Bread Financial (BFH) 10-Q 5 Aug 14 2014 Q2 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	6 Months Ended
	Jun. 30, 2014	Jul. 30, 2014
Document and Entity Information	'	'
Entity Registrant Name	'ALLIANCE DATA SYSTEMS CORP	'
Entity Central Index Key	'0001101215	'
Document Type	'10-Q	'
Document Period End Date	30-Jun-14	'
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	'	55,528,310
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q2	'

CONDENSED_CONSOLIDATED_BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Jun. 30, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
ASSETS	'	'
Cash and cash equivalents	$631,167	$969,822
Trade receivables, less allowance for doubtful accounts ($3,868 and $2,262 at June 30, 2014 and December 31, 2013, respectively)	394,681	394,822
Credit card and loan receivables:	'	'
Credit card receivables - restricted for securitization investors	6,737,440	7,080,014
Other credit card and loan receivables	1,796,454	1,492,868
Total credit card and loan receivables	8,533,894	8,572,882
Allowance for loan loss	-483,580	-503,169
Credit card and loan receivables, net	8,050,314	8,069,713
Loan receivables held for sale	63,425	62,082
Deferred tax asset, net	196,145	216,195
Other current assets	444,042	177,859
Redemption settlement assets, restricted	565,158	510,349
Total current assets	10,344,932	10,400,842
Property and equipment, net	337,151	299,188
Deferred tax asset, net	2,185	2,454
Cash collateral, restricted	34,710	34,124
Intangible assets, net	791,186	460,404
Goodwill	2,301,305	1,735,703
Other non-current assets	403,429	311,542
Total assets	14,214,898	13,244,257
LIABILITIES AND EQUITY	'	'
Accounts payable	320,678	210,019
Accrued expenses	506,231	262,307
Deposits	1,752,641	1,544,059
Non-recourse borrowings of consolidated securitization entities	643,750	1,025,000
Current debt	65,480	364,489
Other current liabilities	186,734	140,186
Deferred revenue	923,122	966,438
Deferred tax liability, net	298	'
Total current liabilities	4,398,934	4,512,498
Deferred revenue	166,707	170,748
Deferred tax liability, net	371,604	275,757
Deposits	1,257,384	1,272,302
Non-recourse borrowings of consolidated securitization entities	3,668,166	3,566,916
Long-term and other debt	2,895,933	2,435,792
Other liabilities	166,162	154,483
Total liabilities	12,924,890	12,388,496
Commitments and contingencies	'	'
Redeemable non-controlling interest	342,687	'
Stockholders' equity:	'	'
Common stock, $0.01 par value; authorized, 200,000 shares; issued, 101,600 shares and 98,302 shares at June 30, 2014 and December 31, 2013, respectively	1,016	983
Additional paid-in capital	1,527,167	1,512,752
Treasury stock, at cost, 47,566 shares and 46,752 shares at June 30, 2014 and December 31, 2013, respectively	-2,890,936	-2,689,177
Retained earnings	2,324,269	2,049,430
Accumulated other comprehensive loss	-14,195	-18,227
Total stockholders' equity	947,321	855,761
Total liabilities and equity	$14,214,898	$13,244,257

CONDENSED_CONSOLIDATED_BALANCE1

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Jun. 30, 2014	Dec. 31, 2013
In Thousands, except Per Share data, unless otherwise specified
CONDENSED CONSOLIDATED BALANCE SHEETS	'	'
Trade receivables, allowance for doubtful accounts (in dollars)	$3,868	$2,262
Common stock, par value (in dollars per share)	$0.01	$0.01
Common stock, authorized shares	200,000	200,000
Common stock, issued shares	101,600	98,302
Treasury stock, shares	47,566	46,752

CONDENSED_CONSOLIDATED_STATEME

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $)	3 Months Ended		6 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Revenues	'	'	'	'
Transaction	$80,248	$79,573	$164,228	$161,921
Redemption	268,504	138,342	512,194	298,354
Finance charges, net	538,186	462,739	1,074,447	940,143
Database marketing fees and direct marketing services	339,819	309,495	668,288	605,101
Other revenue	38,401	37,943	78,901	76,010
Total revenue	1,265,158	1,028,092	2,498,058	2,081,529
Operating expenses	'	'	'	'
Cost of operations (exclusive of depreciation and amortization disclosed separately below)	783,369	619,285	1,555,795	1,239,707
Provision for loan loss	96,652	57,796	167,234	124,444
General and administrative	28,302	28,255	62,329	50,547
Depreciation and other amortization	25,973	20,446	51,485	40,006
Amortization of purchased intangibles	48,322	33,130	96,883	66,420
Total operating expenses	982,618	758,912	1,933,726	1,521,124
Operating income	282,540	269,180	564,332	560,405
Interest expense	'	'	'	'
Securitization funding costs	22,300	24,694	45,211	49,179
Interest expense on deposits	8,228	7,002	16,462	14,009
Interest expense on long-term and other debt, net	32,404	51,770	69,006	102,822
Total interest expense, net	62,932	83,466	130,679	166,010
Income before income tax	219,608	185,714	433,653	394,395
Provision for income taxes	80,419	69,274	158,717	148,976
Net income	139,189	116,440	274,936	245,419
Less: Net income attributable to non-controlling interest	1,745	'	97	'
Net income attributable to Alliance Data Systems Corporation stockholders	$137,444	$116,440	$274,839	$245,419
Net income attributable to Alliance Data Systems Corporation stockholders per share:	'	'	'	'
Basic (in dollars per share)	$2.54	$2.37	$5.13	$4.96
Diluted (in dollars per share)	$2.19	$1.71	$4.27	$3.62
Weighted average shares	'	'	'	'
Basic (in shares)	54,154	49,123	53,600	49,444
Diluted (in shares)	62,637	68,167	64,354	67,746

