Document and Entity Information	9 Months Ended
Document and Entity Information	Sep. 30, 2013	Oct. 29, 2013
Document and Entity Information
Entity Registrant Name	Transocean Ltd.
Entity Central Index Key	0001451505
Document Type	10-Q
Document Period End Date	Sep. 30, 2013
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		360,590,539
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q3

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Operating revenues
Contract drilling revenues	$ 2,402	$ 2,310	$ 6,868	$ 6,498
Other revenues	156	121	284	372
Total operating revenues	2,558	2,431	7,152	6,870
Costs and expenses
Operating and maintenance	1,491	1,321	4,259	4,668
Depreciation	273	280	834	845
General and administrative	67	69	211	217
Total costs and expenses	1,831	1,670	5,304	5,730
Loss on impairment	(17)		(54)	(140)
Gain on disposal of assets, net	32	50	23	40
Operating income	742	811	1,817	1,040
Other income (expense), net
Interest income	11	15	39	43
Interest expense, net of amounts capitalized	(142)	(180)	(445)	(543)
Other, net	(4)	(8)	(21)	(32)
Total other income (expense), net	(135)	(173)	(427)	(532)
Income from continuing operations before income tax expense	607	638	1,390	508
Income tax expense	63	105	212	124
Income from continuing operations	544	533	1,178	384
Income (loss) from discontinued operations, net of tax	4	(916)	(6)	(1,052)
Net income (loss)	548	(383)	1,172	(668)
Net income (loss) attributable to noncontrolling interest	2	(2)	(2)	7
Net income (loss) attributable to controlling interest	$ 546	$ (381)	$ 1,174	$ (675)
Earnings (loss) per share-basic
Earnings from continuing operations (in dollars per share)	$ 1.49	$ 1.49	$ 3.25	$ 1.06
Earnings (loss) from discontinued operations (in dollars per share)	$ 0.01	$ (2.55)	$ (0.02)	$ (2.96)
Earnings (loss) per share (in dollars per share)	$ 1.50	$ (1.06)	$ 3.23	$ (1.90)
Earnings (loss) per share-diluted
Earnings from continuing operations (in dollars per share)	$ 1.49	$ 1.49	$ 3.25	$ 1.06
Earnings (loss) from discontinued operations (in dollars per share)	$ 0.01	$ (2.55)	$ (0.02)	$ (2.96)
Earnings (loss) per share (in dollars per share)	$ 1.50	$ (1.06)	$ 3.23	$ (1.90)
Weighted-average shares outstanding
Basic (in shares)	360	359	360	354
Diluted (in shares)	361	359	360	354

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Net income (loss)	$ 548	$ (383)	$ 1,172	$ (668)
Other comprehensive income (loss) before reclassifications
Components of net periodic benefit costs	(1)	(5)	47	(32)
Loss on derivative instruments			(5)
Reclassifications to net income
Components of net periodic benefit costs	12	11	39	34
(Gain) loss on derivative instruments		(3)	18
Other comprehensive income before income taxes	11	3	99	2
Income taxes related to other comprehensive income	(2)	1	(2)	(1)
Other comprehensive income, net of income taxes	9	4	97	1
Total comprehensive income (loss)	557	(379)	1,269	(667)
Total comprehensive income (loss) attributable to noncontrolling interest	3	(2)		7
Total comprehensive income (loss) attributable to controlling interest	$ 554	$ (377)	$ 1,269	$ (674)

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) In Millions, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Assets
Cash and cash equivalents	$ 3,559	$ 5,134
Accounts receivable, net of allowance for doubtful accounts of $20 at September 30, 2013 and December 31, 2012	2,367	2,200
Materials and supplies, net of allowance for obsolescence of $71 and $66 at September 30, 2013 and December 31, 2012, respectively	729	610
Assets held for sale	131	179
Deferred income taxes, net	173	142
Other current assets	414	382
Total current assets	7,373	8,647
Property and equipment	27,707	26,967
Less accumulated depreciation	(7,596)	(7,118)
Property and equipment of consolidated variable interest entities, net of accumulated depreciation	985	1,031
Property and equipment, net	21,096	20,880
Goodwill	2,987	2,987
Other assets	1,145	1,741
Total assets	32,601	34,255
Liabilities and equity
Accounts payable	962	1,047
Accrued income taxes	176	116
Debt due within one year	162	1,339
Debt of consolidated variable interest entities due within one year	58	28
Other current liabilities	2,418	2,933
Total current liabilities	3,776	5,463
Long-term debt	10,388	10,929
Long-term debt of consolidated variable interest entities	120	163
Deferred income taxes, net	341	366
Other long-term liabilities	1,717	1,604
Total long-term liabilities	12,566	13,062
Commitments and contingencies
Shares, CHF 15.00 par value, 373,830,649 authorized, 167,617,649 conditionally authorized, 373,830,649 issued and 360,559,090 outstanding at September 30, 2013 and 402,282,355 authorized, 167,617,649 conditionally authorized, 373,830,649 issued and 359,505,251 outstanding at December 31, 2012	5,145	5,130
Additional paid-in capital	6,766	7,521
Treasury shares, at cost, 2,863,267 held at September 30, 2013 and December 31, 2012	(240)	(240)
Retained earnings	5,029	3,855
Accumulated other comprehensive loss	(426)	(521)
Total controlling interest shareholders' equity	16,274	15,745
Noncontrolling interest	(15)	(15)
Total equity	16,259	15,730
Total liabilities and equity	$ 32,601	$ 34,255

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) In Millions, except Share data, unless otherwise specified	Sep. 30, 2013 USD ($)	Sep. 30, 2013 CHF	Dec. 31, 2012 USD ($)	Dec. 31, 2012 CHF
CONDENSED CONSOLIDATED BALANCE SHEETS
Accounts receivable, allowance for doubtful accounts (in dollars)	$ 20		$ 20
Materials and supplies, allowance for obsolescence (in dollars)	$ 71		$ 66
Shares, CHF par value (in Swiss francs per share)		15.00		15.00
Shares, authorized	373,830,649	373,830,649	402,282,355	402,282,355
Shares, conditionally authorized	167,617,649	167,617,649	167,617,649	167,617,649
Shares, issued	373,830,649	373,830,649	373,830,649	373,830,649
Shares, outstanding	360,559,090	360,559,090	359,505,251	359,505,251
Treasury shares	2,863,267	2,863,267	2,863,267	2,863,267

- Definition

Amount of valuation reserve for inventory.

+ References+ Details

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (USD $) In Millions, unless otherwise specified	Total	Total controlling interest shareholders' equity	Shares	Additional paid-in capital	Treasury shares, at cost	Retained earnings	Accumulated other comprehensive loss	Noncontrolling interest
Balance at Dec. 31, 2011	$ 15,627	$ 15,637	$ 4,982	$ 7,211	$ (240)	$ 4,180	$ (496)	$ (10)
Balance (in shares) at Dec. 31, 2011			350
Increase (Decrease) in Shareholders' Equity
Total comprehensive income (loss)	(680)
Other comprehensive income attributable to controlling interest							1
Total comprehensive income (loss) attributable to controlling interest	(674)	(674)
Share-based compensation	72	72		72
Issuance of shares under share-based compensation plans	(3)	(3)	13	(16)
Issuance of shares in exchange for noncontrolling interest	367	367	134	233
Issuance of shares in exchange for noncontrolling interest (in shares)			9
Net income (loss) attributable to controlling interest	(675)					(675)
Fair value adjustment of redeemable noncontrolling interest	(106)	(106)				(106)
Reclassification from redeemable noncontrolling interest	(17)	(17)					(17)
Other, net	(4)	(4)		(4)
Total comprehensive income (loss) attributable to noncontrolling interest	(7)							(6)
Balance at Sep. 30, 2012	15,256	15,272	5,129	7,496	(240)	3,399	(512)	(16)
Balance (in shares) at Sep. 30, 2012			359
Balance at Dec. 31, 2012	15,730	15,745	5,130	7,521	(240)	3,855	(521)	(15)
Balance (in shares) at Dec. 31, 2012			360
Increase (Decrease) in Shareholders' Equity
Total comprehensive income (loss)	1,269
Other comprehensive income attributable to controlling interest							95
Total comprehensive income (loss) attributable to controlling interest	1,269	1,269
Share-based compensation	85	85		85
Issuance of shares under share-based compensation plans	(15)	(15)	15	(30)
Issuance of shares under share-based compensation plans (in shares)			1
Net income (loss) attributable to controlling interest	1,174					1,174
Reclassification of obligation for distribution of qualifying additional paid in capital	(808)	(808)		(808)
Other, net	(2)	(2)		(2)
Balance at Sep. 30, 2013	$ 16,259	$ 16,274	$ 5,145	$ 6,766	$ (240)	$ 5,029	$ (426)	$ (15)
Balance (in shares) at Sep. 30, 2013			361

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Cash flows from operating activities
Net income (loss)	$ 548	$ (383)	$ 1,172	$ (668)
Adjustments to reconcile to net cash provided by operating activities
Amortization of drilling contract intangibles	(5)	(9)	(21)	(32)
Depreciation	273	280	834	845
Depreciation and amortization of assets in discontinued operations		48		183
Share-based compensation expense	36	24	85	72
Loss on impairment	17		54	140
Loss on impairment of assets in discontinued operations	14	878	14	983
Gain on disposal of assets, net	(32)	(50)	(23)	(40)
(Gain) loss on disposal of assets in discontinued operations, net	(31)	1	(49)	(70)
Amortization of debt issue costs, discounts and premiums, net	2	17	4	52
Deferred income taxes	(28)	(61)	(64)	(104)
Other, net	25	12	73	47
Changes in deferred revenue, net	(33)	(64)	(68)	(69)
Changes in deferred expenses, net	30	51	38	30
Changes in operating assets and liabilities	(193)	42	(904)	416
Net cash provided by operating activities	623	786	1,145	1,785
Cash flows from investing activities
Capital expenditures	(450)	(201)	(1,290)	(646)
Capital expenditures for discontinued operations		(24)		(75)
Proceeds from disposal of assets, net	170	181	174	189
Proceeds from disposal of assets in discontinued operations, net	68	2	131	196
Proceeds from sale of preference shares			185
Other, net	2	7	14	32
Net cash used in investing activities	(210)	(35)	(786)	(304)
Cash flows from financing activities
Changes in short-term borrowings, net				(260)
Proceeds from debt		1,493		1,493
Repayments of debt	(77)	(264)	(1,673)	(584)
Proceeds from restricted cash investments	77	106	283	298
Deposits to restricted cash investments	(8)	(42)	(112)	(158)
Distribution of qualifying additional paid-in capital	(202)		(404)	(278)
Other, net	(1)	(7)	(28)	(8)
Net cash provided by (used in) financing activities	(211)	1,286	(1,934)	503
Net increase (decrease) in cash and cash equivalents	202	2,037	(1,575)	1,984
Cash and cash equivalents at beginning of period	3,357	3,964	5,134	4,017
Cash and cash equivalents at end of period	$ 3,559	$ 6,001	$ 3,559	$ 6,001

Nature of Business	9 Months Ended
Nature of Business	Sep. 30, 2013
Nature of Business
Nature of Business	Note 1—Nature of Business Transocean Ltd. (together with its subsidiaries and predecessors, unless the context requires otherwise, “Transocean,” the “Company,” “we,” “us” or “our”) is a leading international provider of offshore contract drilling services for oil and gas wells. We specialize in technically demanding sectors of the offshore drilling business with a particular focus on deepwater and harsh environment drilling services. Our mobile offshore drilling fleet is considered one of the most versatile fleets in the world. We contract our drilling rigs, related equipment and work crews predominantly on a dayrate basis to drill oil and gas wells. At September 30, 2013, we owned or had partial ownership interests in and operated 80 mobile offshore drilling units associated with our continuing operations. At September 30, 2013, our fleet consisted of 46 High-Specification Floaters (Ultra-Deepwater, Deepwater and Harsh Environment semisubmersibles and drillships), 23 Midwater Floaters, and 11 High-Specification Jackups. At September 30, 2013, we also had six Ultra-Deepwater drillships and one High-Specification Jackup under construction or under contract to be constructed. See Note 9—Drilling Fleet. We also provide oil and gas drilling management services, drilling engineering and drilling project management services outside the United States (“U.S.”) through Applied Drilling Technology Inc., our wholly owned subsidiary, and through ADT International, a division of one of our United Kingdom (“U.K.”) subsidiaries (together, “ADTI”). ADTI conducts drilling management services primarily either on a dayrate or on a completed-project, fixed-price or turnkey basis. In November 2012, in connection with our efforts to dispose of non-strategic assets and to reduce our exposure to low-specification drilling units, we completed the sale of 38 drilling units to Shelf Drilling Holdings, Ltd. (together with its affiliates, “Shelf Drilling”). See Note 7—Discontinued Operations.

Significant Accounting Policies	9 Months Ended
Significant Accounting Policies	Sep. 30, 2013
Significant Accounting Policies
Significant Accounting Policies	Note 2—Significant Accounting Policies Presentation—We have prepared our accompanying unaudited condensed consolidated financial statements in accordance with accounting principles generally accepted in the U.S. for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the U.S. Securities and Exchange Commission (“SEC”). Pursuant to such rules and regulations, these financial statements do not include all disclosures required by accounting principles generally accepted in the U.S. for complete financial statements. The condensed consolidated financial statements reflect all adjustments, which are, in the opinion of management, necessary for a fair presentation of financial position, results of operations and cash flows for the interim periods. Such adjustments are considered to be of a normal recurring nature unless otherwise noted. Operating results for the three and nine months ended September 30, 2013 are not necessarily indicative of the results that may be expected for the year ending December 31, 2013 or for any future period. The accompanying condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto as of December 31, 2012 and 2011 and for each of the three years in the period ended December 31, 2012 included in our annual report on Form 10-K filed on March 1, 2013. Accounting estimates—To prepare financial statements in accordance with accounting principles generally accepted in the U.S., we are required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosures of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates and assumptions, including those related to our discontinued operations, allowance for doubtful accounts, materials and supplies obsolescence, property and equipment, investments, notes receivable, goodwill, income taxes, contingencies, share-based compensation, defined benefit pension plans and other postretirement benefits. We base our estimates and assumptions on historical experience and on various other factors we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results could differ from such estimates. Fair value measurements—We estimate fair value at a price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market for the asset or liability. Our valuation techniques require inputs that we categorize using a three-level hierarchy, from highest to lowest level of observable inputs, as follows: (1) significant observable inputs, including unadjusted quoted prices for identical assets or liabilities in active markets (“Level 1”), (2) significant other observable inputs, including direct or indirect market data for similar assets or liabilities in active markets or identical assets or liabilities in less active markets (“Level 2”) and (3) significant unobservable inputs, including those that require considerable judgment for which there is little or no market data (“Level 3”). When multiple input levels are required for a valuation, we categorize the entire fair value measurement according to the lowest level of input that is significant to the measurement even though we may have also utilized significant inputs that are more readily observable. Consolidation—We consolidate entities in which we have a majority voting interest and entities that meet the criteria for variable interest entities for which we are deemed to be the primary beneficiary for accounting purposes. We eliminate intercompany transactions and accounts in consolidation. We apply the equity method of accounting for an investment in an entity if we have the ability to exercise significant influence over the entity that (a) does not meet the variable interest entity criteria or (b) meets the variable interest entity criteria, but for which we are not deemed to be the primary beneficiary. We apply the cost method of accounting for an investment in an entity if we do not have the ability to exercise significant influence over the unconsolidated entity. See Note 4—Variable Interest Entities. Share-based compensation—In the three and nine months ended September 30, 2013, we recognized share-based compensation expense of $36 million and $85 million, respectively. In the three and nine months ended September 30, 2012, we recognized share-based compensation expense of $24 million and $72 million, respectively. Capitalized interest—We capitalize interest costs for qualifying construction and upgrade projects. In the three and nine months ended September 30, 2013, we capitalized interest costs on construction work in progress of $19 million and $56 million, respectively. In the three and nine months ended September 30, 2012, we capitalized interest costs on construction work in progress of $12 million and $37 million, respectively. Reclassifications—We have made certain reclassifications, which did not have an effect on net income, to prior period amounts to conform with the current period’s presentation, including certain reclassifications to our consolidated statements of operations and cash flows to present discontinued operations (see Note 7—Discontinued Operations). Other reclassifications did not have a material effect on our condensed consolidated statement of financial position, results of operations or cash flows. Subsequent events—We evaluate subsequent events through the time of our filing on the date we issue our financial statements.

- Definition

The entire disclosure for all significant accounting policies of the reporting entity.

+ References+ Details

New Accounting Pronouncements	9 Months Ended
New Accounting Pronouncements	Sep. 30, 2013
New Accounting Pronouncements
New Accounting Pronouncements	Note 3—New Accounting Pronouncements Recently adopted accounting standards Balance sheet—Effective January 1, 2013, we adopted the accounting standards update that expands the disclosure requirements for the offsetting of assets and liabilities related to certain financial instruments and derivative instruments. The update requires disclosures to present both gross information and net information for financial instruments and derivative instruments that are eligible for net presentation due to a right of offset, an enforceable master netting arrangement or similar agreement. Our adoption did not have a material effect on our disclosures contained in our notes to condensed consolidated financial statements. Accumulated other comprehensive income—Effective January 1, 2013, we adopted the accounting standards update that requires disclosure of additional information about reclassifications out of accumulated other comprehensive income and to present reclassifications by component when reporting changes in accumulated other comprehensive income balances. For significant amounts that are reclassified out of accumulated other comprehensive income to net income in their entirety during the reporting period, the update requires disclosure, either on the face of the statement or in the notes, of the effect on the line items in the statement where net income is presented. For significant amounts that are not required to be reclassified in their entirety to net income during the reporting period, the update requires cross-references in the notes to other disclosures that provide additional information about those amounts. Our adoption did not have a material effect on our condensed consolidated statements of other comprehensive income or the disclosures contained in our notes to condensed consolidated financial statements. Recently issued accounting standards Income taxes—Effective January 1, 2014, we will adopt the accounting standards update that requires an unrecognized tax benefit to be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if net settlement is required or expected. The update is effective for interim and annual periods beginning on or after December 15, 2013. We are evaluating the potential effect of this accounting standards update. However, we do not expect that our adoption will have a material effect on our condensed consolidated balance sheets or the disclosures contained in our notes to consolidated financial statements.

- Definition

The entire disclosure of changes in accounting principles, including adoption of new accounting pronouncements, that describes the new methods, amount and effects on financial statement line items.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

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+ Details

Variable Interest Entities

9 Months Ended

Sep. 30, 2013

Variable Interest Entities

Variable Interest Entities

Note 4—Variable Interest Entities

Consolidated variable interest entities—The carrying amounts associated with our consolidated variable interest entities, after eliminating the effect of intercompany transactions, were as follows (in millions):

	September 30, 2013		December 31, 2012
Assets	$	1,271	$	1,231
Liabilities		282		311
Net carrying amount	$	989	$	920

Angola Deepwater Drilling Company Limited (“ADDCL”), a consolidated Cayman Islands company, and Transocean Drilling Services Offshore Inc. (“TDSOI”), a consolidated British Virgin Islands company, are variable interest entities for which we are the primary beneficiary. Accordingly, we consolidate the operating results, assets and liabilities of ADDCL and TDSOI.

Unconsolidated variable interest entities—As holder of two notes receivable, we hold a variable interest in Awilco Drilling plc (“Awilco”), a U.K. company listed on the Oslo Stock Exchange. The notes receivable were originally accepted in exchange for, and are secured by, two drilling units. The notes receivable have stated interest rates of nine percent and are payable in scheduled quarterly installments of principal and interest through maturity in January 2015. We evaluate the credit quality and financial condition of Awilco quarterly. At September 30, 2013 and December 31, 2012, the aggregate carrying amount of the notes receivable was $95 million and $105 million, respectively. At September 30, 2013, our aggregate exposure to loss on the notes receivable was $95 million.

Impairments	9 Months Ended
Impairments	Sep. 30, 2013
Impairments
Impairments	Note 5—Impairments Assets held for sale—In the nine months ended September 30, 2013, we recognized a loss of $37 million ($0.10 per diluted share from continuing operations), which had no tax effect, associated with the impairment of the Deepwater Floater Sedco 709 and the Midwater Floaters C. Kirk Rhein, Jr. and Sedco 703, all of which were classified as assets held for sale at the time of impairment. We measured the impairments of the drilling units and related equipment as the amount by which the carrying amounts exceeded the estimated fair values less costs to sell. We estimated the fair values of the assets using significant other observable inputs, representative of Level 2 fair value measurements, including nonbinding sale and purchase agreements for the drilling units and related equipment to be sold for scrap value. Property and equipment—In the three and nine months ended September 30, 2013, we recognized a loss of $17 million associated with the impairment of certain corporate assets. We estimated the fair value of the assets using significant other observable inputs, representative of a Level 2 fair value measurement, including comparable market data for the corporate assets. Goodwill—During the nine months ended September 30, 2012, we completed the measurement of the impairment that resulted from our annual goodwill impairment test for our contract drilling services reporting unit, performed as of October 1, 2011. In the nine months ended September 30, 2012, we recognized an incremental adjustment to our original estimate in the amount of $118 million ($0.33 per diluted share from continuing operations), which had no tax effect. We estimated the implied fair value of the goodwill using a variety of valuation methods, including cost, income and market approaches. Our estimate of fair value required us to use significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to the future performance of our contract drilling services reporting unit, such as future commodity prices, projected demand for our services, rig availability and dayrates. Definite-lived intangible assets—During the nine months ended September 30, 2012, we determined that the customer relationships intangible asset associated with the U.K. operations of our drilling management services reporting unit was impaired due to the diminishing demand for our drilling management services. We estimated the fair value of the customer relationships intangible asset using the multiperiod excess earnings method, a valuation methodology that applies the income approach. We estimated fair value using significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to the future performance of the drilling management services reporting unit, such as future commodity prices, projected demand for our services, rig availability and dayrates. In the nine months ended September 30, 2012, as a result of our valuation, we determined that the carrying amount of the customer relationships intangible asset exceeded its fair value, and we recognized a loss on impairment of $22 million ($17 million, or $0.05 per diluted share from continuing operations, net of tax).

Income Taxes

9 Months Ended

Sep. 30, 2013

Income Taxes

Income Taxes

Note 6—Income Taxes

Tax rate—Transocean Ltd., a holding company and Swiss resident, is exempt from cantonal and communal income tax in Switzerland, but is subject to Swiss federal income tax. At the federal level, qualifying net dividend income and net capital gains on the sale of qualifying investments in subsidiaries are exempt from Swiss federal income tax. Consequently, Transocean Ltd. expects dividends from its subsidiaries and capital gains from sales of investments in its subsidiaries to be exempt from Swiss federal income tax.

Our provision for income taxes is based on the tax laws and rates applicable in the jurisdictions in which we operate and earn income. The relationship between our provision for or benefit from income taxes and our income or loss before income taxes can vary significantly from period to period considering, among other factors, (a) the overall level of income before income taxes, (b) changes in the blend of income that is taxed based on gross revenues rather than income before taxes, (c) rig movements between taxing jurisdictions and (d) our rig operating structures. Generally, our annual marginal tax rate is lower than our annual effective tax rate.

In the nine months ended September 30, 2013 and 2012, our estimated annual effective tax rates were 20.6 percent and 20.5 percent, respectively. These rates were based on estimated annual income before income taxes for each period after adjusting for various discrete items, including certain immaterial adjustments to prior period tax expense.

Unrecognized tax benefits—The liabilities related to our unrecognized tax benefits, including related interest and penalties that we recognize as a component of income tax expense, were as follows (in millions):

	September 30, 2013		December 31, 2012
Unrecognized tax benefits, excluding interest and penalties	$	327	$	382
Interest and penalties		186		199
Unrecognized tax benefits, including interest and penalties	$	513	$	581

In the year ending December 31, 2013, it is reasonably possible that our existing liabilities for unrecognized tax benefits may increase or decrease, primarily due to the progression of open audits or the expiration of statutes of limitation. However, we cannot reasonably estimate a range of potential changes in our existing liabilities for unrecognized tax benefits due to various uncertainties, such as the unresolved nature of various audits. In the nine months ended September 30, 2013, we recognized a current tax benefit of $87 million, including penalties and interest, associated with the settlement of disputes with tax authorities and the expiration of statutes of limitations.

Tax returns—We file federal and local tax returns in several jurisdictions throughout the world. With few exceptions, such as those noted below, we are no longer subject to examinations of our U.S. and non-U.S. tax matters for years prior to 2006.

Our tax returns in the major jurisdictions in which we operate, other than the U.S., Norway and Brazil, which are mentioned below, are generally subject to examination for periods ranging from three to six years. We have agreed to extensions beyond the statute of limitations in two major jurisdictions for up to 18 years. Tax authorities in certain jurisdictions are examining our tax returns and in some cases have issued assessments. We are defending our tax positions in those jurisdictions. While we cannot predict or provide assurance as to the outcome of these proceedings, we do not expect the ultimate liability to have a material adverse effect on our consolidated statement of financial position or results of operations, although it may have a material adverse effect on our consolidated cash flows.

U.S. tax investigations—In February 2012, we received an assessment from the U.S. tax authorities related to our 2008 and 2009 U.S. federal income tax returns. The significant issues raised in the assessment relate to transfer pricing for certain charters of drilling rigs between our subsidiaries and the creation of intangible assets resulting from the performance of engineering services between our subsidiaries. With respect to transfer pricing issues related to certain charters of drilling rigs in 2008 and 2009, we reached an agreement with the U.S. tax authorities in December 2012 to settle this issue and other issues raised during the audit for $36 million, excluding interest and penalties. The only remaining issue outstanding for these years related to an asserted creation of intangible assets resulting from the performance of engineering services between our subsidiaries for which a royalty is asserted. The initial assessment issued by the tax authorities on this item, if sustained, would have resulted in net adjustments of approximately $363 million of additional taxes, excluding interest and penalties. In September 2013, the U.S. tax authorities dropped the remaining open issue related to the intangible asset. Our 2008 and 2009 U.S. federal income tax returns are now settled.

Norway tax investigations and trial—Norwegian civil tax and criminal authorities are investigating various transactions undertaken by our subsidiaries in 1999, 2001 and 2002 as well as the actions of certain employees of our former external tax advisors on these transactions. The authorities issued tax assessments of approximately $112 million, plus interest, related to the migration of a subsidiary that was previously subject to tax in Norway, approximately $67 million, plus interest, related to a 2001 dividend payment, and approximately $7 million, plus interest, related to certain foreign exchange deductions and dividend withholding tax. We have provided a parent company guarantee in the amount of approximately $114 million with respect to one of these tax disputes. Furthermore, we may be required to provide some form of additional financial security, in an amount up to $210 million, including interest and penalties, for other assessed amounts as these disputes are appealed and addressed by the Norwegian courts. The authorities are seeking penalties of 60 percent on most but not all matters. In November 2012, the Norwegian district court in Oslo heard the case regarding the disputed tax assessment of approximately $112 million related to the migration of our subsidiary. On March 1, 2013, the Norwegian district court in Oslo overturned the tax assessment and ruled in our favor. The tax authorities have filed an appeal. We believe that our Norwegian tax returns are materially correct as filed, and we intend to continue to vigorously defend ourselves against all claims to the contrary.

In June 2011, the Norwegian authorities issued criminal indictments against two of our subsidiaries alleging misleading or incomplete disclosures in Norwegian tax returns for the years 1999 through 2002, as well as inaccuracies in Norwegian statutory financial statements for the years ended December 31, 1996 through 2001. The criminal trial commenced in December 2012. Two employees of our former external tax advisors were also issued criminal indictments with respect to the disclosures in our tax returns, and our former external Norwegian tax attorney was issued criminal indictments related to certain of our restructuring transactions and the 2001 dividend payment. We believe the charges brought against us are without merit and do not alter our technical assessment of the underlying claims. In January 2012, the Norwegian authorities supplemented the previously issued criminal indictments by issuing a financial claim of approximately $300 million, jointly and severally, against our two subsidiaries, the two external tax advisors and the external tax attorney. In February 2012, the authorities dropped the previously existing civil tax claim related to a certain restructuring transaction. In April 2012, the Norwegian tax authorities supplemented the previously issued criminal indictments against our two subsidiaries by extending a criminal indictment against a third subsidiary, alleging misleading or incomplete disclosures in Norwegian tax returns for the years 2001 and 2002. In May 2013, the Norwegian authorities dropped the financial claim of approximately $300 million against one of our subsidiaries and the criminal case related to the migration case of another subsidiary. The criminal trial proceedings ended in September 2013, and the court has not yet ruled on the criminal issues. If we are found guilty, the Norwegian authorities have asked the court to assess criminal penalties in the amount of $38 million against three of our subsidiaries in addition to any civil tax penalties and the financial claim. We believe our Norwegian tax returns are materially correct as filed, and we intend to continue to vigorously contest any assertions to the contrary by the Norwegian civil and criminal authorities in connection with the various transactions being investigated. An unfavorable outcome on the Norwegian civil or criminal tax matters could result in a material adverse effect on our consolidated statement of financial position, results of operations or cash flows.

Brazil tax investigations—Certain of our Brazilian income tax returns for the years 2000 through 2004 are currently under examination. The Brazilian tax authorities have issued tax assessments totaling $90 million, plus a 75 percent penalty in the amount of $68 million and interest through December 31, 2011 in the amount of $146 million. We believe our returns are materially correct as filed, and we are vigorously contesting these assessments. On January 25, 2008, we filed a protest letter with the Brazilian tax authorities, and we are currently engaged in the appeals process. An unfavorable outcome on these proposed assessments could result in a material adverse effect on our consolidated statement of financial position, results of operations or cash flows.

Other tax matters—We conduct operations through our various subsidiaries in a number of countries throughout the world. Each country has its own tax regimes with varying nominal rates, deductions and tax attributes. From time to time, we may identify changes to previously evaluated tax positions that could result in adjustments to our recorded assets and liabilities. Although we are unable to predict the outcome of these changes, we do not expect the effect, if any, resulting from these adjustments to have a material adverse effect on our consolidated statement of financial position, results of operations or cash flows.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References+ Details

Discontinued Operations

9 Months Ended

Sep. 30, 2013

Discontinued Operations

Discontinued Operations

Note 7—Discontinued Operations

Summarized results of discontinued operations

The summarized results of operations included in income from discontinued operations were as follows (in millions):

	Three months ended September 30,						Nine months ended September 30,
	2013			2012			2013			2012
Operating revenues	$	193		$	266		$	662		$	744
Operating and maintenance expense		(188	)		(241	)		(672	)		(719	)
Depreciation and amortization expense		—			(48	)		—			(183	)
Loss on impairment of assets in discontinued operations		(14	)		(878	)		(14	)		(983	)
Gain (loss) on disposal of assets in discontinued operations, net		31			(1	)		49			70
Other income, net		2			—			4			—
Income (loss) from discontinued operations before income tax expense		24			(902	)		29			(1,071	)
Income tax benefit (expense)		(20	)		(14	)		(35	)		19
Income (loss) from discontinued operations, net of tax	$	4		$	(916	)	$	(6	)	$	(1,052	)

Assets and liabilities of discontinued operations

The carrying amounts of the major classes of assets and liabilities associated with our discontinued operations were classified as follows (in millions):

	September 30, 2013		December 31, 2012
Assets
Rigs and related equipment, net	$	35	$	104
Materials and supplies, net		44		71
Other related assets		7		4
Assets held for sale	$	86	$	179

Liabilities
Deferred revenues	$	62	$	32
Other liabilities		—		3
Other current liabilities	$	62	$	35

Standard Jackup and swamp barge contract drilling services

Overview—In September 2012, in connection with our efforts to dispose of non-strategic assets and to reduce our exposure to low-specification drilling units, we committed to a plan to discontinue operations associated with the Standard Jackup and swamp barge asset groups, components of our contract drilling services operating segment. At September 30, 2013, the remaining Standard Jackups GSF Rig 127 and GSF Rig 134, along with related equipment, were classified as held for sale with an aggregate carrying amount of $37 million, including $2 million in materials and supplies. At December 31, 2012, the remaining Standard Jackups, which were not sold in the sale transactions with Shelf Drilling, including D.R. Stewart, GSF Adriatic VIII, GSF Rig 127, GSF Rig 134, Interocean III, Trident IV-A and Trident VI, along with related equipment, were classified as held for sale with an aggregate carrying amount of $112 million, including $8 million in materials and supplies.

