.57		)
Diluted Earnings per Share	$	(4.85	)	$	(2.04	)	$	(0.40	)

The following securities were not included in the computation of diluted earnings per share as they were either contingently issuable shares or shares that if included would have been anti-dilutive (shares in thousands):
Stock Options	857			—			—
Restricted stock and performance shares	5,719			—			—
Convertible preferred stock	5,393			—			—
Total Securities	11,969			—			—

Related Party and Former Parent Investment (Tables)

12 Months Ended

Dec. 31, 2016

Allocation of related party expenses [Table Text Block]

Where possible, these costs were allocated based on direct usage, with the remainder allocated on a basis of costs, headcount or other measures we have determined as reasonable.



	Year Ended December 31,
	2016		2015		2014
Research and development	$	25	$	43	$	40
Selling, administrative and general	140		127		135
Total Allocated Corporate Expenses	$	165	$	170	$	175

The components of Net transfers to former parent and the reconciliation to the corresponding amount presented on the Combined Statements of Cash Flows are as follows:



	Year Ended December 31,
	2016			2015			2014
Cash pooling and general financing activities	$	(466	)	$	(396	)	$	(525	)
Corporate cost allocations	165			170			175
Income taxes	(157		)	168			44
Divestitures and acquisitions, net	54			(742		)	290
Capitalization of related party notes payable	—			1,017			—
Total net transfers (to) from former parent	(404		)	217			(16		)
Stock-based compensation	(23		)	(19		)	(28		)
Capitalization of related party notes payable	—			(1,017		)	—
Other, net	(161		)	147			8
Total Net transfers to former parent per Consolidated Statements of Cash Flows	$	(588	)	$	(672	)	$	(36	)

Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($)
$ in Millions

3 Months Ended

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Dec. 31, 2013

Revenue, Net

$ 6,408

$ 6,662

$ 6,938

Corporate allocations

165

170

175

Provisions for restructuring and asset impairments - continuing operations

159

Provisions for restructuring and asset impairments - discontinued operations

Provision for receivables

Provisions for litigation and regulatory matters

Depreciation of buildings and equipment

^[1]

130

126

145

Amortization of internal use software

^[1]

Amortization of product software

Amortization of acquired intangible assets

^[1]

280

250

Amortization of customer contract costs

^[1]

108

122

Income tax expense

(244)

(238)

(24)

Revision to Cash Flows from Financing Activities CY-2

^[2]

Deferred finance costs, net

$ 935

935

$ 81

Deferred set-up costs, current

137

170

Amortization of Customer Contract Costs CY Plus 1

Amortization of Customer Contract Costs CY Plus 2

Amortization of Customer Contract Costs CY Plus 3

Amortization of Customer Contract Costs CY Plus 4

Amortization of Customer Contract Costs CY Plus 5

Amortization of Customer Contract Costs CY Plus 6 and Beyond

$ 21

Costs and Expenses

$ 7,635

$ 7,236

6,928

Reporting unit percentage of carrying value in excess of fair value

53.00%

Continuing Operations [Member]

Weighted average life, services revenue, deferred set-up costs

8 years

Pro Forma [Member]

Costs and Expenses

$ 165

$ 170

175

Accounting Standards Update 2015-03 [Member] | Long-term Debt [Member]

Deferred finance costs, net

$ 56

Accounting Standards Update 2015-03 [Member] | Other Noncurrent Assets [Member]

Deferred finance costs, net

$ 10

Healthcare [Member]

Reporting unit percentage of fair value in excess of carrying amount

19.00%

public sector reporting unit [Member]

Reporting unit percentage of fair value in excess of carrying amount

14.00%

Commercial Industries [Member]

Revenue, Net

$ 2,690

$ 2,896

^[3]

$ 2,953

^[3]

Commercial Industries [Member] | Accounting Standards Update 2017-04 [Member] | Pro Forma [Member]

935

$ 992

[1]	Excludes amounts related to our ITO business, which was reported as a discontinued operation through its date of sale on June 30, 2015. Refer to Note 4 - Divestitures for additional information regarding this sale.
[2]	Refer to Note 4 - Divestitures for additional information regarding discontinued operations.
[3]	Other results for 2016 includes a charge of $161 related to our NY MMIS project. $83 was recorded as a reduction to revenue and the remainder of $78 was recorded to Cost of outsourcing. Other results for 2015 include a charge of $389 related to our Health Enterprise platform implementations in California and Montana. $116 of the charge was recorded as a reduction to revenues and the remainder of $273 was recorded to Cost of outsourcing.

Segment Reporting - Segment Revenue and Segment Profit (Loss) (Details)
$ in Millions

12 Months Ended

Dec. 31, 2016

USD ($)

primaryreportablesegment

Dec. 31, 2015

USD ($)

Dec. 31, 2014

USD ($)

Reportable segments, number | primaryreportablesegment

$ 6,358

$ 6,609

$ 6,884

Depreciation and Amortization, excluding Amortization of Acquired Intangible Assets

6,408

6,662

6,938

^[1]

333

350

377

Commercial Industries [Member]

196

(63)

447

2,622

2,822

2,881

Depreciation and Amortization, excluding Amortization of Acquired Intangible Assets

2,690

2,896

^[2]

2,953

^[2]

117

119

126

152

Healthcare [Member]

1,681

1,746

1,738

Depreciation and Amortization, excluding Amortization of Acquired Intangible Assets

1,686

1,750

1,743

101

159

157

138

Public Sector [Member]

1,727

1,723

1,763

Depreciation and Amortization, excluding Amortization of Acquired Intangible Assets

1,731

1,727

1,767

223

200

206

Other [Member]

328

318

502

(1)

(26)

(29)

(27)

Depreciation and Amortization, excluding Amortization of Acquired Intangible Assets

301

289

475

NY MMIS Charge - Revenue Reversal

(245)

(489)

$ (49)

NY MMIS Charge

161

NY MMIS Charge - Cost of Goods Sold

$ 78

Software Implementation Charge

389

Software Implementation Charge - Revenue Reversal

116

Software Implementation Charge - Cost of Goods Sold

$ 273

[1]

Depreciation and amortization excludes amortization of intangible assets - see reconciliation below for amounts - as well as depreciation and amortization associated with Discontinued Operations. Refer to Note 4 - Divestitures for amounts.

[2]

Segment Reporting - Reconciliation Of Operating Profit (Loss) (Details) - USD ($)
$ in Millions

3 Months Ended

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Reconciling items:

Total Segment Profit (Loss)

$ 196

$ (63)

$ 447

Goodwill, Impairment Loss

$ (935)

(935)

Amortization of intangible assets

^[1]

(280)

(250)

Restructuring and related costs

^[2]

(101)

(159)

(21)

Related party interest

(26)

(61)

(107)

Separation costs

(44)

Business transformation costs

(3)

(14)

Other expenses, net

(34)

(38)

(45)

Pre-tax (Loss) Income

(1,227)

(574)

Restructuring and asset impairment charges

$ 159

$ 21

Strategic transformation costs

$ 28

[1]	Excludes amounts related to our ITO business, which was reported as a discontinued operation through its date of sale on June 30, 2015. Refer to Note 4 - Divestitures for additional information regarding this sale.
[2]	_(1)Restructuring and asset impairment charges were $73, $159, and $21 for each of the three years ended December 31, 2016, 2015 and 2014, respectively and Strategic transformation costs were $28 for the year ended December 31, 2016.