CONDENSED_CONSOLIDATED_STATEME1

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME	'	'	'	'
Net income	$139,189	$116,440	$274,936	$245,419
Other comprehensive income, net of tax	'	'	'	'
Net unrealized gain (loss) on securities available-for-sale, net of tax expense (benefit) of $514, $(928), $916 and $(1,080) for the three and six months ended June 30, 2014 and 2013, respectively	71	-6,550	556	-5,454
Foreign currency translation adjustments	-5,857	4,938	3,476	8,265
Other comprehensive (loss) income	-5,786	-1,612	4,032	2,811
Total comprehensive income, net of tax	133,403	114,828	278,968	248,230
Less: Comprehensive income attributable to non-controlling interest	1,846	'	263	'
Comprehensive income attributable to Alliance Data Systems Corporation stockholders	$131,557	$114,828	$278,705	$248,230

CONDENSED_CONSOLIDATED_STATEME2

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME	'	'	'	'
Net unrealized gain (loss) on securities available-for-sale, tax expense (benefit)	$514	($928)	$916	($1,080)

CONDENSED_CONSOLIDATED_STATEME3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES:	'	'
Net income	$274,936	$245,419
Adjustments to reconcile net income to net cash provided by (used in) operating activities:	'	'
Depreciation and amortization	148,368	106,426
Deferred income taxes	13,221	1,594
Provision for loan loss	167,234	124,444
Non-cash stock compensation	31,497	28,015
Fair value gain on interest-rate derivatives	-113	-8,511
Amortization of discount on debt	12,293	45,102
Amortization of deferred financing costs	11,301	13,319
Change in deferred revenue	-41,175	-37,269
Change in other operating assets and liabilities, net of acquisitions	-8,292	9,207
Originations of loan receivables held for sale	-2,343,434	'
Sales of loan receivables held for sale	2,342,091	'
Excess tax benefits from stock-based compensation	-26,926	-10,103
Other	6,797	12,822
Net cash provided by operating activities	587,798	530,465
CASH FLOWS FROM INVESTING ACTIVITIES:	'	'
Change in redemption settlement assets	-57,530	-47,671
Change in cash collateral, restricted	'	18,450
Change in restricted cash	-58	-271,132
Change in credit card and loan receivables	-151,078	83,403
Purchase of credit card portfolios	'	-37,061
Payment for acquired business, net of cash	-259,514	'
Capital expenditures	-77,260	-58,995
Purchases of other investments	-105,911	-18,339
Maturities/sales of other investments	3,209	1,002
Other	-4,000	-1,383
Net cash used in investing activities	-652,142	-331,726
CASH FLOWS FROM FINANCING ACTIVITIES:	'	'
Borrowings under debt agreements	1,121,834	'
Repayments of borrowings	-788,805	-11,475
Proceeds from convertible note hedge counterparties	1,519,833	32,671
Settlement of convertible note borrowings	-1,864,803	-65,083
Issuances of deposits	1,194,448	732,754
Repayments of deposits	-1,000,783	-705,799
Non-recourse borrowings of consolidated securitization entities	760,000	1,268,285
Repayments/maturities of non-recourse borrowings of consolidated securitization entities	-1,040,000	-1,387,339
Payment of deferred financing costs	-6,671	-5,971
Excess tax benefits from stock-based compensation	26,926	10,103
Proceeds from issuance of common stock	8,202	5,534
Purchase of treasury shares	-201,759	-207,974
Other	-1,461	-11
Net cash used in financing activities	-273,039	-334,305
Effect of exchange rate changes on cash and cash equivalents	-1,272	-7,965
Change in cash and cash equivalents	-338,655	-143,531
Cash and cash equivalents at beginning of period	969,822	893,352
Cash and cash equivalents at end of period	631,167	749,821
SUPPLEMENTAL CASH FLOW INFORMATION:	'	'
Interest paid	114,986	111,633
Income taxes paid, net	$69,028	$95,108

SUMMARY_OF_SIGNIFICANT_ACCOUNT

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2014
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	'
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	'
	1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	Basis of Presentation
	The unaudited condensed consolidated financial statements included herein have been prepared by Alliance Data Systems Corporation ("ADSC" or, including its consolidated subsidiaries and variable interest entities, the "Company"), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been condensed or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures are adequate to make the information presented not misleading. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company's Annual Report filed on Form 10-K for the year ended December 31, 2013, filed with the SEC on February 28, 2014.
	The unaudited condensed consolidated financial statements included herein reflect all adjustments (consisting of normal, recurring adjustments) which are, in the opinion of management, necessary to state fairly the results for the interim periods presented. The results of operations for the interim periods presented are not necessarily indicative of the operating results to be expected for any subsequent interim period or for the fiscal year.
	The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect (1) the reported amounts of assets; (2) liabilities and disclosure of contingent assets and liabilities at the date of the financial statements; and (3) the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
	For purposes of comparability, certain prior period amounts have been reclassified to conform to the current year presentation in accordance with GAAP.
	Recently Issued Accounting Standards
	In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, "Revenue from Contracts with Customers," which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for interim and annual reporting periods beginning after December 15, 2016. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures.
	Recently Adopted Accounting Standards
	In July 2013, the FASB issued ASU 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists," which provides guidance on financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss or a tax credit carryforward exists. ASU 2013-11 requires an entity to present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward when settlement in this manner is available under the governing tax law. ASU 2013-11 was effective for interim and annual periods beginning after December 15, 2013 and required prospective application. The adoption of ASU 2013-11 did not have a material impact on the Company's financial condition, results of operations or cash flows.