Impairments—In the three and nine months ended September 30, 2013, we recognized an aggregate loss of $14 million ($0.04 per diluted share), which had no tax effect, associated with the impairment of Standard Jackups GSF Rig 127 and GSF Rig 134, which were classified as assets held for sale at the time of impairment. We measured the impairment of the drilling units and related equipment as the amount by which the carrying amounts exceeded the estimated fair values less costs to sell. We estimated the fair value of the assets using significant other observable inputs, representative of Level 2 fair value measurements, including a binding sale and purchase agreement for the drilling units and related equipment.

In September 2012, in connection with our reclassification of the Standard Jackup and swamp barge disposal group to assets held for sale, we determined that the disposal group was impaired since its aggregate carrying amount exceeded its aggregate fair value. We estimated the fair value of this disposal group by applying a variety of valuation methods, including cost, income and market approaches to estimate the exit price that would be received for the assets in the principal or most advantageous market for the assets in an orderly transaction between market participants as of the measurement date. Although we based certain components of our valuation on significant other observable inputs, including binding sale and purchase agreements, a significant portion of our valuation required us to project the future performance of the disposal group based on significant unobservable inputs, representing a Level 3 fair value measurement, including assumptions regarding long-term projections for future revenues and costs, dayrates, rig utilization and idle time. We measured the impairments of the disposal group as the amount by which its carrying amount exceeded its estimated fair value less costs to sell. Included in our estimated loss on impairment as a reduction to the expected proceeds, approximately $60 million of costs for certain shipyard projects and other obligations required pursuant to the sale agreement and approximately $17 million of costs to sell the disposal group, including legal and financial advisory costs and expenses. In the three and nine months ended September 30, 2012, as a result of our valuation, we recognized losses of $744 million ($2.09 per diluted share) and $112 million ($0.31 per diluted share), which had no tax effect, associated with the impairment of long-lived assets and the goodwill, respectively.

In connection with our sale transactions with Shelf Drilling, we were, and continue to be, required to pay postemployment benefits to certain employees and contract labor for which employment was or will be terminated as a direct result of the sale transactions upon expiration of the operating agreements and transition services agreement. In the three and nine months ended September 30, 2012, we recognized a loss of $20 million, included in loss on impairment of assets in discontinued operations, associated with such postemployment benefits.

In the nine months ended September 30, 2012, we also recognized an aggregate loss of $29 million ($0.08 per diluted share), which had no tax effect, associated with the impairment of Standard Jackups GSF Adriatic II and GSF Rig 136, which were classified as assets held for sale at the time of impairment. We measured the impairment of the drilling units and related equipment as the amount by which the carrying amounts exceeded the estimated fair values less costs to sell. We estimated the fair value of the assets using significant other observable inputs, representative of Level 2 fair value measurements, including a binding sale and purchase agreement for the drilling units and related equipment.

Sale transactions with Shelf Drilling—In November 2012, we completed the sale of 38 drilling units to Shelf Drilling in exchange for cash proceeds of $568 million, subject to post-closing adjustments, and non-cash proceeds in the form of preference shares that had a stated value of $195 million and an estimated fair value of $194 million, including the fair value associated with embedded derivatives. In June 2013, we sold the preference shares to an unaffiliated party for cash proceeds of $185 million and, in the nine months ended September 30, 2013, we recognized a loss of $10 million ($0.03 per diluted share), recorded in other expense, net, which had no tax effect, associated with the sale.

For a transition period following the completion of the sale transactions with Shelf Drilling, we agreed to continue to operate a substantial portion of the Standard Jackups under operating agreements with Shelf Drilling and to provide certain other transition services to Shelf Drilling. Under the operating agreements, we have agreed to remit the collections from our customers under the associated drilling contracts to Shelf Drilling, and Shelf Drilling has agreed to reimburse us for our direct costs and expenses incurred while operating the Standard Jackups on behalf of Shelf Drilling with certain exceptions. Amounts due to Shelf Drilling under the operating agreements and transition services agreement may be contractually offset against amounts due from Shelf Drilling. The costs to us for providing such operating and transition services, including allocated indirect costs, may exceed the amounts we receive from Shelf Drilling for providing such services.

Under the operating agreements, we agreed to continue to operate these Standard Jackups on behalf of Shelf Drilling for periods ranging from nine months to 27 months or until expiration or novation of the underlying drilling contracts by Shelf Drilling. As of September 30, 2013, we operated 15 Standard Jackups under operating agreements with Shelf Drilling. Until the expiration or novation of such drilling contracts, we retain possession of the materials and supplies associated with the Standard Jackups that we operate under the operating agreements. At September 30, 2013 and December 31, 2012, the materials and supplies associated with the drilling units that we operated under operating agreements with Shelf Drilling had an aggregate carrying amount of $42 million and $63 million, respectively. Under a transition services agreement, we agreed to provide certain transition services for a period of up to 18 months following the completion of the sale transactions.

For a period of up to three years following the closing of the sale transactions, we have agreed to provide to Shelf Drilling up to $125 million of financial support by maintaining letters of credit, surety bonds and guarantees for various contract bidding and performance activities associated with the drilling units sold to Shelf Drilling and in effect at the closing of the sale transactions. At the time of the sale transactions, we had $113 million of outstanding letters of credit, issued under our committed and uncommitted credit lines, in support of rigs sold to Shelf Drilling. Included within the $125 million maximum amount, we agreed to provide up to $65 million of additional financial support in connection with any new drilling contracts related to such drilling units. Shelf Drilling is required to reimburse us in the event that any of these instruments are called. At September 30, 2013 and December 31, 2012, we had $103 million and $113 million, respectively, of outstanding letters of credit, issued under our committed and uncommitted credit lines, in support of drilling units sold to Shelf Drilling. See Note 13—Commitments and Contingencies.

Other dispositions—During the three months ended September 30, 2013, we entered into agreements to sell the Standard Jackups GSF Rig 127 and GSF Rig 134 along with related equipment. During the nine months ended September 30, 2013, we completed the sale of the Standard Jackups D.R. Stewart, GSF Adriatic VIII, Interocean III, Trident IV-A and Trident VI along with related equipment. In the three and nine months ended September 30, 2013, in connection with the disposal of these assets, we received aggregate net cash proceeds of $41 million and $104 million, respectively, and we recognized aggregate net gains of $29 million ($0.08 per diluted share) and $44 million ($0.12 per diluted share), respectively, which had no tax effect. In the three and nine months ended September 30, 2013, we recognized aggregate net gains of $2 million and $5 million, respectively, associated with the disposal of unrelated assets.

During the nine months ended September 30, 2012, we completed the sales of the Standard Jackups GSF Adriatic II, GSF Rig 136, Roger W. Mowell, Transocean Nordic and Transocean Shelf Explorer along with related equipment. In the nine months ended September 30, 2012, in connection with the disposal of these assets, we received aggregate net cash proceeds of $179 million, and we recognized an aggregate net gain of $64 million ($0.18 per diluted share), which had no tax effect. In the three and nine months ended September 30, 2012, we recognized aggregate net losses of $1 million and $4 million, respectively, associated with the disposal of unrelated assets.

U.S. Gulf of Mexico drilling management services

Overview—In March 2012, we announced our intent to discontinue drilling management operations in the shallow waters of the U.S. Gulf of Mexico, a component of our drilling management services operating segment, upon completion of our then existing contracts. We elected to exit this market based on the declining market outlook for these services in the shallow waters of the U.S. Gulf of Mexico as well as the more difficult regulatory environment for obtaining drilling permits. In December 2012, we completed the final drilling management project and discontinued offering our drilling management services in this region.

Impairments—During the nine months ended September 30, 2012, we determined that the customer relationships intangible asset and the trade name intangible asset associated with the U.S. operations of our drilling management services reporting unit was impaired due to the declining market outlook for these services in the shallow waters of the U.S. Gulf of Mexico as well as the increasingly difficult regulatory environment for obtaining drilling permits and the diminishing demand for our drilling management services. We estimated the fair value of the customer relationships intangible asset using the multiperiod excess earnings method, a valuation methodology that applies the income approach. We estimated fair value using significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to the future performance of the drilling management services reporting unit, such as future commodity prices, projected demand for our services, rig availability and dayrates. We estimated the fair value of the trade name intangible asset using the relief from royalty method, a valuation methodology that applies the income approach. We estimated fair value using significant unobservable inputs, representative of a Level 3 fair value measurement, including assumptions related to the future performance of the drilling management services reporting unit, such as future commodity prices, projected demand for drilling management services, rig availability and dayrates. In the nine months ended September 30, 2012, as a result of our valuations, we determined that the carrying amounts of these intangible assets exceeded their respective fair values, and we recognized losses of $31 million ($20 million or $0.06 per diluted share, net of tax) and $39 million ($25 million or $0.07 per diluted share, net of tax) associated with the impairment of the customer relationships intangible asset and the trade name intangible asset, respectively.

Oil and gas properties

Overview—In March 2011, in connection with our efforts to dispose of non-strategic assets, we engaged an unaffiliated advisor to coordinate the sale of the assets of our oil and gas properties reporting unit, formerly a component of our other operations segment, which comprised the exploration, development and production activities performed by Challenger Minerals Inc., Challenger Minerals (North Sea) Limited and Challenger Minerals (Ghana) Limited, our wholly owned oil and gas subsidiaries. During the year ended December 31, 2012, we completed the sale of these assets.

Impairment—In the three and nine months ended September 30, 2012, we recognized losses of $2 million, which had no tax effect, and $8 million ($7 million or $0.02 per diluted share, net of tax), respectively, associated with the impairment of our oil and gas properties, which were classified as assets held for sale at the time of impairment, since the carrying amount of the properties exceeded the estimated fair value less costs to sell the properties. We estimated fair value based on significant other observable inputs, representative of a Level 2 fair value measurement, including a binding sale and purchase agreement for the properties.

Dispositions—In April 2012, we completed the sale of the assets of Challenger Minerals Inc. for net cash proceeds of $7 million. In May 2012, we received additional cash proceeds of $10 million from the buyer of Challenger Minerals (North Sea) Limited. In the nine months ended September 30, 2012, we recognized a net gain of $10 million ($0.03 per diluted share), which had no tax effect, associated with the disposal of oil and gas properties.

- Definition

The entire disclosure for the facts and circumstances leading to the completed or expected disposal, manner and timing of disposal, the gain (loss) recognized in the income statement and the income statement caption that includes that gain (loss), amounts of revenues and pretax profit or loss reported in discontinued operations, the segment in which the disposal group was reported, and the classification (whether sold or classified as held for sale) and carrying value of the assets and liabilities comprising the disposal group. Includes all disposal groups, including those classified as components of the entity (discontinued operations).

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+ Details

Earnings Per Share

9 Months Ended

Sep. 30, 2013

Earnings Per Share

Earnings Per Share

Note 8—Earnings Per Share

The numerator and denominator used for the computation of basic and diluted per share earnings from continuing operations were as follows (in millions, except per share data):

	Three months ended September 30,										Nine months ended September 30,
	2013						2012				2013						2012
	Basic			Diluted			Basic		Diluted		Basic			Diluted			Basic		Diluted
Numerator for earnings per share
Income from continuing operations attributable to controlling interest	$	542		$	542		$	535	$	535	$	1,180		$	1,180		$	377	$	377
Undistributed earnings allocable to participating securities		(5	)		(5	)		—		—		(11	)		(11	)		—		—
Income from continuing operations available to shareholders	$	537		$	537		$	535	$	535	$	1,169		$	1,169		$	377	$	377

Denominator for earnings per share
Weighted-average shares outstanding		360			361			359		359		360			360			354		354
Effect of stock options and other share-based awards		—			—			—		—		—			—			—		—
Weighted-average shares for per share calculation		360			361			359		359		360			360			354		354

Per share earnings from continuing operations	$	1.49		$	1.49		$	1.49	$	1.49	$	3.25		$	3.25		$	1.06	$	1.06

In the three and nine months ended September 30, 2013, we excluded 2.2 million share-based awards from the calculation since the effect would have been anti-dilutive. In the three and nine months ended September 30, 2012, we excluded 1.9 million share-based awards from the calculation since the effect would have been anti-dilutive.

- Definition

The entire disclosure for earnings per share.

+ References+ Details

Drilling Fleet

9 Months Ended

Sep. 30, 2013

Drilling Fleet

Drilling Fleet

Note 9—Drilling Fleet

Construction work in progress—Capital expenditures and other capital additions, including capitalized interest, for the nine months ended September 30, 2013 and 2012 were as follows (in millions):

	Nine months ended September 30,
	2013			2012
Construction work in progress, at beginning of period	$	1,972		$	1,360

Newbuild construction program
Transocean Honor (a) (b)	—			35
Transocean Siam Driller (a) (c)	74			32
Transocean Andaman (a) (c)	82			31
Transocean Ao Thai (d)	85			49
Deepwater Asgard (e)	56			40
Deepwater Invictus (e)	42			35
Ultra-Deepwater Floater TBN1 (f)	144			—
Ultra-Deepwater Floater TBN2 (f)	88			—
Ultra-Deepwater Floater TBN3 (f)	62			—
Ultra-Deepwater Floater TBN4 (f)	7			—
Other construction projects and capital additions	650			424
Total capital expenditures	1,290			646
Changes in accrued capital expenditures	(14		)	(10		)
Impairment of certain corporate assets	(17		)	—

Property and equipment placed into service
Transocean Honor (b)	—			(262		)
Transocean Siam Driller (c)	(236		)	—
Transocean Andaman (c)	(242		)	—
Other property and equipment	(643		)	(413		)
Construction work in progress, at end of period	$	2,110		$	1,321

(a) The accumulated construction costs of this rig are no longer included in construction work in progress, as the construction project had been completed as of September 30, 2013.

(b) Transocean Honor, a PPL Pacific Class 400 design High-Specification Jackup, owned through our 70 percent interest in TDSOI, commenced operations in May 2012. The costs presented above represent 100 percent of TDSOI’s expenditures in the construction of Transocean Honor.

(c) Transocean Siam Driller and Transocean Andaman, two Keppel FELS Super B class design High-Specification Jackups, commenced operations in March 2013 and May 2013, respectively.

(d) Transocean Ao Thai, a Keppel FELS Super B class design High-Specification Jackup under construction at Keppel FELS’ yard in Singapore, is expected to commence operations in October 2013.

(e) Deepwater Asgard and Deepwater Invictus, two Ultra-Deepwater drillships under construction at the Daewoo Shipbuilding & Marine Engineering Co. Ltd. shipyard in Korea, are expected to commence operations in the first quarter of 2014 and third quarter of 2014, respectively.

(f) Our four newbuild Ultra-Deepwater drillships, under construction at the Daewoo Shipbuilding & Marine Engineering Co. Ltd. shipyard in Korea, are expected to commence operations in the fourth quarter of 2015, the second quarter of 2016, the fourth quarter of 2016 and the second quarter of 2017.

Dispositions—During the three months ended September 30, 2013, in connection with our efforts to dispose of non-strategic assets, we completed the sale of the Deepwater Floater Transocean Richardson along with related equipment. In the three and nine months ended September 30, 2013, in connection with the disposal of Transocean Richardson and related assets, we received cash proceeds of $145 million and recognized a net gain of $34 million ($22 million or $0.06 per diluted share, net of tax). In the three and nine months ended September 30, 2013, we received $25 million and $29 million of cash proceeds, respectively, and recognized aggregate net losses of $2 million and $11 million, respectively, associated with the disposal of unrelated assets. During the nine months ended September 30, 2013, we also committed to plans to sell the Deepwater Floater Sedco 709 and the Midwater Floaters C. Kirk Rhein, Jr., Falcon 100 and Sedco 703. At September 30, 2013, in addition to the remaining assets of our discontinued operations, Sedco 709, C. Kirk Rhein, Jr., Falcon 100 and Sedco 703, along with related equipment, were classified as held for sale with an aggregate carrying amount of $45 million (see Note 7—Discontinued Operations).

During the nine months ended September 30, 2012, in connection with our efforts to dispose of non-strategic assets, we completed the sales of the Deepwater Floaters Discoverer 534 and Jim Cunningham. In the three and nine months ended September 30, 2012, in connection with the disposal of these assets, we received aggregate net cash proceeds of $178 million, and we recognized an aggregate net gain of $51 million ($48 million or $0.13 per diluted share, net of tax). In the three and nine months ended September 30, 2012, we recognized aggregate net losses of $1 million and $11 million, respectively, associated with the disposal of unrelated assets.

- Definition

The entire disclosure for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, accounting policies and methodology, roll forwards, depreciation, depletion and amortization expense, including composite depreciation, accumulated depreciation, depletion and amortization expense, useful lives and method used, income statement disclosures, assets held for sale and public utility disclosures.

+ References+ Details

Debt

9 Months Ended

Sep. 30, 2013

Debt

Debt

Note 10—Debt

Debt, net of unamortized discounts, premiums and fair value adjustments, was comprised of the following (in millions):

	September 30, 2013						December 31, 2012
	Transocean Ltd. and subsidiaries		Consolidated variable interest entities		Consolidated total		Transocean Ltd. and subsidiaries		Consolidated variable interest entities		Consolidated total
5% Notes due February 2013	$	—	$	—	$	—	$	250	$	—	$	250
5.25% Senior Notes due March 2013 (a)		—		—		—		502		—		502
TPDI Credit Facilities due March 2015		—		—		—		403		—		403
4.95% Senior Notes due November 2015 (a)		1,114		—		1,114		1,118		—		1,118
Callable Bonds due February 2016		—		—		—		282		—		282
5.05% Senior Notes due December 2016 (a)		999		—		999		999		—		999
2.5% Senior Notes due October 2017 (a)		748		—		748		748		—		748
ADDCL Credit Facilities due December 2017		—		178		178		—		191		191
Eksportfinans Loans due January 2018		597		—		597		797		—		797
6.00% Senior Notes due March 2018 (a)		998		—		998		998		—		998
7.375% Senior Notes due April 2018 (a)		247		—		247		247		—		247
6.50% Senior Notes due November 2020 (a)		900		—		900		899		—		899
6.375% Senior Notes due December 2021 (a)		1,199		—		1,199		1,199		—		1,199
3.8% Senior Notes due October 2022 (a)		745		—		745		745		—		745
7.45% Notes due April 2027 (a)		97		—		97		97		—		97
8% Debentures due April 2027 (a)		57		—		57		57		—		57
7% Notes due June 2028		310		—		310		311		—		311
Capital lease contract due August 2029		642		—		642		657		—		657
7.5% Notes due April 2031 (a)		598		—		598		598		—		598
1.50% Series C Convertible Senior Notes due December 2037 (a)		—		—		—		62		—		62
6.80% Senior Notes due March 2038 (a)		999		—		999		999		—		999
7.35% Senior Notes due December 2041 (a)		300		—		300		300		—		300
Total debt		10,550		178		10,728		12,268		191		12,459
Less debt due within one year
5% Notes due February 2013		—		—		—		250		—		250
5.25% Senior Notes due March 2013 (a)		—		—		—		502		—		502
TPDI Credit Facilities due March 2015		—		—		—		70		—		70
Callable Bonds due February 2016		—		—		—		282		—		282
ADDCL Credit Facilities due December 2017		—		58		58		—		28		28
Eksportfinans Loans due January 2018		141		—		141		153		—		153
Capital lease contract due August 2029		21		—		21		20		—		20
1.50% Series C Convertible Senior Notes due December 2037 (a)		—		—		—		62		—		62
Total debt due within one year		162		58		220		1,339		28		1,367
Total long-term debt	$	10,388	$	120	$	10,508	$	10,929	$	163	$	11,092

__________________________

(a)

Transocean Inc., a 100 percent owned subsidiary of Transocean Ltd., is the issuer of certain notes and debentures, which have been guaranteed by Transocean Ltd. Transocean Ltd. has also guaranteed borrowings under the Five-Year Revolving Credit Facility and the Three-Year Secured Revolving Credit Facility. Transocean Ltd. and Transocean Inc. are not subject to any significant restrictions on their ability to obtain funds from their consolidated subsidiaries by dividends, loans or return of capital distributions. See Note 17—Condensed Consolidating Financial Information.

- -

TRANSOCEAN LTD. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—continued

(Unaudited)

Scheduled maturities—At September 30, 2013, the scheduled maturities of our debt were as follows (in millions):

	Transocean Ltd. and subsidiaries		Consolidated variable interest entities		Consolidated total
Twelve months ending September 30,
2014	$	163	$	58	$	221
2015		164		31		195
2016		1,266		34		1,300
2017		1,168		36		1,204
2018		2,061		19		2,080
Thereafter		5,723		—		5,723
Total debt, excluding unamortized discounts, premiums and fair value adjustments		10,545		178		10,723
Total unamortized discounts, premiums and fair value adjustments, net		5		—		5
Total debt	$	10,550	$	178	$	10,728

Five-Year Revolving Credit Facility—We have a $2.0 billion five-year revolving credit facility, established under a bank credit agreement dated November 1, 2011, as amended, that is scheduled to expire on November 1, 2016 (the “Five-Year Revolving Credit Facility”). We pay a facility fee on the daily unused amount of the underlying commitment, which ranges from 0.125 percent to 0.325 percent, based on the credit rating of our non-credit enhanced senior unsecured long-term debt (“Debt Rating”), and was 0.275 percent at September 30, 2013. At September 30, 2013, we had $20 million in letters of credit issued and outstanding, we had no borrowings outstanding, and we had $2.0 billion of available borrowing capacity under the Five-Year Revolving Credit Facility.

Three-Year Secured Revolving Credit Facility—We have a $900 million three-year secured revolving credit facility, established under a bank credit agreement dated October 25, 2012, that is scheduled to expire on October 25, 2015 (the “Three-Year Secured Revolving Credit Facility”). We pay a facility fee on the daily unused amount of the underlying commitment, which ranges from 0.125 percent to 0.50 percent depending on our Debt Rating, and was 0.375 percent at September 30, 2013. At September 30, 2013, we had no borrowings outstanding, and we had $900 million of available borrowing capacity under the Three-Year Secured Revolving Credit Facility.

Borrowings under the Three-Year Secured Revolving Credit Facility are secured by the Ultra-Deepwater Floaters Deepwater Champion, Discoverer Americas and Discoverer Inspiration. At September 30, 2013 and December 31, 2012, the aggregate carrying amount of Deepwater Champion, Discoverer Americas and Discoverer Inspiration was $2.2 billion and $2.3 billion, respectively.

5% Notes—On February 15, 2013, we repaid the outstanding $250 million aggregate principal amount of the 5% Notes due February 2013 as of the stated maturity date.

5.25% Senior Notes—On March 15, 2013, we repaid the outstanding $500 million aggregate principal amount of the 5.25% Senior Notes due March 2013 as of the stated maturity date.

TPDI Credit Facilities—We had a $1.265 billion secured credit facility, comprised of a $1.0 billion senior term loan, a $190 million junior term loan and a $75 million revolving credit facility, established under a bank credit agreement dated October 28, 2008, that was scheduled to expire in March 2015 (the “TPDI Credit Facilities”). One of our subsidiaries participated in the senior and junior term loans with an aggregate commitment of $595 million.

Under the TPDI Credit Facilities, we were required to satisfy certain liquidity requirements, including a requirement to maintain certain cash balances in restricted accounts for the payment of scheduled installments. At December 31, 2012, we had cash investments of $23 million restricted for the TPDI Credit Facilities, and we had an outstanding letter of credit in the amount of $60 million to satisfy additional liquidity requirements under the TPDI Credit Facilities.

In June 2013, we repaid the $735 million of borrowings outstanding under the TPDI Credit Facilities, of which $367 million was paid to one of our subsidiaries and eliminated in consolidation. Upon repayment of all borrowings, we terminated the TPDI Credit Facilities and the related security agreement with respect to the Ultra-Deepwater Floaters Dhirubhai Deepwater KG1 and Dhirubhai Deepwater KG2. In the nine months ended September 30, 2013, we recognized a loss of $1 million associated with the retirement of debt. See Note 11—Derivatives and Hedging.

- -

TRANSOCEAN LTD. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—continued

(Unaudited)

Callable Bonds—Aker Drilling was the obligor for the FRN Aker Drilling ASA Senior Unsecured Callable Bond Issue 2011/2016 (the “FRN Callable Bonds”) and the 11% Aker Drilling ASA Senior Unsecured Callable Bond Issue 2011/2016 (the “11% Callable Bonds,” and together with the FRN Callable Bonds, the “Callable Bonds”), which were publicly traded on the Oslo Stock Exchange. On March 6, 2013, we redeemed the FRN Callable Bonds and the 11% Callable Bonds with aggregate outstanding principal amounts of NOK 940 million and NOK 560 million, equivalent to $164 million and $98 million, respectively, using an exchange rate of NOK 5.73 to $1.00. In connection with the redemption, we made an aggregate cash payment of NOK 1,567 million, equivalent to $273 million. In the nine months ended September 30, 2013, we recognized a loss of $1 million associated with the retirement of debt. See Note 11—Derivatives and Hedging.

ADDCL Credit Facilities—ADDCL has a senior secured credit facility, comprised of Tranche A for $215 million and Tranche C for $399 million, established under a bank credit agreement dated June 2, 2008 that is scheduled to expire in December 2017 (the “ADDCL Primary Loan Facility”). Unaffiliated financial institutions provide the commitment for and borrowings under Tranche A, and one of our subsidiaries provides the commitment for Tranche C. At September 30, 2013, $150 million was outstanding under Tranche A at a weighted-average interest rate of 1.1 percent. At September 30, 2013, $399 million was outstanding under Tranche C and eliminated in consolidation.

Borrowings under the ADDCL Primary Loan Facility are secured by the Ultra-Deepwater Floater Discoverer Luanda. At September 30, 2013 and December 31, 2012, the carrying amount of Discoverer Luanda was $749 million and $786 million, respectively.

ADDCL also has a $90 million secondary credit facility, established under a bank credit agreement dated June 2, 2008 that is scheduled to expire in December 2015 (the “ADDCL Secondary Loan Facility” and together with the ADDCL Primary Loan Facility, the “ADDCL Credit Facilities”). One of our subsidiaries provides 65 percent of the total commitment under the ADDCL Secondary Loan Facility. At September 30, 2013, $80 million was outstanding under the ADDCL Secondary Loan Facility, of which $52 million was due to one of our subsidiaries and eliminated in consolidation. On September 30, 2013, the weighted-average interest rate was 3.4 percent.

ADDCL is required to maintain certain cash balances in accounts restricted for the payment of the scheduled installments on the ADDCL Credit Facilities. At September 30, 2013 and December 31, 2012, ADDCL had restricted cash investments of $32 million and $19 million, respectively.

Eksportfinans Loans—The Eksportfinans Loans require cash collateral to remain on deposit at a financial institution through expiration (the “Aker Restricted Cash Investments”). At September 30, 2013 and December 31, 2012, the aggregate principal amount of the Aker Restricted Cash Investments was $599 million and $801 million, respectively.

1.50% Series C Convertible Senior Notes—In the nine months ended September 30, 2013, interest expense for our 1.50% Series C Convertible Senior Notes, excluding amortization of debt issue costs, was less than $1 million. In the three and nine months ended September 30, 2012, interest expense for our 1.50% Series C Convertible Senior Notes, excluding amortization of debt issue costs, was $22 million and $65 million, respectively. At December 31, 2012, the aggregate carrying amount of the 1.50% Series C Convertible Senior Notes included a liability component and an equity component of $62 million and $10 million, respectively. On February 7, 2013, we redeemed the remaining $62 million aggregate principal amount of the Series C Convertible Senior Notes for an aggregate cash payment of $62 million.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References+ Details

Derivatives and Hedging

9 Months Ended

Sep. 30, 2013

Derivatives and Hedging

Derivatives and Hedging

Note 11—Derivatives and Hedging

Derivatives designated as hedging instruments—We had interest rate swaps, which were designated and qualified as fair value hedges, to reduce our exposure to changes in the fair values of the 5% Notes due February 2013 and the 5.25% Senior Notes due March 2013. During the nine months ended September 30, 2013, these interest rate swaps expired.

We also had interest rate swaps, which were designated and qualified as a cash flow hedge, to reduce the variability of cash interest payments associated with the variable-rate borrowings under the TPDI Credit Facilities. In June 2013, we repaid the borrowings under the TPDI Credit Facilities, and we terminated these interest rate swaps. In connection with the termination, we made a net cash payment of $22 million, and we reclassified $9 million from accumulated other comprehensive loss to other expense, net.

Additionally, we had cross-currency interest rate swaps, which were designated and qualified as a cash flow hedge, to reduce the variability of cash interest payments and the final cash principal payment associated with the 11% Callable Bonds resulting from the changes in the U.S. dollar to Norwegian krone exchange rate. In March 2013, in connection with our redemption of the 11% Callable Bonds, we terminated these cross-currency interest rate swaps and the related security agreement with respect to Transocean Spitsbergen and Transocean Barents. As a result of the termination, we made a cash payment of $128 million and received a cash payment of NOK 705 million, which we applied to the redemption of the 11% Callable Bonds, and we reclassified $5 million from accumulated other comprehensive loss to other expense, net.