Segment Reporting - Revenue and Long-lived Assets by Geography (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

$ 6,408

$ 6,662

$ 6,938

^[1]

436

506

United States

5,686

5,849

5,923

^[1]

325

393

Europe

547

616

786

^[1]

Other areas

175

197

$ 229

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

^[1]

$ 73

$ 71

[1]	_(1)Long-lived assets are comprised of (i) Land, buildings and equipment, net, (ii) Internal use software, net and (iii) Product software,

Acquisitions (Details) € in Millions, $ in Millions	1 Months Ended							12 Months Ended
Acquisitions (Details) € in Millions, $ in Millions	Sep. 30, 2015 USD ($)	May 31, 2015 USD ($)	Jan. 31, 2015 USD ($)	Sep. 30, 2014 USD ($)	May 31, 2014 USD ($)	Jan. 31, 2014 USD ($)	Jan. 31, 2014 EUR (€)	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($) businesses
Schedule of Business Acquisitions, by Acquisition [Line Items]
Payments to Acquire Businesses, Net of Cash Acquired								$ 1	$ 197	$ 306
Accelerated amortization of intangible assets trademarks								(16)
Business Acquisition, Goodwill, Expected Tax Deductible Amount, Percentage									60.00%
Revenue of Acquiree since Acquisition Date, Actual								57
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability								(12)
Contingent Consideration Arrangements, Range of Outcomes, Value, High								13
Contingent consideration accrued at acquisition date								11
RSA Medical LLC [Member]
Schedule of Business Acquisitions, by Acquisition [Line Items]
Date of acquisition	Sep. 30, 2015
Payments to Acquire Businesses, Net of Cash Acquired	$ 141
inVently Patient Access Solutions [Member]
Schedule of Business Acquisitions, by Acquisition [Line Items]
Date of acquisition	Sep. 30, 2015
Payments to Acquire Businesses, Net of Cash Acquired	$ 15
Consilience [Member]
Schedule of Business Acquisitions, by Acquisition [Line Items]
Date of acquisition		May 31, 2015
Payments to Acquire Businesses, Net of Cash Acquired		$ 13
Intellinex LLC [Member]
Schedule of Business Acquisitions, by Acquisition [Line Items]
Date of acquisition			Jan. 31, 2015
Payments to Acquire Businesses, Net of Cash Acquired			$ 28
Prior year acquisitions [Member]
Schedule of Business Acquisitions, by Acquisition [Line Items]
Revenue of Acquiree since Acquisition Date, Actual									$ 40
Consilience Software, Inc. [Member]
Schedule of Business Acquisitions, by Acquisition [Line Items]
Date of acquisition				Sep. 30, 2014
Payments to Acquire Businesses, Net of Cash Acquired				$ 25
ISG Holdings, Inc. [Member]
Schedule of Business Acquisitions, by Acquisition [Line Items]
Date of acquisition					May 31, 2014
Payments to Acquire Businesses, Net of Cash Acquired					$ 225
Invoco Holding GmbH [Member]
Schedule of Business Acquisitions, by Acquisition [Line Items]
Date of acquisition						Jan. 31, 2014	Jan. 31, 2014
Payments to Acquire Businesses, Net of Cash Acquired						$ 54	€ 40
Series of Individually Immaterial Business Acquisitions [Member]
Schedule of Business Acquisitions, by Acquisition [Line Items]
Payments to Acquire Businesses, Net of Cash Acquired										$ 2
Number of Businesses Acquired (in businesses) \| businesses										1
Acquisitions made current year minus two years [Member]
Schedule of Business Acquisitions, by Acquisition [Line Items]
Revenue of Acquiree since Acquisition Date, Actual								$ 181	$ 183	$ 130

Divestitures (Details)
$ in Millions

1 Months Ended

3 Months Ended

12 Months Ended

Jun. 30, 2015

USD ($)

Dec. 31, 2014

USD ($)

May 31, 2014

USD ($)

Mar. 31, 2016

USD ($)

Dec. 31, 2016

USD ($)

Dec. 31, 2015

USD ($)

Employees

country

Dec. 31, 2014

USD ($)

Proceeds from sale of businesses, net of adjustments

$ (53)

$ 939

$ 16

101

182

Income (loss) from operations (1),(2)

619

1,338

104

^[1]

^[2]

Net income (loss) before income taxes

(108)

^[3]

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

$ 0

$ (78)

(115)

ITO [Member]

Discontinued operations, held for sale classification date

Dec. 31, 2014

Proceeds from sale of businesses, net of adjustments

$ 940

Proceeds from Divestiture of Businesses, Net of Cash Divested

$ 930

Capital lease obligations and pension liabilities

$ 85

discontinue operations net after tax proceeds

850

Discontinued Operations Restructuring, Number of Employees | Employees

9,600

Number of Countries in which Entity Operates | country

Discontinue Operations, Additional Tax Expense

$ 101

181

discontinued operations, gain (loss) from disposal of discontinued operations adjustment before tax

(24)

Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax

(14)

Additional Pre-tax loss on disposal and adjustment to final sales price

$ 52

Payment/adjustment to sales price

$ 28

Income (loss) from operations (1),(2)

619

1,320

104

^[1]

^[2]

Net income (loss) before income taxes

(107)

(81)

(5)

Depreciation of buildings and equipment

(78)

(112)

^[1]

Amortization of internal use software

^[1]

Amortization of acquired intangible assets

^[1]

Amortization of customer contract costs

^[1]

Operating lease rent expense

130

258

Defined contribution plans

Interest expense

^[4]

Cost of additions to land, buildings, and equipment

105

Cost of additions to internal use software

Disposal Group, Including Discontinued Operation, Depreciation and Amortization

160

Disposal Group, Including Discontinued Operations, Amortization

Truckload Management Services [Member]

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

Proceeds from sale of businesses, net of adjustments

$ 15

$ 1

Disposal Date

May 01, 2014

Income (loss) from operations (1),(2)

Net income (loss) before income taxes

(1)

(2)

Date of Sale [Member] | ITO [Member]

$ (3)

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

Accounts, Notes, Loans and Financing Receivable [Line Items]

$ 77

[1]	ITO income from operations for the year ended December 31, 2015, excludes approximately $80 of depreciation and amortization expense (including $14 for intangible amortization) since the business was held for sale.
[2]	ITO Income from operations for the year ended December 31, 2014 includes approximately $160 of depreciation and amortization expense (including $27 for intangible amortization).
[3]	Refer to Note 4 - Divestitures for additional information regarding discontinued operations.
[4]	Interest expense is related to capital lease obligations, which were assumed by the purchaser of the ITO business.

Accounts Receivable, Net (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Unbilled contract receivables

$ 14

$ 53

Accounts Receivable, Net

1,286

1,246

Billable contracts receivable to be invoiced in the subsequent month

429

443

Accounts receivable sold, derecognized and uncollected at balance sheet date

Remaining Account Receivable Sold and Derecognized

136

Accounts receivable sales

250

325

$ 343

Accounts Receivable [Member]

Accounts, Notes, Loans and Financing Receivable [Line Items]

Amounts billed or billable

1,014

963

Unbilled contract receivables

279

289

Allowance for doubtful accounts

(7)

(6)

Estimated increase (decrease) to operating cash flows

^[1]

$ (136)

$ 58

$ (4)

[1]	Represents the difference between current and prior year fourth quarter receivable sales adjusted for the effects of: (i) deferred proceeds, (ii) collections prior to the end of the year and (iii) currency.