EARNINGS_PER_SHARE

EARNINGS PER SHARE	6 Months Ended
	Jun. 30, 2014
EARNINGS PER SHARE	'
EARNINGS PER SHARE	'
	2. EARNINGS PER SHARE
	The following table sets forth the computation of basic and diluted net income per share for the periods indicated:
		Three Months Ended				Six Months Ended
		June 30,				June 30,
		2014		2013		2014		2013
		(In thousands, except per share amounts)
	Numerator:
	Net income attributable to Alliance Data Systems Corporation stockholders	$	137,444	$	116,440	$	274,839	$	245,419
	Denominator:
	Weighted average shares, basic		54,154		49,123		53,600		49,444
	Weighted average effect of dilutive securities:
	Shares from assumed conversion of convertible senior notes		2,715		10,611		4,224		10,372
	Shares from assumed conversion of convertible note warrants		5,247		7,818		6,009		7,336
	Net effect of dilutive stock options and unvested restricted stock		521		615		521		594
	Denominator for diluted calculations		62,637		68,167		64,354		67,746
	Net income attributable to Alliance Data Systems Corporation stockholders per share:
	Basic	$	2.54	$	2.37	$	5.13	$	4.96
	Diluted	$	2.19	$	1.71	$	4.27	$	3.62
	The Company calculated the effect of its convertible senior notes on diluted net income per share as if they would be settled in cash as the Company had the intent to settle the convertible senior notes for cash. The convertible senior notes were settled with cash upon maturity in August 2013 and May 2014, respectively.
	The Company is also party to prepaid forward contracts to purchase 1,857,400 shares of its common stock that are to be delivered over a settlement period beginning in August 2014 and completing in December 2014. The number of shares to be delivered under the prepaid forward contracts has reduced weighted-average basic and diluted shares outstanding for the three and six months ended June 30, 2014 and 2013.

ACQUISITION

ACQUISITION	6 Months Ended
	Jun. 30, 2014
ACQUISITION	'
ACQUISITION	'
	3. ACQUISITION
	On January 2, 2014, the Company acquired a 60% ownership interest in BrandLoyalty Group B.V. ("BrandLoyalty"), a Netherlands-based, data-driven loyalty marketer. BrandLoyalty designs, organizes, implements and evaluates innovative and tailor-made loyalty programs for food retailers worldwide. The acquisition expands the Company's presence across Europe, Asia and Latin America. The results of BrandLoyalty have been included since the date of acquisition and are reflected in the Company's LoyaltyOne segment. The initial cash consideration was approximately $259.5 million in addition to the assumption of debt. The goodwill resulting from the acquisition is not deductible for tax purposes.
	The Company also recorded a contingent liability for the earn-out provisions included in the share purchase agreement of approximately $248.7 million as of January 2, 2014, which is included in accrued expenses in the Company's unaudited condensed consolidated balance sheet. The contingent liability was measured at fair value on the date of purchase and any subsequent changes in the fair value of the liability are recorded through earnings.
	The following table summarizes the allocation of consideration and the respective fair values of the assets acquired and liabilities assumed in the BrandLoyalty acquisition as of the date of purchase:
		As of
		2-Jan-14
		(In thousands)
	Current assets, net of cash acquired	$	246,769
	Deferred tax asset		3,509
	Property and equipment		19,719
	Other non-current assets		3,994
	Intangible assets		423,832
	Goodwill		565,015
	Total assets acquired		1,262,838
	Current liabilities		146,559
	Current portion of long-term debt		34,180
	Deferred tax liability		105,512
	Long-term debt (net of current portion)		126,323
	Other liabilities		142
	Total liabilities assumed		412,716
	Redeemable non-controlling interest		341,907
	Net assets acquired	$	508,215
	Pursuant to the BrandLoyalty share purchase agreement, the Company may acquire the remaining 40% ownership interest in BrandLoyalty over a four-year period, 10% per year at predetermined valuation multiples. If specified annual earnings targets are met by BrandLoyalty, the Company must acquire the additional 10% interest for the year achieved; otherwise, the sellers have a put option to sell the Company their 10% interest for the respective year. See Note 11, "Redeemable Non-Controlling Interest," for more information.