The effect on our condensed consolidated statements of operations resulting from changes in the fair values of derivatives designated as cash flow hedges was as follows (in millions):

		Three months ended September 30,					Nine months ended September 30,
	Statement of operations classification	2013		2012			2013			2012
Loss associated with effective portion	Interest expense, net of amounts capitalized	$	—	$	(1	)	$	(4	)	$	(4	)
Gain associated with effective portion	Other, net		—		4			—			4
Loss associated with termination	Other, net		—		—			(14	)		—

The balance sheet classification and aggregate carrying amount of our derivatives designated as hedging instruments, measured at fair value, were as follows (in millions):

	Balance sheet classification	September 30, 2013		December 31, 2012
Interest rate swaps, fair value hedges	Other current assets	$	—	$	6
Interest rate swaps, cash flow hedges	Other long-term liabilities		—		13
Cross-currency swaps, cash flow hedges	Other current assets		—		1
Cross-currency swaps, cash flow hedges	Other assets		—		1

Derivatives not designated as hedging instruments—In connection with our sale transactions with Shelf Drilling, we received non-cash proceeds in the form of preference shares with a stated value of $195 million. The preference shares contain two embedded derivatives, which were not designated and did not qualify as hedging instruments for accounting purposes, including (a) a ceiling dividend rate indexed to the price of Brent Crude oil and (b) a dividend rate premium triggered in the event of credit default. At December 31, 2012, the embedded derivatives not designated as hedging instruments had an aggregate carrying amount of $2 million, recorded in other long-term liabilities. In June 2013, we completed the sale of the preference shares with the embedded derivatives. See Note 7—Discontinued Operations.

- Definition

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.

+ References

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+ Details

Postemployment Benefit Plans

9 Months Ended

Sep. 30, 2013

Postemployment Benefit Plans

Postemployment Benefit Plans

Note 12—Postemployment Benefit Plans

One-time termination benefit plans

During the nine months ended September 30, 2013, we committed to a plan to improve the organizational efficiency of our shore-based support activities worldwide. In connection with this initiative, we established certain one-time termination benefit plans for shore-based employees in the U.S. and the U.K. and for expatriate resident employees worldwide that were or are expected to be involuntarily terminated during the period from May 2013 through December 2014. The plans generally offer affected individuals a lump sum benefit payment equivalent to between four weeks and 52 weeks of the employee’s weekly base salary, calculated based on the employee’s annual base salary and years of service with additional amounts paid to those employees that would otherwise have been eligible for a bonus payment under our annual incentive program, and allowed for early retirement and immediate vesting for qualifying individuals under our defined benefit plans and other postretirement employee benefit plans.

In the three and nine months ended September 30, 2013, we recognized expense of $16 million and $26 million, respectively, associated with severance-related costs under these one-time termination benefit plans. In the three and nine months ended September 30, 2013, we made payments of $14 million for involuntary terminations under these plans.

Defined benefit plans and other postretirement employee benefit plans

We have several defined benefit pension plans, both funded and unfunded, covering substantially all of our U.S. employees, including certain frozen plans, assumed in connection with our mergers, that cover certain current employees and certain former employees and directors of our predecessors (the “U.S. Plans”). We also have various defined benefit plans in the U.K., Norway, Nigeria, Egypt and Indonesia that cover our employees in those areas (the “Non-U.S. Plans”). Additionally, we offer several unfunded contributory and noncontributory other postretirement employee benefit plans covering substantially all of our U.S. employees (the “OPEB Plans”).

The components of net periodic benefit costs, before tax, and funding contributions for these plans were as follows (in millions):

	Three months ended September 30, 2013											Three months ended September 30, 2012
	U.S. Plans			Non-U.S. Plans			OPEB Plans		Total			U.S. Plans			Non-U.S. Plans			OPEB Plans		Total
Net periodic benefit costs
Service cost	$	13		$	6		$	1	$	20		$	13		$	7		$	1	$	21
Interest cost		16			5			—		21			15			4			1		20
Expected return on plan assets		(18	)		(5	)		—		(23	)		(16	)		(4	)		—		(20	)
Settlements and curtailments		—			1			—		1			—			19			—		19
Actuarial losses, net		10			—			—		10			11			1			—		12
Prior service cost, net		—			1			—		1			—			(1	)		—		(1	)
Net periodic benefit costs	$	21		$	8		$	1	$	30		$	23		$	26		$	2	$	51

Funding contributions	$	—		$	9		$	1	$	10		$	1		$	10		$	1	$	12

	Nine months ended September 30, 2013											Nine months ended September 30, 2012
	U.S. Plans			Non-U.S. Plans			OPEB Plans		Total			U.S. Plans			Non-U.S. Plans			OPEB Plans		Total
Net periodic benefit costs
Service cost	$	42		$	20		$	1	$	63		$	37		$	23		$	1	$	61
Interest cost		47			16			1		64			44			17			2		63
Expected return on plan assets		(52	)		(16	)		—		(68	)		(47	)		(17	)		—		(64	)
Settlements and curtailments		1			1			—		2			2			19			—		21
Actuarial losses, net		36			2			—		38			31			3			—		34
Prior service cost, net		(1	)		1			—		—			(1	)		(1	)		—		(2	)
Net periodic benefit costs	$	73		$	24		$	2	$	99		$	66		$	44		$	3	$	113

Funding contributions	$	60		$	30		$	2	$	92		$	104		$	27		$	3	$	134

Commitments and Contingencies

9 Months Ended

Sep. 30, 2013

Commitments and Contingencies

Commitments and Contingencies

Note 13—Commitments and Contingencies

Macondo well incident settlement obligations

Overview—On April 22, 2010, the Ultra-Deepwater Floater Deepwater Horizon sank after a blowout of the Macondo well caused a fire and explosion on the rig. Eleven persons were declared dead and others were injured as a result of the incident. At the time of the explosion, Deepwater Horizon was located approximately 41 miles off the coast of Louisiana in Mississippi Canyon Block 252 and was contracted to BP America Production Co. (together with its affiliates, “BP”).

On January 3, 2013, we reached an agreement with the U.S. Department of Justice (“DOJ”) to resolve certain outstanding civil and potential criminal charges against us arising from the Macondo well incident. As part of this resolution, we agreed to a criminal plea (“Plea Agreement”) and a civil consent decree (“Consent Decree”) by which, among other things, we agreed to pay $1.4 billion in fines, recoveries and civil penalties, excluding interest, in scheduled payments through February 2017.

In the nine months ended September 30, 2013, we made an aggregate cash payment of $160 million in satisfaction of amounts due under the Plea Agreement, including $100 million for the payment of the criminal fine, $58 million for the initial payment to the National Fish and Wildlife Foundation and $2 million for the initial payment to the National Academy of Sciences. In the nine months ended September 30, 2013, we paid $404 million, including interest at a rate of 2.15 percent, in satisfaction of amounts due under the Consent Decree. At September 30, 2013, our outstanding settlement obligations under the Plea Agreement and the Consent Decree, excluding interest, were as follows (in millions):

	Plea Agreement		Consent Decree		Settlement obligations
Twelve months ending September 30,
2014	$	60	$	400	$	460
2015		60		200		260
2016		60		—		60
2017		60		—		60
Total settlement obligations	$	240	$	600	$	840

The resolution with the DOJ of such civil and potential criminal claims did not include potential claims arising from the False Claims Act investigation. As part of the settlement discussions, however, we inquired whether the U.S. intends to pursue any actions under the False Claims Act as discussed below. In response, the DOJ sent us a letter stating that the Civil Division of the DOJ, based on facts then known, was no longer pursuing any investigation or claims, and did not have any present intention to pursue any investigation or claims, under the False Claims Act against the various Transocean entities for their involvement in the Macondo well incident.

We also agreed that payments made pursuant to the Plea Agreement or the Consent Decree are not deductible for tax purposes and that payments made pursuant to the Consent Decree are not to be used as a basis for indemnity or reimbursement from BP or other non-insurer defendants named in the complaint by the U.S.

Plea Agreement—Pursuant to the Plea Agreement, which was accepted by the court on February 14, 2013, one of our subsidiaries pled guilty to one misdemeanor count of negligently discharging oil into the U.S. Gulf of Mexico, in violation of the Clean Water Act (“CWA”). We agreed to pay a criminal fine of $100 million and to consent to the entry of an order requiring us to pay a total of $150 million to the National Fish & Wildlife Foundation and $150 million to the National Academy of Sciences.

Our subsidiary also agreed to five years of probation. The DOJ agreed, subject to the provisions of the Plea Agreement, not to further prosecute us for certain conduct generally regarding matters under investigation by the DOJ’s Deepwater Horizon Task Force. In addition, we agreed to continue to cooperate with the Deepwater Horizon Task Force in any ongoing investigation related to or arising from the accident.

Consent Decree—Pursuant to the Consent Decree, which was approved by the court on February 19, 2013, we agreed to take specified actions relating to operations in U.S. waters, including, among other things, the design and implementation of, and compliance with, additional systems and procedures; blowout preventer certification and reports; measures to strengthen well control competencies, drilling monitoring, recordkeeping, incident reporting, risk management and oil spill training, exercises and response planning; communication with operators; alarm systems; transparency and responsibility for matters relating to the Consent Decree; and technology innovation, with a first emphasis on more efficient, reliable blowout preventers. We agreed to submit a performance plan (the “Performance Plan”) for approval by the U.S. within 120 days after the date of entry of the Consent Decree. On June 14, 2013, we submitted our proposed Performance Plan, containing among other required items, interim milestones for actions in specified areas and a proposed schedule for reports required under the Consent Decree. We have been in ongoing discussions regarding the terms of the Performance Plan, although it has not yet been approved by the U.S.

The Consent Decree also provides for the appointment of (i) an independent auditor to review, audit and report on our compliance with the injunctive provisions of the Consent Decree and (ii) an independent process safety consultant to review, report on and assist with respect to the process safety aspects of the Consent Decree, including operational risk identification and risk management. The Consent Decree requires certain plans, reports and submissions be made and be acceptable to the U.S. and also requires certain publicly available filings.

Under the terms of the Consent Decree, the U.S. agreed not to sue Transocean Ltd. and certain of our subsidiaries and certain related individuals for civil or administrative penalties for the Macondo well incident under specified provisions of the CWA, the Outer Continental Shelf Lands Act (“OSCLA”), the Endangered Species Act, the Marine Mammal Protection Act, the National Marine Sanctuaries Act, the federal Oil and Gas Royalty Management Act, the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”), the Emergency Planning and Community Right to Know Act and the Clean Air Act. In addition, the Consent Decree resolved our appeal of the incidents of noncompliance under the OSCLA issued by the Bureau of Safety and Environmental Enforcement (“BSEE”) on October 12, 2011 without any admission of liability by us, and we subsequently dismissed our appeal.

The Consent Decree did not resolve the rights of the U.S. with respect to all other matters, including certain liabilities under the Oil Pollution Act of 1990 (“OPA”) for removal costs or resulting from a natural resources damages assessment (“NRDA”). However, the district court previously held that we are not liable under the OPA for damages caused by subsurface discharge from the Macondo well. If this ruling is upheld on appeal, our NRDA liability would be limited to any such damages arising from the above-surface discharge. The court has not yet ruled whether we could be liable for removal costs to the U.S. or any state or local government as an operator of the Macondo well.

We may request termination of the Consent Decree after we have: (i) completed timely the civil penalty payment requirements of the Consent Decree; (ii) operated under a fully approved Performance Plan required under the Consent Decree through a five-year performance period ending February 2017; (iii) complied with the terms of the Performance Plan and certain provisions of the Consent Decree, generally relating to a framework and outline of measures to improve performance, for at least 12 consecutive months prior to seeking termination; and (iv) complied with the other requirements of the Consent Decree, including payment of any stipulated penalties and compliant reporting.

EPA Agreement—On February 25, 2013, we and the U.S. Environmental Protection Agency (“EPA”) entered into an administrative agreement (the “EPA Agreement”), which has a five-year term. The EPA Agreement resolved all matters relating to suspension, debarment and statutory disqualification arising from the matters contemplated by the Plea Agreement. Subject to our compliance with the terms of the EPA Agreement, the EPA agreed that it will not suspend, debar or statutorily disqualify us and will lift any existing suspension, debarment or statutory disqualification.

In the EPA Agreement, we agreed to, among other things, (1) comply with our obligations under the Plea Agreement and the Consent Decree; (2) continue the implementation of certain programs and systems, including the scheduled revision of our environmental management system and maintenance of certain compliance and ethics programs; (3) comply with certain employment and contracting procedures; (4) engage independent compliance auditors and a process safety consultant to, among other things, assess and report to the EPA on our compliance with the terms of the Plea Agreement, the Consent Decree and the EPA Agreement; and (5) give reports and notices with respect to various matters, including those relating to compliance, misconduct, legal proceedings, audit reports, the EPA Agreement, the Consent Decree and the Plea Agreement. Subject to certain exceptions, the EPA Agreement prohibits us from entering into or engaging in certain business relationships with individuals or entities that are debarred, suspended, proposed for debarment or similarly restricted.

Macondo well incident contingencies

Overview—We have recognized a liability for estimated loss contingencies associated with litigation and investigations resulting from the incident that we believe are probable and for which a reasonable estimate can be made. At September 30, 2013 and December 31, 2012, the liability for estimated loss contingencies that we believe are probable and for which a reasonable estimate can be made was $451 million and $1.9 billion, respectively, recorded in other current liabilities. The litigation and investigations also give rise to certain loss contingencies that we believe are either reasonably possible or probable but for which we do not believe a reasonable estimate can be made. Although we have not recognized a liability for such loss contingencies, these contingencies could increase the liabilities we ultimately recognize.

We have also recognized an asset associated with the portion of our estimated losses, primarily related to the personal injury and fatality claims of our crew and vendors, that we believe is probable of recovery from insurance. Although we have available policy limits that could result in additional amounts recoverable from insurance, recovery of such additional amounts is not probable and we are not currently able to estimate such amounts (see “—Insurance coverage”). Our estimates involve a significant amount of judgment. As a result of new information or future developments, we may increase our estimated loss contingencies arising out of the Macondo well incident or reduce our estimated recoveries from insurance, and the resulting losses could have a material adverse effect on our consolidated statement of financial position, results of operations and cash flows. At September 30, 2013 and December 31, 2012, the insurance recoverable asset was $34 million and $153 million, respectively, recorded in other assets.

Multidistrict Litigation proceeding—Many of the Macondo well related claims are pending in the U.S. District Court, Eastern District of Louisiana (the “MDL Court”). In March 2012, BP and the Plaintiff’s Steering Committee (the “PSC”) announced that they had agreed to a partial settlement related primarily to private party environmental and economic loss claims as well as response effort related claims (the “BP/PSC Settlement”). The BP/PSC Settlement agreement provides that (a) to the extent permitted by law, BP will assign to the settlement class certain of BP’s claims, rights and recoveries against us for damages with protections such that the settlement class is barred from collecting any amounts from us unless it is finally determined that we cannot recover such amounts from BP, and (b) the settlement class releases all claims for compensatory damages against us but purports to retain claims for punitive damages against us.

On December 21, 2012, the MDL Court granted final approval of the economic and property damage class settlement between BP and the PSC. Various parties who objected to the BP/PSC Settlement have filed appeals in the Fifth Circuit Court of Appeals challenging the MDL Court’s final approval of the BP/PSC Settlement. Oral argument for such appeals has been scheduled for November 4, 2013. BP has filed appeals in the Fifth Circuit Court of Appeals challenging the manner in which the BP/PSC Settlement has been interpreted by the MDL Court with respect to business economic loss claims (“BEL Claims”). In these appeals, BP argues that, if the MDL Court’s interpretation of the settlement with respect to BEL Claims is not overturned, the entire BP/PSC Settlement is invalid and should not have been approved. On October 2, 2013, the Fifth Circuit issued an opinion questioning the manner in which the settlement had been interpreted with respect to BEL Claims.

In December 2012, in response to the BP/PSC Settlement, we filed three motions seeking partial summary judgment on various claims, including punitive damages claims. If successful, these motions would eliminate or reduce our exposure to punitive damages. The MDL Court has not ruled on these motions.

In May 2013, we filed a motion seeking partial summary judgment on claims asserted by BP against us seeking damages from loss of the well and for source-control and cleanup costs (the “Direct Damages” claims). The Direct Damages claims are included in the claims BP assigned to the economic and property damages settlement class. The motion argues that BP released the Direct Damages claims in its contract with us and that the release is enforceable even if we are found grossly negligent. Some courts have held that such agreements will not be enforced if the defendant is found grossly negligent. The MDL Court has not ruled on this motion.

The first phase of the trial began on February 25, 2013 and testimony concluded on April 17, 2013. This phase addressed fault issues, including negligence, gross negligence, or other bases of liability of the various defendants with respect to the cause of the blowout and the initiation of the oil spill, as well as limitation of liability issues. In June and July 2013, the parties filed post-trial briefs and proposed findings of fact and conclusions of law. The MDL Court has not yet ruled on the issues tried in the first phase of the trial.

If the MDL Court finds in this phase of the trial that we were grossly negligent, we will be exposed to at least three litigation risks: (1) the MDL Court could award punitive damages under general maritime law to plaintiffs who own property damaged by oil and to plaintiffs who are commercial fishermen; (2) the MDL Court could find that our gross negligence voids the release BP gave us in the drilling contract for direct claims by BP, which BP has assigned to the plaintiffs in the BP/PSC settlement; and (3) we could be liable for all other oil pollution damages claims, including claims resulting from NRDA, if the MDL Court were to go beyond gross negligence for which we are to be indemnified and find a “core breach” of the drilling contract, or if the court of appeals were to reverse a prior ruling that BP owes us indemnity for these claims even in the event of gross negligence. Our four pending motions for partial judgment on the pleadings or partial summary judgment, if successful, could reduce or eliminate our exposure to these claims. A finding of gross negligence against us or against BP or a finding that either we or BP violated certain safety regulations would also result in the removal of the statutory liability caps under OPA. Under the MDL Court’s present ruling, however, our liability for damages under OPA is limited to damages caused by discharge on or above the surface of the water.

The second phase of the trial began on September 30, 2013. This phase addressed conduct related to stopping the release of hydrocarbons after April 22, 2010 and quantification of the amount of oil discharged. In light of BP’s criminal plea agreement with the DOJ acknowledging that it provided the government with false or misleading information throughout the spill response, we amended our pleadings to allege as an affirmative defense that BP’s fraud delayed the final capping of the well and that we should not be liable for damages resulting from this delay.

We can provide no assurances as to the outcome of the trial, as to the timing of any phase of trial or any rulings, that we will not enter into additional settlements as to some or all of the matters related to the Macondo well incident, including those to be determined at a trial, or the timing or terms of any such settlements.

Litigation—As of September 30, 2013, 1,387 actions or claims were pending against us, along with other unaffiliated defendants, in state and federal courts. Additionally, government agencies have initiated investigations into the Macondo well incident. We have categorized below the nature of the legal actions or claims. We are evaluating all claims and intend to vigorously defend any claims and pursue any and all defenses available. In addition, we believe we are entitled to contractual defense and indemnity for all wrongful death and personal injury claims made by non-employees and third-party subcontractors’ employees as well as all liabilities for pollution or contamination, other than for pollution or contamination originating on or above the surface of the water. See “—Contractual indemnity.”

Wrongful death and personal injury—As of September 30, 2013, we have been named, along with other unaffiliated defendants, in certain complaints that were pending in state and federal courts in Louisiana and Texas involving multiple plaintiffs that allege wrongful death or other personal injuries arising out of the Macondo well incident. Nine complaints involve fatalities and 63 complaints seek recovery for bodily injuries. A number of these lawsuits have been settled. Per the order of the Multidistrict Litigation Panel (“MDL”), all claims but one have been centralized for discovery purposes in the MDL Court. The complaints generally allege negligence and seek awards of unspecified economic and punitive damages. BP, MI-SWACO, Weatherford International Ltd. and Cameron International Corporation (“Cameron”) and certain of their affiliates, have, based on contractual arrangements, also made indemnity demands upon us with respect to personal injury and wrongful death claims asserted by our employees or representatives of our employees against these entities. See “—Contractual indemnity.”

Economic loss—As of September 30, 2013, we and certain of our subsidiaries were named, along with other unaffiliated defendants, in 921 pending individual complaints as well as 199 putative class-action complaints that were pending in the federal and state courts in Louisiana, Texas, Mississippi, Alabama, Georgia, Kentucky, South Carolina, Tennessee, Florida and possibly other courts. The complaints generally allege, among other things, potential economic losses as a result of environmental pollution arising out of the Macondo well incident and are based primarily on the OPA and state OPA analogues. The plaintiffs are generally seeking awards of unspecified economic, compensatory and punitive damages, as well as injunctive relief. No classes have been certified at this time. Most of these actions have either been transferred to or are the subject of motions to transfer to the MDL. See “—Contractual indemnity.”

Cross-claims, counter-claims, and third party claims—In April 2011, several defendants in the MDL litigation filed cross-claims or third-party claims against us and certain of our subsidiaries, and other defendants. BP filed a claim seeking contribution under the OPA and maritime law, subrogation and claimed breach of contract, unseaworthiness, negligence and gross negligence. Through these claims, BP sought to recover from us damages it has paid or may pay arising from the Macondo well incident. BP also sought a declaration that it is not liable in contribution, indemnification, or otherwise to us. Anadarko Petroleum Corporation (“Anadarko”), which owned a 25 percent non-operating interest in the Macondo well, asserted claims of negligence, gross negligence, and willful misconduct and is seeking indemnity under state and maritime law and contribution under maritime and state law as well as OPA. MOEX Offshore 2007 LLC (“MOEX”), which owns a 10 percent non-operating interest in the Macondo well, filed claims of negligence under state and maritime law, gross negligence under state law, gross negligence and willful misconduct under maritime law and is seeking indemnity under state and maritime law and contribution under maritime law and OPA. Cameron, the manufacturer and designer of the blowout preventer, asserted multiple claims for contractual indemnity and declarations regarding contractual obligations under various contracts and quotes and is also seeking non-contractual indemnity and contribution under maritime law and OPA. As part of the BP/PSC Settlement, one or more of these claims against us and certain of our subsidiaries have been assigned to the PSC settlement class. Halliburton Company (“Halliburton”), which provided cementing and mud-logging services to the operator, filed a claim against us seeking contribution and indemnity under maritime law, contractual indemnity and alleging negligence and gross negligence. Additionally, certain other third parties filed claims against us for indemnity and contribution.

In April 2011, we filed cross-claims and counter-claims against BP, Halliburton, Anadarko, MOEX, certain of these parties’ affiliates, the U.S. and certain other third parties. We seek indemnity, contribution, including contribution under OPA, and subrogation under OPA, and we have asserted claims for breach of warranty of workmanlike performance, strict liability for manufacturing and design defect, breach of express contract, and damages for the difference between the fair market value of Deepwater Horizon and the amount received from insurance proceeds. The Consent Decree limits our ability to seek indemnification or reimbursement with respect to certain of these matters against the owners of the Macondo well and dismissed our claims against the U.S. We are not pursuing arbitration on the key contractual issues with BP; instead, we are relying on the court to resolve the disputes.

Federal securities claims—A federal securities proposed class action is currently pending in the U.S. District Court, Southern District of New York, naming us and former chief executive officers of Transocean Ltd. and one of our acquired companies as defendants. In the action, a former shareholder of the acquired company alleges that the joint proxy statement related to our shareholder meeting in connection with our merger with the acquired company violated Section 14(a) of the Securities Exchange Act of 1934 (the “Exchange Act”), Rule 14a-9 promulgated thereunder and Section 20(a) of the Exchange Act. The plaintiff claims that the acquired company’s shareholders received inadequate consideration for their shares as a result of the alleged violations and seeks compensatory and rescissory damages and attorneys’ fees on behalf of itself and the proposed class members. In addition, we are obligated to pay the defense fees and costs for the individual defendants, which may be covered by our directors’ and officers’ liability insurance, subject to a deductible. On October 4, 2012, the court denied our motion to dismiss the action. On October 5, 2012, we asked the court to stay the action pending a decision by the Second Circuit Court of Appeals in an unrelated action involving the time period within which Section 14 claims can be filed that could be relevant to the disposition of this case. On June 27, 2013, the Second Circuit Court of Appeals ruled on the issue in the unrelated action in a manner that we believe supports our position that the plaintiff’s existing claims alleged in the action are time-barred. On August 30, 2013, we filed a motion to dismiss on the ground that the claims are time-barred under the Second Circuit Court of Appeals’ ruling.

Other federal statutes—Several of the claimants have made assertions under the statutes, including the CWA, the Endangered Species Act, the Migratory Bird Treaty Act, the CERCLA and the Emergency Planning and Community Right-to-Know Act.

Shareholder derivative claims—In June 2010, two shareholder derivative suits were filed in the state district court in Texas by our shareholders naming us as a nominal defendant and certain of our current and former officers and directors as defendants. These cases allege breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement and waste of corporate assets in connection with the Macondo well incident. The plaintiffs are generally seeking to recover, on behalf of us, damages to Transocean Ltd. and disgorgement of all profits, benefits, and other compensation from the individual defendants. Any recovery of the damages or disgorgement by the plaintiffs in these actions would be paid to us. If the plaintiffs prevail, we could be required to pay plaintiffs’ attorneys’ fees. In addition, we are obligated to pay the defense fees and costs for the individual defendants, which may be covered by our directors’ and officers’ liability insurance, subject to a deductible. The two actions have been consolidated before a single judge. In August 2012, the defendants filed a motion to dismiss the complaint on the grounds that the actions must be maintained in the courts of Switzerland and that the plaintiffs lack standing to assert the claims alleged. In December 2012, in response to defendants' motion to dismiss for lack of standing, the plaintiffs dismissed their action without prejudice. In January 2013, one of the plaintiffs re-filed a previously dismissed complaint seeking to recover damages to Transocean Ltd. and disgorgement of all profits, benefits, and other compensation from the individual defendants. Certain defendants filed a motion to dismiss the re-filed complaint in March 2013 on the ground that the action must be maintained in the courts of Switzerland. On July 30, 2013, the court granted the motion to dismiss. On August 29, 2013, the state district court of Texas dismissed the action in its entirety as to all defendants. On September 6, 2013, plaintiffs filed an appeal in the First Court of Appeals in Texas.

U.S. Department of Justice claims—On December 15, 2010, the DOJ filed a civil lawsuit against us and other unaffiliated defendants. The complaint alleged violations under OPA and the CWA, including claims for per barrel civil penalties of up to $1,100 per barrel or up to $4,300 per barrel if gross negligence or willful misconduct is established, and the DOJ reserved its rights to amend the complaint to add new claims and defendants. The U.S. government has estimated that up to 4.1 million barrels of oil were discharged and subject to penalties. The complaint asserted that all defendants named are jointly and severally liable for all removal costs and damages resulting from the Macondo well incident. In response to the U.S. complaint, BP and Anadarko filed claims seeking contribution from us for any damages for which they may be found liable, including OPA damages. On December 6, 2011, the DOJ filed a motion for partial summary judgment seeking a ruling that we were jointly and severally liable under OPA, and liable for civil penalties under the CWA, for all of the discharges from the Macondo well on the theory that discharges not only came from the well but also from the blowout preventer and riser, appurtenances of Deepwater Horizon.

On January 9, 2012, we filed our opposition to the motion and filed a cross-motion for partial summary judgment seeking a ruling that we are not liable for the subsurface discharge of hydrocarbons. On February 22, 2012, the MDL Court ruled that we are not liable as a responsible party for damages under OPA with respect to the below surface discharges from the Macondo well. The MDL Court did not rule on whether we could be liable for removal costs to the U.S. or any state or local government as an operator of the Macondo well. The court also ruled that the below surface discharge was discharged from the well facility, and not from the Deepwater Horizon vessel, within the meaning of the CWA, and that we, therefore, are not liable for such discharges as an owner of the vessel under the CWA. However, the MDL Court ruled that the issue of whether we could be held liable for such discharge under the CWA as an operator of the well facility could not be resolved on summary judgment. We subsequently entered into an agreement with the DOJ regarding liability to the U.S. with respect to its CWA claim through the Consent Decree. The Consent Decree did not resolve the rights of the U.S. with respect to certain liabilities under OPA for removal costs or resulting from NRDA. In August and September 2012, Anadarko and BP filed appeals to the U.S. Court of Appeals for the Fifth Circuit, in which they argue that the below-surface discharge was discharged from the vessel, not from the well facility. Briefing was completed in August 2013, and oral argument has been scheduled for December 4, 2013. As a result of our Consent Decree agreement, the outcome of this appeal would not affect our CWA civil penalty liability for the Macondo well incident, but it could establish a legal precedent as to whether the owner and operator of a drilling vessel are liable for CWA civil penalties for a subsurface discharge. See “—Macondo well incident settlement obligations”.

In addition to the civil complaint, the DOJ served us with civil investigative demands on December 8, 2010. These demands were part of an investigation by the DOJ to determine if we made false claims, or false statements in support of claims, in violation of the False Claims Act, in connection with the operator’s acquisition of the leasehold interest in the Mississippi Canyon Block 252, Gulf of Mexico and drilling operations on Deepwater Horizon. As part of the settlement discussions, we inquired whether the U.S. intends to pursue any actions under the False Claims Act. In response, the DOJ sent us a letter stating that the Civil Division of the DOJ, based on facts then known, is no longer pursuing any investigation or claims, and did not have any present intention to pursue any investigation or claims, under the False Claims Act against the various Transocean entities for their involvement in the Macondo well incident.

As noted above, the DOJ also conducted a criminal investigation into the Macondo well incident. On March 7, 2011, the DOJ announced the formation of the Deepwater Horizon Task Force to lead the criminal investigation. The task force investigated possible violations by us and certain unaffiliated parties of the CWA, the Migratory Bird Treaty Act, the Refuse Act, the Endangered Species Act, and the Seaman’s Manslaughter Act, among other federal statutes, and possible criminal liabilities, including fines under those statutes and under the Alternative Fines Act. As discussed above, on January 3, 2013, we entered into the Plea Agreement with the DOJ resolving these claims. See “—Macondo well incident settlement obligations.”

State and other government claims—In June 2010, the Louisiana Department of Environmental Quality (the “LDEQ”) issued a consolidated compliance order and notice of potential penalty to us and certain of our subsidiaries asking us to eliminate and remediate discharges of oil and other pollutants into waters and property located in the State of Louisiana, and to submit a plan and report in response to the order. In October 2010, the LDEQ rescinded its enforcement actions against us and our subsidiaries but reserved its rights to seek civil penalties for future violations of the Louisiana Environmental Quality Act. In September 2010, the State of Louisiana filed an action for declaratory judgment seeking to designate us as a responsible party under OPA and the Louisiana Oil Spill Prevention and Response Act for the discharges emanating from the Macondo well.

Prior to the possible expiration of the statute of limitations in April 2013, suits were filed by over 200 state, local and foreign governments, including the U.S. States of Alabama, Florida, Louisiana, Mississippi and Texas; the Mexican States of Veracruz, Quintana Roo and Tamaulipas (“Mexican States”); the Federal Government of Mexico and by other local governments by and on behalf of multiple towns and parishes. These governments generally assert claims under OPA, other statutory environmental state claims and various common law claims. A local government master complaint also was filed in which cities, municipalities, and other local government entities can, and have, joined. Most of these new government cases, including the suits filed by the attorneys general of Alabama, Florida, Louisiana, Mississippi and Texas, have been transferred to the MDL.

The Mexican States’ OPA claims were subsequently dismissed for failure to demonstrate that recovery under OPA was authorized by treaty or executive agreement. However, the Court preserved some of the Mexican States’ negligence and gross negligence claims, but only to the extent there has been a physical injury to a proprietary interest. On September 6, 2013, the MDL Court ruled that the Federal Government of Mexico rather than the Mexican States had the proprietary interest in the property and natural resources allegedly injured by the spill and, on that basis, dismissed the remaining claims of the Mexican States. The Mexican States have filed a notice of appeal. The claims of the Federal Government of Mexico remain pending.