Land, Buildings, Equipment and Software, Net (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Property, Plant, Equipment and Software [Line Items]
Land, buildings and equipment, gross	$ 1,040	$ 964
Accumulated depreciation	(757)	(684)
Land, Buildings and Equipment, Net	283	280
Land [Member]
Property, Plant, Equipment and Software [Line Items]
Land	10	10
Building and building equipment [Member]
Property, Plant, Equipment and Software [Line Items]
Buildings and Improvements, Gross	20	28
Leasehold Improvements [Member]
Property, Plant, Equipment and Software [Line Items]
Leasehold Improvements, Gross	236	208
Office furniture and equipment [Member]
Property, Plant, Equipment and Software [Line Items]
Furniture and Fixtures, Gross	719	689
Other [Member]
Property, Plant, Equipment and Software [Line Items]
Other Land, Building, Equipment and Software	1	3
Construction in progress [Member]
Property, Plant, Equipment and Software [Line Items]
Construction in Progress, Gross	$ 54	$ 26
Minimum [Member] \| Building and building equipment [Member]
Property, Plant, Equipment and Software [Line Items]
Property, Plant and Equipment, Useful Life	25 years
Minimum [Member] \| Office furniture and equipment [Member]
Property, Plant, Equipment and Software [Line Items]
Property, Plant and Equipment, Useful Life	3 years
Minimum [Member] \| Other [Member]
Property, Plant, Equipment and Software [Line Items]
Property, Plant and Equipment, Useful Life	4 years
Maximum [Member] \| Building and building equipment [Member]
Property, Plant, Equipment and Software [Line Items]
Property, Plant and Equipment, Useful Life	50 years
Maximum [Member] \| Office furniture and equipment [Member]
Property, Plant, Equipment and Software [Line Items]
Property, Plant and Equipment, Useful Life	15 years
Maximum [Member] \| Other [Member]
Property, Plant, Equipment and Software [Line Items]
Property, Plant and Equipment, Useful Life	20 years

Land, Buildings, Equipment and Software, Net - Depreciation Expense, Operating Lease Rent Expense, Minimum Operating Lease Commitments (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Land, Buildings, Equipment and Software, Net [Abstract]

Depreciation expense

^[1]

$ 130

$ 126

$ 145

Operating lease rent expense

378

389

385

Capital Leased Property Plant and Equipment Net Book Value

Amortization of Internal Use Software

Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]

Operating Leases, Future Minimum Payments Receivable, Current

176

Operating Leases, Future Minimum Payments Receivable, in Two Years

127

Operating Leases, Future Minimum Payments Receivable, in Three Years

Operating Leases, Future Minimum Payments Receivable, in Four Years

Operating Leases, Future Minimum Payments Receivable, in Five Years

Operating Leases, Future Minimum Payments Receivable, Thereafter

Capitalized Computer Software, Additions

$ 10

$ 19

$ 23

[1]	Excludes amounts related to our ITO business, which was reported as a discontinued operation through its date of sale on June 30, 2015. Refer to Note 4 - Divestitures for additional information regarding this sale.

Land, Buildings, Equipment and Software, Net - Internal Use Software (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Property, Plant, Equipment and Software [Line Items]
Product software	$ 10	$ 19	$ 23
Internal use software	115	119
Product software	$ 38	107
Internal Use and Product Software, Useful Lives Minimum	3 years
Internal Use and Product Software, Useful Lives Maximum	7 years
Restructuring and asset impairment charges	$ 73	159	$ 23
Software system platforms for government services [Member] \| Government services [Member]
Property, Plant, Equipment and Software [Line Items]
Product software	3	53
Software Implementation Charge - Cost of Goods Sold	28	14
Capitalized Computer Software, Impairments		160
Restructuring and asset impairment charges	$ 9	$ 146

Goodwill and Intangible Assets, Net - Goodwill (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Goodwill [Line Items]
Reporting unit percentage of carrying value in excess of fair value	53.00%	53.00%
Goodwill, Impairment Loss	$ (935)	$ (935)	$ 0	$ 0
Finite-Lived Intangible Assets, Net	1,144	1,144	1,425
Goodwill [Roll Forward]
Beginning Balance, Goodwill		4,872	4,784
Foreign currency translation		(44)	(57)
Goodwill segment reclassifications			0
Ending Balance, Goodwill	3,889	3,889	4,872	4,784
Commercial Industries [Member]
Goodwill [Line Items]
Finite-Lived Intangible Assets, Net	458	458
Goodwill [Roll Forward]
Beginning Balance, Goodwill		1,867	1,939
Foreign currency translation		(22)	(30)
Goodwill segment reclassifications			(61)
Ending Balance, Goodwill	908	908	1,867	1,939
Healthcare [Member]
Goodwill [Line Items]
Finite-Lived Intangible Assets, Net			264
Goodwill [Roll Forward]
Beginning Balance, Goodwill		1,301	1,123
Foreign currency translation		(8)	(9)
Goodwill segment reclassifications			61
Ending Balance, Goodwill	1,291	1,291	1,301	1,123
Public Sector [Member]
Goodwill [Line Items]
Finite-Lived Intangible Assets, Net	422	422
Goodwill [Roll Forward]
Beginning Balance, Goodwill		1,704	1,722
Foreign currency translation		(14)	(18)
Goodwill segment reclassifications			0
Ending Balance, Goodwill	$ 1,690	1,690	1,704	$ 1,722
RSA Medical LLC [Member]
Goodwill [Roll Forward]
Goodwill acquired during period		(2)	107
RSA Medical LLC [Member] \| Commercial Industries [Member]
Goodwill [Roll Forward]
Goodwill acquired during period		0	0
RSA Medical LLC [Member] \| Healthcare [Member]
Goodwill [Roll Forward]
Goodwill acquired during period		(2)	107
RSA Medical LLC [Member] \| Public Sector [Member]
Goodwill [Roll Forward]
Goodwill acquired during period		0	0
Intellinex LLC [Member]
Goodwill [Roll Forward]
Goodwill acquired during period			19
Intellinex LLC [Member] \| Commercial Industries [Member]
Goodwill [Roll Forward]
Goodwill acquired during period			19
Intellinex LLC [Member] \| Healthcare [Member]
Goodwill [Roll Forward]
Goodwill acquired during period			0
Intellinex LLC [Member] \| Public Sector [Member]
Goodwill [Roll Forward]
Goodwill acquired during period			0
Consilience [Member]
Goodwill [Roll Forward]
Goodwill acquired during period			12
Consilience [Member] \| Commercial Industries [Member]
Goodwill [Roll Forward]
Goodwill acquired during period			0
Consilience [Member] \| Healthcare [Member]
Goodwill [Roll Forward]
Goodwill acquired during period			12
Consilience [Member] \| Public Sector [Member]
Goodwill [Roll Forward]
Goodwill acquired during period			0
Other Immaterial Acquisitions [Member]
Goodwill [Line Items]
Goodwill, Impairment Loss		(935)
Goodwill [Roll Forward]
Goodwill acquired during period		(2)	7
Other Immaterial Acquisitions [Member] \| Commercial Industries [Member]
Goodwill [Line Items]
Goodwill, Impairment Loss		(935)
Goodwill [Roll Forward]
Goodwill acquired during period		(2)	0
Other Immaterial Acquisitions [Member] \| Healthcare [Member]
Goodwill [Line Items]
Goodwill, Impairment Loss		0
Goodwill [Roll Forward]
Goodwill acquired during period		0	7
Other Immaterial Acquisitions [Member] \| Public Sector [Member]
Goodwill [Line Items]
Goodwill, Impairment Loss		0
Goodwill [Roll Forward]
Goodwill acquired during period		$ 0	$ 0
Healthcare [Member]
Goodwill [Line Items]
Reporting unit percentage of fair value in excess of carrying amount	19.00%	19.00%
public sector reporting unit [Member]
Goodwill [Line Items]
Reporting unit percentage of fair value in excess of carrying amount	14.00%	14.00%