CREDIT_CARD_AND_LOAN_RECEIVABL

CREDIT CARD AND LOAN RECEIVABLES	6 Months Ended
	Jun. 30, 2014
CREDIT CARD AND LOAN RECEIVABLES	'
CREDIT CARD AND LOAN RECEIVABLES	'
	4. CREDIT CARD AND LOAN RECEIVABLES
	The Company's credit card and loan receivables are the only portfolio segment or class of financing receivables. Quantitative information about the components of total credit card and loan receivables is presented in the table below:
		June 30,			December 31,
		2014			2013
		(In thousands)
	Principal receivables	$	8,096,112		$	8,166,961
	Billed and accrued finance charges		336,440			343,521
	Other credit card and loan receivables		101,342			62,400
	Total credit card and loan receivables		8,533,894			8,572,882
	Less credit card receivables – restricted for securitization investors		6,737,440			7,080,014
	Other credit card and loan receivables	$	1,796,454		$	1,492,868
	Allowance for Loan Loss
	The Company maintains an allowance for loan loss at a level that is appropriate to absorb probable losses inherent in credit card and loan receivables. The allowance for loan loss covers forecasted uncollectible principal as well as unpaid interest and fees. The allowance for loan loss is evaluated monthly for appropriateness.
	In estimating the allowance for principal loan losses, management utilizes a migration analysis of delinquent and current credit card and loan receivables. Migration analysis is a technique used to estimate the likelihood that a credit card or loan receivable will progress through the various stages of delinquency and to charge-off. The allowance is maintained through an adjustment to the provision for loan loss. Charge-offs of principal amounts, net of recoveries are deducted from the allowance. In estimating the allowance for uncollectible unpaid interest and fees, the Company utilizes historical charge-off trends, analyzing actual charge-offs for the prior three months. The allowance is maintained through an adjustment to finance charges, net. In evaluating the allowance for loan loss for both principal and unpaid interest and fees, management also considers factors that may impact loan loss experience, including seasoning, loan volume and amounts, seasonality, payment rates and forecasting uncertainties.
	Net charge-offs include the principal amount of losses from credit cardholders unwilling or unable to pay their account balances, as well as bankrupt and deceased credit cardholders, less recoveries and exclude charged-off interest, fees and fraud losses. Charged‑off interest and fees reduce finance charges, net while fraud losses are recorded as an expense. Credit card and loan receivables, including unpaid interest and fees, are charged-off at the end of the month during which an account becomes 180 days contractually past due, except in the case of customer bankruptcies or death. Credit card and loan receivables, including unpaid interest and fees, associated with customer bankruptcies or death are charged-off at the end of each month subsequent to 60 days after the receipt of notification of the bankruptcy or death, but in any case, not later than the 180-day contractual time frame. The Company records the actual charge-offs for unpaid interest and fees as a reduction to finance charges, net. Actual charge-offs for unpaid interest and fees were $68.5 million and $55.0 million for the three months ended June 30, 2014 and 2013, respectively, and $144.0 million and $113.7 million for the six months ended June 30, 2014 and 2013, respectively.
	The following table presents the Company's allowance for loan loss for the periods indicated:
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
		(In thousands)
	Balance at beginning of period	$	482,658		$	471,016		$	503,169		$	481,958
	Provision for loan loss		96,652			57,796			167,234			124,444
	Change in estimate for uncollectible unpaid interest and fees		(5,000	)		—			500			—
	Recoveries		38,066			27,163			76,474			57,948
	Principal charge-offs		(128,796	)		(107,579	)		(263,797	)		(215,954	)
	Balance at end of period	$	483,580		$	448,396		$	483,580		$	448,396
	Delinquencies
	A credit card account is contractually delinquent if the Company does not receive the minimum payment by the specified due date on the cardholder's statement. It is the Company's policy to continue to accrue interest and fee income on all credit card accounts beyond 90 days, except in limited circumstances, until the credit card account balance and all related interest and other fees are paid or charged off, typically at 180 days delinquent. When an account becomes delinquent, a message is printed on the credit cardholder's billing statement requesting payment. After an account becomes 30 days past due, a proprietary collection scoring algorithm automatically scores the risk of the account becoming further delinquent. The collection system then recommends a collection strategy for the past due account based on the collection score and account balance and dictates the contact schedule and collections priority for the account. If the Company is unable to make a collection after exhausting all in-house collection efforts, the Company may engage collection agencies and outside attorneys to continue those efforts.
	The following table presents the delinquency trends of the Company's credit card and loan receivables portfolio:
		June 30,			% of			December 31,			% of
		2014			Total			2013			Total
					(In thousands, except percentages)
	Receivables outstanding – principal	$	8,096,112			100	%	$	8,166,961			100	%
	Principal receivables balances contractually delinquent:
	31 to 60 days		115,647			1.5	%		114,430			1.4	%
	61 to 90 days		74,923			0.9			74,700			0.9
	91 or more days		129,309			1.6			150,425			1.9
	Total	$	319,879			4	%	$	339,555			4.2	%
	Modified Credit Card and Loan Receivables
	The Company holds certain credit card and loan receivables for which the terms have been modified. The Company's modified credit card and loan receivables include credit card and loan receivables for which temporary hardship concessions have been granted and credit card and loan receivables in permanent workout programs. These modified credit card and loan receivables include concessions consisting primarily of a reduced minimum payment and an interest rate reduction. The temporary programs' concessions remain in place for a period no longer than twelve months, while the permanent programs remain in place through the payoff of the credit card and loan receivables if the credit cardholder complies with the terms of the program. These concessions do not include the forgiveness of unpaid principal, but may involve the reversal of certain unpaid interest or fee assessments. In the case of the temporary programs, at the end of the concession period, credit card and loan receivable terms revert to standard rates. These arrangements are automatically terminated if the customer fails to make payments in accordance with the terms of the program, at which time their account reverts back to its original terms.
	Credit card and loan receivables for which temporary hardship and permanent concessions were granted are both considered troubled debt restructurings and are collectively evaluated for impairment. Modified credit card and loan receivables are evaluated at their present value with impairment measured as the difference between the credit card and loan receivable balance and the discounted present value of cash flows expected to be collected. Consistent with the Company's measurement of impairment of modified credit card and loan receivables on a pooled basis, the discount rate used for credit card and loan receivables is the average current annual percentage rate the Company applies to non-impaired credit card and loan receivables, which approximates what would have been applied to the pool of modified credit card and loan receivables prior to impairment. In assessing the appropriate allowance for loan loss, these modified credit card and loan receivables are included in the general pool of credit card and loan receivables with the allowance determined under the contingent loss model of Accounting Standards Codification ("ASC") 450-20, "Loss Contingencies." If the Company applied accounting under ASC 310-40, "Troubled Debt Restructurings by Creditors," to the modified credit card and loan receivables in these programs, there would not be a material difference in the allowance for loan loss.
	The Company had $110.3 million and $118.1 million, respectively, as a recorded investment in impaired credit card and loan receivables with an associated allowance for loan loss of $30.4 million and $33.9 million, respectively, as of June 30, 2014 and December 31, 2013. These modified credit card and loan receivables represented less than 2% of the Company's total credit card and loan receivables as of June 30, 2014 and December 31, 2013, respectively.
	The average recorded investment in the impaired credit card receivables was $112.4 million and $117.5 million for the three months ended June 30, 2014 and 2013, respectively, and $114.3 million and $117.5 million for the six months ended June 30, 2014 and 2013, respectively.