By letter dated May 5, 2010, the Attorneys General of the five Gulf Coast states of Alabama, Florida, Louisiana, Mississippi and Texas informed us that they intend to seek recovery of pollution cleanup costs and related damages arising from the Macondo well incident. In addition, by letter dated June 21, 2010, the Attorneys General of the 11 Atlantic Coast states of Connecticut, Delaware, Georgia, Maine, Maryland, Massachusetts, New Hampshire, New York, North Carolina, Rhode Island and South Carolina informed us that their states have not sustained any damage from the Macondo well incident but they would like assurances that we will be responsible financially if damages are sustained. We responded to each letter from the Attorneys General and indicated that we intend to fulfill our obligations as a responsible party for any discharge of oil from Deepwater Horizon on or above the surface of the water, and we assume that the operator will similarly fulfill its obligations under OPA for discharges from the undersea well.

On August 26, 2011, the MDL Court ruled on the motion to dismiss certain economic loss claims. The court ruled that state law, both statutory and common law, is inapplicable to the Macondo well incident. Accordingly, all claims brought under state law were dismissed. Secondly, general maritime law claims that do not allege physical damage to a proprietary interest were dismissed, unless the claim falls into the commercial fisherman exception. The court ruled that OPA claims for economic loss do not require physical damage to a proprietary interest. Third, the MDL Court ruled that presentment under OPA is a mandatory condition precedent to filing suit against a responsible party. Finally, the MDL Court ruled that claims for punitive damages may be available under general maritime law in claims against responsible parties and non-responsible parties. Certain Louisiana parishes have appealed portions of this ruling. The appeal was argued to the Fifth Circuit Court of Appeals on March 5, 2013. The court has not ruled on this appeal.

The state, local and foreign government claims include claims under OPA. On February 22, 2012, the MDL Court ruled that we are not a responsible party under OPA for damages with respect to subsurface discharge from the Macondo well.

Prior to the expiration of the three-year statute of limitations on April 20, 2013, additional private plaintiffs filed new lawsuits relating to the Macondo well incident. We are named as a defendant in many but not all of the new lawsuits. The lawsuits seek recoveries for economic loss and punitive damages and allege claims under OPA, maritime law and state law. Some of the new lawsuits were filed in the MDL Court, but many were filed in state and federal courts outside of the MDL Court. Most of these cases have been transferred to the MDL and, consistent with our prior experience, we expect the remaining cases to be transferred to the MDL Court.

Wreck removal—By letter dated December 6, 2010, the U.S. Coast Guard requested us to formulate and submit a comprehensive oil removal plan to remove any diesel fuel contained in the sponsons and fuel tanks that can be recovered from Deepwater Horizon. We have conducted a survey of the rig wreckage and have confirmed that no diesel fuel remains on the rig. The U.S. Coast Guard has not requested that we remove the rig wreckage from the sea floor. In October 2012, a new sheen was reported and preliminarily determined to have originated from the Macondo well. We understand that BP was notified of the sheen in early September 2012 and had commenced an investigation to determine the source, whether the oil and mud were from the sea floor, the rig or rig equipment, or other sources. In February 2013, the U.S. Coast Guard submitted a request seeking analysis and recommendations as to the potential life of the rig’s riser and cofferdam resting on the seafloor and potential remediation or removal options. We have insurance coverage for wreck removal for up to 25 percent of Deepwater Horizon’s insured value, or $140 million, with any excess wreck removal liability generally covered to the extent of our remaining excess liability limits.

Insurance coverage—At the time of the Macondo well incident, our excess liability insurance program offered aggregate insurance coverage of $950 million, excluding a $15 million deductible and a $50 million self-insured layer through our wholly owned captive insurance subsidiary. This excess liability insurance coverage consisted of a first and a second layer of $150 million each, a third and fourth layer of $200 million each and a fifth layer of $250 million. The first four excess layers have similar coverage and contractual terms, while the $250 million fifth layer is on a different policy form, which varies to some extent from the underlying coverage and contractual terms. Generally, we believe that the policy forms for all layers include coverage for personal injury and fatality claims of our crew and vendors, actual and compensatory damages, punitive damages and related legal defense costs and that the policy forms for the first four excess layers provide coverage for fines; however, we do not expect payments deemed to be criminal in nature to be covered by any of the layers.

In May 2010, we received notice from BP maintaining that it believes that it is entitled to additional insured status under our excess liability insurance program. Our insurers have also received notices from Anadarko and MOEX advising of their intent to preserve any rights they may have to our insurance policies as an additional insured under the drilling contract. In response, our wholly owned captive insurance subsidiary and our first four excess layer insurers filed declaratory judgment actions in the Houston Division of the U.S. District Court for the Southern District of Texas in May 2010 seeking a judgment declaring that they have limited additional insured obligations to BP, Anadarko and MOEX. We are parties to the declaratory judgment actions, which were transferred to the MDL Court for discovery and other purposes. On November 15, 2011, the MDL Court ruled that BP’s coverage rights are limited to the scope of our indemnification of BP in the drilling contract. A final judgment was entered against BP, Anadarko and MOEX, and BP appealed. On March 1, 2013, the U.S. Court of Appeals for the Fifth Circuit issued an opinion reversing the decision of the MDL Court, and holding that BP is an unrestricted additional insured under the policies issued by our wholly owned captive insurance company and the first four excess layer insurers. We and the insurers filed petitions for rehearing with the Fifth Circuit. On August 29, 2013, the Fifth Circuit Court issued an opinion withdrawing the March 1, 2013 opinion and certifying certain insurance law questions to the Texas Supreme Court. On September 6, 2013, the Texas Supreme Court accepted certification of these questions. BP’s opening brief is due on November 20, 2013.

We believe that additional insured coverage for BP, Anadarko or MOEX under the $250 million fifth layer of our insurance program is limited to the scope of our indemnification of BP under the drilling contract. While we cannot predict the outcome of the matter before the Texas Supreme Court or the outcome of any subsequent proceedings in the Fifth Circuit, we do not expect them to have a material adverse effect on our consolidated statement of financial position, results of operations or cash flows.

Our first layer and second layer of excess insurers, each representing $150 million of insurance coverage, filed interpleader actions on June 17, 2011 and July 31, 2012, respectively. On February 14, 2013, the third and fourth layers, each representing $200 million of insurance coverage, filed interpleader actions substantially similar to the prior filings. The insurers contend that they face multiple, and potentially competing, claims to the relevant insurance proceeds. In these actions, the insurers effectively ask the court to manage disbursement of the funds to the alleged claimants, as appropriate, and discharge the insurers of any additional liability. The parties to the first and second excess insurer interpleader actions have executed protocol agreements to facilitate the reimbursement and funding of settlements of personal injury and fatality claims of our crew and vendors (collectively, “crew claims”) using insurance funds and claims were submitted to the court for review. Following the court’s determination and approval of the amounts to be paid by the insurers with respect to the crew claims submitted by the parties to date, the first layer of excess insurers made reimbursement payments to the parties for crew claims in the three months ended June 30, 2013. Parties to the third and fourth excess insurer interpleader actions have agreed to adjourn the deadline for responses to the pleadings to an unspecified date that will follow a decision in another action that pertains to our insurance.

Contractual indemnity—Under our drilling contract for Deepwater Horizon, the operator has agreed, among other things, to assume full responsibility for and defend, release and indemnify us from any loss, expense, claim, fine, penalty or liability for pollution or contamination, including control and removal thereof, arising out of or connected with operations under the contract other than for pollution or contamination originating on or above the surface of the water from hydrocarbons or other specified substances within the control and possession of the contractor, as to which we agreed to assume responsibility and protect, release and indemnify the operator. Although we do not believe it is applicable to the Macondo well incident, we also agreed to indemnify and defend the operator up to a limit of $15 million for claims for loss or damage to third parties arising from pollution caused by the rig while it is off the drilling location, while the rig is underway or during drive off or drift off of the rig from the drilling location. The operator has also agreed, among other things, (1) to defend, release and indemnify us against loss or damage to the reservoir, and loss of property rights to oil, gas and minerals below the surface of the earth and (2) to defend, release and indemnify us and bear the cost of bringing the well under control in the event of a blowout or other loss of control. We agreed to defend, release and indemnify the operator for personal injury and death of our employees, invitees and the employees of our subcontractors while the operator agreed to defend, release and indemnify us for personal injury and death of its employees, invitees and the employees of its other subcontractors, other than us. We have also agreed to defend, release and indemnify the operator for damages to the rig and equipment, including salvage or removal costs.

Although we believe we are entitled to contractual defense and indemnity, the operator has sought to avoid its indemnification obligations. In April 2011, the operator filed a claim seeking a declaration that it is not liable to us in contribution, indemnification, or otherwise. On November 1, 2011, we filed a motion for partial summary judgment, seeking enforcement of the indemnity obligations for pollution and civil fines and penalties contained in the drilling contract with the operator. On January 26, 2012, the court ruled that the drilling contract requires the operator to indemnify us for compensatory damages asserted by third parties against us related to pollution that did not originate on or above the surface of the water, even if the claim is the result of our strict liability, negligence, or gross negligence. The ruling is not currently subject to appeal, but may be appealed once a final judgment in the case is rendered. The court also held that the operator does not owe us indemnity to the extent that we are held liable for civil penalties under the CWA or for punitive damages, and we have since agreed with the DOJ that we will not seek indemnity or reimbursement of our Consent Decree payments from the operator or the other non-insured defendants named in the complaint by the U.S. The court deferred ruling on the operator’s argument that we committed a core breach of the drilling contract or otherwise materially increased the operator’s risk or prejudiced its rights so as to vitiate the operator’s indemnity obligations. Our motion for partial summary judgment and the court’s ruling did not address the issue of contractual indemnity for criminal fines and penalties. The law generally considers contractual indemnity for criminal fines and penalties to be against public policy. Our motion did not ask the court to rule on the validity of BP’s agreement in the drilling contract to release us from any claims asserted by BP itself. Some courts have held that such agreements will not be enforced if the defendant is found to be grossly negligent. In May 2013, we filed a motion for partial summary judgment seeking to enforce BP’s agreement to release claims made by BP itself. The MDL Court has not yet ruled on this motion.

Other legal proceedings

Brazil Frade field incident—On or about November 7, 2011, oil was released from fissures in the ocean floor in the vicinity of a development well being drilled by Chevron using the Deepwater Floater Sedco 706. The well was located in the Frade field off the coast of Rio de Janeiro. The release was ultimately controlled, and the well was plugged.

Federal civil claims—On or about December 13, 2011, a federal prosecutor in the town of Campos in Rio de Janeiro State filed a civil public action against Chevron and us seeking BRL 20.0 billion, equivalent to approximately $9.0 billion, and seeking injunctive relief on certain matters, including preventing us from operating in Brazil (the “First Civil Claim”).

On March 15, 2012, Chevron publicly announced that it had identified a new sheen in Frade field. The source of the sheen was determined to be seepage from an 800-meter fissure approximately three kilometers away from the location of the November 2011 incident. On or about April 3, 2012, the same federal prosecutor who filed the First Civil Claim filed a new civil public action against Chevron and us in federal court in Campos (the “Second Civil Claim” and, together with the First Civil Claim, the “Frade Civil Claims”). This lawsuit alleges the new seepage discovered in March 2012 is related to the November 2011 incident and release. The lawsuit seeks an additional BRL 20.0 billion, equivalent to approximately $9.0 billion, in damages.

On September 17, 2013, one of our subsidiaries entered into an agreement with Chevron, the Brazilian Federal Prosecutor’s Office and certain Brazilian governmental agencies regarding the settlement of the Frade Civil Claims (the “Frade Settlement Agreement”). The Frade Settlement Agreement releases us from the Frade Civil Claims without a finding of fault or liability. We have no financial obligations under the Frade Settlement Agreement. The Frade Settlement Agreement became binding upon all parties when it was approved by the federal court on September 27, 2013, and as a result, the Frade Civil Claims were dismissed.

Private civil claims—On March 27, 2012, the union of oil industry workers in Brazil, Federacao Unica dos Petroleiros (“FUP”), filed a civil lawsuit in federal court in Rio de Janeiro against Chevron and us alleging a number of claims, including negligence on our part, and seeking a permanent injunction enjoining our operations in Brazil. The lawsuit sought unspecified damages. On or about April 16, 2012, the court issued an order transferring this case to the same court in Rio de Janeiro in which the initial civil public action is pending. On or about May 1, 2012, the Rio de Janeiro court dismissed this lawsuit, without prejudice, as duplicative of the other civil lawsuits. The FUP has appealed this dismissal. On October 26, 2012, the trial court issued an opinion suspending the lawsuit until a final decision is rendered on the merits on the First Civil Claim; this opinion had the effect of staying the FUP’s appeal.

Additional private civil lawsuits have been filed against Chevron and us in various states and counties within Brazil. The approximately 230 private lawsuits allege moral damages of between $12,000 and $35,000 each and contain substantially identical allegations that the alleged pollution from the incident prevented the claimants from fishing. We are in various stages in defense of these lawsuits and are submitting claims to Chevron for indemnity and defense in each case.

We are working toward resolving all valid claims that are brought based on the incidents and will vigorously defend any claims that may not be resolved. While we cannot predict or provide assurance as to the outcome of these proceedings, we do not expect them to have a material adverse effect on our consolidated statement of financial position, results of operations or cash flows.

Asbestos litigation—In 2004, several of our subsidiaries were named, along with numerous other unaffiliated defendants, in 21 complaints filed on behalf of 769 plaintiffs in the Circuit Courts of the State of Mississippi and which claimed injuries arising out of exposure to asbestos allegedly contained in drilling mud during these plaintiffs’ employment in drilling activities between 1965 and 1986. The Circuit Courts subsequently dismissed the original 21 multi-plaintiff complaints and required each plaintiff to file a separate lawsuit. After certain individual claims were dismissed, 593 separate lawsuits remained, each with a single plaintiff. We have or may have direct or indirect interest in a total of 20 cases in Mississippi. The complaints generally allege that the defendants used or manufactured asbestos-containing drilling mud additives for use in connection with drilling operations and have included allegations of negligence, products liability, strict liability and claims allowed under the Jones Act and general maritime law. The plaintiffs generally seek awards of unspecified compensatory and punitive damages. In each of these cases, the complaints have named other unaffiliated defendant companies, including companies that allegedly manufactured the drilling-related products that contained asbestos. With the exception of cases pending in Jones and Jefferson counties, these cases are being governed for discovery and trial setting by a single Case Management Order entered by a Special Master appointed by the court to preside over the cases. Of the 20 cases in which we have or may have an interest, only two have been scheduled for trial. During the three months ended March 31, 2013, one of these two cases was resolved through a negotiated settlement for a nominal sum. In the other case, we were not named as a direct defendant, but the Special Master granted a Motion for Summary Judgment based on the absence of medical evidence in favor of all defendants. The resolution of these two cases leaves 18 remaining lawsuits in Mississippi in which we have or may have an interest.

In 2011, the Special Master issued a ruling that a Jones Act employer defendant, such as us, cannot be sued for punitive damages, and this ruling has now been obtained in three of our cases. To date, seven of the 593 cases have gone to trial against defendants who allegedly manufactured or distributed drilling mud additives. None of these cases have involved an individual Jones Act employer, and we have not been a defendant in any of these cases. During the six months ended June 30, 2013, a group of lawsuits premised on the same allegations as those in Mississippi were filed in Louisiana, 11 of which named one of our subsidiaries as a defendant. Four of these cases were dismissed through early motions, and seven claims remain pending in Louisiana. We intend to defend these lawsuits vigorously, although we can provide no assurance as to the outcome. We historically have maintained broad liability insurance, although we are not certain whether insurance will cover the liabilities, if any, arising out of these claims. Based on our evaluation of the exposure to date, we do not expect the liability, if any, resulting from these claims to have a material adverse effect on our consolidated statement of financial position, results of operations or cash flows.

One of our subsidiaries was involved in lawsuits arising out of the subsidiary’s involvement in the design, construction and refurbishment of major industrial complexes. The operating assets of the subsidiary were sold and its operations discontinued in 1989, and the subsidiary has no remaining assets other than the insurance policies involved in its litigation, with its insurers and, either directly or indirectly through a qualified settlement fund. The subsidiary has been named as a defendant, along with numerous other companies, in lawsuits alleging bodily injury or personal injury as a result of exposure to asbestos. As of September 30, 2013, the subsidiary was a defendant in approximately 883 lawsuits, some of which include multiple plaintiffs, and we estimate that there are approximately 1,873 plaintiffs in these lawsuits. For many of these lawsuits, we have not been provided with sufficient information from the plaintiffs to determine whether all or some of the plaintiffs have claims against the subsidiary, the basis of any such claims, or the nature of their alleged injuries. The first of the asbestos-related lawsuits was filed against the subsidiary in 1990. Through September 30, 2013, the costs incurred to resolve claims, including both defense fees and expenses and settlement costs, have not been material, all known deductibles have been satisfied or are inapplicable, and the subsidiary’s defense fees and expenses and settlement costs have been met by insurance made available to the subsidiary. The subsidiary continues to be named as a defendant in additional lawsuits, and we cannot predict the number of additional cases in which it may be named a defendant nor can we predict the potential costs to resolve such additional cases or to resolve the pending cases. However, the subsidiary has in excess of $1.0 billion in insurance limits potentially available to the subsidiary. Although not all of the policies may be fully available due to the insolvency of certain insurers, we believe that the subsidiary will have sufficient funding directly or indirectly from settlements and claims payments from insurers, assigned rights from insurers and coverage-in-place settlement agreements with insurers to respond to these claims. While we cannot predict or provide assurance as to the outcome of these matters, we do not believe that the ultimate liability, if any, arising from these claims will have a material impact on our consolidated statement of financial position, results of operations or cash flows.

Rio de Janeiro tax assessment—In the third quarter of 2006, we received tax assessments of BRL 513 million, equivalent to approximately $231 million, including interest and penalties, from the state tax authorities of Rio de Janeiro in Brazil against one of our Brazilian subsidiaries for taxes on equipment imported into the state in connection with our operations. The assessments resulted from a preliminary finding by these authorities that our record keeping practices were deficient. We currently believe that the substantial majority of these assessments are without merit. We filed an initial response with the Rio de Janeiro tax authorities on September 9, 2006 refuting these additional tax assessments. In September 2007, we received confirmation from the state tax authorities that they believe the additional tax assessments are valid, and as a result, we filed an appeal on September 27, 2007 to the state Taxpayer’s Council contesting these assessments. While we cannot predict or provide assurance as to the final outcome of these proceedings, we do not expect it to have a material adverse effect on our consolidated statement of financial position, results of operations or cash flows.

Brazilian import license assessment—In the fourth quarter of 2010, we received an assessment from the Brazilian federal tax authorities in Rio de Janeiro of BRL 509 million, equivalent to approximately $230 million, including interest and penalties, based upon the alleged failure to timely apply for import licenses for certain equipment and for allegedly providing improper information on import license applications. We believe that a substantial majority of the assessment is without merit and are vigorously pursuing legal remedies. The case was decided partially in favor of our Brazilian subsidiary in the lower administrative court level. The decision cancelled the majority of the assessment, reducing the total assessment to BRL 31 million, equivalent to approximately $14 million. On July 14, 2011, we filed an appeal to eliminate the assessment. On May 23, 2013, a ruling was issued that eliminated all assessment amounts. A further appeal by the taxing authorities is possible. While we cannot predict or provide assurance as to the outcome of these proceedings, we do not expect it to have a material adverse effect on our consolidated statement of financial position, results of operations or cash flows.

Other matters—We are involved in various tax matters, various regulatory matters, and a number of claims and lawsuits, all of which have arisen in the ordinary course of our business. We do not expect the liability, if any, resulting from these other matters to have a material adverse effect on our consolidated statement of financial position, results of operations or cash flows. We cannot predict with certainty the outcome or effect of any of the litigation matters specifically described above or of any such other pending or threatened litigation. We can provide no assurance that our beliefs or expectations as to the outcome or effect of any lawsuit or other litigation matter will prove correct and the eventual outcome of these matters could materially differ from management’s current estimates.

Other environmental matters

Hazardous waste disposal sites—We have certain potential liabilities under CERCLA and similar state acts regulating cleanup of various hazardous waste disposal sites, including those described below. CERCLA is intended to expedite the remediation of hazardous substances without regard to fault. Potentially responsible parties (“PRPs”) for each site include present and former owners and operators of, transporters to and generators of the substances at the site. Liability is strict and can be joint and several.

We have been named as a PRP in connection with a site located in Santa Fe Springs, California, known as the Waste Disposal, Inc. site. We and other PRPs have agreed with the EPA and the DOJ to settle our potential liabilities for this site by agreeing to perform the remaining remediation required by the EPA. The form of the agreement is a consent decree, which has been entered by the court. The parties to the settlement have entered into a participation agreement, which makes us liable for approximately eight percent of the remediation and related costs. The remediation is complete, and we believe our share of the future operation and maintenance costs of the site is not material. There are additional potential liabilities related to the site, but these cannot be quantified, and we have no reason at this time to believe that they will be material.

One of our subsidiaries has been ordered by the California Regional Water Quality Control Board (“CRWQCB”) to develop a testing plan for a site known as Campus 1000 Fremont in Alhambra, California. This site was formerly owned and operated by certain of our subsidiaries. It is presently owned by an unrelated party, which has received an order to test the property. We have also been advised that one or more of our subsidiaries is likely to be named by the EPA as a PRP for the San Gabriel Valley, Area 3, Superfund site, which includes this property. Testing has been completed at the property but no contaminants of concern were detected. In discussions with CRWQCB staff, we were advised of their intent to issue us a “no further action” letter but it has not yet been received. Based on the test results, we would contest any potential liability. We have no knowledge at this time of the potential cost of any remediation, who else will be named as PRPs, and whether in fact any of our subsidiaries is a responsible party. The subsidiaries in question do not own any operating assets and have limited ability to respond to any liabilities.

Resolutions of other claims by the EPA, the involved state agency or PRPs are at various stages of investigation. These investigations involve determinations of:

§	the actual responsibility attributed to us and the other PRPs at the site;

§	appropriate investigatory or remedial actions; and

§	allocation of the costs of such activities among the PRPs and other site users.

Our ultimate financial responsibility in connection with those sites may depend on many factors, including:

§	the volume and nature of material, if any, contributed to the site for which we are responsible;

§	the number of other PRPs and their financial viability; and

§	the remediation methods and technology to be used.

It is difficult to quantify with certainty the potential cost of these environmental matters, particularly in respect of remediation obligations. Nevertheless, based upon the information currently available, we believe that our ultimate liability arising from all environmental matters, including the liability for all other related pending legal proceedings, asserted legal claims and known potential legal claims which are likely to be asserted, is adequately accrued and should not have a material effect on our statement of financial position or results of operations. Estimated costs of future expenditures for environmental remediation obligations are not discounted to their present value.

Retained risk

Overview—Our hull and machinery and excess liability insurance program is comprised of commercial market and captive insurance policies that we renew annually on May 1. We periodically evaluate our insurance limits and self-insured retentions. As of September 30, 2013, the insured value of our drilling rig fleet was approximately $27.3 billion, excluding our rigs under construction.

We generally do not carry commercial market insurance coverage for loss of revenues, unless it is contractually required, or for losses resulting from physical damage to our fleet caused by named windstorms in the U.S. Gulf of Mexico, including liability for wreck removal expenses. We have elected to self-insure operators extra expense coverage for ADTI. This coverage provides protection against expenses related to well control, pollution and redrill liability associated with blowouts. ADTI’s customers assume, and indemnify ADTI for, liability associated with blowouts in excess of a contractually agreed amount, generally $50 million.

Hull and machinery coverage—At September 30, 2013, under the hull and machinery program, we generally maintained a $125 million per occurrence deductible, limited to a maximum of $200 million per policy period. Subject to the same shared deductible, we also have coverage in an amount equal to 50 percent of a rig’s insured value for combined costs incurred to mitigate damage to a rig and wreck removal. Any excess wreck removal costs are generally covered to the extent of our remaining excess liability coverage.

Excess liability coverage—At September 30, 2013, we carried $820 million of commercial market excess liability coverage, exclusive of deductibles and self-insured retention, noted below, which generally covers offshore risks such as personal injury, third-party property claims, and third-party non-crew claims, including wreck removal and pollution. Our excess liability coverage has (1) separate $10 million per occurrence deductibles on collision liability claims and (2) separate $5 million per occurrence deductibles on crew personal injury claims and on other third-party non-crew claims. Through our wholly owned captive insurance company, we have retained the risk of the primary $50 million excess liability coverage. In addition, we generally retain the risk for any liability losses in excess of $870 million.

Other insurance coverage—At September 30, 2013, we also carried $100 million of additional insurance that generally covers expenses that would otherwise be assumed by the well owner, such as costs to control the well, redrill expenses and pollution from the well. This additional insurance provides coverage for such expenses in circumstances in which we may have legal or contractual liability arising from our gross negligence or willful misconduct.

Letters of credit and surety bonds

At September 30, 2013 and December 31, 2012, we had outstanding letters of credit totaling $529 million and $522 million, respectively, issued under various committed and uncommitted credit lines provided by several banks to guarantee various contract bidding, performance activities and customs obligations, including letters of credit totaling $103 million and $113 million, respectively, that we agreed to retain in support of the operations for Shelf Drilling (see Note 7—Discontinued Operations).

As is customary in the contract drilling business, we also have various surety bonds in place that secure customs obligations relating to the importation of our rigs and certain performance and other obligations. At September 30, 2013 and December 31, 2012, we had outstanding surety bonds totaling $8 million and $11 million, respectively.

- Definition

The entire disclosure for commitments and contingencies.

+ References+ Details

Redeemable Noncontrolling Interest

9 Months Ended

Sep. 30, 2013

Redeemable Noncontrolling Interest

Redeemable Noncontrolling Interest

Note 14—Redeemable Noncontrolling Interest

Through February 29, 2012, Quantum Pacific Management Limited (“Quantum”) had the unilateral right, pursuant to a put option agreement, to exchange its 50 percent interest in TPDI for our shares or cash, at its election, at an amount based on an appraisal of the fair value of the drillships that are owned by TPDI, subject to certain adjustments. Accordingly, we presented Quantum’s interest as redeemable noncontrolling interest on our consolidated balance sheets until Quantum exercised its rights under the put option agreement.

On February 29, 2012, Quantum exercised its rights under the put option agreement to exchange its interest in TPDI for our shares or cash, at its election. As a result of the exercised option, we reclassified the carrying amount of Quantum’s interest to other current liabilities and, based on the redemption value as of that date, we adjusted the balance to its estimated fair value at the time of the exercise with a corresponding adjustment of $106 million to retained earnings within shareholders’ equity. We estimated the fair value of Quantum’s interest using significant other observable inputs, representative of a Level 2 fair value measurement, including indications of market values of the drilling units owned by TPDI.

Changes in redeemable noncontrolling interest were as follows (in millions):

	Nine months ended September 30, 2012
Redeemable noncontrolling interest
Balance, beginning of period	$	116
Net income attributable to noncontrolling interest		13
Fair value adjustment to redeemable noncontrolling interest		106
Reclassification to accumulated other comprehensive loss		17
Reclassification to other current liabilities		(252	)
Balance, end of period	$	—

On March 29, 2012, Quantum elected to exchange its interest in TPDI for our shares, net of Quantum’s share of TPDI’s indebtedness, as defined in the put option agreement. Quantum had the right, prior to settlement of this transaction, to change its election to cash, net of Quantum’s share of TPDI’s indebtedness.

Through settlement of the exchange transaction on May 31, 2012, we measured the carrying amount of Quantum’s interest at its estimated fair value resulting in a cumulative adjustment of $25 million to increase the liability with corresponding adjustments to other expense on our condensed consolidated statement of operations. On May 31, 2012, we issued 8.7 million shares to Quantum in a non-cash exchange for its interest in TPDI to satisfy our obligation, resulting in an adjustment of $134 million and $233 million to shares and additional paid-in capital, respectively. The adjustment included the extinguishment of $148 million of TPDI Notes payable to Quantum and accrued and unpaid interest of $16 million. As a result of this transaction, TPDI became our wholly owned subsidiary.

Shareholders' Equity

9 Months Ended

Sep. 30, 2013

Shareholders' Equity

Shareholders' Equity

Note 15—Shareholders’ Equity

Distribution of qualifying additional paid-in capital—In May 2013, at our annual general meeting, our shareholders approved the distribution of qualifying additional paid-in capital in the form of a U.S. dollar denominated dividend of $2.24 per outstanding share, payable in four installments of $0.56 per outstanding share, subject to certain limitations. We did not pay the distribution of qualifying additional paid-in capital related to our shares held in treasury or held by our subsidiary. In May 2013, we recognized a liability of $808 million for the distribution payable, recorded in other current liabilities, with a corresponding entry to additional paid-in capital. On June 19 and September 18, 2013, we paid the first two installments in the aggregate amount of $404 million to shareholders of record as of May 31 and August 23, 2013, respectively. At September 30, 2013, the carrying amount of the unpaid distribution payable was $404 million.

In May 2011, at our annual general meeting, our shareholders approved the distribution of additional paid-in capital in the form of a U.S. dollar denominated dividend of $3.16 per outstanding share, payable in four equal installments of $0.79 per outstanding share, subject to certain limitations. On March 21, 2012, we paid the final installment in the aggregate amount of $278 million to shareholders of record as of February 24, 2012.

Shares held by subsidiary—One of our subsidiaries holds our shares for future use to satisfy our obligations to deliver shares in connection with awards granted under our incentive plans or other rights to acquire our shares. At September 30, 2013 and December 31, 2012, our subsidiary held 10.4 million and 11.5 million shares, respectively.