Goodwill and Intangible Assets, Net - Intangible Assets by Major Class (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Finite-Lived Intangible Assets [Line Items]
accelerated amortization of intangible assets - acquisition	$ 16
Gross Carrying Amount	2,935	$ 2,962
Accumulated Amortization	1,791	1,537
Net Amount	1,144	1,425
Amortization of Intangible Assets	280	250	$ 250
Accelerated amortization of intangible assets trademarks	(16)
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2017	243
2018	242
2019	241
2020	238
2021	$ 136
Customer relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Useful Life	12 years
Gross Carrying Amount	$ 2,924	2,927
Accumulated Amortization	1,788	1,528
Net Amount	$ 1,136	1,399
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Useful Life	9 years
Gross Carrying Amount	$ 0	22
Accumulated Amortization	0	4
Net Amount	0	18
Accelerated amortization of intangible assets trademarks	$ 14
Technology, patents and non-compete [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Amortization Useful Life	4 years
Gross Carrying Amount	$ 11	13
Accumulated Amortization	3	5
Net Amount	8	8
Commercial Industries [Member]
Finite-Lived Intangible Assets [Line Items]
Net Amount	$ 458
Healthcare [Member]
Finite-Lived Intangible Assets [Line Items]
Net Amount		$ 264

Restructuring and Asset Impairment Charges (Details) - USD ($)
$ in Millions

3 Months Ended

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

$ 4

$ 11

$ 17

167

Net current period restructuring charges, continuing operations

(13)

(8)

(11)

^[1]

159

^[2]

(56)

(166)

(29)

Strategic transformation costs

$ 21

Reconciliation to the Condensed Consolidated Statements of Cash Flows [Abstract]

Asset impairments

146

Effects of foreign currency and other non-cash items

(1)

Restructuring Cash Payments

(46)

(19)

(23)

Commercial Industries [Member]

Net current period restructuring charges, continuing operations

Healthcare [Member]

Net current period restructuring charges, continuing operations

Public Sector [Member]

Net current period restructuring charges, continuing operations

All Other Segments [Member]

Net current period restructuring charges, continuing operations

^[3]

146

Employee Severance [Member]

Net current period restructuring charges, continuing operations

(13)

(6)

(10)

^[1]

^[2]

(43)

(18)

(26)

Lease Cancellation and Other Costs [Member]

Net current period restructuring charges, continuing operations

(2)

(1)

^[1]

(1)

^[2]

(2)

(1)

Asset Impairments [Member]

^[4]

^[4]

146

Net current period restructuring charges, continuing operations

^[4]

^[4]

^[1]

146

^[1]

^[2],[4]

^[4]

^[4]

(11)

(146)

(2)

Supplemental Financial Information [Abstract]

^[4]

$ 1

$ 0

[1]	Represents amount recognized within the Consolidated Statements of Income for the years shown.
[2]	Refer to Note 4 - Divestitures for additional information regarding discontinued operations.
[3]	(1)Refer to Note 6 - Land, Buildings, Equipment and Software, Net for additional information regarding the asset impairment in 2015
[4]	Charges associated with asset impairments represent the write-down of the related assets to their new cost basis and are recorded concurrently with the recognition of the provision.

Supplementary Financial Information (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Disposal group, including discontinued operations, performance-based long-lived asset related to TRG

$ 161

Disposal Group, Including Discontinued Operation, Liabilities, Noncurrent - TRG

Charge Due To Healthcare Implementation

$ 389

Other Current Assets

Prepaids/deferred costs

Income taxes receivable

Value-added tax (VAT) receivable

Restricted cash

Inventories

Advances and deposits

Total Other Current Assets

241

240

Other Current Liabilities

Income taxes payable

Other taxes payable

Consulting payable

Restructuring reserves

Legal settlements

Acquisition reserves

Due to customers

Software and hardware accruals

Servicer liabilities

Due to Atos(2)

Health Enterprise settlement

216

NY MMIS wind down cost accrual

Total Other Current Liabilities

355

402

611

845

Other Long-term Assets

Deferred taxes

^[1]

Income taxes receivable

Prepaid pension costs

Internal use software, net

115

119

Product software, net

107

Customer contract costs, net

137

170

Deferred compensation plan investments

109

113

Unbilled contract receivables

Total Other Long-term Assets

476

607

Other Long-term Liabilities

Income taxes payable

Unearned income

100

Total Other Long-term Liabilities

173

201

Escrow and cash collections related to receivable sales

$ 10

Restricted cash - related party

Other restricted cash

Total Restricted Cash

$ 16

NY MMIS Charge - Non Cash Impairment

NY MMIS write-off of customer contract costs

NY MMIS other assets and liabilities

NY MMIS settlement costs

$ 46

HE Charge write-off of contract receivables

116

HE charge - non cash software, deferred set up and transition costs

HE charge - other related assets and liabilities

HE charge - settlement costs

$ 48

[1]	__________(1)Represents Finished goods inventory.

Debt - Short-term Debt (Details) - USD ($) $ in Millions	Dec. 31, 2016	Dec. 31, 2015
Debt Disclosure [Abstract]
Notes Payable, Related Parties, Current	$ 0	$ 1,132
Current maturities of long-term debt	28	24
Total Short-term Debt	$ 28	$ 1,156

Debt - Long-term Debt (Details)
€ in Millions, $ in Millions

12 Months Ended

Dec. 31, 2016

USD ($)

Dec. 31, 2016

EUR (€)

Dec. 31, 2015

USD ($)

Dec. 31, 2014

Dec. 31, 2013

Debt issuance costs and unamortized discounts

$ (56)

$ 0

Less: current maturities

(28)

(24)

Total Long-term Debt

1,913

Long-term debt from continuing operations, maturities, repayments of principal debt in next twelve months

^[1],[2]

Long-term Debt from Continuing Operations, Maturities, Repayments of Principal Debt in Year Two

Long-term Debt from Continuing Operations, Maturities, Repayments of Principal in Year Three

Long-term Debt from Continuing Operations, Maturities, Repayments of Principal in Year Four

Long-term Debt from Continuing Operations, Maturities, Repayments of Principal in Year Five

528

Long-term Debt from Continuing Operations, Maturities, Repayments of Principal after Year Five

1,223

Long-term Debt from Continuing Operations, Gross

1,997

Long-term Debt Maturities, Current Year by Quarter, First

Long-term Debt Maturities, Subsequent Year by Quarter, Second

Long-term Debt Maturities, Current Year by Quarter, Third

Long-term Debt Maturities, Current Year by Quarter, Fourth

Debt Instrument, Interest Rate, Stated Percentage

9.00%

Debt Issuance Cost

$ 39

Term Loan A due 2021 [Member]

Long term debt, net of translation

^[3]

2.99%

$ 694

Proceeds from Issuance of Debt

700

$ 700

€ 278

Term Loan B due 2023 [Member]

^[3]

6.81%

Proceeds from Issuance of Debt

$ 750

$ 750

Senior Notes due 2024 [Member]

10.51%

Capital Lease Obligations [Member]

$ 510

^[3]

3.89%

$ 43

Principal Debt Balance

Foreign Exchange Contracts [Line Items]

$ 1,997

$ 61

[1]	.
[2]	Quarterly long-term debt maturities for 2017 are $7, $7, $7 and $7 for the first, second, third and fourth quarters, respectively
[3]	Represents weighted average effective interest rate which includes the effect of discounts and premiums on issued debt.