	Interest income on these modified credit card and loan receivables is accounted for in the same manner as other accruing credit card and loan receivables. Cash collections on these modified credit card and loan receivables are allocated according to the same payment hierarchy methodology applied to credit card and loan receivables that are not in such programs. The Company recognized $3.1 million and $3.2 million for the three months ended June 30, 2014 and 2013, respectively, and $6.3 million for each of the six months ended June 30, 2014 and 2013, respectively, in interest income associated with modified credit card and loan receivables during the period that such credit card and loan receivables were impaired.
	The following tables provide information on credit card and loan receivables that are considered troubled debt restructurings as described above, which entered into a modification program during the specified periods:
		Three Months Ended June 30, 2014									Six Months Ended June 30, 2014
		Number of Restructurings			Pre-modification Outstanding			Post-modification Outstanding			Number of Restructurings			Pre-modification Outstanding		Post-modification Outstanding
					Balance			Balance						Balance		Balance
		(Dollars in thousands)
	Troubled debt restructurings – credit card receivables		28,602		$	28,922		$	28,896			65,154		$	64,708	$	64,651
		Three Months Ended June 30, 2013									Six Months Ended June 30, 2013
		Number of Restructurings			Pre-modification Outstanding			Post-modification Outstanding			Number of Restructurings			Pre-modification Outstanding		Post-modification Outstanding
					Balance			Balance						Balance		Balance
		(Dollars in thousands)
	Troubled debt restructurings – credit card receivables		35,100		$	32,135		$	32,120			72,895		$	66,101	$	66,062
	The tables below summarize troubled debt restructurings that have defaulted in the specified periods where the default occurred within 12 months of their modification date:
		Three Months Ended						Six Months Ended
		30-Jun-14						30-Jun-14
		Number of Restructurings			Outstanding Balance			Number of Restructurings			Outstanding Balance
		(Dollars in thousands)
	Troubled debt restructurings that subsequently defaulted – credit card receivables		13,770		$	13,831			30,498		$	29,972
		Three Months Ended						Six Months Ended
		30-Jun-13						30-Jun-13
	Number of Restructurings			Outstanding Balance			Number of Restructurings			Outstanding Balance
	(Dollars in thousands)
Troubled debt restructurings that subsequently defaulted – credit card receivables		15,698		$	14,938			31,193		$	29,421
Age of Credit Card and Loan Receivable Accounts
The following tables set forth, as of June 30, 2014 and 2013, the number of active credit card and loan accounts with balances and the related principal balances outstanding, based upon the age of the active credit card and loan accounts from origination:
	30-Jun-14
Age of Accounts Since Origination	Number of			Percentage of			Total			Percentage of
	Active Accounts			Active Accounts			Principal			Principal
	with Balances			with Balances			Receivables Outstanding			Receivables Outstanding
	(In thousands, except percentages)
0-12 Months		4,750			27.8	%	$	2,031,774			25.1	%
13-24 Months		2,467			14.5			1,148,807			14.2
25-36 Months		1,714			10			838,573			10.4
37-48 Months		1,245			7.3			623,665			7.7
49-60 Months		988			5.8			520,428			6.4
Over 60 Months		5,915			34.6			2,932,865			36.2
Total		17,079			100	%	$	8,096,112			100	%
	30-Jun-13
Age of Accounts Since Origination	Number of			Percentage of			Total			Percentage of
	Active Accounts			Active Accounts			Principal			Principal
	with Balances			with Balances			Receivables Outstanding			Receivables Outstanding
	(In thousands, except percentages)
0-12 Months		4,162			26.3	%	$	1,567,355			22.8	%
13-24 Months		2,132			13.5			868,822			12.7
25-36 Months		1,492			9.4			656,544			9.6
37-48 Months		1,188			7.5			570,969			8.3
49-60 Months		939			5.9			481,828			7
Over 60 Months		5,920			37.4			2,721,437			39.6
Total		15,833			100	%	$	6,866,955			100	%
Credit Quality
The Company uses proprietary scoring models developed specifically for the purpose of monitoring the Company's obligor credit quality. The proprietary scoring models are used as a tool in the underwriting process and for making credit decisions. The proprietary scoring models are based on historical data and require various assumptions about future performance. Information regarding customer performance is factored into these proprietary scoring models to determine the probability of an account becoming 90 or more days past due at any time within the next 12 months. Obligor credit quality is monitored at least monthly during the life of an account. The following table reflects composition of the Company's credit card and loan receivables by obligor credit quality as of June 30, 2014 and 2013:
	30-Jun-14						30-Jun-13
Probability of an Account Becoming 90 or More Days Past	Total			Percentage of			Total			Percentage of
Due or Becoming Charged-off (within the next 12 months)	Principal			Principal			Principal			Principal
	Receivables Outstanding			Receivables Outstanding			Receivables Outstanding			Receivables Outstanding
				(In thousands, except percentages)
No Score	$	144,270			1.8	%	$	143,497			2.1	%
27.1% and higher		391,005			4.8			304,557			4.4
17.1% - 27.0%		748,356			9.2			618,805			9
12.6% - 17.0%		886,078			11			718,748			10.5
3.7% - 12.5%		3,298,009			40.7			2,782,404			40.5
1.9% - 3.6%		1,681,968			20.8			1,483,852			21.6
Lower than 1.9%		946,426			11.7			815,092			11.9
Total	$	8,096,112			100	%	$	6,866,955			100	%
Transfer of Financial Assets
The Company originates loans under an agreement with one of its clients and after origination, these loan receivables are sold to the client at par value plus accrued interest. These transfers qualify for sale treatment as they meet the conditions established in ASC 860-10, "Transfers and Servicing." Following the sale, the client owns the loan receivables, bears the risk of loss in the event of loan defaults and is responsible for all servicing functions related to the receivables. The loan receivables originated by the Company that have not yet been sold to the client were $63.4 million and $62.1 million at June 30, 2014 and December 31, 2013, respectively, and are included in loan receivables held for sale in the Company's unaudited condensed consolidated balance sheets and carried at the lower of cost or fair value. The carrying value of these loan receivables approximates fair value due to the short duration between origination and sale. Purchases and sales of these loan receivables held for sale are reflected as operating activities in the Company's unaudited condensed consolidated statements of cash flows.
Upon the client's purchase of the originated loan receivables, the Company is obligated to purchase a participating interest in a pool of loan receivables that includes the loan receivables originated by the Company. Such interest participates on a pro rata basis in the cash flows of the underlying pool of loan receivables, including principal repayments, finance charges, losses, recoveries, and servicing costs. The Company bears the risk of loss related to its participation interest in this pool.
During the six months ended June 30, 2014, the Company purchased $117.1 million of loan receivables under these agreements. The outstanding balance of these loan receivables was $108.4 million and $61.6 million as of June 30, 2014 and December 31, 2013, respectively, and was included in other credit card and loan receivables in the Company's unaudited condensed consolidated balance sheets.
Securitized Credit Card Receivables
The Company regularly securitizes its credit card receivables through its credit card securitization trusts, consisting of World Financial Network Credit Card Master Trust, World Financial Network Credit Card Master Note Trust ("Master Trust I") and World Financial Network Credit Card Master Trust III ("Master Trust III") (collectively, the "WFN Trusts"), and World Financial Capital Credit Card Master Note Trust (the "WFC Trust"). The Company continues to own and service the accounts that generate credit card receivables held by the WFN Trusts and the WFC Trust. In its capacity as a servicer, each of the respective banks earns a fee from the WFN Trusts and the WFC Trust to service and administer the credit card receivables, collect payments and charge-off uncollectible receivables. These fees are eliminated and therefore are not reflected in the unaudited condensed consolidated statements of income for the three and six months ended June 30, 2014 and 2013.
The WFN Trusts and the WFC Trust are variable interest entities ("VIEs") and the assets of these consolidated VIEs include certain credit card receivables that are restricted to settle the obligations of those entities and are not expected to be available to the Company or its creditors. The liabilities of the consolidated VIEs include non-recourse secured borrowings and other liabilities for which creditors or beneficial interest holders do not have recourse to the general credit of the Company.
The tables below present quantitative information about the components of total securitized credit card receivables, delinquencies and net charge-offs:
	June 30,			December 31,
	2014			2013
	(In thousands)
Total credit card receivables – restricted for securitization investors	$	6,737,440		$	7,080,014
Principal amount of credit card receivables – restricted for securitization investors, 90 days or more past due	$	109,383		$	131,659
	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2014			2013			2014			2013
	(In thousands)
Net charge-offs of securitized principal	$	79,947		$	74,595		$	165,661		$	148,689