Accumulated other comprehensive loss—For the three and nine months ended September 30, 2013 and 2012, the changes in accumulated other comprehensive loss, presented net of tax, were as follows (in millions):

	Three months ended September 30, 2013											Three months ended September 30, 2012
	Defined benefit pension plans			Derivative instruments			Marketable securities		Total			Defined benefit pension plans			Derivative instruments			Marketable securities			Total
Balance, beginning of period	$	(437	)	$	3		$	—	$	(434	)	$	(506	)	$	(8	)	$	(2	)	$	(516	)
Other comprehensive income (loss) before reclassifications		(2	)		(1	)		—		(3	)		(5	)		1			—			(4	)
Reclassifications to net income		11			—			—		11			11			(3	)		—			8
Other comprehensive income (loss), net		9			(1	)		—		8			6			(2	)		—			4
Balance, end of period	$	(428	)	$	2		$	—	$	(426	)	$	(500	)	$	(10	)	$	(2	)	$	(512)

	Nine months ended September 30, 2013											Nine months ended September 30, 2012
	Defined benefit pension plans			Derivative instruments			Marketable securities		Total			Defined benefit pension plans			Derivative instruments			Marketable securities			Total
Balance, beginning of period	$	(511	)	$	(10	)	$	—	$	(521	)	$	(501	)	$	7		$	(2	)	$	(496)
Reclassification from redeemable noncontrolling interest		—			—			—		—			—			(17	)		—			(17	)
Other comprehensive income (loss) before reclassifications		47			(6	)		—		41			(32	)		—			—			(32	)
Reclassifications to net income		36			18			—		54			33			—			—			33
Other comprehensive income (loss), net		83			12			—		95			1			(17	)		—			(16	)
Balance, end of period	$	(428	)	$	2		$	—	$	(426	)	$	(500	)	$	(10	)	$	(2	)	$	(512	)

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TRANSOCEAN LTD. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—continued

(Unaudited)

Significant reclassifications from accumulated other comprehensive income to net income included the following (in millions):

	Statement of operations classification	Three months ended September 30,						Nine months ended September 30,
	Statement of operations classification	2013			2012			2013			2012
Defined benefit pension plans
Actuarial losses		$	10		$	12		$	38		$	34
Prior service costs			1			(1	)		—			(2	)
Settlements and curtailments			1			—			1			2
Total amortization, before income taxes	Net periodic benefit costs (a)		12			11			39			34
Income tax benefit	Income tax expense		(1	)		—			(3	)		(1	)
Total amortization, net of income taxes		$	11		$	11		$	36		$	33

_____________________________

(a)

We recognize the amortization of accumulated other comprehensive income components related to defined benefit pension plans in net periodic benefit costs. In the three and nine months ended September 30, 2013, the amortization components of our net periodic benefit costs were $9 million and $30 million, recorded in operating and maintenance costs, and $3 million and $9 million, recorded in general and administrative costs, respectively. In the three and nine months ended September 30, 2012, the amortization components of our net periodic benefit costs were $8 million and $25 million, recorded in operating and maintenance costs, and $3 million and $9 million, recorded in general and administrative costs, respectively. See Note 12—Postemployment Benefit Plans.

- Definition

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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+ Details

Financial Instruments

9 Months Ended

Sep. 30, 2013

Financial Instruments

Financial Instruments

Note 16—Financial Instruments

The carrying amounts and fair values of our financial instruments were as follows (in millions):

	September 30, 2013				December 31, 2012
	Carrying amount		Fair value		Carrying amount		Fair value
Cash and cash equivalents	$	3,559	$	3,559	$	5,134	$	5,134
Notes and other loans receivable		138		143		142		142
Preference shares		—		—		196		196
Restricted cash investments		639		668		857		903
Long-term debt, including current maturities		10,550		11,537		12,268		13,899
Long-term debt of consolidated variable interest entities, including current maturities		178		178		191		191
Derivative instruments, assets		—		—		8		8
Derivative instruments, liabilities		—		—		15		15

We estimated the fair value of each class of financial instruments, for which estimating fair value is practicable, by applying the following methods and assumptions.

Cash and cash equivalents—The carrying amount of cash and cash equivalents represents the historical cost, plus accrued interest, which approximates fair value because of the short maturities of those instruments. We measured the estimated fair value of our cash equivalents using significant other observable inputs, representative of a Level 2 fair value measurement, including the net asset values of the investments. At September 30, 2013 and December 31, 2012, the aggregate carrying amount of our cash equivalents was $2.5 billion and $4.2 billion, respectively.

Notes and other loans receivable—We hold certain notes and other loans receivable, which originated in connection with certain asset dispositions and supplier advances. The carrying amount represents the amortized cost of our investments. We measured the estimated fair value using significant unobservable inputs, representative of a Level 3 fair value measurement, including the credit ratings of the borrowers. At September 30, 2013, the aggregate carrying amount of our notes receivable and other loans receivable was $138 million, including $41 million and $97 million recorded in other current assets and other assets, respectively. At December 31, 2012, the aggregate carrying amount of our notes receivable and other loans receivable was $142 million, including $35 million and $107 million recorded in other current assets and other assets, respectively.

Preference shares—We held preference shares of one of Shelf Drilling’s parent companies. The carrying amount of the preference shares represents the historical cost of our investment, as the preference shares do not have a readily determinable fair value. We measured the estimated fair value of the Shelf Drilling preference shares using significant unobservable inputs, representative of a Level 3 fair value measurement, including the credit ratings and financial position of the investee. At December 31, 2012, the aggregate carrying amount of the preference shares, excluding the balance associated with the embedded derivatives, was $196 million recorded in other assets. In June 2013, we sold the preference shares to an unaffiliated party for cash proceeds of $185 million.

Restricted cash investments—The carrying amount of the Aker Restricted Cash Investments represents the amortized cost of our investment. We measured the estimated fair value of the Aker Restricted Investments using significant other observable inputs, representative of a Level 2 fair value measurement, including the terms and credit spreads of the instruments. At September 30, 2013 and December 31, 2012, the aggregate carrying amount of the Aker Restricted Cash Investments was $597 million and $797 million, respectively. At September 30, 2013 and December 31, 2012, the estimated fair value of the Aker Restricted Cash Investments was $626 million and $843 million, respectively.

The carrying amount of the restricted cash investments for the TPDI Credit Facilities, the ADDCL Credit Facilities and other obligations approximates fair value due to the short term nature of the instruments in which the restricted cash investments are held. At September 30, 2013, the aggregate carrying amount of the restricted cash investments for the ADDCL Credit Facilities and other obligations was $42 million. At December 31, 2012, the aggregate carrying amount of the restricted cash investments for the TPDI Credit Facilities, the ADDCL Credit Facilities and other obligations was $60 million.

Debt—We measured the estimated fair value of our fixed-rate debt using significant other observable inputs, representative of a Level 2 fair value measurement, including the terms and credit spreads for the instruments. At September 30, 2013 and December 31, 2012, the aggregate carrying amount of our fixed-rate debt was $10.6 billion and $11.7 billion, respectively. At September 30, 2013 and December 31, 2012, the aggregate estimated fair value of our fixed-rate debt was $11.5 billion and $13.3 billion, respectively.

The carrying amount of our variable-rate debt approximates fair value because the terms of those debt instruments include short-term interest rates and exclude penalties for prepayment. We measured the estimated fair value of our variable-rate debt using significant other observable inputs, representative of a Level 2 fair value measurement, including the terms and credit spreads for the instruments. At September 30, 2013, we did not have any variable-rate debt. At December 31, 2012, the aggregate carrying amount of our variable-rate debt was $579 million.

Debt of consolidated variable interest entities—The carrying amount of the variable-rate debt of our consolidated variable interest entities approximates fair value because the terms of those debt instruments include short-term interest rates and exclude penalties for prepayments. We measured the estimated fair value of the debt of our consolidated variable interest entities using significant other observable inputs, representative of a Level 2 fair value measurement, including the terms and credit spreads of the instruments. At September 30, 2013 and December 31, 2012, the aggregate carrying amount of the variable-rate debt of our consolidated variable interest entities was $178 million and $191 million, respectively.

Derivative instruments—The carrying amount of our derivative instruments represents the estimated fair value. We measured the estimated fair value using significant other observable inputs, representative of a Level 2 fair value measurement, including the interest rates and terms of the instruments.

- Definition

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.

+ References+ Details

Condensed Consolidating Financial Information

9 Months Ended

Sep. 30, 2013

Condensed Consolidating Financial Information

Condensed Consolidating Financial Information

Note 17—Condensed Consolidating Financial Information

Transocean Inc., a wholly owned subsidiary of Transocean Ltd., is the issuer of certain notes and debentures, which have been guaranteed by Transocean Ltd. Transocean Ltd.’s guarantee of debt securities of Transocean Inc. is full and unconditional. Transocean Ltd. is not subject to any significant restrictions on its ability to obtain funds by dividends, loans or capital distributions from its consolidated subsidiaries.

The following tables present condensed consolidating financial information for (a) Transocean Ltd. (the “Parent Guarantor”), (b) Transocean Inc. (the “Subsidiary Issuer”), and (c) the other direct and indirect wholly owned and partially owned subsidiaries of the Parent Guarantor, none of which guarantee any indebtedness of the Subsidiary Issuer (the “Other Subsidiaries”). The tables include the consolidating adjustments necessary to present the condensed financial statements on a consolidated basis.

- -

TRANSOCEAN LTD. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS—continued

(Unaudited)

The condensed consolidating financial information may not necessarily be indicative of the results of operations, financial position or cash flows had the subsidiaries operated as independent entities (in millions):

	Three months ended September 30, 2013
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments			Consolidated
Operating revenues	$	—		$	—		$	2,561		$	(3	)	$	2,558
Cost and expenses		9			2			1,823			(3	)		1,831
Loss on impairment		—			—			(17	)		—			(17	)
Gain on disposal of assets, net		—			—			32			—			32
Operating income (loss)		(9	)		(2	)		753			—			742

Other income (expense), net
Interest expense, net		(4	)		(134	)		7			—			(131	)
Equity in earnings		559			704			—			(1,263	)		—
Other, net		—			(14	)		10			—			(4	)
		555			556			17			(1,263	)		(135	)
Income from continuing operations before income tax expense		546			554			770			(1,263	)		607
Income tax expense		—			—			63			—			63
Income from continuing operations		546			554			707			(1,263	)		544
Income (loss) from discontinued operations, net of tax		—			(19	)		23			—			4

Net Income		546			535			730			(1,263	)		548
Net income attributable to noncontrolling interest		—			—			2			—			2
Net income attributable to controlling interest		546			535			728			(1,263	)		546

Other comprehensive income before income taxes		1			7			3			—			11
Income taxes related to other comprehensive loss		—			—			(2	)		—			(2	)
Other comprehensive income, net of income taxes		1			7			1			—			9

Total comprehensive income		547			542			731			(1,263	)		557
Total comprehensive income attributable to noncontrolling interest		—			—			3			—			3
Total comprehensive income attributable to controlling interest	$	547		$	542		$	728		$	(1,263	)	$	554

	Three months ended September 30, 2012
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments				Consolidated
Operating revenues	$	—		$	—		$	2,437		$	(6	)	$		2,431
Cost and expenses		3			2			1,671			(6	)			1,670
Loss on impairment		—			—			—			—				—
Gain on disposal of assets, net		—			—			50			—				50
Operating income (loss)		(3	)		(2	)		816			—				811

Other income (expense), net
Interest expense, net		(3	)		(149	)		(13	)		—				(165	)
Equity in earnings		(375	)		(223	)		—			598				—
Other, net		—			(5	)		(3	)		—				(8	)
		(378	)		(377	)		(16	)		598				(173	)
Income (loss) from continuing operations before income tax expense		(381	)		(379	)		800			598				638
Income tax expense		—			—			105			—				105
Income (loss) from continuing operations		(381	)		(379	)		695			598				533
Loss from discontinued operations, net of tax		—			—			(916	)		—				(916	)

Net loss		(381	)		(379	)		(221	)		598				(383	)
Net loss attributable to noncontrolling interest		—			—			(2	)		—				(2	)
Net loss attributable to controlling interest		(381	)		(379	)		(219	)		598				(381	)

Other comprehensive income (loss) before income taxes		(3	)		7			(1	)		—				3
Income taxes related to other comprehensive loss		—			—			1			—				1
Other comprehensive income (loss), net of income taxes		(3	)		7			—			—				4

Total comprehensive loss		(384	)		(372	)		(221	)		598				(379	)
Total comprehensive loss attributable to noncontrolling interest		—			—			(2	)		—				(2	)
Total comprehensive loss attributable to controlling interest	$	(384	)	$	(372	)	$	(219	)	$	598			$	(377	)

	Nine months ended September 30, 2013
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments			Consolidated
Operating revenues	$	—		$	—		$	7,166		$	(14	)	$	7,152
Cost and expenses		35			7			5,276			(14	)		5,304
Loss on impairment		—			—			(54	)		—			(54	)
Gain on disposal of assets, net		—			—			23			—			23
Operating income (loss)		(35	)		(7	)		1,859			—			1,817

Other income (expense), net
Interest expense, net		(10	)		(400	)		4			—			(406	)
Equity in earnings		1,219			1,645			—			(2,864	)		—
Other, net		—			(9	)		(12	)		—			(21	)
		1,209			1,236			(8	)		(2,864	)		(427	)
Income from continuing operations before income tax expense		1,174			1,229			1,851			(2,864	)		1,390
Income tax expense		—			—			212			—			212
Income from continuing operations		1,174			1,229			1,639			(2,864	)		1,178
Gain (loss) from discontinued operations, net of tax		—			(74	)		68			—			(6	)

Net Income		1,174			1,155			1,707			(2,864	)		1,172
Net loss attributable to noncontrolling interest		—			—			(2	)		—			(2	)
Net income attributable to controlling interest		1,174			1,155			1,709			(2,864	)		1,174

Other comprehensive income (loss) before income taxes		(5	)		79			25			—			99
Income taxes related to other comprehensive loss		—			—			(2	)		—			(2	)
Other comprehensive income (loss), net of income taxes		(5	)		79			23			—			97

Total comprehensive income		1,169			1,234			1,730			(2,864	)		1,269
Total comprehensive loss attributable to noncontrolling interest		—			—			—			—			—
Total comprehensive income attributable to controlling interest	$	1,169		$	1,234		$	1,730		$	(2,864	)	$	1,269

	Nine months ended September 30, 2012
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments				Consolidated
Operating revenues	$	—		$	—		$	6,887		$	(17	)	$		6,870
Cost and expenses		35			4			5,708			(17	)			5,730
Loss on impairment		—			—			(140	)		—				(140	)
Gain on disposal of assets, net		—			—			40			—				40
Operating income (loss)		(35	)		(4	)		1,079			—				1,040

Other income (expense), net
Interest expense, net		(10	)		(422	)		(68	)		—				(500	)
Equity in earnings		(630	)		(239	)		—			869				—
Other, net		—			4			(36	)		—				(32	)
		(640	)		(657	)		(104	)		869				(532	)
Income (loss) from continuing operations before income tax expense		(675	)		(661	)		975			869				508
Income tax expense		—			—			124			—				124
Income (loss) from continuing operations		(675	)		(661	)		851			869				384
Loss from discontinued operations, net of tax		—			—			(1,052	)		—				(1,052	)

Net loss		(675	)		(661	)		(201	)		869				(668	)
Net income attributable to noncontrolling interest		—			—			7			—				7
Net loss attributable to controlling interest		(675	)		(661	)		(208	)		869				(675	)

Other comprehensive income (loss) before income taxes		(7	)		7			2			—				2
Income taxes related to other comprehensive loss		—			—			(1	)		—				(1	)
Other comprehensive income (loss), net of income taxes		(7	)		7			1			—				1

Total comprehensive loss		(682	)		(654	)		(200	)		869				(667	)
Total comprehensive income attributable to noncontrolling interest		—			—			7			—				7
Total comprehensive loss attributable to controlling interest	$	(682	)	$	(654	)	$	(207	)	$	869			$	(674	)

	September 30, 2013
	Parent Guarantor		Subsidiary Issuer		Other Subsidiaries		Consolidating adjustments			Consolidated
Assets
Cash and cash equivalents	$	13	$	1,595	$	1,951	$	—		$	3,559
Other current assets		7		1,233		4,678		(2,104	)		3,814
Total current assets		20		2,828		6,629		(2,104	)		7,373

Property and equipment, net		—		—		21,096		—			21,096
Goodwill		—		—		2,987		—			2,987
Investment in affiliates		17,744		30,332		—		(48,076	)		—
Other assets		—		2,222		18,346		(19,423	)		1,145
Total assets		17,764		35,382		49,058		(69,603	)		32,601

Liabilities and equity
Debt due within one year		—		—		220		—			220
Other current liabilities		418		531		4,711		(2,104	)		3,556
Total current liabilities		418		531		4,931		(2,104	)		3,776

Long-term debt		1,030		17,808		11,093		(19,423	)		10,508
Other long-term liabilities		42		375		1,641		—			2,058
Total long-term liabilities		1,072		18,183		12,734		(19,423	)		12,566

Commitments and contingencies

Total equity		16,274		16,668		31,393		(48,076	)		16,259
Total liabilities and equity	$	17,764	$	35,382	$	49,058	$	(69,603	)	$	32,601

	December 31, 2012
	Parent Guarantor		Subsidiary Issuer		Other Subsidiaries		Consolidating adjustments			Consolidated
Assets
Cash and cash equivalents	$	24	$	3,155	$	1,955	$	—		$	5,134
Other current assets		7		1,901		3,852		(2,247	)		3,513
Total current assets		31		5,056		5,807		(2,247	)		8,647

Property and equipment, net		—		—		20,880		—			20,880
Goodwill		—		—		2,987		—			2,987
Investment in affiliates		16,354		27,933		—		(44,287	)		—
Other assets		—		1,804		18,244		(18,307	)		1,741
Total assets		16,385		34,793		47,918		(64,841	)		34,255

Liabilities and equity
Debt due within one year		—		564		803		—			1,367
Other current liabilities		13		632		5,698		(2,247	)		4,096
Total current liabilities		13		1,196		6,501		(2,247	)		5,463

Long-term debt		594		17,772		11,033		(18,307	)		11,092
Other long-term liabilities		33		454		1,483		—			1,970
Total long-term liabilities		627		18,226		12,516		(18,307	)		13,062

Commitments and contingencies

Total equity		15,745		15,371		28,901		(44,287	)		15,730
Total liabilities and equity	$	16,385	$	34,793	$	47,918	$	(64,841	)	$	34,255

	Nine months ended September 30, 2013
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments			Consolidated

Cash flows from operating activities	$	(39	)	$	(392	)	$	1,576		$	—		$	1,145

Cash flows from investing activities
Capital expenditures		—			—			(1,290	)		—			(1,290	)
Proceeds from disposal of assets, net		—			—			174			—			174
Proceeds from disposal of discontinued operations, net		—			—			131			—			131
Proceeds from sale of preference shares		—			185			—			—			185
Investing activities with affiliates, net		—			(806	)		(222	)		1,028			—
Other, net		—			—			14			—			14
Net cash used in investing activities		—			(621	)		(1,193	)		1,028			(786	)

Cash flows from financing activities
Repayments of debt		—			(562	)		(1,111	)		—			(1,673	)
Proceeds from restricted cash investments		—			—			283			—			283
Deposits to restricted cash investments		—			—			(112	)		—			(112	)
Distribution of qualifying additional paid-in capital		(404	)		—			—			—			(404	)
Financing activities with affiliates, net		436			30			562			(1,028	)		—
Other, net		(4	)		(15	)		(9	)		—			(28	)
Net cash provided by (used in) financing activities		28			(547	)		(387	)		(1,028	)		(1,934	)

Net decrease in cash and cash equivalents		(11	)		(1,560	)		(4	)		—			(1,575	)
Cash and cash equivalents at beginning of period		24			3,155			1,955			—			5,134
Cash and cash equivalents at end of period	$	13		$	1,595		$	1,951		$	—		$	3,559

	Nine months ended September 30, 2012
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments			Consolidated

Cash flows from operating activities	$	(58	)	$	(842	)	$	2,685		$	—		$	1,785

Cash flows from investing activities
Capital expenditures		—			—			(646	)		—			(646	)
Capital expenditures for discontinued operations		—			—			(75	)		—			(75	)
Proceeds from disposal of assets, net		—			—			189			—			189
Proceeds from disposal of assets in discontinued operations, net		—			—			196			—			196
Investing activities with affiliates, net		(165	)		(1,986	)		(3,027	)		5,178			—
Other, net		—			24			8			—			32
Net cash used in investing activities		(165	)		(1,962	)		(3,355	)		5,178			(304	)

Cash flows from financing activities
Change in short-term borrowings, net		—			—			(260	)		—			(260	)
Proceeds from debt		—			1,493			—			—			1,493
Repayments of debt		—			(30	)		(554	)		—			(584	)
Proceeds from restricted cash investments		—			—			298			—			298
Deposits to restricted cash investments		—			—			(158	)		—			(158	)
Distribution of qualifying additional paid-in capital		(278	)		—			—			—			(278	)
Financing activities with affiliates, net		523			2,577			2,078			(5,178	)		—
Other, net		(16	)		—			8			—			(8	)
Net cash provided by (used in) financing activities		229			4,040			1,412			(5,178	)		503

Net increase in cash and cash equivalents		6			1,236			742			—			1,984
Cash and cash equivalents at beginning of period		3			2,793			1,221			—			4,017
Cash and cash equivalents at end of period	$	9		$	4,029		$	1,963		$	—		$	6,001

Significant Accounting Policies (Policies)	9 Months Ended
Significant Accounting Policies (Policies)	Sep. 30, 2013
Significant Accounting Policies
Presentation	Presentation—We have prepared our accompanying unaudited condensed consolidated financial statements in accordance with accounting principles generally accepted in the U.S. for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the U.S. Securities and Exchange Commission (“SEC”). Pursuant to such rules and regulations, these financial statements do not include all disclosures required by accounting principles generally accepted in the U.S. for complete financial statements. The condensed consolidated financial statements reflect all adjustments, which are, in the opinion of management, necessary for a fair presentation of financial position, results of operations and cash flows for the interim periods. Such adjustments are considered to be of a normal recurring nature unless otherwise noted. Operating results for the three and nine months ended September 30, 2013 are not necessarily indicative of the results that may be expected for the year ending December 31, 2013 or for any future period. The accompanying condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto as of December 31, 2012 and 2011 and for each of the three years in the period ended December 31, 2012 included in our annual report on Form 10-K filed on March 1, 2013.
Accounting estimates	Accounting estimates—To prepare financial statements in accordance with accounting principles generally accepted in the U.S., we are required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosures of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates and assumptions, including those related to our discontinued operations, allowance for doubtful accounts, materials and supplies obsolescence, property and equipment, investments, notes receivable, goodwill, income taxes, contingencies, share-based compensation, defined benefit pension plans and other postretirement benefits. We base our estimates and assumptions on historical experience and on various other factors we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results could differ from such estimates.
Fair value measurements	Fair value measurements—We estimate fair value at a price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market for the asset or liability. Our valuation techniques require inputs that we categorize using a three-level hierarchy, from highest to lowest level of observable inputs, as follows: (1) significant observable inputs, including unadjusted quoted prices for identical assets or liabilities in active markets (“Level 1”), (2) significant other observable inputs, including direct or indirect market data for similar assets or liabilities in active markets or identical assets or liabilities in less active markets (“Level 2”) and (3) significant unobservable inputs, including those that require considerable judgment for which there is little or no market data (“Level 3”). When multiple input levels are required for a valuation, we categorize the entire fair value measurement according to the lowest level of input that is significant to the measurement even though we may have also utilized significant inputs that are more readily observable.
Consolidation	Consolidation—We consolidate entities in which we have a majority voting interest and entities that meet the criteria for variable interest entities for which we are deemed to be the primary beneficiary for accounting purposes. We eliminate intercompany transactions and accounts in consolidation. We apply the equity method of accounting for an investment in an entity if we have the ability to exercise significant influence over the entity that (a) does not meet the variable interest entity criteria or (b) meets the variable interest entity criteria, but for which we are not deemed to be the primary beneficiary. We apply the cost method of accounting for an investment in an entity if we do not have the ability to exercise significant influence over the unconsolidated entity. See Note 4—Variable Interest Entities.
Share-based compensation	Share-based compensation—In the three and nine months ended September 30, 2013, we recognized share-based compensation expense of $36 million and $85 million, respectively. In the three and nine months ended September 30, 2012, we recognized share-based compensation expense of $24 million and $72 million, respectively.
Capitalized interest	Capitalized interest—We capitalize interest costs for qualifying construction and upgrade projects. In the three and nine months ended September 30, 2013, we capitalized interest costs on construction work in progress of $19 million and $56 million, respectively. In the three and nine months ended September 30, 2012, we capitalized interest costs on construction work in progress of $12 million and $37 million, respectively.
Reclassifications	Reclassifications—We have made certain reclassifications, which did not have an effect on net income, to prior period amounts to conform with the current period’s presentation, including certain reclassifications to our consolidated statements of operations and cash flows to present discontinued operations (see Note 7—Discontinued Operations). Other reclassifications did not have a material effect on our condensed consolidated statement of financial position, results of operations or cash flows.
Subsequent events	Subsequent events—We evaluate subsequent events through the time of our filing on the date we issue our financial statements.

- Definition

Disclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 02, 03

-Article 3A

Reference 2: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 235

-SubTopic 10

-Section 50

-Paragraph 3

-URI http://asc.fasb.org/extlink&oid=6367646&loc=d3e18780-107790

Reference 3: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 810

-SubTopic 10

-URI http://asc.fasb.org/subtopic&trid=2197480

Reference 4: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 860

-SubTopic 40

-Section 45

-URI http://asc.fasb.org/section&trid=2197723

Reference 5: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 323

-SubTopic 10

-URI http://asc.fasb.org/subtopic&trid=2196966

Reference 6: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 325

-SubTopic 20

-URI http://asc.fasb.org/subtopic&trid=2197087

Reference 7: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 810

-SubTopic 10

-Section S99

-Paragraph 2

-Subparagraph (SX 210.3A-02)

-URI http://asc.fasb.org/extlink&oid=27015204&loc=d3e355033-122828

Reference 8: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 323

-SubTopic 10

-Section 45

-Paragraph 4

-URI http://asc.fasb.org/extlink&oid=16385135&loc=d3e33801-111570

Reference 9: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 810

-SubTopic 10

-Section 50

-Paragraph 1

-URI http://asc.fasb.org/extlink&oid=18733093&loc=d3e5614-111684

Reference 10: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 02

-Paragraph k

-Article 1

+ Details

Variable Interest Entities (Tables)

9 Months Ended

Sep. 30, 2013

Variable Interest Entities

Carrying Amounts of Variable Interest Entities

The carrying amounts associated with our consolidated variable interest entities, after eliminating the effect of intercompany transactions, were as follows (in millions):

	September 30, 2013		December 31, 2012
Assets	$	1,271	$	1,231
Liabilities		282		311
Net carrying amount	$	989	$	920

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References+ Details

Income Taxes (Tables)

9 Months Ended

Sep. 30, 2013

Income Taxes

Schedule of unrecognized tax benefits, including related interest and penalties

The liabilities related to our unrecognized tax benefits, including related interest and penalties that we recognize as a component of income tax expense, were as follows (in millions):

	September 30, 2013		December 31, 2012
Unrecognized tax benefits, excluding interest and penalties	$	327	$	382
Interest and penalties		186		199
Unrecognized tax benefits, including interest and penalties	$	513	$	581

- Definition

Tabular disclosure of tax positions taken in the tax returns filed or to be filed for which it is more likely than not that the tax position will not be sustained upon examination by taxing authorities (i.e., uncertain tax positions) and other types of income tax contingencies, including: (1) the policy on classification of interest and penalties; (2) a tabular reconciliation of the total amounts of unrecognized tax benefits at the beginning and end of the period; the total amount(s) of: (3) unrecognized tax benefits that, if recognized, would affect the effective tax rate, and (4) interest and penalties recognized in each of the income statement and balance sheet; (5) for positions for which it is reasonably possible that the total amounts unrecognized will significantly change within 12 months of the reporting date the: (i) nature of the uncertainty, (ii) nature of the event that could occur that would cause the change, and (iii) an estimate of the range of the reasonably possible change or a statement that an estimate of the range cannot be made; and (6) a description of tax years that remain subject to examination by major tax jurisdictions.

+ References+ Details

Discontinued Operations (Tables)

9 Months Ended

Sep. 30, 2013

Discontinued Operations

Summarized results income statement, assets and liabilities of discontinued operations

The summarized results of operations included in income from discontinued operations were as follows (in millions):

	Three months ended September 30,						Nine months ended September 30,
	2013			2012			2013			2012
Operating revenues	$	193		$	266		$	662		$	744
Operating and maintenance expense		(188	)		(241	)		(672	)		(719	)
Depreciation and amortization expense		—			(48	)		—			(183	)
Loss on impairment of assets in discontinued operations		(14	)		(878	)		(14	)		(983	)
Gain (loss) on disposal of assets in discontinued operations, net		31			(1	)		49			70
Other income, net		2			—			4			—
Income (loss) from discontinued operations before income tax expense		24			(902	)		29			(1,071	)
Income tax benefit (expense)		(20	)		(14	)		(35	)		19
Income (loss) from discontinued operations, net of tax	$	4		$	(916	)	$	(6	)	$	(1,052	)

The carrying amounts of the major classes of assets and liabilities associated with our discontinued operations were classified as follows (in millions):

	September 30, 2013		December 31, 2012
Assets
Rigs and related equipment, net	$	35	$	104
Materials and supplies, net		44		71
Other related assets		7		4
Assets held for sale	$	86	$	179

Liabilities
Deferred revenues	$	62	$	32
Other liabilities		—		3
Other current liabilities	$	62	$	35

- Definition

Tabular disclosure of disposal groups, which may include the gain (loss) recognized in the income statement and the income statement caption that includes that gain (loss), amounts of revenues and pretax profit or loss reported in discontinued operations, the classification and carrying value of the assets and liabilities comprising the disposal group, and the segment in which the disposal group was reported. Also may include the amount of adjustments to amounts previously reported in discontinued operations such as resolution of contingencies arising from the disposal transaction or the operations of the component prior to disposal.

+ References+ Details

Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2013

Earnings Per Share

Earnings Per Share

The numerator and denominator used for the computation of basic and diluted per share earnings from continuing operations were as follows (in millions, except per share data):

	Three months ended September 30,										Nine months ended September 30,
	2013						2012				2013						2012
	Basic			Diluted			Basic		Diluted		Basic			Diluted			Basic		Diluted
Numerator for earnings per share
Income from continuing operations attributable to controlling interest	$	542		$	542		$	535	$	535	$	1,180		$	1,180		$	377	$	377
Undistributed earnings allocable to participating securities		(5	)		(5	)		—		—		(11	)		(11	)		—		—
Income from continuing operations available to shareholders	$	537		$	537		$	535	$	535	$	1,169		$	1,169		$	377	$	377

Denominator for earnings per share
Weighted-average shares outstanding		360			361			359		359		360			360			354		354
Effect of stock options and other share-based awards		—			—			—		—		—			—			—		—
Weighted-average shares for per share calculation		360			361			359		359		360			360			354		354

Per share earnings from continuing operations	$	1.49		$	1.49		$	1.49	$	1.49	$	3.25		$	3.25		$	1.06	$	1.06

Drilling Fleet (Tables)

9 Months Ended

Sep. 30, 2013

Drilling Fleet

Actual capital expenditures and other capital additions, including capitalized interest

	Nine months ended September 30,
	2013			2012
Construction work in progress, at beginning of period	$	1,972		$	1,360

Newbuild construction program
Transocean Honor (a) (b)	—			35
Transocean Siam Driller (a) (c)	74			32
Transocean Andaman (a) (c)	82			31
Transocean Ao Thai (d)	85			49
Deepwater Asgard (e)	56			40
Deepwater Invictus (e)	42			35
Ultra-Deepwater Floater TBN1 (f)	144			—
Ultra-Deepwater Floater TBN2 (f)	88			—
Ultra-Deepwater Floater TBN3 (f)	62			—
Ultra-Deepwater Floater TBN4 (f)	7			—
Other construction projects and capital additions	650			424
Total capital expenditures	1,290			646
Changes in accrued capital expenditures	(14		)	(10		)
Impairment of certain corporate assets	(17		)	—

Property and equipment placed into service
Transocean Honor (b)	—			(262		)
Transocean Siam Driller (c)	(236		)	—
Transocean Andaman (c)	(242		)	—
Other property and equipment	(643		)	(413		)
Construction work in progress, at end of period	$	2,110		$	1,321

(a) The accumulated construction costs of this rig are no longer included in construction work in progress, as the construction project had been completed as of September 30, 2013.