Debt - Commercial Paper and Credit Facility (Details) € in Millions, $ in Millions	12 Months Ended
	Dec. 31, 2016 USD ($)	Dec. 31, 2016 EUR (€)	Dec. 31, 2015 USD ($)	Dec. 31, 2014	Dec. 31, 2013
Line of Credit Facility [Line Items]
Line of Credit Facility, Fair Value of Amount Outstanding			$ 1,444
Letters of Credit Outstanding, Amount	$ 17
Line of Credit Facility, Current Borrowing Capacity	$ 2,200
credit facility annual facility fee - low	0.35%
credit facility annual facility fee - high	0.40%
Debt Issuance Cost	$ 39
Debt Instrument, Interest Rate, Stated Percentage				9.00%	9.00%
Deferred finance costs, net	$ 66
Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Credit Facility Leverage Terms Low	225.00%	225.00%
Credit Facility All-in Interest Rate, Low	1.00%	1.00%
Credit Facility All-in Interest Rate, High	1.50%	1.50%
LIBOR Plus All-in Spread, Low	2.00%	2.00%
LIBOR All-in Spread, High	2.50%	2.50%
Credit Facility Leverage Terms	100.00%	100.00%
Credit Facility Leverage Terms Foreign Subsidiary	65.00%	65.00%
Credit Facility Subsidiary Leverage Terms Low	4.25	4.25
Credit Facility Subsidiary Leverage Terms High	1.00	1.00
Credit Facility Subsidiary Leverage Terms Low after Sept 30, 2018	3.75	3.75
Credit Facility Leverage Terms High after September 30, 2018	1.00	1.00
Term Loan B due 2023 [Member]
Line of Credit Facility [Line Items]
Credit Facility All-in Interest Rate, Low	4.50%	4.50%
LIBOR Plus All-in Spread, Low	5.50%	5.50%
Senior Notes due 2019 - 2.77% [Member]
Line of Credit Facility [Line Items]
Letter of credit sub-facility	$ 510
Debt Instrument, Interest Rate, Stated Percentage	10.50%
Deferred finance costs, net	$ 17
Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]
Letter of credit sub-facility	750
Letter of Credit [Member]
Line of Credit Facility [Line Items]
Letter of credit sub-facility	300
Term Loan A due 2021 [Member]
Line of Credit Facility [Line Items]
Letter of credit sub-facility	700		0
Proceeds from Issuance of Debt	700	€ 278
Term Loan B due 2023 [Member]
Line of Credit Facility [Line Items]
Letter of credit sub-facility	750		$ 0
Proceeds from Issuance of Debt	$ 750
Debt Instrument, Redemption, Period Two [Member] \| Senior Notes [Member]
Line of Credit Facility [Line Items]
Debt Instrument, Redemption Price, Percentage	100.00%	100.00%
Debt Instrument, Redemption, Period One [Member] \| Senior Notes [Member]
Line of Credit Facility [Line Items]
Debt Instrument, Redemption Price, Percentage	110.50%	110.50%
Debt Instrument, Redemption Percentage	35.00%	35.00%

Debt - Interest Income/Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Debt Disclosure [Abstract]
Interest Expense, Debt	$ 6	$ 9	$ 13
Interest Expense	14	8	11
Interest Income	$ 3	$ 3	$ 1

Financial Instruments - Foreign Exchange Risk Management (Details)
$ in Millions

Dec. 31, 2016

USD ($)

Average Maturity of Foreign Exchange Hedging Contracts - within Three Months

61.00%

Average Maturity of Foreign Exchange Hedging Contracts - within Three and Six Months

15.00%

Average Maturity of Foreign Exchange Hedging Contracts - within Six and Twelve Months

18.00%

Average Maturity of Foreign Exchange Hedging Contracts - greater than twelve months

6.00%

Summary of Foreign Exchange Hedging Positions [Abstract]

Philippine Peso U.S. Dollar [Member]

$ 139

Summary of Foreign Exchange Hedging Positions [Abstract]

Indian Rupee U S Dollar Member

Summary of Foreign Exchange Hedging Positions [Abstract]

Mexican Peso U. S. Dollar [Member]

Summary of Foreign Exchange Hedging Positions [Abstract]

Summary of Foreign Exchange Hedging Positions [Abstract]

Euro U S Dollar [Member]

All Other Currency [Member]

Summary of Foreign Exchange Hedging Positions [Abstract]

Foreign exchange contract [Member]

Summary of Foreign Exchange Hedging Positions [Abstract]

Foreign exchange contract [Member] | Philippine Peso U.S. Dollar [Member]

(2)

^[1]

Summary of Foreign Exchange Hedging Positions [Abstract]

Foreign exchange contract [Member] | Indian Rupee U S Dollar Member

(1)

^[1]

Summary of Foreign Exchange Hedging Positions [Abstract]

Foreign exchange contract [Member] | Mexican Peso U. S. Dollar [Member]

^[1]

Summary of Foreign Exchange Hedging Positions [Abstract]

Foreign exchange contract [Member] | Euro U S Dollar [Member]

(1)

^[1]

Summary of Foreign Exchange Hedging Positions [Abstract]

Foreign exchange contract [Member] | All Other Currency [Member]

^[1]

Summary of Foreign Exchange Hedging Positions [Abstract]

Fair value of plan assets -beginning

$ 0

^[1]

[1]	Represents the net receivable (payable) amount included in the Consolidated Balance Sheet at December 31, 2016.

Financial Instruments - Summary of Derivative Instruments Fair Value (Details) - Foreign exchange contracts - forwards [Member] - USD ($) $ in Millions	Dec. 31, 2016	Dec. 31, 2015
Derivatives Designated as Hedging Instruments [Member]
Summary Of Derivative Instruments By Hedge Designation [Abstract]
Derivative Assets (Liabilities), at Fair Value, Net	$ 3	$ 3
Derivatives Designated as Hedging Instruments [Member] \| Other current liabilities [Member]
Summary Of Derivative Instruments By Hedge Designation [Abstract]
Other current liabilities	(3)	(3)
Derivatives Not Designated as Hedging Instruments [Member] \| Other current assets [Member]
Summary Of Derivative Instruments By Hedge Designation [Abstract]
Other current assets	$ 1	$ 0

Financial Instruments - Summary of Derivative Instruments Gain (Losses) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Derivative Instruments, Gain (Loss) [Line Items]
Accumulated Other Comprehensive Loss, Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax	$ 1,000,000	$ 1,000,000	$ 2,000,000
Currency (losses) gains, net	1,000,000	(4,000,000)	1,000,000
Foreign exchange contracts - forwards [Member] \| Not Designated as Hedging Instrument [Member] \| Other expense - Currency gains (losses), net [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Gain (Loss) Recognized in Income	1,000,000	3,000,000	(2,000,000)
Cash Flow Hedging [Member] \| Foreign exchange contracts - forwards [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Gain (Loss) Recognized in OCI	(2,000,000)	(4,000,000)	0
Cash Flow Hedging [Member] \| Foreign exchange contracts - forwards [Member] \| Cost of sales [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Net Hedge Ineffectiveness Gain (Loss)	0
Gain (Loss) Reclassified from AOCI to Income	$ (2,000,000)	$ (5,000,000)	$ 3,000,000

Fair Value of Financial Assets and Liabilities - Recurring (Details) - Fair Value, Measurements, Recurring [Member] - Significant Other Observable Inputs (Level 2) [Member] - USD ($) $ in Millions	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Assets:
Deferred compensation investments in cash surrender life insurance	$ 99	$ 92
Deferred compensation investments in mutual funds	10	21
Total	110	113
Liabilities:
Foreign exchange contracts - forwards	3	3
Deferred compensation plan liabilities	113	110
Total	$ 116	113
Foreign exchange contracts - forwards [Member]
Assets:
Foreign exchange contracts - forwards		$ 1	$ 0