INVENTORIES

INVENTORIES	6 Months Ended
	Jun. 30, 2014
INVENTORIES	'
INVENTORIES	'
	5. INVENTORIES
	Inventories of $222.2 million and $14.6 million at June 30, 2014 and December 31, 2013, respectively, consist of finished goods primarily to be utilized as rewards in the Company's loyalty programs and are included in other current assets in the Company's unaudited condensed consolidated balance sheets. We acquired $198.9 million of finished goods inventory in the BrandLoyalty acquisition on January 2, 2014.
	Inventories are stated at lower of cost or market and valued primarily on a first-in-first-out basis. The Company records valuation adjustments to its inventories if the cost of inventory exceeds the amount it expects to realize from the ultimate sale or disposal of the inventory. These estimates are based on management's judgment regarding future market conditions and analysis of historical experience.

OTHER_INVESTMENTS

OTHER INVESTMENTS	6 Months Ended
	Jun. 30, 2014
OTHER INVESTMENTS	'
OTHER INVESTMENTS	'
	6. OTHER INVESTMENTS
	Other investments consist of restricted cash, marketable securities and U.S. Treasury bonds and are included in other current assets and other assets in the unaudited condensed consolidated balance sheets. The principal components of other investments, which are carried at fair value, are as follows:
		30-Jun-14											31-Dec-13
		Amortized Cost		Unrealized Gains			Unrealized Losses			Fair Value			Amortized Cost		Unrealized Gains			Unrealized Losses			Fair Value
		(In thousands)
	Restricted cash	$	30,548	$	—		$	—		$	30,548		$	25,988	$	—		$	—		$	25,988
	Marketable securities		79,963		269			(1,977	)		78,255			77,351		62			(4,180	)		73,233
	U.S. Treasury bonds		100,086		—			—			100,086			—		—			—			—
	Total	$	210,597	$	269		$	(1,977	)	$	208,889		$	103,339	$	62		$	(4,180	)	$	99,221
	The following tables show the unrealized losses and fair value for those investments that were in an unrealized loss position as of June 30, 2014 and December 31, 2013, aggregated by investment category and the length of time that individual securities have been in a continuous loss position:
		30-Jun-14
		Less than 12 months					12 Months or Greater						Total
		Fair Value		Unrealized			Fair Value			Unrealized			Fair Value		Unrealized
				Losses						Losses					Losses
		(In thousands)
	Marketable securities	$	19,810	$	(138	)	$	45,149		$	(1,839	)	$	64,959	$	(1,977	)
		31-Dec-13
		Less than 12 months					12 Months or Greater						Total
		Fair Value		Unrealized			Fair Value			Unrealized			Fair Value		Unrealized
				Losses						Losses					Losses
		(In thousands)
	Marketable securities	$	39,954	$	(2,206	)	$	25,785		$	(1,974	)	$	65,739	$	(4,180	)
	The amortized cost and estimated fair value of the marketable securities and U.S. Treasury bonds at June 30, 2014 by contractual maturity are as follows:
		Amortized		Fair Value
		Cost
		(In thousands)
	Due in one year or less	$	6,674	$	6,623
	Due after one year through five years		100,086		100,086
	Due after five years through ten years		4,440		4,608
	Due after ten years		68,849		67,024
	Total	$	180,049	$	178,341
	Market values were determined for each individual security in the investment portfolio. When evaluating the investments for other-than-temporary impairment, the Company reviews factors such as the length of time and extent to which fair value has been below cost basis, the financial condition of the security's issuer, and the Company's intent to sell the security and whether it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis. The Company typically invests in highly-rated securities with low probabilities of default and has the ability to hold the investments until maturity. As of June 30, 2014, the Company does not consider the investments to be other-than-temporarily impaired.
	There were no realized gains or losses from the sale of investment securities for the three and six months ended June 30, 2014 and 2013.