(c) Transocean Siam Driller and Transocean Andaman, two Keppel FELS Super B class design High-Specification Jackups, commenced operations in March 2013 and May 2013, respectively.

(d) Transocean Ao Thai, a Keppel FELS Super B class design High-Specification Jackup under construction at Keppel FELS’ yard in Singapore, is expected to commence operations in October 2013.

Debt (Tables)

9 Months Ended

Sep. 30, 2013

Debt

Debt, net of unamortized discounts, premiums and fair value adjustments

Debt, net of unamortized discounts, premiums and fair value adjustments, was comprised of the following (in millions):

	September 30, 2013						December 31, 2012
	Transocean Ltd. and subsidiaries		Consolidated variable interest entities		Consolidated total		Transocean Ltd. and subsidiaries		Consolidated variable interest entities		Consolidated total
5% Notes due February 2013	$	—	$	—	$	—	$	250	$	—	$	250
5.25% Senior Notes due March 2013 (a)		—		—		—		502		—		502
TPDI Credit Facilities due March 2015		—		—		—		403		—		403
4.95% Senior Notes due November 2015 (a)		1,114		—		1,114		1,118		—		1,118
Callable Bonds due February 2016		—		—		—		282		—		282
5.05% Senior Notes due December 2016 (a)		999		—		999		999		—		999
2.5% Senior Notes due October 2017 (a)		748		—		748		748		—		748
ADDCL Credit Facilities due December 2017		—		178		178		—		191		191
Eksportfinans Loans due January 2018		597		—		597		797		—		797
6.00% Senior Notes due March 2018 (a)		998		—		998		998		—		998
7.375% Senior Notes due April 2018 (a)		247		—		247		247		—		247
6.50% Senior Notes due November 2020 (a)		900		—		900		899		—		899
6.375% Senior Notes due December 2021 (a)		1,199		—		1,199		1,199		—		1,199
3.8% Senior Notes due October 2022 (a)		745		—		745		745		—		745
7.45% Notes due April 2027 (a)		97		—		97		97		—		97
8% Debentures due April 2027 (a)		57		—		57		57		—		57
7% Notes due June 2028		310		—		310		311		—		311
Capital lease contract due August 2029		642		—		642		657		—		657
7.5% Notes due April 2031 (a)		598		—		598		598		—		598
1.50% Series C Convertible Senior Notes due December 2037 (a)		—		—		—		62		—		62
6.80% Senior Notes due March 2038 (a)		999		—		999		999		—		999
7.35% Senior Notes due December 2041 (a)		300		—		300		300		—		300
Total debt		10,550		178		10,728		12,268		191		12,459
Less debt due within one year
5% Notes due February 2013		—		—		—		250		—		250
5.25% Senior Notes due March 2013 (a)		—		—		—		502		—		502
TPDI Credit Facilities due March 2015		—		—		—		70		—		70
Callable Bonds due February 2016		—		—		—		282		—		282
ADDCL Credit Facilities due December 2017		—		58		58		—		28		28
Eksportfinans Loans due January 2018		141		—		141		153		—		153
Capital lease contract due August 2029		21		—		21		20		—		20
1.50% Series C Convertible Senior Notes due December 2037 (a)		—		—		—		62		—		62
Total debt due within one year		162		58		220		1,339		28		1,367
Total long-term debt	$	10,388	$	120	$	10,508	$	10,929	$	163	$	11,092

__________________________

(a)

Scheduled maturities of debt

At September 30, 2013, the scheduled maturities of our debt were as follows (in millions):

	Transocean Ltd. and subsidiaries		Consolidated variable interest entities		Consolidated total
Twelve months ending September 30,
2014	$	163	$	58	$	221
2015		164		31		195
2016		1,266		34		1,300
2017		1,168		36		1,204
2018		2,061		19		2,080
Thereafter		5,723		—		5,723
Total debt, excluding unamortized discounts, premiums and fair value adjustments		10,545		178		10,723
Total unamortized discounts, premiums and fair value adjustments, net		5		—		5
Total debt	$	10,550	$	178	$	10,728

Derivatives and Hedging (Tables) (Derivatives designated as hedging instruments)

9 Months Ended

Sep. 30, 2013

Derivatives designated as hedging instruments

Derivatives designated as hedging instruments

Schedule of effect on the entity's condensed consolidated statement of operations resulting from changes in the fair values of derivatives designated as cash flow hedges

The effect on our condensed consolidated statements of operations resulting from changes in the fair values of derivatives designated as cash flow hedges was as follows (in millions):

		Three months ended September 30,					Nine months ended September 30,
	Statement of operations classification	2013		2012			2013			2012
Loss associated with effective portion	Interest expense, net of amounts capitalized	$	—	$	(1	)	$	(4	)	$	(4	)
Gain associated with effective portion	Other, net		—		4			—			4
Loss associated with termination	Other, net		—		—			(14	)		—

Schedule of balance sheet classification and aggregate carrying amount of the entity's derivatives measured at fair value, including accrued interest

The balance sheet classification and aggregate carrying amount of our derivatives designated as hedging instruments, measured at fair value, were as follows (in millions):

	Balance sheet classification	September 30, 2013		December 31, 2012
Interest rate swaps, fair value hedges	Other current assets	$	—	$	6
Interest rate swaps, cash flow hedges	Other long-term liabilities		—		13
Cross-currency swaps, cash flow hedges	Other current assets		—		1
Cross-currency swaps, cash flow hedges	Other assets		—		1

Postemployment Benefit Plans (Tables)

9 Months Ended

Sep. 30, 2013

Postemployment Benefit Plans

Net Periodic Benefit Costs Before Tax

The components of net periodic benefit costs, before tax, and funding contributions for these plans were as follows (in millions):

	Three months ended September 30, 2013											Three months ended September 30, 2012
	U.S. Plans			Non-U.S. Plans			OPEB Plans		Total			U.S. Plans			Non-U.S. Plans			OPEB Plans		Total
Net periodic benefit costs
Service cost	$	13		$	6		$	1	$	20		$	13		$	7		$	1	$	21
Interest cost		16			5			—		21			15			4			1		20
Expected return on plan assets		(18	)		(5	)		—		(23	)		(16	)		(4	)		—		(20	)
Settlements and curtailments		—			1			—		1			—			19			—		19
Actuarial losses, net		10			—			—		10			11			1			—		12
Prior service cost, net		—			1			—		1			—			(1	)		—		(1	)
Net periodic benefit costs	$	21		$	8		$	1	$	30		$	23		$	26		$	2	$	51

Funding contributions	$	—		$	9		$	1	$	10		$	1		$	10		$	1	$	12

	Nine months ended September 30, 2013											Nine months ended September 30, 2012
	U.S. Plans			Non-U.S. Plans			OPEB Plans		Total			U.S. Plans			Non-U.S. Plans			OPEB Plans		Total
Net periodic benefit costs
Service cost	$	42		$	20		$	1	$	63		$	37		$	23		$	1	$	61
Interest cost		47			16			1		64			44			17			2		63
Expected return on plan assets		(52	)		(16	)		—		(68	)		(47	)		(17	)		—		(64	)
Settlements and curtailments		1			1			—		2			2			19			—		21
Actuarial losses, net		36			2			—		38			31			3			—		34
Prior service cost, net		(1	)		1			—		—			(1	)		(1	)		—		(2	)
Net periodic benefit costs	$	73		$	24		$	2	$	99		$	66		$	44		$	3	$	113

Funding contributions	$	60		$	30		$	2	$	92		$	104		$	27		$	3	$	134

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2013

Commitments and Contingencies

Schedule of settlement obligations under the Plea Agreement and the Consent Decree, excluding interest

At September 30, 2013, our outstanding settlement obligations under the Plea Agreement and the Consent Decree, excluding interest, were as follows (in millions):

	Plea Agreement		Consent Decree		Settlement obligations
Twelve months ending September 30,
2014	$	60	$	400	$	460
2015		60		200		260
2016		60		—		60
2017		60		—		60
Total settlement obligations	$	240	$	600	$	840

Redeemable Noncontrolling Interest (Tables)

9 Months Ended

Sep. 30, 2013

Redeemable Noncontrolling Interest

Changes in redeemable noncontrolling interest

Changes in redeemable noncontrolling interest were as follows (in millions):

	Nine months ended September 30, 2012
Redeemable noncontrolling interest
Balance, beginning of period	$	116
Net income attributable to noncontrolling interest		13
Fair value adjustment to redeemable noncontrolling interest		106
Reclassification to accumulated other comprehensive loss		17
Reclassification to other current liabilities		(252	)
Balance, end of period	$	—

Shareholders' Equity (Tables)

9 Months Ended

Sep. 30, 2013

Shareholders' Equity

Changes in accumulated other comprehensive income, net of tax

For the three and nine months ended September 30, 2013 and 2012, the changes in accumulated other comprehensive loss, presented net of tax, were as follows (in millions):

	Three months ended September 30, 2013											Three months ended September 30, 2012
	Defined benefit pension plans			Derivative instruments			Marketable securities		Total			Defined benefit pension plans			Derivative instruments			Marketable securities			Total
Balance, beginning of period	$	(437	)	$	3		$	—	$	(434	)	$	(506	)	$	(8	)	$	(2	)	$	(516	)
Other comprehensive income (loss) before reclassifications		(2	)		(1	)		—		(3	)		(5	)		1			—			(4	)
Reclassifications to net income		11			—			—		11			11			(3	)		—			8
Other comprehensive income (loss), net		9			(1	)		—		8			6			(2	)		—			4
Balance, end of period	$	(428	)	$	2		$	—	$	(426	)	$	(500	)	$	(10	)	$	(2	)	$	(512)

	Nine months ended September 30, 2013											Nine months ended September 30, 2012
	Defined benefit pension plans			Derivative instruments			Marketable securities		Total			Defined benefit pension plans			Derivative instruments			Marketable securities			Total
Balance, beginning of period	$	(511	)	$	(10	)	$	—	$	(521	)	$	(501	)	$	7		$	(2	)	$	(496)
Reclassification from redeemable noncontrolling interest		—			—			—		—			—			(17	)		—			(17	)
Other comprehensive income (loss) before reclassifications		47			(6	)		—		41			(32	)		—			—			(32	)
Reclassifications to net income		36			18			—		54			33			—			—			33
Other comprehensive income (loss), net		83			12			—		95			1			(17	)		—			(16	)
Balance, end of period	$	(428	)	$	2		$	—	$	(426	)	$	(500	)	$	(10	)	$	(2	)	$	(512	)

Schedule of significant reclassifications from accumulated other comprehensive income to net income

Significant reclassifications from accumulated other comprehensive income to net income included the following (in millions):

	Statement of operations classification	Three months ended September 30,						Nine months ended September 30,
	Statement of operations classification	2013			2012			2013			2012
Defined benefit pension plans
Actuarial losses		$	10		$	12		$	38		$	34
Prior service costs			1			(1	)		—			(2	)
Settlements and curtailments			1			—			1			2
Total amortization, before income taxes	Net periodic benefit costs (a)		12			11			39			34
Income tax benefit	Income tax expense		(1	)		—			(3	)		(1	)
Total amortization, net of income taxes		$	11		$	11		$	36		$	33

_____________________________

(a)

Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2013

Financial Instruments

Carrying amounts and fair values of the financial instruments

The carrying amounts and fair values of our financial instruments were as follows (in millions):

	September 30, 2013				December 31, 2012
	Carrying amount		Fair value		Carrying amount		Fair value
Cash and cash equivalents	$	3,559	$	3,559	$	5,134	$	5,134
Notes and other loans receivable		138		143		142		142
Preference shares		—		—		196		196
Restricted cash investments		639		668		857		903
Long-term debt, including current maturities		10,550		11,537		12,268		13,899
Long-term debt of consolidated variable interest entities, including current maturities		178		178		191		191
Derivative instruments, assets		—		—		8		8
Derivative instruments, liabilities		—		—		15		15

- Definition

Tabular disclosure of the fair value of financial instruments, including financial assets and financial liabilities, and the measurements of those instruments, assets, and liabilities.

+ References+ Details

Condensed Consolidating Financial Information (Tables)

9 Months Ended

Sep. 30, 2013

Condensed Consolidating Financial Information

Schedule of condensed consolidating statement of operations

	Three months ended September 30, 2013
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments			Consolidated
Operating revenues	$	—		$	—		$	2,561		$	(3	)	$	2,558
Cost and expenses		9			2			1,823			(3	)		1,831
Loss on impairment		—			—			(17	)		—			(17	)
Gain on disposal of assets, net		—			—			32			—			32
Operating income (loss)		(9	)		(2	)		753			—			742

Other income (expense), net
Interest expense, net		(4	)		(134	)		7			—			(131	)
Equity in earnings		559			704			—			(1,263	)		—
Other, net		—			(14	)		10			—			(4	)
		555			556			17			(1,263	)		(135	)
Income from continuing operations before income tax expense		546			554			770			(1,263	)		607
Income tax expense		—			—			63			—			63
Income from continuing operations		546			554			707			(1,263	)		544
Income (loss) from discontinued operations, net of tax		—			(19	)		23			—			4

Net Income		546			535			730			(1,263	)		548
Net income attributable to noncontrolling interest		—			—			2			—			2
Net income attributable to controlling interest		546			535			728			(1,263	)		546

Other comprehensive income before income taxes		1			7			3			—			11
Income taxes related to other comprehensive loss		—			—			(2	)		—			(2	)
Other comprehensive income, net of income taxes		1			7			1			—			9

Total comprehensive income		547			542			731			(1,263	)		557
Total comprehensive income attributable to noncontrolling interest		—			—			3			—			3
Total comprehensive income attributable to controlling interest	$	547		$	542		$	728		$	(1,263	)	$	554

	Three months ended September 30, 2012
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments				Consolidated
Operating revenues	$	—		$	—		$	2,437		$	(6	)	$		2,431
Cost and expenses		3			2			1,671			(6	)			1,670
Loss on impairment		—			—			—			—				—
Gain on disposal of assets, net		—			—			50			—				50
Operating income (loss)		(3	)		(2	)		816			—				811

Other income (expense), net
Interest expense, net		(3	)		(149	)		(13	)		—				(165	)
Equity in earnings		(375	)		(223	)		—			598				—
Other, net		—			(5	)		(3	)		—				(8	)
		(378	)		(377	)		(16	)		598				(173	)
Income (loss) from continuing operations before income tax expense		(381	)		(379	)		800			598				638
Income tax expense		—			—			105			—				105
Income (loss) from continuing operations		(381	)		(379	)		695			598				533
Loss from discontinued operations, net of tax		—			—			(916	)		—				(916	)

Net loss		(381	)		(379	)		(221	)		598				(383	)
Net loss attributable to noncontrolling interest		—			—			(2	)		—				(2	)
Net loss attributable to controlling interest		(381	)		(379	)		(219	)		598				(381	)

Other comprehensive income (loss) before income taxes		(3	)		7			(1	)		—				3
Income taxes related to other comprehensive loss		—			—			1			—				1
Other comprehensive income (loss), net of income taxes		(3	)		7			—			—				4

Total comprehensive loss		(384	)		(372	)		(221	)		598				(379	)
Total comprehensive loss attributable to noncontrolling interest		—			—			(2	)		—				(2	)
Total comprehensive loss attributable to controlling interest	$	(384	)	$	(372	)	$	(219	)	$	598			$	(377	)

	Nine months ended September 30, 2013
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments			Consolidated
Operating revenues	$	—		$	—		$	7,166		$	(14	)	$	7,152
Cost and expenses		35			7			5,276			(14	)		5,304
Loss on impairment		—			—			(54	)		—			(54	)
Gain on disposal of assets, net		—			—			23			—			23
Operating income (loss)		(35	)		(7	)		1,859			—			1,817

Other income (expense), net
Interest expense, net		(10	)		(400	)		4			—			(406	)
Equity in earnings		1,219			1,645			—			(2,864	)		—
Other, net		—			(9	)		(12	)		—			(21	)
		1,209			1,236			(8	)		(2,864	)		(427	)
Income from continuing operations before income tax expense		1,174			1,229			1,851			(2,864	)		1,390
Income tax expense		—			—			212			—			212
Income from continuing operations		1,174			1,229			1,639			(2,864	)		1,178
Gain (loss) from discontinued operations, net of tax		—			(74	)		68			—			(6	)

Net Income		1,174			1,155			1,707			(2,864	)		1,172
Net loss attributable to noncontrolling interest		—			—			(2	)		—			(2	)
Net income attributable to controlling interest		1,174			1,155			1,709			(2,864	)		1,174

Other comprehensive income (loss) before income taxes		(5	)		79			25			—			99
Income taxes related to other comprehensive loss		—			—			(2	)		—			(2	)
Other comprehensive income (loss), net of income taxes		(5	)		79			23			—			97

Total comprehensive income		1,169			1,234			1,730			(2,864	)		1,269
Total comprehensive loss attributable to noncontrolling interest		—			—			—			—			—
Total comprehensive income attributable to controlling interest	$	1,169		$	1,234		$	1,730		$	(2,864	)	$	1,269

	Nine months ended September 30, 2012
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments				Consolidated
Operating revenues	$	—		$	—		$	6,887		$	(17	)	$		6,870
Cost and expenses		35			4			5,708			(17	)			5,730
Loss on impairment		—			—			(140	)		—				(140	)
Gain on disposal of assets, net		—			—			40			—				40
Operating income (loss)		(35	)		(4	)		1,079			—				1,040

Other income (expense), net
Interest expense, net		(10	)		(422	)		(68	)		—				(500	)
Equity in earnings		(630	)		(239	)		—			869				—
Other, net		—			4			(36	)		—				(32	)
		(640	)		(657	)		(104	)		869				(532	)
Income (loss) from continuing operations before income tax expense		(675	)		(661	)		975			869				508
Income tax expense		—			—			124			—				124
Income (loss) from continuing operations		(675	)		(661	)		851			869				384
Loss from discontinued operations, net of tax		—			—			(1,052	)		—				(1,052	)

Net loss		(675	)		(661	)		(201	)		869				(668	)
Net income attributable to noncontrolling interest		—			—			7			—				7
Net loss attributable to controlling interest		(675	)		(661	)		(208	)		869				(675	)

Other comprehensive income (loss) before income taxes		(7	)		7			2			—				2
Income taxes related to other comprehensive loss		—			—			(1	)		—				(1	)
Other comprehensive income (loss), net of income taxes		(7	)		7			1			—				1

Total comprehensive loss		(682	)		(654	)		(200	)		869				(667	)
Total comprehensive income attributable to noncontrolling interest		—			—			7			—				7
Total comprehensive loss attributable to controlling interest	$	(682	)	$	(654	)	$	(207	)	$	869			$	(674	)

Schedule of condensed consolidating balance sheet

	September 30, 2013
	Parent Guarantor		Subsidiary Issuer		Other Subsidiaries		Consolidating adjustments			Consolidated
Assets
Cash and cash equivalents	$	13	$	1,595	$	1,951	$	—		$	3,559
Other current assets		7		1,233		4,678		(2,104	)		3,814
Total current assets		20		2,828		6,629		(2,104	)		7,373

Property and equipment, net		—		—		21,096		—			21,096
Goodwill		—		—		2,987		—			2,987
Investment in affiliates		17,744		30,332		—		(48,076	)		—
Other assets		—		2,222		18,346		(19,423	)		1,145
Total assets		17,764		35,382		49,058		(69,603	)		32,601

Liabilities and equity
Debt due within one year		—		—		220		—			220
Other current liabilities		418		531		4,711		(2,104	)		3,556
Total current liabilities		418		531		4,931		(2,104	)		3,776

Long-term debt		1,030		17,808		11,093		(19,423	)		10,508
Other long-term liabilities		42		375		1,641		—			2,058
Total long-term liabilities		1,072		18,183		12,734		(19,423	)		12,566

Commitments and contingencies

Total equity		16,274		16,668		31,393		(48,076	)		16,259
Total liabilities and equity	$	17,764	$	35,382	$	49,058	$	(69,603	)	$	32,601

	December 31, 2012
	Parent Guarantor		Subsidiary Issuer		Other Subsidiaries		Consolidating adjustments			Consolidated
Assets
Cash and cash equivalents	$	24	$	3,155	$	1,955	$	—		$	5,134
Other current assets		7		1,901		3,852		(2,247	)		3,513
Total current assets		31		5,056		5,807		(2,247	)		8,647

Property and equipment, net		—		—		20,880		—			20,880
Goodwill		—		—		2,987		—			2,987
Investment in affiliates		16,354		27,933		—		(44,287	)		—
Other assets		—		1,804		18,244		(18,307	)		1,741
Total assets		16,385		34,793		47,918		(64,841	)		34,255

Liabilities and equity
Debt due within one year		—		564		803		—			1,367
Other current liabilities		13		632		5,698		(2,247	)		4,096
Total current liabilities		13		1,196		6,501		(2,247	)		5,463

Long-term debt		594		17,772		11,033		(18,307	)		11,092
Other long-term liabilities		33		454		1,483		—			1,970
Total long-term liabilities		627		18,226		12,516		(18,307	)		13,062

Commitments and contingencies

Total equity		15,745		15,371		28,901		(44,287	)		15,730
Total liabilities and equity	$	16,385	$	34,793	$	47,918	$	(64,841	)	$	34,255

Schedule of condensed consolidating statement of cash flows

	Nine months ended September 30, 2013
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments			Consolidated

Cash flows from operating activities	$	(39	)	$	(392	)	$	1,576		$	—		$	1,145

Cash flows from investing activities
Capital expenditures		—			—			(1,290	)		—			(1,290	)
Proceeds from disposal of assets, net		—			—			174			—			174
Proceeds from disposal of discontinued operations, net		—			—			131			—			131
Proceeds from sale of preference shares		—			185			—			—			185
Investing activities with affiliates, net		—			(806	)		(222	)		1,028			—
Other, net		—			—			14			—			14
Net cash used in investing activities		—			(621	)		(1,193	)		1,028			(786	)

Cash flows from financing activities
Repayments of debt		—			(562	)		(1,111	)		—			(1,673	)
Proceeds from restricted cash investments		—			—			283			—			283
Deposits to restricted cash investments		—			—			(112	)		—			(112	)
Distribution of qualifying additional paid-in capital		(404	)		—			—			—			(404	)
Financing activities with affiliates, net		436			30			562			(1,028	)		—
Other, net		(4	)		(15	)		(9	)		—			(28	)
Net cash provided by (used in) financing activities		28			(547	)		(387	)		(1,028	)		(1,934	)

Net decrease in cash and cash equivalents		(11	)		(1,560	)		(4	)		—			(1,575	)
Cash and cash equivalents at beginning of period		24			3,155			1,955			—			5,134
Cash and cash equivalents at end of period	$	13		$	1,595		$	1,951		$	—		$	3,559

	Nine months ended September 30, 2012
	Parent Guarantor			Subsidiary Issuer			Other Subsidiaries			Consolidating adjustments			Consolidated

Cash flows from operating activities	$	(58	)	$	(842	)	$	2,685		$	—		$	1,785

Cash flows from investing activities
Capital expenditures		—			—			(646	)		—			(646	)
Capital expenditures for discontinued operations		—			—			(75	)		—			(75	)
Proceeds from disposal of assets, net		—			—			189			—			189
Proceeds from disposal of assets in discontinued operations, net		—			—			196			—			196
Investing activities with affiliates, net		(165	)		(1,986	)		(3,027	)		5,178			—
Other, net		—			24			8			—			32
Net cash used in investing activities		(165	)		(1,962	)		(3,355	)		5,178			(304	)

Cash flows from financing activities
Change in short-term borrowings, net		—			—			(260	)		—			(260	)
Proceeds from debt		—			1,493			—			—			1,493
Repayments of debt		—			(30	)		(554	)		—			(584	)
Proceeds from restricted cash investments		—			—			298			—			298
Deposits to restricted cash investments		—			—			(158	)		—			(158	)
Distribution of qualifying additional paid-in capital		(278	)		—			—			—			(278	)
Financing activities with affiliates, net		523			2,577			2,078			(5,178	)		—
Other, net		(16	)		—			8			—			(8	)
Net cash provided by (used in) financing activities		229			4,040			1,412			(5,178	)		503

Net increase in cash and cash equivalents		6			1,236			742			—			1,984
Cash and cash equivalents at beginning of period		3			2,793			1,221			—			4,017
Cash and cash equivalents at end of period	$	9		$	4,029		$	1,963		$	—		$	6,001

Nature of Business (Details)	Sep. 30, 2013 drillingunit	Sep. 30, 2013 Continuing operations drillingunit	Nov. 30, 2012 Discontinued operations Shelf Drilling Holdings, Ltd drillingunit
Number of mobile offshore drilling units		80
Number of High-Specification Floaters (in drilling units)		46
Number of Midwater Floaters (in drilling units)		23
Number of High-Specification Jackups (in drilling units)		11
Number of Ultra-Deepwater drillships under construction (in drilling units)	4	6
Number of High-Specification Jackup under construction (in drilling units)		1
Number of drilling units sold			38

Significant Accounting Policies (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Share-based compensation expense
Share-based compensation expense	$ 36	$ 24	$ 85	$ 72
Capitalized interest
Capitalized interest costs on construction work in progress	$ 19	$ 12	$ 56	$ 37

Variable Interest Entities (Details) (USD $) In Millions, unless otherwise specified	9 Months Ended
	Sep. 30, 2013 drillingunit note	Dec. 31, 2012
Carrying amounts associated with consolidated variable interest entities
Assets	$ 1,271	$ 1,231
Liabilities	282	311
Net carrying amount	989	920
Unconsolidated Variable interest entities
Number of notes receivable from sale of Midwater Floaters	2
Number of Midwater Floaters sold (in drilling units)	2
Stated interest rate on notes receivable received from sale of Midwater Floaters (as a percent)	9.00%
Aggregate carrying amounts of notes receivable in connection with sale of Midwater Floaters	95	105
Aggregate exposure to loss on receivable instruments in connection with sale of Midwater Floaters	$ 95

Impairments (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2012
Property and equipment
Impairment of certain corporate assets	$ 17	$ 17
Impairment of goodwill and other indefinite Lived intangible assets
Adjustment to original estimate of goodwill			118
Adjustment to original estimate of goodwill, per diluted share			$ 0.33
Adjustment to original estimate of goodwill, tax effect			0
Assets Held for Sale
Assets held for sale
Loss on impairment of assets held for sale		37
Loss on impairment of assets per diluted share		$ 0.10
Loss on impairment of assets held for sale, tax effect		$ 0

Impairments (Details 2) (Customer relationships, USD $) In Millions, except Per Share data, unless otherwise specified	9 Months Ended	12 Months Ended
	Sep. 30, 2012	Sep. 30, 2013
Customer relationships
Impairment of definite-lived intangible assets
Impairment loss on definite-lived intangible asset	$ 22
Impairment loss on finite-lived intangible asset, continuing operations		$ 17
Impairment loss on long-lived assets per diluted share, continuing operations	$ 0.05

Income Taxes (Details) (USD $) In Millions, unless otherwise specified	1 Months Ended	9 Months Ended			9 Months Ended				9 Months Ended		9 Months Ended
	May 31, 2013 subsidiary	Sep. 30, 2013 jurisdiction item	Sep. 30, 2012	Dec. 31, 2012	Sep. 30, 2013 Minimum	Sep. 30, 2013 Maximum	Sep. 30, 2013 2008 and 2009 federal income tax returns	Dec. 31, 2012 2008 and 2009 federal income tax returns	Sep. 30, 2013 Norway Tax Assessments Prior to 2012 employee subsidiary item	Nov. 30, 2012 Norway Tax Assessments Prior to 2012	Sep. 30, 2013 Norway Tax Assessments 2012 advisor subsidiary
Components of provision (benefit) for income taxes
Annual effective tax rate (as a percent)		20.60%	20.50%
Unrecognized tax benefits
Unrecognized tax benefits, excluding interest and penalties		$ 327		$ 382
Interest and penalties		186		199
Unrecognized tax benefits, including interest and penalties		513		581
Current tax benefit recognized from the settlement of dispute with tax authorities and lapse of applicable statutes of limitations		87
Income Tax Examination
Range of tax returns are subject to examination					3 years	6 years
Number of jurisdictions with extensions beyond statute of limitations		2
Maximum number of years agreed to extensions beyond the statute of limitations		18 years
Additional tax, excluding interest and penalties payable on settlement with the U.S. tax authorities								36
Net adjustments of additional taxes, excluding interest and penalties, related to assessments on 2008 and 2009 U.S. federal income tax returns							363
Norway tax assessment due to migration of subsidiary, including interest									112	112
Norway tax assessment due to 2001 dividend payment, including interest									67
Norway tax assessment due to foreign exchange deductions and dividend withholding taxes, including interest									7
Guarantee amount for tax assessment related to the migration of subsidiary									114
Norway tax additional financial security, including interest and penalties									210
Percentage of penalties to be assessed by Norway tax authorities									60.00%
Number of appeals to tax assessments expected to be filed or filed									2
Number of subsidiaries against which notification of criminal charges are issued									2		2
Number of subsidiaries against which notification of criminal charges are extending											2
Number of employees of former external advisors indicted									2		2
Financial claim issued by the Norweigian authorities supplementing the criminal indictments											300
Financial claim dropped by the Norwegian authorities	300
Number of subsidiaries against which notification of criminal charges are dropped	1
Criminal penalties to be assessed by court in addition to civil tax penalties		38
Number of subsidiaries against which criminal penalties in addition to civil tax penalties will be assessed		3
Brazil tax assessment for income tax returns 2000 to 2004		90
Percentage of penalties to be assessed by Brazil tax authorities		75.00%
Brazil tax assessment penalty		68
Brazil tax assessment interest		$ 146