Fair Value of Financial Assets and Liabilities - Nonrecurring (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Restricted cash - related party			$ 18	$ 0
Goodwill, Impairment Loss	$ 935	$ 935	0	$ 0
Fair Value, Measurements, Nonrecurring [Member] \| Carrying Amount [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	390	390	140
Restricted cash - related party	18	18	0
Accounts receivable, net	1,286	1,286	1,246
Short-term debt	28	28	24
Long-term debt	1,913	1,913	37
Fair Value, Measurements, Nonrecurring [Member] \| Fair Value [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	390	390	140
Restricted cash - related party	18	18	0
Accounts receivable, net	1,286	1,286	1,246
Short-term debt	28	28	24
Long-term debt	$ 1,933	$ 1,933	$ 37

Employee Benefit Plans (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Change in Plan Assets:

$ 197

Fair Value of Plan Assets - ending

192

$ 197

Amounts Recognized in the Consolidated Balance Sheets:

Pension and other benefit liabilities

(172)

(153)

United States Pension Plan of US Entity [Member]

Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]

Benefit obligation - beginning

$ 5

Actuarial (gain) loss

(2)

(1)

Benefit obligation - ending

Change in Plan Assets:

Fair value of plan assets -beginning

Actual return on plan assets

(2)

Employer contribution

(1)

Fair Value of Plan Assets - ending

Amounts Recognized in the Consolidated Balance Sheets:

^[1]

(37)

(27)

Other long-term assets

Accrued compensation and benefit costs

Pension and other benefit liabilities

(37)

(27)

Net Amounts Recognized

(37)

(27)

Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax [Abstract]

Net actuarial loss

Foreign Pension Plan [Member]

Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]

Benefit obligation - beginning

157

177

Actuarial (gain) loss

(13)

(19)

(14)

(8)

(5)

Benefit obligation - ending

164

157

177

Change in Plan Assets:

Fair value of plan assets -beginning

150

158

Actual return on plan assets

Employer contribution

(19)

(12)

(8)

(5)

Fair Value of Plan Assets - ending

140

150

$ 158

Amounts Recognized in the Consolidated Balance Sheets:

^[1]

(24)

(7)

Other long-term assets

Accrued compensation and benefit costs

(2)

(1)

Pension and other benefit liabilities

(22)

(15)

Net Amounts Recognized

(24)

(7)

Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax [Abstract]

Net actuarial loss

$ 157

$ 154

[1]	Includes under-funded and un-funded plans.

Employee Benefit Plans - Accumulated Benefit Obligation in Excess of Plan Assets (Details) - USD ($)
$ in Millions

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

United States Pension Plan of US Entity [Member]

$ 192

$ 197

$ 45

Foreign Pension Plan [Member]

^[1]

(37)

(27)

140

150

158

164

157

$ 177

Underfunded [Member] | United States Pension Plan of US Entity [Member]

^[1]

(24)

(7)

Underfunded [Member] | Foreign Pension Plan [Member]

162

156

Unfunded [Member] | Foreign Pension Plan [Member]

140

Total Underfunded and Unfunded Plans [Member]

253

126

246

123

Total Underfunded and Unfunded Plans [Member] | United States Pension Plan of US Entity [Member]

192

Total Underfunded and Unfunded Plans [Member] | Foreign Pension Plan [Member]

164

157

UNITED KINGDOM | Defined Benefit Pension Plans, Defined Benefit [Member]

140

$ 36

107

Canada | Defined Benefit Pension Plans, Defined Benefit [Member]

(9)

Pension Plans All Other Countries [Member] | Underfunded [Member] | Defined Benefit Pension Plans, Defined Benefit [Member]

(10)

Pension Plans All Other Countries [Member] | Funded [Member] | Defined Benefit Pension Plans, Defined Benefit [Member]

(5)

Funded and Unfunded Plans [Member] | Foreign Pension Plan [Member]

192

253

Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]

$ (61)

[1]	Includes under-funded and un-funded plans.

Employee Benefit Plans - Total Recognized in Net Periodic Benefit Cost and Other Comprehensive Income (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Net actuarial (gain) loss

$ (31)

$ 5

$ (43)

Amortization of net actuarial loss

^[1]

(1)

(2)

Total Recognized in Other Comprehensive Income

(9)

United States Pension Plan of US Entity [Member]

Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]

Expected return on plan assets

(4)

(3)

Recognized net actuarial loss

Defined Benefit Plans

(1)

Defined contribution plans

Net Periodic Benefit Cost

Net actuarial (gain) loss

Amortization of net actuarial loss

Total Recognized in Other Comprehensive Income

Total Recognized in Net Periodic Benefit Cost and Other Comprehensive Income

Foreign Pension Plan [Member]

Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]

Expected return on plan assets

(8)

(9)

(10)

Recognized net actuarial loss

Defined Benefit Plans

Defined contribution plans

Net Periodic Benefit Cost

Net actuarial (gain) loss

(9)

Amortization of net actuarial loss

(1)

(2)

Total Recognized in Other Comprehensive Income

(11)

Total Recognized in Net Periodic Benefit Cost and Other Comprehensive Income

$ (3)

$ 41

Benefit plans net actuarial loss [Member] | Pension Plan [Member]

Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]

Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year

$ 2

[1]	Reclassified to Total Net Periodic Benefit Cost - refer to Note 13 - Employee Benefit Plans for additional information.

Employee Benefit Plans - Plan Amendments and Assets (Details) - USD ($) $ in Millions	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract]
Defined Benefit Plan, Fair Value of Plan Assets	$ 192	$ 197

Employee Benefit Plans - Investment Strategy (Details)	Dec. 31, 2016	Dec. 31, 2015
United States Pension Plan of US Entity [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Equity investments, percent	55.00%	55.00%
Fixed income investments, percent	0.25	0.25
Real estate, percent	0.00	0.00
Other, percent	0.20	0.20
Pension Plan Assets, Investment Strategy	1.00	1.00
Foreign Pension Plan [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Equity investments, percent	41.00%	55.00%
Fixed income investments, percent	0.45	0.36
Real estate, percent	0.04	0.04
Other, percent	0.10	0.05
Pension Plan Assets, Investment Strategy	1.00	1.00

Employee Benefit Plans - Contributions (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
2017		$ 5
2018		6
2019		6
2020		6
2021		7
Years 2022-2025		43
Post employment benefit plan contributions by employer		35	$ 34	$ 31
Pension Plan [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined benefit pension plan contributions by employer		6
Defined Benefit Plans, Future Employer Contributions in Next Fiscal Year		10
United States Pension Plan of US Entity [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined benefit pension plan contributions by employer		4
Defined Benefit Plans, Future Employer Contributions in Next Fiscal Year		4
2017		1
2018		2
2019		2
2020		2
2021		2
Years 2022-2025		$ 16
Discount rate assumptions used to determine benefit obligations		4.20%	4.30%	4.00%
Rate of compensation increase assumptions used to determine benefit obligation		0.00%	0.00%	0.00%
Discount rate assumptions used to determine net periodic benefit costs		4.30%	4.00%	4.90%
Expected return on plan assets assumptions used to determine net periodic benefit cost		7.80%	7.80%	7.80%
Rate of compensation increase assumptions used to determine net periodic benefit cost		0.00%	0.00%	3.00%
Foreign Pension Plan [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Defined benefit pension plan contributions by employer		$ 2
Defined Benefit Plans, Future Employer Contributions in Next Fiscal Year		6
2017		4
2018		4
2019		4
2020		4
2021		5
Years 2022-2025		$ 27
Discount rate assumptions used to determine benefit obligations		3.20%	3.90%	3.40%
Rate of compensation increase assumptions used to determine benefit obligation		1.00%	1.00%	1.10%
Discount rate assumptions used to determine net periodic benefit costs		3.90%	3.40%	4.40%
Expected return on plan assets assumptions used to determine net periodic benefit cost		5.70%	5.80%	6.60%
Rate of compensation increase assumptions used to determine net periodic benefit cost		1.00%	1.10%	3.50%
Scenario, Forecast [Member] \| United States Pension Plan of US Entity [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Discount rate assumptions used to determine net periodic benefit costs	4.20%
Expected return on plan assets assumptions used to determine net periodic benefit cost	7.80%
Rate of compensation increase assumptions used to determine net periodic benefit cost	0.00%
Scenario, Forecast [Member] \| Foreign Pension Plan [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Discount rate assumptions used to determine net periodic benefit costs	3.90%
Expected return on plan assets assumptions used to determine net periodic benefit cost	5.70%
Rate of compensation increase assumptions used to determine net periodic benefit cost	1.00%