REDEMPTION_SETTLEMENT_ASSETS

REDEMPTION SETTLEMENT ASSETS	6 Months Ended
	Jun. 30, 2014
REDEMPTION SETTLEMENT ASSETS	'
REDEMPTION SETTLEMENT ASSETS	'
	7. REDEMPTION SETTLEMENT ASSETS
	Redemption settlement assets consist of cash and cash equivalents and securities available-for-sale and are designated for settling redemptions by collectors of the AIR MILES® Reward Program in Canada under certain contractual relationships with sponsors of the AIR MILES Reward Program. These assets are primarily denominated in Canadian dollars. The principal components of redemption settlement assets, which are carried at fair value, are as follows:
		30-Jun-14										31-Dec-13
		Amortized Cost		Unrealized Gains			Unrealized Losses			Fair Value		Amortized Cost		Unrealized Gains			Unrealized Losses			Fair Value
		(In thousands)
	Cash and cash equivalents	$	153,794	$	—		$	—		$	153,794	$	73,984	$	—		$	—		$	73,984
	Government bonds		4,788		—			(1	)		4,787		—		—			—			—
	Corporate bonds		400,741		5,844			(8	)		406,577		429,592		7,083			(310	)		436,365
	Total	$	559,323	$	5,844		$	(9	)	$	565,158	$	503,576	$	7,083		$	(310	)	$	510,349
	The following tables show the unrealized losses and fair value for those investments that were in an unrealized loss position as of June 30, 2014 and December 31, 2013, aggregated by investment category and the length of time that individual securities have been in a continuous loss position:
		30-Jun-14
		Less than 12 months					12 Months or Greater					Total
		Fair Value		Unrealized			Fair Value			Unrealized		Fair Value		Unrealized
				Losses						Losses				Losses
		(In thousands)
	Government bonds	$	4,787	$	(1	)	$	—		$	—	$	4,787	$	(1	)
	Corporate bonds		12,818		(8	)		—			—		12,818		(8	)
	Total	$	17,605	$	(9	)	$	—		$	—	$	17,605	$	(9	)
		31-Dec-13
		Less than 12 months					12 Months or Greater					Total
		Fair Value		Unrealized			Fair Value			Unrealized		Fair Value		Unrealized
				Losses						Losses				Losses
		(In thousands)
	Corporate bonds	$	80,493	$	(310	)	$	—		$	—	$	80,493	$	(310	)
	The amortized cost and estimated fair value of the securities at June 30, 2014 by contractual maturity are as follows:
		Amortized		Fair Value
		Cost
		(In thousands)
	Due in one year or less	$	156,621	$	157,994
	Due after one year through five years		248,908		253,370
	Total	$	405,529	$	411,364
	Market values were determined for each individual security in the investment portfolio. When evaluating the investments for other-than-temporary impairment, the Company reviews factors such as the length of time and extent to which fair value has been below cost basis, the financial condition of the security's issuer, and the Company's intent to sell the security and whether it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis. The Company typically invests in highly-rated securities with low probabilities of default and has the ability to hold the investments until maturity. As of June 30, 2014, the Company does not consider the investments to be other-than-temporarily impaired.
	There were no realized gains or losses from the sale of investment securities for the three and six months ended June 30, 2014 and 2013.