Discontinued Operations (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended			9 Months Ended		3 Months Ended		9 Months Ended			1 Months Ended			3 Months Ended	9 Months Ended					9 Months Ended		3 Months Ended	9 Months Ended	3 Months Ended	9 Months Ended	1 Months Ended		9 Months Ended		3 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012	Sep. 30, 2012 Customer relationships	Sep. 30, 2012 Trade name intangible asset	Sep. 30, 2013 Sell of Standard Jackup and swamp barge market sectors	Sep. 30, 2012 Sell of Standard Jackup and swamp barge market sectors	Sep. 30, 2013 Sell of Standard Jackup and swamp barge market sectors	Sep. 30, 2012 Sell of Standard Jackup and swamp barge market sectors	Dec. 31, 2012 Sell of Standard Jackup and swamp barge market sectors	Jun. 30, 2013 Shelf Drilling Holdings, Ltd	Nov. 30, 2012 Shelf Drilling Holdings, Ltd	Sep. 30, 2012 Shelf Drilling Holdings, Ltd	Sep. 30, 2012 Shelf Drilling Holdings, Ltd	Sep. 30, 2013 Shelf Drilling Holdings, Ltd	Sep. 30, 2012 Shelf Drilling Holdings, Ltd	Sep. 30, 2013 Shelf Drilling Holdings, Ltd drillingunit	Dec. 31, 2012 Shelf Drilling Holdings, Ltd	Nov. 30, 2012 Shelf Drilling Holdings, Ltd drillingunit	Sep. 30, 2013 Shelf Drilling Holdings, Ltd Minimum	Sep. 30, 2013 Shelf Drilling Holdings, Ltd Maximum	Sep. 30, 2013 Standard Jackups D.R. Stewart, GSF Adriatic VIII, Interocean III, Trident IV-A and Trident VI and related equipment	Sep. 30, 2013 Standard Jackups D.R. Stewart, GSF Adriatic VIII, Interocean III, Trident IV-A and Trident VI and related equipment	Sep. 30, 2012 Challenger Minerals	Sep. 30, 2012 Challenger Minerals	Apr. 30, 2012 Challenger Minerals Inc.	May 31, 2012 Challenger Minerals (North Sea)	Sep. 30, 2012 Challenger Minerals (North Sea)	Sep. 30, 2012 GSF Adriatic II and GSF Rig 136	Sep. 30, 2012 Standard Jackups, GSF Adriatic II, GSF Rig 136, Roger W. Mowell, Transocean Nordic and Transocean Shelf Explorer	Sep. 30, 2012 Standard Jackups, GSF Adriatic II, GSF Rig 136, Roger W. Mowell, Transocean Nordic and Transocean Shelf Explorer
Summarized results of discontinued operations
Operating revenues	$ 193	$ 266	$ 662	$ 744
Operating and maintenance expense	(188)	(241)	(672)	(719)
Depreciation and amortization expense		(48)		(183)
Loss on impairment of assets in discontinued operations	(14)	(878)	(14)	(983)				(14)		(14)																	(7)				(29)
Gain (loss) on disposal of assets in discontinued operations, net	31	(1)	49	70																										10
Other income, net	2		4
Income (loss) from discontinued operations before income tax expense	24	(902)	29	(1,071)
Income tax benefit (expense)	(20)	(14)	(35)	19
Income (loss) from discontinued operations, net of tax	4	(916)	(6)	(1,052)
Assets
Rigs and related equipment, net	35		35		104
Materials and supplies, net	44		44		71			2		2		8							42	63
Other related assets	7		7		4
Assets held for sale	86		86		179
Liabilities
Deferred revenue	62		62		32
Other liabilities					3
Other current liabilities	62		62		35
Summarized results of Discontinued Operations
Aggregate carrying amounts of assets associated with disposal group								37		37		112
Impairment costs including costs for required reactivation and mobilizing certain drilling units															60
Legal and financial advisory costs															17
Long live assets impairment loss									744		744
Long live assets impairment loss per diluted share from discontinued operations, net of tax									$ 2.09		$ 2.09
Long live assets impairment loss, tax effect									0		0																				0
Goodwill impairment loss									112		112
Goodwill impairment loss per diluted share from discontinued operations, net of tax									$ 0.31		$ 0.31
Impairment costs relating to employees and contract labor																20		20
Goodwill impairment loss, tax effect									0		0
Impairment loss per diluted share from discontinued operations, net of tax								$ 0.04		$ 0.04																	$ 0.02				$ 0.08
Number of Drilling Units Sold																					38
Period for which Standard Jackups are agreed to be operated under operating agreements																						9 months	27 months
Number of Standard Jackups (in drilling units)																			15
Expected transition services offering period																							18 months
Term of letters of credit																							3 years
Maximum financial support																			125
Letters of credit issued under committed and uncommitted credit lines																			103	113	113
Maximum additional financial support, excluding parent guarantees																			65
Proceeds from disposal of assets, net	170	181	174	189										568										41	104								179
Non-cash proceeds from sale of assets														195
Proceeds from disposal of discontinued operations non-cash estimated fair value														194
Proceeds from sale of preference shares			185										185
Recognized loss on sale of preference shares																	(10)
Recognized loss on sale of preference shares per diluted share (in dollars per share)																	$ 0.03
Aggregate gain (loss) on disposal of assets, net	32	50	23	40																				29	44								64
Aggregate gains on sale of assets per diluted share																								$ 0.08	$ 0.12								$ 0.18
Aggregate gain (loss) on disposal of assets, tax effect																								0	0								0
Recognized aggregate net gains (losses) on disposal of unrelated assets																								2	5							(1)	(4)
Impairment loss on indefinite-lived intangible asset						31	39
Loss on impairment of assets held for sale net of tax						20	25
Loss on impairment of assets per diluted share						$ 0.06	$ 0.07
Loss on impairment of assets held for sale																										2	8
Proceeds from disposal of discontinued operations, net	$ 68	$ 2	$ 131	$ 196																								$ 7	$ 10
Net gain per diluted share on disposal of assets in discontinued operations																														$ 0.03

Earnings Per Share (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Numerator for earnings per share, basic
Income from continuing operations attributable to controlling interest	$ 542	$ 535	$ 1,180	$ 377
Undistributed earnings allocable to participating securities	(5)		(11)
Income from continuing operations available to shareholders	537	535	1,169	377
Denominator for earnings per share, basic
Weighted-average shares outstanding	360	359	360	354
Weighted-average shares for per share calculation, basic	360	359	360	354
Per share earnings from continuing operations, basic	$ 1.49	$ 1.49	$ 3.25	$ 1.06
Numerator for earnings per share, diluted
Income from continuing operations attributable to controlling interest	542	535	1,180	377
Undistributed earnings allocable to participating securities	(5)		(11)
Income from continuing operations available to shareholders	$ 537	$ 535	$ 1,169	$ 377
Denominator for earnings per share, diluted
Weighted-average shares outstanding	360	359	360	354
Weighted-average shares for per share calculation, diluted	361	359	360	354
Per share earnings from continuing operations	$ 1.49	$ 1.49	$ 3.25	$ 1.06
Share-based awards
Anti-dilutive securities
Share-based awards excluded from earnings per share calculation (in shares)	2.2	1.9	2.2	1.9

Drilling Fleet (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013 drillingunit	Sep. 30, 2012	Sep. 30, 2013 drillingunit	Sep. 30, 2012
Capital expenditures and other capital additions, including capitalized interest costs
Construction work in progress, at beginning of period			$ 1,972	$ 1,360
Total capital expenditures	450	201	1,290	646
Changes in accrued capital expenditures			(14)	(10)
Impairment of certain corporate assets	17		17
Construction work in progress, at end of period	2,110	1,321	2,110	1,321
Number of Ultra-Deepwater drillships under construction	4		4
Transocean Honor
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures				35
Property and equipment placed into service				(262)
Ownership interest in affiliate (as a percent)	70.00%		70.00%
Costs as a percentage of total expenditures incurred since inception	100.00%		100.00%
Transocean Siam Driller
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures			74	32
Property and equipment placed into service			(236)
Transocean Andaman
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures			82	31
Property and equipment placed into service			(242)
Transocean Ao Thai
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures			85	49
Deepwater Asgard
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures			56	40
Deepwater Invictus
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures			42	35
Ultra-Deepwater Floater TBN1
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures			144
Ultra-Deepwater Floater TBN2
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures			88
Ultra-Deepwater Floater TBN3
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures			62
Ultra-Deepwater Floater TBN4
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures			7
Other construction projects and capital additions
Capital expenditures and other capital additions, including capitalized interest costs
Total capital expenditures			650	424
Other property and equipment
Capital expenditures and other capital additions, including capitalized interest costs
Property and equipment placed into service			$ (643)	$ (413)
Deepwater Asgard and Deepwater Invictus
Capital expenditures and other capital additions, including capitalized interest costs
Number of Ultra-Deepwater Floaters under construction which are expected to commence operations in the first and third quarter of 2014	2		2
Transocean Siam Driller and Transocean Andaman
Capital expenditures and other capital additions, including capitalized interest costs
Number of high-specification jackups that commenced operations during the period	2		2

Drilling Fleet (Details 2) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Dispositions
Net cash proceeds from sale of assets	$ 170	$ 181	$ 174	$ 189
Gain on the sale of assets	32	50	23	40
Sale of Deepwater Floater Sedco 709 and Midwater Floaters C. Kirk Rhein Jr., Falcon 100 and Sedco 703 along with related equipment
Dispositions
Aggregate carrying amount of assets held for sale	45		45
Sale of other assets
Dispositions
Net cash proceeds from sale of assets	25		29
Gain on the sale of assets	(2)	(1)	(11)	(11)
Sale of Transocean Richardson
Dispositions
Net cash proceeds from sale of assets	145		145
Gain on the sale of assets, net of tax	22		22
Gain on the sale of assets	34		34
Gain (loss) on the sale of assets per diluted share	$ 0.06		$ 0.06
Sale of Deepwater Floaters Discoverer 534 and Jim Cunningham
Dispositions
Net cash proceeds from sale of assets		178		178
Gain on the sale of assets, net of tax		48		48
Gain on the sale of assets		$ 51		$ 51
Gain (loss) on the sale of assets per diluted share		$ 0.13		$ 0.13

Debt (Details)	0 Months Ended			0 Months Ended			0 Months Ended			1 Months Ended	9 Months Ended				0 Months Ended		9 Months Ended																																					0 Months Ended	3 Months Ended	9 Months Ended			9 Months Ended					9 Months Ended						9 Months Ended
Debt (Details)	May 31, 2012 USD ($)	Sep. 30, 2013 USD ($)	Dec. 31, 2012 USD ($)	Feb. 15, 2013 5% Notes due February 2013 USD ($)	Sep. 30, 2013 5% Notes due February 2013	Dec. 31, 2012 5% Notes due February 2013 USD ($)	Mar. 15, 2013 5.25% Senior Notes due March 2013 USD ($)	Sep. 30, 2013 5.25% Senior Notes due March 2013	Dec. 31, 2012 5.25% Senior Notes due March 2013 USD ($)	Jun. 30, 2013 TPDI Credit Facilities due March 2015 USD ($)	Sep. 30, 2013 TPDI Credit Facilities due March 2015 USD ($)	Dec. 31, 2012 TPDI Credit Facilities due March 2015 USD ($)	Sep. 30, 2013 4.95% Senior Notes due November 2015 USD ($)	Dec. 31, 2012 4.95% Senior Notes due November 2015 USD ($)	Mar. 06, 2013 Callable Bonds due February 2016 USD ($)	Mar. 06, 2013 Callable Bonds due February 2016 NOK	Sep. 30, 2013 Callable Bonds due February 2016 USD ($)	Dec. 31, 2012 Callable Bonds due February 2016 USD ($)	Mar. 06, 2013 FRN Callable Bonds USD ($)	Mar. 06, 2013 FRN Callable Bonds NOK	Sep. 30, 2013 11% Callable Bonds	Mar. 06, 2013 11% Callable Bonds USD ($)	Mar. 06, 2013 11% Callable Bonds NOK	Sep. 30, 2013 5.05% Senior Notes due December 2016 USD ($)	Dec. 31, 2012 5.05% Senior Notes due December 2016 USD ($)	Sep. 30, 2013 2.5% Senior Notes due October 2017 USD ($)	Dec. 31, 2012 2.5% Senior Notes due October 2017 USD ($)	Sep. 30, 2013 ADDCL Credit Facilities due December 2017 USD ($)	Dec. 31, 2012 ADDCL Credit Facilities due December 2017 USD ($)	Sep. 30, 2013 ADDCL Credit Facilities due December 2017 Ultra Deepwater Floater Discoverer Luanda USD ($)	Dec. 31, 2012 ADDCL Credit Facilities due December 2017 Ultra Deepwater Floater Discoverer Luanda USD ($)	Sep. 30, 2013 Eksportfinans Loans due January 2018 USD ($)	Dec. 31, 2012 Eksportfinans Loans due January 2018 USD ($)	Sep. 30, 2013 6.00% Senior Notes due March 2018 USD ($)	Dec. 31, 2012 6.00% Senior Notes due March 2018 USD ($)	Sep. 30, 2013 7.375% Senior Notes due April 2018 USD ($)	Dec. 31, 2012 7.375% Senior Notes due April 2018 USD ($)	Sep. 30, 2013 6.50% Senior Notes due November 2020 USD ($)	Dec. 31, 2012 6.50% Senior Notes due November 2020 USD ($)	Sep. 30, 2013 6.375% Senior Notes due December 2021 USD ($)	Dec. 31, 2012 6.375% Senior Notes due December 2021 USD ($)	Sep. 30, 2013 3.8% Senior Notes due October 2022 USD ($)	Dec. 31, 2012 3.8% Senior Notes due October 2022 USD ($)	Sep. 30, 2013 7.45% Notes due April 2027 USD ($)	Dec. 31, 2012 7.45% Notes due April 2027 USD ($)	Sep. 30, 2013 8% Debentures due April 2027 USD ($)	Dec. 31, 2012 8% Debentures due April 2027 USD ($)	Sep. 30, 2013 7% Notes due June 2028 USD ($)	Dec. 31, 2012 7% Notes due June 2028 USD ($)	Sep. 30, 2013 Capital lease contract due August 2029 USD ($)	Dec. 31, 2012 Capital lease contract due August 2029 USD ($)	Sep. 30, 2013 7.5% Notes due April 2031 USD ($)	Dec. 31, 2012 7.5% Notes due April 2031 USD ($)	Feb. 07, 2013 1.50% Series C Convertible Senior Notes due December 2037 USD ($)	Sep. 30, 2012 1.50% Series C Convertible Senior Notes due December 2037 USD ($)	Sep. 30, 2012 1.50% Series C Convertible Senior Notes due December 2037 USD ($)	Sep. 30, 2013 1.50% Series C Convertible Senior Notes due December 2037	Dec. 31, 2012 1.50% Series C Convertible Senior Notes due December 2037 USD ($)	Sep. 30, 2013 1.50% Series C Convertible Senior Notes due December 2037 Maximum Facility Fee USD ($)	Sep. 30, 2013 6.80% Senior Notes due March 2038 USD ($)	Dec. 31, 2012 6.80% Senior Notes due March 2038 USD ($)	Sep. 30, 2013 7.35% Senior Notes due December 2041 USD ($)	Dec. 31, 2012 7.35% Senior Notes due December 2041 USD ($)	Sep. 30, 2013 Five Year Revolving Credit Facility USD ($)	Sep. 30, 2013 Five Year Revolving Credit Facility Minimum Facility Fee	Sep. 30, 2013 Five Year Revolving Credit Facility Maximum Facility Fee	Sep. 30, 2013 Three Year Secured Revolving Credit Facility USD ($)	Sep. 30, 2013 Three Year Secured Revolving Credit Facility Deepwater Champion, Discoverer Americas and Discoverer Inspiration USD ($)	Dec. 31, 2012 Three Year Secured Revolving Credit Facility Deepwater Champion, Discoverer Americas and Discoverer Inspiration USD ($)	Sep. 30, 2013 Three Year Secured Revolving Credit Facility Minimum Facility Fee	Sep. 30, 2013 Three Year Secured Revolving Credit Facility Maximum Facility Fee	Sep. 30, 2013 Transocean Ltd. and Subsidiaries USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 5% Notes due February 2013 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 5.25% Senior Notes due March 2013 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries TPDI Credit Facilities due March 2015 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 4.95% Senior Notes due November 2015 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 4.95% Senior Notes due November 2015 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries Callable Bonds due February 2016 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 5.05% Senior Notes due December 2016 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 5.05% Senior Notes due December 2016 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 2.5% Senior Notes due October 2017 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 2.5% Senior Notes due October 2017 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries Eksportfinans Loans due January 2018 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries Eksportfinans Loans due January 2018 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 6.00% Senior Notes due March 2018 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 6.00% Senior Notes due March 2018 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 7.375% Senior Notes due April 2018 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 7.375% Senior Notes due April 2018 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 6.50% Senior Notes due November 2020 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 6.50% Senior Notes due November 2020 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 6.375% Senior Notes due December 2021 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 6.375% Senior Notes due December 2021 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 3.8% Senior Notes due October 2022 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 3.8% Senior Notes due October 2022 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 7.45% Notes due April 2027 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 7.45% Notes due April 2027 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 8% Debentures due April 2027 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 8% Debentures due April 2027 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 7% Notes due June 2028 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 7% Notes due June 2028 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries Capital lease contract due August 2029 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries Capital lease contract due August 2029 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 7.5% Notes due April 2031 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 7.5% Notes due April 2031 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 1.50% Series C Convertible Senior Notes due December 2037 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 6.80% Senior Notes due March 2038 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 6.80% Senior Notes due March 2038 USD ($)	Sep. 30, 2013 Transocean Ltd. and Subsidiaries 7.35% Senior Notes due December 2041 USD ($)	Dec. 31, 2012 Transocean Ltd. and Subsidiaries 7.35% Senior Notes due December 2041 USD ($)	Sep. 30, 2013 Consolidated variable interest entities USD ($)	Dec. 31, 2012 Consolidated variable interest entities USD ($)	Sep. 30, 2013 Consolidated variable interest entities ADDCL Credit Facilities due December 2017 USD ($)	Dec. 31, 2012 Consolidated variable interest entities ADDCL Credit Facilities due December 2017 USD ($)	Sep. 30, 2013 TPDI TPDI Credit Facilities due March 2015 USD ($)	Dec. 31, 2012 TPDI TPDI Credit Facilities due March 2015 USD ($)	Sep. 30, 2013 TPDI TPDI Credit Facilities Senior Term Loan Due March 2015 USD ($)	Sep. 30, 2013 TPDI TPDI Credit Facilities Junior Term Loan Due March 2015 USD ($)	Sep. 30, 2013 TPDI TPDI Credit Facilities Revolving Credit Facility Due March 2015 USD ($)	Dec. 31, 2012 TPDI Uncommitted Credit Facility Established by Subsidiary USD ($)	Sep. 30, 2013 ADDCL ADDCL Credit Facilities Tranche A Due December 2017 USD ($)	Sep. 30, 2013 ADDCL ADDCL Credit Facilities Tranche C Due December 2017 USD ($)	Sep. 30, 2013 ADDCL ADDCL Secondary Loan Facility Due December 2015 USD ($)	Dec. 31, 2012 ADDCL ADDCL Secondary Loan Facility Due December 2015 USD ($)
Long-term debt by current and noncurrent
Total debt		$ 10,728,000,000	$ 12,459,000,000			$ 250,000,000			$ 502,000,000			$ 403,000,000	$ 1,114,000,000	$ 1,118,000,000				$ 282,000,000						$ 999,000,000	$ 999,000,000	$ 748,000,000	$ 748,000,000	$ 178,000,000	$ 191,000,000			$ 597,000,000	$ 797,000,000	$ 998,000,000	$ 998,000,000	$ 247,000,000	$ 247,000,000	$ 900,000,000	$ 899,000,000	$ 1,199,000,000	$ 1,199,000,000	$ 745,000,000	$ 745,000,000	$ 97,000,000	$ 97,000,000	$ 57,000,000	$ 57,000,000	$ 310,000,000	$ 311,000,000	$ 642,000,000	$ 657,000,000	$ 598,000,000	$ 598,000,000					$ 62,000,000		$ 999,000,000	$ 999,000,000	$ 300,000,000	$ 300,000,000									$ 10,550,000,000	$ 12,268,000,000	$ 250,000,000	$ 502,000,000	$ 403,000,000	$ 1,114,000,000	$ 1,118,000,000	$ 282,000,000	$ 999,000,000	$ 999,000,000	$ 748,000,000	$ 748,000,000	$ 597,000,000	$ 797,000,000	$ 998,000,000	$ 998,000,000	$ 247,000,000	$ 247,000,000	$ 900,000,000	$ 899,000,000	$ 1,199,000,000	$ 1,199,000,000	$ 745,000,000	$ 745,000,000	$ 97,000,000	$ 97,000,000	$ 57,000,000	$ 57,000,000	$ 310,000,000	$ 311,000,000	$ 642,000,000	$ 657,000,000	$ 598,000,000	$ 598,000,000	$ 62,000,000	$ 999,000,000	$ 999,000,000	$ 300,000,000	$ 300,000,000	$ 178,000,000	$ 191,000,000	$ 178,000,000	$ 191,000,000
Debt due within one year		220,000,000	1,367,000,000			250,000,000			502,000,000			70,000,000						282,000,000										58,000,000	28,000,000			141,000,000	153,000,000																	21,000,000	20,000,000							62,000,000														162,000,000	1,339,000,000	250,000,000	502,000,000	70,000,000			282,000,000					141,000,000	153,000,000																	21,000,000	20,000,000			62,000,000					58,000,000	28,000,000	58,000,000	28,000,000
Long-term debt		10,508,000,000	11,092,000,000																																																																					10,388,000,000	10,929,000,000																																						120,000,000	163,000,000
Debt instrument interest rate stated percentage					5.00%			5.25%					4.95%								11.00%			5.05%		2.50%								6.00%		7.375%		6.50%		6.375%		3.80%		7.45%		8.00%		7.00%				7.50%					1.50%			6.80%		7.35%
Percentage ownership interest in Transocean Inc. by Transocean Ltd.																																																																								100.00%
Credit facility term																																																																5 years			3 years
Borrowing capacity, maximum																																																																2,000,000,000			900,000,000																																																1,265,000,000				75,000,000		215,000,000	399,000,000	90,000,000
Weighted-average interest rate (as a percent)																																																																																																																									1.10%		3.40%
Debt instrument face amount																																																																																																																					1,000,000,000	190,000,000
Commitment fee percentage at period end																																																																0.275%	0.125%	0.325%	0.375%			0.125%	0.50%
Credit facility available borrowing capacity																																																																2,000,000,000			900,000,000
Letters of credit issued and outstanding																																																																20,000,000																																																								60,000,000
Aggregate principal amount outstanding		10,723,000,000																	164,000,000	940,000,000		98,000,000	560,000,000																																																	10,545,000,000																																							178,000,000
Aggregate commitment of subsidiary in secured term loan											595,000,000
Credit facility amount outstanding																																																																0			0																																																						150,000,000		80,000,000
Debt due to a subsidiary, eliminated in consolidation																																																																																																																										399,000,000	52,000,000
Aggregate principal amount repaid	148,000,000			250,000,000			500,000,000			735,000,000																																												62,000,000
Payment made to a subsidiary out of repayment of debt, eliminated in consolidation										367,000,000
Restricted investments used as security for debt instruments																																599,000,000	801,000,000																																																																																			23,000,000							32,000,000	19,000,000
NOK exchange rate																5.73
Aggregate cash payment made for debt repurchased															273,000,000	1,567,000,000
Percentage of total commitment under ADDCL secondary bank credit agreement provided by subsidiary																																																																																																																											65.00%
Aggregate carrying amount assets pledged																														749,000,000	786,000,000																																					2,200,000,000	2,300,000,000
Loss on retirement of debt											1,000,000						1,000,000
Carrying amounts of Convertible Senior Notes
Interest expense																																																							22,000,000	65,000,000			1,000,000
Carrying amount of equity component																																																										10,000,000
Aggregate cash payments to redeem debt																																																						$ 62,000,000

Debt (Details 2) (USD $) In Millions, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Scheduled maturities of debt
2014	$ 221
2015	195
2016	1,300
2017	1,204
2018	2,080
Thereafter	5,723
Total debt, excluding unamortized discounts, premiums and fair value adjustments	10,723
Total unamortized discounts, premiums and fair value adjustments	5
Total debt	10,728	12,459
Transocean Ltd. and Subsidiaries
Scheduled maturities of debt
2014	163
2015	164
2016	1,266
2017	1,168
2018	2,061
Thereafter	5,723
Total debt, excluding unamortized discounts, premiums and fair value adjustments	10,545
Total unamortized discounts, premiums and fair value adjustments	5
Total debt	10,550	12,268
Consolidated variable interest entities
Scheduled maturities of debt
2014	58
2015	31
2016	34
2017	36
2018	19
Total debt, excluding unamortized discounts, premiums and fair value adjustments	178
Total debt	$ 178	$ 191

Derivatives and Hedging (Details) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended					9 Months Ended	3 Months Ended	9 Months Ended	1 Months Ended	3 Months Ended	9 Months Ended			1 Months Ended		9 Months Ended
	Sep. 30, 2013 USD ($)	Sep. 30, 2012 USD ($)	Sep. 30, 2013 USD ($)	Sep. 30, 2012 USD ($)	Sep. 30, 2013 5% Notes due February 2013	Sep. 30, 2013 5.25% Senior Notes due March 2013	Sep. 30, 2013 11% Callable Bonds	Sep. 30, 2013 Derivatives designated as hedging instruments Other expense, net Accumulated other comprehensive loss from designated and qualified cash flow hedges Amount Reclassified from Accumulated Other Comprehensive Income USD ($)	Sep. 30, 2012 Derivatives designated as hedging instruments Interest rate swaps Other, net Accumulated other comprehensive loss from designated and qualified cash flow hedges Amount Reclassified from Accumulated Other Comprehensive Income USD ($)	Sep. 30, 2012 Derivatives designated as hedging instruments Interest rate swaps Other, net Accumulated other comprehensive loss from designated and qualified cash flow hedges Amount Reclassified from Accumulated Other Comprehensive Income USD ($)	Jun. 30, 2013 Derivatives designated as hedging instruments Interest rate swaps Other expense, net Accumulated other comprehensive loss from designated and qualified cash flow hedges Amount Reclassified from Accumulated Other Comprehensive Income USD ($)	Sep. 30, 2012 Derivatives designated as hedging instruments Interest rate swaps Interest expense, net of amounts capitalized Accumulated other comprehensive loss from designated and qualified cash flow hedges Amount Reclassified from Accumulated Other Comprehensive Income USD ($)	Sep. 30, 2013 Derivatives designated as hedging instruments Interest rate swaps Interest expense, net of amounts capitalized Accumulated other comprehensive loss from designated and qualified cash flow hedges Amount Reclassified from Accumulated Other Comprehensive Income USD ($)	Sep. 30, 2012 Derivatives designated as hedging instruments Interest rate swaps Interest expense, net of amounts capitalized Accumulated other comprehensive loss from designated and qualified cash flow hedges Amount Reclassified from Accumulated Other Comprehensive Income USD ($)	Dec. 31, 2012 Derivatives designated as hedging instruments Interest rate swaps Fair value hedges Other current assets USD ($)	Jun. 30, 2013 Derivatives designated as hedging instruments Interest rate swaps Cash flow hedges USD ($)	Dec. 31, 2012 Derivatives designated as hedging instruments Interest rate swaps Cash flow hedges Other long-term liabilities USD ($)	Sep. 30, 2013 Derivatives designated as hedging instruments Cross-currency swaps Other expense, net Accumulated other comprehensive loss from designated and qualified cash flow hedges Amount Reclassified from Accumulated Other Comprehensive Income USD ($)	Sep. 30, 2013 Derivatives designated as hedging instruments Cross-currency swaps Cash flow hedges USD ($)	Sep. 30, 2013 Derivatives designated as hedging instruments Cross-currency swaps Cash flow hedges NOK	Dec. 31, 2012 Derivatives designated as hedging instruments Cross-currency swaps Cash flow hedges Other current assets USD ($)	Dec. 31, 2012 Derivatives designated as hedging instruments Cross-currency swaps Cash flow hedges Other assets USD ($)
Derivatives and Hedging
Interest rate on notes hedged to reduce exposure to changes in fair value (as a percent)					5.00%	5.25%	11.00%
Cash proceeds from termination of derivatives																				705
Cash payment for termination of derivatives																22			128
Gain (loss) associated with effective portion	142	180	445	543					4	4		(1)	(4)	(4)
Loss associated with termination								(14)			9							5
Derivatives at fair value															6						1	1
Derivatives at fair value																	$ 13

- Definition

Fair value, after the effects of master netting arrangements, of a financial asset or other contract with one or more underlyings, notional amount or payment provision or both, and the contract can be net settled by means outside the contract or delivery of an asset. Includes assets not subject to a master netting arrangement and not elected to be offset.

+ References+ Details

- Definition

Fair value, after the effects of master netting arrangements, of a financial liability or contract with one or more underlyings, notional amount or payment provision or both, and the contract can be net settled by means outside the contract or delivery of an asset. Includes assets not subject to a master netting arrangement and not elected to be offset.