Income and Other Taxes - Domestic and Foreign (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Income Tax Disclosure [Abstract]
Domestic (loss) income	$ (1,329)	$ (654)	$ (45)
Foreign (loss) income	102	80	55
(Loss) Income Before Income Taxes	$ (1,227)	$ (574)	$ 10

Income and Other Taxes - Income Tax Expense (Benefit), Current Deferred, by Jurisdiction (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Income Tax Disclosure [Abstract]
Current Federal Tax (Benefit) Expense	$ (116)	$ (130)	$ 59
Deferred Federal Income Tax Expense	(132)	(99)	(108)
Current Foreign Tax Expense	31	24	26
Deferred Foreign Income Tax Expense (Benefit)	(3)	6	1
Current State Tax Expense	1	(17)	14
Deferred State Income Tax Expense	(25)	(22)	(16)
Total Benefit	$ (244)	$ (238)	$ (24)

Income and Other Taxes - Reconciliation of Statutory Tax Rate to Effective Tax Rate (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Income Tax Disclosure [Abstract]

U.S. federal statutory income tax rate

35.00%

Nondeductible expenses(1)

(19.00%)

(1.30%)

81.00%

Effect of tax law changes

0.00%

0.90%

(51.60%)

Change in valuation allowance for deferred tax assets

0.10%

(1.00%)

35.30%

State taxes, net of federal benefit

1.80%

4.20%

42.00%

Audit and other tax return adjustments

1.40%

0.10%

(87.50%)

Tax-exempt income, credits and incentives

0.70%

(63.90%)

Foreign rate differential adjusted for U.S. taxation of foreign profits

^[1]

0.70%

2.40%

(228.80%)

Effective Income Tax Rate

(0.80%)

0.50%

(1.50%)

19.90%

41.50%

(240.00%)

Income Taxes Paid

$ (123)

$ 194

$ 66

[1]	The “U.S. taxation of foreign profits” represents the U.S. tax, net of foreign tax credits, associated with actual and deemed repatriations of earnings from our non-U.S. subsidiaries.

Income and Other Taxes - Allocation of Income Tax Expense Benefit (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Income Tax Interperiod Allocaion [Line Items]

Pre-tax income

$ (244)

$ (238)

$ (24)

Discontinued Operation, Tax Effect of Discontinued Operation

^[1]

Stock option and incentive plans, net

(6)

(10)

Total Income Tax Benefit

(236)

(161)

(39)

Defined Benefit Pension Plans, Defined Benefit [Member]

Income Tax Interperiod Allocaion [Line Items]

Other comprehensive income (loss), tax

(11)

Cash flow hedges [Member]

Income Tax Interperiod Allocaion [Line Items]

Other comprehensive income (loss), tax

$ 0

$ (1)

[1]	Refer to Note 4 - Divestitures for additional information regarding discontinued operations.

Amount of tax expense (benefit) related to a discontinued operation. Includes, but is not limited to, tax expense (benefit) related to income (loss) from operations during the phase-out period, tax expense (benefit) related to gain (loss) on disposal, tax expense (benefit) related to gain (loss) for reversal of write-down (write-down) to fair value, less cost to sell, and tax expense (benefit) related to adjustments of a prior period gain (loss) on disposal.

Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]

Income and Other Taxes - Unrecognized Tax Benefits Rollforward (Details) - USD ($)

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Balance, Beginning

$ 24,000,000

$ 32,000,000

$ 41,000,000

Additions related to current year

1,000,000

3,000,000

5,000,000

1,000,000

(5,000,000)

(10,000,000)

(13,000,000)

Settlements with taxing authorities

^[1]

(5,000,000)

(2,000,000)

Currency

(1,000,000)

Balance, Ending

14,000,000

24,000,000

32,000,000

Cash paid as result of settlement

(5,000,000)

^[1]

Unrecognized Tax Benefits, Reasonably Possible but Uncertainty of Timing

8,000,000

10,000,000

unrecognized tax benefits, other uncertain tax positions offsetting benefits from other jurisdictions

16,000,000

14,000,000

16,000,000

Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued

$ 6,000,000

$ 14,000,000

[1]

Income and Other Taxes - Deferred Tax Asset And Liability (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Operating Loss Carryforwards [Line Items]
Undistributed Earnings of Foreign Subsidiaries	$ 500
Net operating losses	42	$ 71
Operating reserves, accruals and deferrals	155	184
Deferred compensation	101	83
Pension	18	11
Other	44	65
Subtotal	360	414
Valuation allowance	(24)	(38)
Total	336	376
Unearned income	217	230
Intangibles and goodwill	680	808
Depreciation	15	61
Other	29	28
Total	941	1,127
Total Deferred Taxes, Net	(605)	(751)
Valuation Allowance, Deferred Tax Asset, Change in Amount	14	$ (3)
Deferred Tax Assets, Tax Credit Carryforwards	12
Net Operating Loss Carryforwards, Expire	400
Carryforward Indefinitely [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	$ 38

Contingencies and Litigation - Other Contingencies (Details) loans in Millions	12 Months Ended
	Dec. 31, 2016 USD ($) loans
Surety Bond [Member]
Guarantor Obligations [Line Items]
Damages sought, multiplier of overpayment amount	$ 613,000,000
Other contingencies letter of credits [Member]
Guarantor Obligations [Line Items]
Damages sought, multiplier of overpayment amount	$ 133,000,000
Federal Family Education Loan Program (FFELP) Guaranteed Loans [Member]
Guarantor Obligations [Line Items]
Outstanding student loan portfolio, loans \| loans	1.3
Outstanding principal balance - student loan portfolio	$ 21,000,000,000
Reserves for losses on defaulted loans	$ 3,000,000
State Of Texas v. Xerox Corporation, Xerox State Healthcare, LLC, and ACS State Healthcare, LLC [Member]
Guarantor Obligations [Line Items]
Loss Contingency, Damages Sought, Multiplier Of Overpayment Amounts	2

Preferred Stock (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2016 USD ($) $ / shares shares
Equity [Abstract]
Preferred stock, XRX separation shares issued (in shares) \| shares	120,000
Preferred Stock, Liquidation Preference, Value	$ 120.0
Preferred stock aggregate fair value	$ 142.0
Preferred stock, dividend rate, percentage	8.00%
Preferred stock annual dividends	$ 9.6
Common Stock, Conversion Basis	44.9438
Preferred stock converted into common shares (in shares) \| shares	5,393,000
Total conversion of preferred stock shares into common stock, initial conversion price per share (in dollars per share) \| $ / shares	$ 22.250
Convertible Preferred Stock, Terms of Conversion	1.3694

Shareholder's Equity - Stock (Details) shares in Millions	Dec. 31, 2016 $ / shares shares
Class of Stock [Line Items]
Preferred Stock, Shares Authorized (in shares)	100.0
Preferred Stock, Par or Stated Value Per Share (in dollars per share) \| $ / shares	$ 0.01
Common Stock, Shares Authorized (in shares)	1,000.0
Common Stock, Par or Stated Value Per Share (in dollars per share) \| $ / shares	$ 0.01
Incentive compensation [Member]
Class of Stock [Line Items]
Common Stock, Capital Shares Reserved for Future Issuance (in shares)	26.0
Preferred Stock [Member]
Class of Stock [Line Items]
Common Stock, Capital Shares Reserved for Future Issuance (in shares)	5.4