+ References+ Details

Derivatives and Hedging (Details 2) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012
Nondesignated \| Embedded derivatives \| Other long-term liabilities
Effect on statement of operations resulting from changes in the fair values of derivatives designated as cash flow hedges
Derivatives at fair value	$ 2
Shelf Drilling
Effect on statement of operations resulting from changes in the fair values of derivatives designated as cash flow hedges
Non-cash proceeds in the form of preference shares received in connection with sale transactions	$ 195
Shelf Drilling \| Nondesignated
Effect on statement of operations resulting from changes in the fair values of derivatives designated as cash flow hedges
Number of embedded derivatives	2

- Definition

+ References+ Details

Postemployment Benefit Plans (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Postemployment Benefit Plans
Expense associated with severance-related costs	$ 16		$ 26
Payments for involuntary terminations under one-time termination benefit plans	14		14
Net periodic benefit costs, before tax
Service cost	20	21	63	61
Interest cost	21	20	64	63
Expected return on plan assets	(23)	(20)	(68)	(64)
Settlements and curtailments	1	19	2	21
Actuarial losses, net	10	12	38	34
Prior service cost, net	1	(1)		(2)
Net periodic benefit costs	30	51	99	113
Funding contributions	10	12	92	134
Minimum
Postemployment Benefit Plans
Period of employee's weekly base salary considered for calculation of lump sum benefit payment			28 days
Maximum
Postemployment Benefit Plans
Period of employee's weekly base salary considered for calculation of lump sum benefit payment			364 days
U.S. Plans
Net periodic benefit costs, before tax
Service cost	13	13	42	37
Interest cost	16	15	47	44
Expected return on plan assets	(18)	(16)	(52)	(47)
Settlements and curtailments			1	2
Actuarial losses, net	10	11	36	31
Prior service cost, net			(1)	(1)
Net periodic benefit costs	21	23	73	66
Funding contributions		1	60	104
Non-U.S. Plans
Net periodic benefit costs, before tax
Service cost	6	7	20	23
Interest cost	5	4	16	17
Expected return on plan assets	(5)	(4)	(16)	(17)
Settlements and curtailments	1	19	1	19
Actuarial losses, net		1	2	3
Prior service cost, net	1	(1)	1	(1)
Net periodic benefit costs	8	26	24	44
Funding contributions	9	10	30	27
OPEB Plans
Net periodic benefit costs, before tax
Service cost	1	1	1	1
Interest cost		1	1	2
Net periodic benefit costs	1	2	2	3
Funding contributions	$ 1	$ 1	$ 2	$ 3

Commitments and Contingencies (Details)	0 Months Ended		1 Months Ended	9 Months Ended			9 Months Ended	1 Months Ended			32 Months Ended							9 Months Ended	0 Months Ended	9 Months Ended	0 Months Ended	9 Months Ended	0 Months Ended	9 Months Ended	0 Months Ended	9 Months Ended	1 Months Ended							9 Months Ended
Commitments and Contingencies (Details)	Feb. 25, 2013	Feb. 19, 2013 Consent Decree	Dec. 31, 2012 Macondo well incident USD ($) claim	Sep. 30, 2013 Macondo well incident USD ($) item claim	Jan. 03, 2013 Macondo well incident USD ($)	Apr. 22, 2010 Macondo well incident mi person	Sep. 30, 2013 Macondo well incident Economic loss item lawsuit	Jan. 31, 2013 Macondo well incident Shareholder derivative claims item	Jun. 30, 2010 Macondo well incident Shareholder derivative claims item	Dec. 15, 2010 Macondo well incident U.S. Department of Justice claims USD ($) bbl	Apr. 30, 2013 Macondo well incident State and other government claims item	Apr. 20, 2013 Macondo well incident State and other government claims	Jun. 21, 2010 Macondo well incident State and other government claims lawsuit	May 05, 2010 Macondo well incident State and other government claims item	Sep. 30, 2013 Macondo well incident Wreck removal USD ($)	Apr. 22, 2010 Macondo well incident Insurance coverage USD ($)	Sep. 30, 2013 Macondo well incident Contractual indemnity USD ($)	Sep. 30, 2013 Macondo well incident Wrongful death and personal injury item	Feb. 14, 2013 Macondo well incident Plea Agreement USD ($) item	Sep. 30, 2013 Macondo well incident Plea Agreement USD ($)	Feb. 19, 2013 Macondo well incident Consent Decree	Sep. 30, 2013 Macondo well incident Consent Decree USD ($)	Feb. 14, 2013 National Fish & Wildlife Foundation Plea Agreement USD ($)	Sep. 30, 2013 National Fish & Wildlife Foundation Plea Agreement USD ($)	Feb. 14, 2013 National Academy of Sciences Plea Agreement USD ($)	Sep. 30, 2013 National Academy of Sciences Plea Agreement USD ($)	Apr. 30, 2012 Brazil Frade field incident USD ($)	Apr. 30, 2012 Brazil Frade field incident BRL	Dec. 31, 2011 Brazil Frade field incident USD ($)	Dec. 31, 2011 Brazil Frade field incident BRL	Sep. 30, 2013 Brazil Frade field incident lawsuit	Sep. 17, 2013 Brazil Frade field incident USD ($) subsidiary	Mar. 15, 2012 Brazil Frade field incident m km	Sep. 30, 2013 Brazil Frade field incident Minimum USD ($)	Sep. 30, 2013 Brazil Frade field incident Maximum USD ($)	Sep. 30, 2013 Asbestos litigation USD ($) plaintiff lawsuit subsidiary	Sep. 30, 2006 Rio de Janeiro tax assessment USD ($) subsidiary	Sep. 30, 2006 Rio de Janeiro tax assessment BRL	Dec. 31, 2010 Brazilian import license assessment USD ($)	Dec. 31, 2010 Brazilian import license assessment BRL	Sep. 30, 2013 Hazardous waste disposal sites subsidiary	Sep. 30, 2013 Retained risk USD ($)	Sep. 30, 2013 Letters of credit and surety bonds USD ($)	Dec. 31, 2012 Letters of credit and surety bonds USD ($)
Contingencies
Number of persons declared dead						11
Number of miles Deepwater Horizon was off coast of Louisiana						41
Amount of fines, recoveries and civil penalties			$ 1,900,000,000	$ 451,000,000	$ 1,400,000,000
Outstanding settlement obligations under the Plea Agreement and the Consent Decree, excluding interest
Amount paid for obligations under the Plea Agreement and Consent Decree including interest																				160,000,000		404,000,000
2014				460,000,000																60,000,000		400,000,000
2015				260,000,000																60,000,000		200,000,000
2016				60,000,000																60,000,000
2017				60,000,000																60,000,000
Total settlement obligations				840,000,000																240,000,000		600,000,000
Interest rate on civil penalty obligations (as a percent)																						2.15%
Performance plan approval period																					120 days
Performance period required for termination of decree		5 years
Minimum period for complied terms and provisions																					12 months
Number of subsidiaries that pled guilty to charges																			1
Number of misdemeanor count of negligently discharging oil																			1
Amount of Plea Agreement criminal fine																			100,000,000
Payment of the criminal fine																				100,000,000
Initial payments																								58,000,000		2,000,000
Amount of required payment																							150,000,000		150,000,000
Probation period																			5 years
Term of EPA Agreement	5 years
Portion of liability related to the rig explosion and fire incident recoverable from insurance			153,000,000	34,000,000
Number of private civil lawsuits filed			3
Minimum number of litigation risk, if found grossly negligent				3
Number of pending motions				4
Number of actions or claims that were pending				1,387			921																													21
Number of complaints that involve fatalities																		9
Number of complaints that seek recovery for bodily injuries																		63
Number of putative class action complaints filed alleging, among other things, economic losses as a result of environmental pollution arising out of the Macondo well incident (in lawsuits)							199
Number of classes certified							0
Percentage of non-operating interest of Anadarko in the Macondo well				25.00%
Percentage of non-operating interest of MOEX in the Macondo well				10.00%
Number of shareholders derivative suits									2
Number of plaintiffs who refiled complaint								1
Civil penalties per barrel, Maximum (in dollars per barrel)										1,100
Civil penalties per barrel for gross negligence or willful misconduct, Maximum (in dollars per barrel)										4,300
U.S. government's maximum estimate of barrels of oil discharged and subject to penalties										4,100,000
Number of state, local and foreign governments who have filed lawsuits											200
Number of Gulf Coast states Attorneys General seeking recovery of clean up costs and damages														5
Number of Atlantic Coast states Attorneys General wanting assurances of financial responsibility for potential damages													11
Period of statute of limitations												3 years
Percentage of asset value covered															25.00%
Asset value covered by wreck removal insurance															140,000,000
Insured status under excess liability insurance program																950,000,000
Deductible amount under excess liability insurance program																15,000,000
Amount covered by self insured layer of excess liability insurance program																50,000,000
Amount covered by first layer of excess liability insurance program																150,000,000
Amount covered by second layer of excess liability insurance program																150,000,000
Amount covered by fourth layer of excess liability insurance program																200,000,000
Amount covered by third layer of excess liability insurance program																200,000,000
Amount covered by fifth layer of excess liability insurance program																250,000,000
Amount agreed to indemnify and defend operator of rig																	15,000,000
Amount sought under civil public action																											9,000,000,000	20,000,000,000	9,000,000,000	20,000,000,000				12,000	35,000
Number of subsidiaries entered into Frade Settlement Agreement																																1
Financial obligation under Frade Settlement Agreement																																0
Number of private lawsuits that allege moral damages																															230
Area of fissure of which seepage is noted																																	800
Distance from the November incident																																	3
Number of claimants																																				769
Number of pending separate lawsuits remained, each with a single plaintiff																																				593
Number of total cases in which there may be a direct or indirect interest regarding asbestos litigation (in lawsuits)																																				20
Number of cases being governed for discovery and trial setting and in which the company has interest																																				20
Number of cases scheduled for trial in which the company has interest																																				2
Number of cases being governed for discovery and trial setting, in which the Company has an interest resolved																																				2
Number of cases remaining after resolution, being governed for discovery and trial setting, in which the company has interest																																				18
Number of cases in which ruling has now been obtained and the Company cannot be sued for punitive damages																																				3
Number of cases gone to trial against defendants who allegedly manufactured or distributed drilling mud additives																																				7
Number of cases filed in Louisiana in which subsidiaries of the company are named as defendants																																				11
Number of subsidiaries name as defendants for cases filed in Louisiana																																				1
Number of subsidiaries involved in lawsuits arising from design, construction and refurbishment of major industrial complexes																																				1
Number of cases dismissed through early motions in which subsidiaries of the company were named as defendants																																				4
Number of pending claims in which subsidiaries of the company are named as defendants																																				7
Number of lawsuits alleging personal injury from asbestos exposure for subsidiary involved in design, construction and refurbishment of major industrial complexes																																				883
Estimated number of plaintiffs in lawsuits alleging personal injury from asbestos exposure for subsidiary involved in design, construction and refurbishment of major industrial complexes																																				1,873
Insurance limits potentially available for damages in lawsuits regarding personal injury from asbestos exposure for subsidiary involved in design, construction and refurbishment of major industrial																																				1,000,000,000
Tax assessment from state tax authorities																																					231,000,000	513,000,000	230,000,000	509,000,000
Number of subsidiaries involved in tax assessment relating to import license																																					1	1
Total amount of tax assessment from state tax authorities																																							14,000,000	31,000,000
Percentage of liability for remediation and related costs																																									8.00%
Number of subsidiaries ordered by California Regional Water Quality Control Board to develop testing plan for Alhambra, California site																																									1
Minimum number of subsidiaries likely to be named potentially responsible party by US Environmental Protection Agency for superfund site (in counts)																																									1
Aggregate value of drilling rig fleet																																										27,300,000,000
Maximum liability amount for well control and re-drilling liability related to blowouts																																										50,000,000
Per occurrence insurance deductible on hull and machinery																																										125,000,000
Maximum aggregate insurance deductible on hull and machinery per year																																										200,000,000
Maximum percentage of asset insured value covered by damage mitigation insurance																																										50.00%
Commercial market excess liability coverage																																										820,000,000
Per occurrence deductible on crew personal injury liability and collision liability claims																																										10,000,000
Per occurrence deductible on other third-party non-crew claims																																										5,000,000
Aggregate per occurrence deductible on other third party non-crew claims																																										50,000,000
Liability loss limit for commercial market excess liability coverage																																										870,000,000
Additional insurance that covers expenses that would otherwise be assumed by the well owner																																										100,000,000
Outstanding letters of credit																																											529,000,000	522,000,000
Letters of credit issued under committed and uncommitted credit lines																																											103,000,000	113,000,000
Surety bonds outstanding																																											$ 8,000,000	$ 11,000,000

Redeemable Noncontrolling Interest (Details) (USD $) In Millions, unless otherwise specified	0 Months Ended	1 Months Ended	9 Months Ended
	May 31, 2012	Feb. 29, 2012	Sep. 30, 2012
Redeemable Noncontrolling Interest
Percentage interest in joint venture (TPDI) that is held by an unaffiliated party (Quantum)		50.00%
Redeemable noncontrolling interest
Balance, beginning of period			$ 116
Net income attributable to noncontrolling interest			13
Fair value adjustment to redeemable noncontrolling interest		106	106
Reclassification to accumulated other comprehensive loss			17
Reclassification to other current liabilities			(252)
Cumulative adjustment to increase the liability	25
Issuance of shares in exchange for noncontrolling interest	8.7
Adjustment to share capital	134
Adjustment to additional paid in capital	233
Extinguishment of TPDI Notes payable	148
Accrued and unpaid interest	$ 16

Shareholders' Equity (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	1 Months Ended		3 Months Ended	9 Months Ended
	May 31, 2013 item	Mar. 31, 2012	Sep. 30, 2013 subsidiary item	Sep. 30, 2013 subsidiary item	Sep. 30, 2012	Dec. 31, 2012	May 31, 2011 item
Distribution of qualifying additional paid-in capital
Cash distribution approved in the form of additional paid-in capital (in dollars per share)	$ 2.24						$ 3.16
Number of quarterly installments (in installments)	4						4
Amount of installment (in dollars per share)	$ 0.56						$ 0.79
Proposed U.S. dollar-denominated dividend	$ 808
Number of installments paid (in installments)			2	2
Installment of dividend paid		278	202	404	278
Unpaid distribution payable			$ 404	$ 404
Shares held by subsidiary
Number of subsidiaries to whom shares were issued			1	1
Number of shares held by subsidiary			10.4	10.4		11.5

Shareholders' Equity (Details 2) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended		3 Months Ended		9 Months Ended		3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013 Defined benefit pension plans	Sep. 30, 2012 Defined benefit pension plans	Sep. 30, 2013 Defined benefit pension plans	Sep. 30, 2012 Defined benefit pension plans	Sep. 30, 2013 Derivative instruments	Sep. 30, 2012 Derivative instruments	Sep. 30, 2013 Derivative instruments	Sep. 30, 2012 Derivative instruments	Sep. 30, 2012 Marketable securities	Jun. 30, 2012 Marketable securities	Dec. 31, 2011 Marketable securities
Changes in accumulated other comprehensive loss, presented net of tax
Accumulated other comprehensive loss, balance beginning of period	$ (434)	$ (516)	$ (521)	$ (496)	$ (437)	$ (506)	$ (511)	$ (501)	$ 3	$ (8)	$ (10)	$ 7	$ (2)	$ (2)	$ (2)
Reclassification from redeemable noncontrolling interest				(17)								(17)
Other comprehensive income (loss) before reclassifications	(3)	(4)	41	(32)	(2)	(5)	47	(32)	(1)	1	(6)
Reclassifications to net income	11	8	54	33	11	11	36	33		(3)	18
Other comprehensive income, net of income taxes	8	4	95	(16)	9	6	83	1	(1)	(2)	12	(17)
Accumulated other comprehensive loss, balance end of period	$ (426)	$ (512)	$ (426)	$ (512)	$ (428)	$ (500)	$ (428)	$ (500)	$ 2	$ (10)	$ 2	$ (10)	$ (2)	$ (2)	$ (2)

- Definition

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.

+ References+ Details

Shareholders' Equity (Details 3) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Significant reclassifications from accumulated other comprehensive income to net income
Total amortization, before income taxes	$ 607	$ 638	$ 1,390	$ 508
Income tax benefit	(63)	(105)	(212)	(124)
Total amortization, net of income taxes	546	(381)	1,174	(675)
Defined benefit pension plans \| Amount Reclassified from Accumulated Other Comprehensive Income
Significant reclassifications from accumulated other comprehensive income to net income
Actuarial losses	10	12	38	34
Prior service costs	1	(1)		(2)
Settlements and curtailments	1		1	2
Total amortization, before income taxes	12	11	39	34
Income tax benefit	(1)		(3)	(1)
Total amortization, net of income taxes	11	11	36	33
Defined benefit pension plans \| Amount Reclassified from Accumulated Other Comprehensive Income \| Operating and maintenance costs
Significant reclassifications from accumulated other comprehensive income to net income
Total amortization, net of income taxes	9	8	30	25
Defined benefit pension plans \| Amount Reclassified from Accumulated Other Comprehensive Income \| General and administrative costs
Significant reclassifications from accumulated other comprehensive income to net income
Total amortization, net of income taxes	$ 3	$ 3	$ 9	$ 9

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 04

-Paragraph 20

-Article 9

Reference 2: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 230

-SubTopic 10

-Section 45

-Paragraph 28

-URI http://asc.fasb.org/extlink&oid=31042434&loc=d3e3602-108585

Reference 3: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Glossary Other Comprehensive Income

-URI http://asc.fasb.org/extlink&oid=6519514

Reference 4: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Glossary Net Income

-URI http://asc.fasb.org/extlink&oid=6518256

Reference 5: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 260

-SubTopic 10

-Section 50

-Paragraph 1

-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

Reference 6: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 944

-SubTopic 225

-Section S99

-Paragraph 1

-Subparagraph (SX 210.7-04.19)

-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 7: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 225

-SubTopic 10

-Section S99

-Paragraph 2

-Subparagraph (SX 210.5-03.18)

-URI http://asc.fasb.org/extlink&oid=26872669&loc=d3e20235-122688

Reference 8: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 944

-SubTopic 225

-Section S99

-Paragraph 1

-Subparagraph (SX 210.7-04.22)

-URI http://asc.fasb.org/extlink&oid=6879464&loc=d3e573970-122913

Reference 9: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Accounting Standards Codification

-Topic 220

-SubTopic 10

-Section 45

-Paragraph 6

-URI http://asc.fasb.org/extlink&oid=28358780&loc=d3e565-108580

Reference 10: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Regulation S-X (SX)

-Number 210

-Section 03

-Paragraph 19

-Article 5

+ Details

Financial Instruments (Details) (USD $)	9 Months Ended		1 Months Ended
Financial Instruments (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012	Jun. 30, 2013 Shelf Drilling Holdings, Ltd	Sep. 30, 2013 Carrying amount	Dec. 31, 2012 Carrying amount	Sep. 30, 2013 Carrying amount Other current assets	Dec. 31, 2012 Carrying amount Other current assets	Sep. 30, 2013 Carrying amount Other assets	Dec. 31, 2012 Carrying amount Other assets	Sep. 30, 2013 Carrying amount TPDI and ADDCL Credit Facilities and other obligations	Dec. 31, 2012 Carrying amount TPDI and ADDCL Credit Facilities and other obligations	Sep. 30, 2013 Carrying amount Aker Drilling	Dec. 31, 2012 Carrying amount Aker Drilling	Sep. 30, 2013 Carrying amount Consolidated Variable Interest Entities	Dec. 31, 2012 Carrying amount Consolidated Variable Interest Entities	Sep. 30, 2013 Fair value	Dec. 31, 2012 Fair value	Sep. 30, 2013 Fair value Level 2	Dec. 31, 2012 Fair value Level 2	Sep. 30, 2013 Fair value Level 2 Aker Drilling	Dec. 31, 2012 Fair value Level 2 Aker Drilling
Financial instruments
Cash and cash equivalents				$ 3,559,000,000	$ 5,134,000,000											$ 3,559,000,000	$ 5,134,000,000
Notes and other loans receivable				138,000,000	142,000,000	41,000,000	35,000,000	97,000,000	107,000,000							143,000,000	142,000,000
Preference shares					196,000,000												196,000,000
Restricted cash investments																668,000,000	903,000,000
Restricted cash investments				639,000,000	857,000,000					42,000,000	60,000,000	597,000,000	797,000,000							626,000,000	843,000,000
Long-term debt, including current maturities				10,550,000,000	12,268,000,000											11,537,000,000	13,899,000,000
Long-term debt of consolidated variable interest entities, including current maturities				178,000,000	191,000,000									178,000,000	191,000,000	178,000,000	191,000,000
Derivative instruments, assets					8,000,000												8,000,000
Derivative instruments, liabilities					15,000,000												15,000,000
Carrying amount of cash equivalents	2,500,000,000	4,200,000,000
Cash proceeds received from the sale of preference shares	185,000,000		185,000,000
Debt
Fixed rate debt				10,600,000,000	11,700,000,000													11,500,000,000	13,300,000,000
Variable-rate debt					$ 579,000,000														$ 579,000,000

Condensed Consolidating Financial Information (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Condensed Consolidating Financial Information
Operating revenues	$ 2,558	$ 2,431	$ 7,152	$ 6,870
Cost and expenses	1,831	1,670	5,304	5,730
Loss on impairment	(17)		(54)	(140)
Gain on disposal of assets, net	32	50	23	40
Operating income (loss)	742	811	1,817	1,040
Other income (expense), net
Interest expense, net	(131)	(165)	(406)	(500)
Other, net	(4)	(8)	(21)	(32)
Total other income (expense), net	(135)	(173)	(427)	(532)
Income from continuing operations before income tax	607	638	1,390	508
Income tax expense	63	105	212	124
Income from continuing operations	544	533	1,178	384
Income (loss) from discontinued operations, net of tax	4	(916)	(6)	(1,052)
Net income (loss)	548	(383)	1,172	(668)
Net income (loss) attributable to noncontrolling interest	2	(2)	(2)	7
Net income (loss) attributable to controlling interest	546	(381)	1,174	(675)
Other comprehensive income before income taxes	11	3	99	2
Income taxes related to other comprehensive loss	(2)	1	(2)	(1)
Other comprehensive income, net of income taxes	9	4	97	1
Total comprehensive income (loss)	557	(379)	1,269	(667)
Total comprehensive income (loss) attributable to noncontrolling interest	3	(2)		7
Total comprehensive income (loss) attributable to controlling interest	554	(377)	1,269	(674)
Reportable Entity \| Parent Guarantor
Condensed Consolidating Financial Information
Cost and expenses	9	3	35	35
Operating income (loss)	(9)	(3)	(35)	(35)
Other income (expense), net
Interest expense, net	(4)	(3)	(10)	(10)
Equity in earnings	559	(375)	1,219	(630)
Total other income (expense), net	555	(378)	1,209	(640)
Income from continuing operations before income tax	546	(381)	1,174	(675)
Income from continuing operations	546	(381)	1,174	(675)
Net income (loss)	546	(381)	1,174	(675)
Net income (loss) attributable to controlling interest	546	(381)	1,174	(675)
Other comprehensive income before income taxes	1	(3)	(5)	(7)
Other comprehensive income, net of income taxes	1	(3)	(5)	(7)
Total comprehensive income (loss)	547	(384)	1,169	(682)
Total comprehensive income (loss) attributable to controlling interest	547	(384)	1,169	(682)
Reportable Entity \| Subsidiary Issuer
Condensed Consolidating Financial Information
Cost and expenses	2	2	7	4
Operating income (loss)	(2)	(2)	(7)	(4)
Other income (expense), net
Interest expense, net	(134)	(149)	(400)	(422)
Equity in earnings	704	(223)	1,645	(239)
Other, net	(14)	(5)	(9)	4
Total other income (expense), net	556	(377)	1,236	(657)
Income from continuing operations before income tax	554	(379)	1,229	(661)
Income from continuing operations	554	(379)	1,229	(661)
Income (loss) from discontinued operations, net of tax	(19)		(74)
Net income (loss)	535	(379)	1,155	(661)
Net income (loss) attributable to controlling interest	535	(379)	1,155	(661)
Other comprehensive income before income taxes	7	7	79	7
Other comprehensive income, net of income taxes	7	7	79	7
Total comprehensive income (loss)	542	(372)	1,234	(654)
Total comprehensive income (loss) attributable to controlling interest	542	(372)	1,234	(654)
Reportable Entity \| Other Subsidiaries
Condensed Consolidating Financial Information
Operating revenues	2,561	2,437	7,166	6,887
Cost and expenses	1,823	1,671	5,276	5,708
Loss on impairment	(17)		(54)	(140)
Gain on disposal of assets, net	32	50	23	40
Operating income (loss)	753	816	1,859	1,079
Other income (expense), net
Interest expense, net	7	(13)	4	(68)
Other, net	10	(3)	(12)	(36)
Total other income (expense), net	17	(16)	(8)	(104)
Income from continuing operations before income tax	770	800	1,851	975
Income tax expense	63	105	212	124
Income from continuing operations	707	695	1,639	851
Income (loss) from discontinued operations, net of tax	23	(916)	68	(1,052)
Net income (loss)	730	(221)	1,707	(201)
Net income (loss) attributable to noncontrolling interest	2	(2)	(2)	7
Net income (loss) attributable to controlling interest	728	(219)	1,709	(208)
Other comprehensive income before income taxes	3	(1)	25	2
Income taxes related to other comprehensive loss	(2)	1	(2)	(1)
Other comprehensive income, net of income taxes	1		23	1
Total comprehensive income (loss)	731	(221)	1,730	(200)
Total comprehensive income (loss) attributable to noncontrolling interest	3	(2)		7
Total comprehensive income (loss) attributable to controlling interest	728	(219)	1,730	(207)
Consolidating adjustments
Condensed Consolidating Financial Information
Operating revenues	(3)	(6)	(14)	(17)
Cost and expenses	(3)	(6)	(14)	(17)
Other income (expense), net
Equity in earnings	(1,263)	598	(2,864)	869
Total other income (expense), net	(1,263)	598	(2,864)	869
Income from continuing operations before income tax	(1,263)	598	(2,864)	869
Income from continuing operations	(1,263)	598	(2,864)	869
Net income (loss)	(1,263)	598	(2,864)	869
Net income (loss) attributable to controlling interest	(1,263)	598	(2,864)	869
Total comprehensive income (loss)	(1,263)	598	(2,864)	869
Total comprehensive income (loss) attributable to controlling interest	$ (1,263)	$ 598	$ (2,864)	$ 869

Condensed Consolidating Financial Information (Details 2) (USD $) In Millions, unless otherwise specified	Sep. 30, 2013	Jun. 30, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Dec. 31, 2011
Assets
Cash and cash equivalents	$ 3,559	$ 3,357	$ 5,134	$ 6,001	$ 3,964	$ 4,017
Other current assets	3,814		3,513
Total current assets	7,373		8,647
Property and equipment, net	21,096		20,880
Goodwill	2,987		2,987
Other assets	1,145		1,741
Total assets	32,601		34,255
Liabilities and equity
Debt due within one year	220		1,367
Other current liabilities	3,556		4,096
Total current liabilities	3,776		5,463
Long-term debt	10,508		11,092
Other long-term liabilities	2,058		1,970
Total long-term liabilities	12,566		13,062
Commitments and contingencies
Total equity	16,259		15,730	15,256		15,627
Total liabilities and equity	32,601		34,255
Reportable Entity \| Parent Guarantor
Assets
Cash and cash equivalents	13		24	9		3
Other current assets	7		7
Total current assets	20		31
Investment in affiliates	17,744		16,354
Total assets	17,764		16,385
Liabilities and equity
Other current liabilities	418		13
Total current liabilities	418		13
Long-term debt	1,030		594
Other long-term liabilities	42		33
Total long-term liabilities	1,072		627
Total equity	16,274		15,745
Total liabilities and equity	17,764		16,385
Reportable Entity \| Subsidiary Issuer
Assets
Cash and cash equivalents	1,595		3,155	4,029		2,793
Other current assets	1,233		1,901
Total current assets	2,828		5,056
Investment in affiliates	30,332		27,933
Other assets	2,222		1,804
Total assets	35,382		34,793
Liabilities and equity
Debt due within one year			564
Other current liabilities	531		632
Total current liabilities	531		1,196
Long-term debt	17,808		17,772
Other long-term liabilities	375		454
Total long-term liabilities	18,183		18,226
Total equity	16,668		15,371
Total liabilities and equity	35,382		34,793
Reportable Entity \| Other Subsidiaries
Assets
Cash and cash equivalents	1,951		1,955	1,963		1,221
Other current assets	4,678		3,852
Total current assets	6,629		5,807
Property and equipment, net	21,096		20,880
Goodwill	2,987		2,987
Other assets	18,346		18,244
Total assets	49,058		47,918
Liabilities and equity
Debt due within one year	220		803
Other current liabilities	4,711		5,698
Total current liabilities	4,931		6,501
Long-term debt	11,093		11,033
Other long-term liabilities	1,641		1,483
Total long-term liabilities	12,734		12,516
Total equity	31,393		28,901
Total liabilities and equity	49,058		47,918
Consolidating adjustments
Assets
Other current assets	(2,104)		(2,247)
Total current assets	(2,104)		(2,247)
Investment in affiliates	(48,076)		(44,287)
Other assets	(19,423)		(18,307)
Total assets	(69,603)		(64,841)
Liabilities and equity
Other current liabilities	(2,104)		(2,247)
Total current liabilities	(2,104)		(2,247)
Long-term debt	(19,423)		(18,307)
Total long-term liabilities	(19,423)		(18,307)
Total equity	(48,076)		(44,287)
Total liabilities and equity	$ (69,603)		$ (64,841)

Condensed Consolidating Financial Information (Details 3) (USD $) In Millions, unless otherwise specified	1 Months Ended	3 Months Ended		9 Months Ended
	Mar. 31, 2012	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Condensed Consolidating Financial Information
Cash flows from operating activities		$ 623	$ 786	$ 1,145	$ 1,785
Cash flows from investing activities
Capital expenditures		(450)	(201)	(1,290)	(646)
Capital expenditures for discontinued operations			(24)		(75)
Proceeds from disposal of assets, net		170	181	174	189
Proceeds from disposal of discontinued operations, net		68	2	131	196
Proceeds from sale of preference shares				185
Other, net		2	7	14	32
Net cash used in investing activities		(210)	(35)	(786)	(304)
Cash flows from financing activities
Changes in short-term borrowings, net					(260)
Proceeds from debt			1,493		1,493
Repayments of debt		(77)	(264)	(1,673)	(584)
Proceeds from restricted cash investments		77	106	283	298
Deposits to restricted cash investments		(8)	(42)	(112)	(158)
Distribution of qualifying additional paid-in capital	(278)	(202)		(404)	(278)
Other, net		(1)	(7)	(28)	(8)
Net cash provided by (used in) financing activities		(211)	1,286	(1,934)	503
Net increase (decrease) in cash and cash equivalents		202	2,037	(1,575)	1,984
Cash and cash equivalents at beginning of period		3,357	3,964	5,134	4,017
Cash and cash equivalents at end of period		3,559	6,001	3,559	6,001
Reportable Entity \| Parent Guarantor
Condensed Consolidating Financial Information
Cash flows from operating activities				(39)	(58)
Cash flows from investing activities
Investing activities with affiliates, net					(165)
Net cash used in investing activities					(165)
Cash flows from financing activities
Distribution of qualifying additional paid-in capital				(404)	(278)
Financing activities with affiliates, net				436	523
Other, net				(4)	(16)
Net cash provided by (used in) financing activities				28	229
Net increase (decrease) in cash and cash equivalents				(11)	6
Cash and cash equivalents at beginning of period				24	3
Cash and cash equivalents at end of period		13	9	13	9
Reportable Entity \| Subsidiary Issuer
Condensed Consolidating Financial Information
Cash flows from operating activities				(392)	(842)
Cash flows from investing activities
Proceeds from sale of preference shares				185
Investing activities with affiliates, net				(806)	(1,986)
Other, net					24
Net cash used in investing activities				(621)	(1,962)
Cash flows from financing activities
Proceeds from debt					1,493
Repayments of debt				(562)	(30)
Financing activities with affiliates, net				30	2,577
Other, net				(15)
Net cash provided by (used in) financing activities				(547)	4,040
Net increase (decrease) in cash and cash equivalents				(1,560)	1,236
Cash and cash equivalents at beginning of period				3,155	2,793
Cash and cash equivalents at end of period		1,595	4,029	1,595	4,029
Reportable Entity \| Other Subsidiaries
Condensed Consolidating Financial Information
Cash flows from operating activities				1,576	2,685
Cash flows from investing activities
Capital expenditures				(1,290)	(646)
Capital expenditures for discontinued operations					(75)
Proceeds from disposal of assets, net				174	189
Proceeds from disposal of discontinued operations, net				131	196
Investing activities with affiliates, net				(222)	(3,027)
Other, net				14	8
Net cash used in investing activities				(1,193)	(3,355)
Cash flows from financing activities
Changes in short-term borrowings, net					(260)
Repayments of debt				(1,111)	(554)
Proceeds from restricted cash investments				283	298
Deposits to restricted cash investments				(112)	(158)
Financing activities with affiliates, net				562	2,078
Other, net				(9)	8
Net cash provided by (used in) financing activities				(387)	1,412
Net increase (decrease) in cash and cash equivalents				(4)	742
Cash and cash equivalents at beginning of period				1,955	1,221
Cash and cash equivalents at end of period		1,951	1,963	1,951	1,963
Consolidating adjustments
Cash flows from investing activities
Investing activities with affiliates, net				1,028	5,178
Net cash used in investing activities				1,028	5,178
Cash flows from financing activities
Financing activities with affiliates, net				(1,028)	(5,178)
Net cash provided by (used in) financing activities				$ (1,028)	$ (5,178)