Shareholders' Equity - Total Stock-based Compensation Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Stockholders' Equity Note [Abstract]
Stock-based compensation expense, pre-tax	$ 23	$ 19	$ 28
Income tax benefit recognized in earnings	$ 9	$ 7	$ 11
Officers and Select Executives [Member] \| Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period	3 years
Officers and Select Executives [Member] \| Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Requisite service period	3 years		3 years
Share-based Compensation Arrangement by Share-based Payment Award - Maximum over-achievement	50.00%
Award vesting period	3 years

Shareholders' Equity - Share-based Compensation, Activity (Details) - $ / shares shares in Thousands			12 Months Ended
	Jul. 01, 2014	Jan. 01, 2014	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Restricted Stock Units (RSUs) [Member]
Awards Other Than Options, Number of Shares [Roll Forward]
Outstanding at January 1 (in shares)		4,842	782	3,422	4,842
Granted (in shares)			2,602	260	433
Vested (in shares)			(119)	(2,768)	(1,499)
Cancelled (in shares)			(121)	(132)	(354)
Impact of Spin-off (in shares)			(1,183)	0	0
Outstanding at December 31 (in shares)			1,961	782	3,422
Awards Other Than Options, Weighted Average Grant Date Fair Value [Roll Forward]
Outstanding at January 1 (in dollars per share)		$ 8.78	$ 11.70	$ 8.47	$ 8.78
Granted (in dollars per share)			9.61	11.86	12.08
Vested (in dollars per share)			9.43	7.83	10.54
Cancelled (in dollars per share)			10.55	9.52	8.39
Outstanding at December 31 (in dollars per share)			$ 13.99	$ 11.70	$ 8.47
Performance Shares [Member]
Awards Other Than Options, Number of Shares [Roll Forward]
Outstanding at January 1 (in shares)		1,421	7,522	5,771	1,421
Granted (in shares)	2,903	2,771	1,850	3,583	5,674
Vested (in shares)			0	(610)	(366)
Cancelled (in shares)			(1,478)	(1,222)	(958)
Impact of Spin-off (in shares)			(2,968)	0	0
Outstanding at December 31 (in shares)			4,926	7,522	5,771
Awards Other Than Options, Weighted Average Grant Date Fair Value [Roll Forward]
Outstanding at January 1 (in dollars per share)		$ 9.02	$ 11.57	$ 11.68	$ 9.02
Granted (in dollars per share)	$ 12.38	$ 12.17	9.35	10.68	12.28
Vested (in dollars per share)			0.00	7.88	10.71
Cancelled (in dollars per share)			11.96	11.36	11.63
Outstanding at December 31 (in dollars per share)			$ 13.99	$ 11.57	$ 11.68

Shareholders' Equity - Share-based Compensation, Stock Option Activity (Details) - Stock Options [Member] shares in Thousands	Dec. 31, 2016 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options outstanding (in shares) \| shares	857
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercisable, Weighted Average (in dollars per share)	$ 10.15
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Exercisable, Weighted Average (in dollars per share)	$ 13.38

Shareholders' Equity - Share-based Compensation, Awards, Unrecognized Compensation (Details) $ in Millions	12 Months Ended
	Dec. 31, 2016 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized Compensation	$ 41
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized Compensation	$ 19
Awards Compensation Costs Remaining Weighted Average Vesting Term, (Years)	2 years 4 months 4 days
Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized Compensation	$ 22
Awards Compensation Costs Remaining Weighted Average Vesting Term, (Years)	1 year 10 months 7 days

Shareholders' Equity - Share-based Compensation, Awards, Intrinsic Value (Details) $ in Millions	Dec. 31, 2016 USD ($)
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award Other Than Options [Line Items]
Aggregate intrinsic value of outstanding non option awards	$ 27
Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award Other Than Options [Line Items]
Aggregate intrinsic value of outstanding non option awards	$ 69

Shareholders' Equity - Share-based Compensation, Stock Option Awards, Intrinsic Value (Details) - Stock Options [Member] $ in Millions	12 Months Ended
	Dec. 31, 2016 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate intrinsic value outstanding	$ 3
Aggregate intrinsic value exercisable	$ 3
Weighted-average remaining contractual life, outstanding, years	2 years
Weighted-average remaining contractual life, exercisable, years	2 years

Shareholders' Equity - Share-based Compensation, Awards, Intrinsic Value, Cash Received and Tax Benefit (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total Intrinsic Value	$ 1	$ 30	$ 19
Cash Received	0	0	0
Tax Benefit - RSU and PS awards	0	11	7
Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total Intrinsic Value	0	7	5
Cash Received	0	0	0
Tax Benefit - RSU and PS awards	0	2	2
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total Intrinsic Value - Stock Options	3	14	42
Cash Received	9	19	55
Tax Benefit - Stock Options	$ 1	$ 5	$ 15

Other Comprehensive (Loss) Income (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Other Comprehensive Income [Abstract]

Translation Adjustment Losses, Pre-tax

$ (135)

$ (60)

$ (44)

Translation Adjustment Losses, Net of Tax

^[1]

(135)

(60)

(44)

Changes in fair value of cash flow hedges gains (losses), pre-tax

(2)

(4)

Changes in fair value of cash flow hedges gains (losses), net of tax

(1)

(2)

Changes in cash flow hedges reclassed to earnings, pre-tax

^[2]

(3)

Changes in cash flow hedges reclassed to earnings, net of tax

^[2]

(2)

Net Unrealized Gains, Pre-tax

(3)

Net Unrealized Gains, Net of Tax

^[1]

(2)

Net actuarial/prior service (losses) gains, pre-tax

(31)

(43)

Net actuarial/prior service (losses) gains, net of tax

(23)

(32)

Actuarial loss amortization/settlement, pre-tax

^[3]

Actuarial loss amortization/settlement, net of tax

^[3]

Other gains (losses), pre-tax

^[4]

Other gains (losses), net of tax

^[4]

Change in Defined Benefit Plans Gains (Losses), Pre-tax

(27)

(36)

Change in Defined Benefit Plans Gains (Losses), Net of Tax

^[1]

(20)

(25)

Other Comprehensive (Loss) Income, before Tax

(162)

(50)

(83)

Other Comprehensive (Loss) Income, Net of Tax

^[1]

$ (155)

$ (52)

$ (71)

[1]	Refer to Note 18 - Other Comprehensive Loss for gross components of Other Comprehensive Loss, reclassification adjustments out of Accumulated Other Comprehensive Loss and related tax effects.
[2]	Reclassified to Cost of sales - refer to Note 11 - Financial Instruments for additional information regarding our cash flow hedges.
[3]	Reclassified to Total Net Periodic Benefit Cost - refer to Note 13 - Employee Benefit Plans for additional information.
[4]	Primarily represents currency impact on cumulative amount of benefit plan net actuarial losses and prior service credits in AOCL.

Other Comprehensive (Loss) Income - AOCL (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

AOCL [Abstract]

Cumulative translation adjustments(1)

$ (472)

$ (147)

$ (87)

Other unrealized losses, net

(1)

(2)

Benefit plans net actuarial losses and prior service credits

(53)

(33)

(40)

Total Accumulated Other Comprehensive Loss

(526)

(181)

(129)

Accumulated Other Comprehensive Income (Loss) [Line Items]

Accumulated Other Comprehensive Income (Loss) [Line Items]

(217)

AOCL [Member]

^[1]

$ 190

$ 0

[1]	AOCL - Accumulated other comprehensive loss.

Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.