INTANGIBLE_ASSETS_AND_GOODWILL

INTANGIBLE ASSETS AND GOODWILL	6 Months Ended
	Jun. 30, 2014
INTANGIBLE ASSETS AND GOODWILL	'
INTANGIBLE ASSETS AND GOODWILL	'
	8. INTANGIBLE ASSETS AND GOODWILL
	Intangible Assets
	Intangible assets consist of the following:
		30-Jun-14
		Gross			Accumulated			Net		Amortization Life and Method
		Assets			Amortization
		(In thousands)
	Finite Lived Assets
	Customer contracts and lists	$	837,270		$	(247,017	)	$	590,253	3-12 years—straight line
	Premium on purchased credit card portfolios		176,088			(93,860	)		82,228	5-10 years—straight line, accelerated
	Customer database		161,700			(131,992	)		29,708	4-10 years—straight line
	Collector database		65,601			(60,870	)		4,731	30 years—15% declining balance
	Tradenames		85,968			(22,905	)		63,063	3-15 years—straight line
	Purchased data lists		11,876			(6,415	)		5,461	1-5 years—straight line, accelerated
	Favorable lease		3,291			(549	)		2,742	10 years—straight line
	Noncompete agreements		1,300			(650	)		650	3 years—straight line
		$	1,343,094		$	(564,258	)	$	778,836
	Indefinite Lived Assets
	Tradenames		12,350			—			12,350	Indefinite life
	Total intangible assets	$	1,355,444		$	(564,258	)	$	791,186
		31-Dec-13
		Gross			Accumulated			Net		Amortization Life and Method
		Assets			Amortization
		(In thousands)
	Finite Lived Assets
	Customer contracts and lists	$	440,200		$	(187,350	)	$	252,850	3-12 years—straight line
	Premium on purchased credit card portfolios		216,041			(118,006	)		98,035	5-10 years—straight line, accelerated
	Customer database		161,700			(122,230	)		39,470	4-10 years—straight line
	Collector database		65,895			(60,711	)		5,184	30 years—15% declining balance
	Tradenames		58,567			(15,443	)		43,124	4-15 years—straight line
	Purchased data lists		17,567			(11,959	)		5,608	1-5 years—straight line, accelerated
	Favorable lease		3,291			(375	)		2,916	10 years—straight line
	Noncompete agreements		1,300			(433	)		867	3 years—straight line
		$	964,561		$	(516,507	)	$	448,054
	Indefinite Lived Assets
	Tradenames		12,350			—			12,350	Indefinite life
	Total intangible assets	$	976,911		$	(516,507	)	$	460,404
	With the BrandLoyalty acquisition on January 2, 2014, the Company acquired $423.8 million of intangible assets, consisting of $396.5 million of customer contracts and a $27.3 million tradename, which are being amortized over weighted average lives of 7.0 years and 3.0 years, respectively.
	The estimated amortization expense related to intangible assets for the next five years and thereafter is as follows:
		For Years Ending
		December 31,
		(In thousands)
	2014 (excluding the six months ended June 30, 2014)	$	89,393
	2015		161,487
	2016		143,894
	2017		109,342
	2018		99,217
	2019 & thereafter		175,503
	Goodwill
	The changes in the carrying amount of goodwill for the six months ended June 30, 2014 are as follows:
		LoyaltyOne®			Epsilon®			Private Label Services and Credit			Corporate/		Total
											Other
		(In thousands)
	December 31, 2013	$	232,449		$	1,241,522		$	261,732		$	—	$	1,735,703
	Goodwill acquired during the year		565,015			—			—			—		565,015
	Effects of foreign currency translation		(155	)		742			—			—		587
	June 30, 2014	$	797,309		$	1,242,264		$	261,732		$	—	$	2,301,305
	See Note 3, "Acquisition," for more information regarding the BrandLoyalty acquisition.

DEBT

DEBT	6 Months Ended
	Jun. 30, 2014
DEBT	'
DEBT	'
	9. DEBT
	Debt consists of the following:
	Description			June 30,				December 31,			Maturity		Interest Rate
				2014				2013
				(Dollars in thousands)
	Long-term and other debt:
	2013 credit facility			$	720,000			$	336,000		Jul-18		-1
	2013 term loan				1,218,750				1,234,688		Jul-18		-1
	BrandLoyalty credit facility				125,747				—		Dec-15		-2
	Convertible senior notes due 2014				—				333,082		—		—
	Senior notes due 2017				396,916				396,511		Dec-17		5.25%
	Senior notes due 2020				500,000				500,000		Apr-20		6.38%
	Total long-term and other debt				2,961,413				2,800,281
	Less: current portion				(65,480	)			(364,489	)
	Long-term portion			$	2,895,933			$	2,435,792
	Deposits:
	Certificates of deposit			$	2,437,647			$	2,486,533		Various – July 2014 – January 2021		0.15% to 3.30%
	Money market deposits				572,378				329,828		On demand		0.01% to 0.14%
	Total deposits				3,010,025				2,816,361
	Less: current portion				(1,752,641	)			(1,544,059	)
	Long-term portion			$	1,257,384			$	1,272,302
	Non-recourse borrowings of consolidated securitization entities:
	Fixed rate asset-backed term note securities			$	3,001,916			$	3,001,916		Various – October 2014 – June 2019		0.91% to 6.75%
	Floating rate asset-backed term note securities				450,000				—		Feb-16		-3
	Conduit asset-backed securities				860,000				1,590,000		Various – September 2015 – May 2016		-4
	Total non-recourse borrowings of consolidated securitization entities				4,311,916				4,591,916
	Less: current portion				(643,750	)			(1,025,000	)
	Long-term portion			$	3,668,166			$	3,566,916
	(1)    The interest rate is based upon the London Interbank Offered Rate ("LIBOR") plus an applicable margin. At June 30, 2014, the weighted average interest rate was 1.90% for both the 2013 Credit Facility and 2013 Term Loan.
	(2)    The interest rate is based upon the Euro Interbank Offered Rate ("EURIBOR") plus an applicable margin. At June 30, 2014, the weighted average interest rate was 3.61%.
	(3)    The interest rate is based upon LIBOR plus an applicable margin. At June 30, 2014, the interest rate was 0.53%.
	(4)    The interest rate is based upon LIBOR or the asset-backed commercial paper costs of each individual conduit provider plus an applicable margin.  At June 30, 2014, the interest rates ranged from 1.05% to 1.70%.
	At June 30, 2014, the Company was in compliance with its covenants.
	Credit Agreement
	The Company, as borrower, and ADS Alliance Data Systems, Inc., ADS Foreign Holdings, Inc., Alliance Data Foreign Holdings, Inc., Epsilon Data Management, LLC, Comenity LLC, Comenity Servicing LLC and Aspen Marketing Services, LLC, as guarantors, are party to a credit agreement that provides for a $1.25 billion term loan (the "2013 Term Loan") with certain principal repayments and a $1.25 billion revolving line of credit (the "2013 Credit Facility").
	Total availability under the 2013 Credit Facility at June 30, 2014 was $530.0 million.
	In July 2014, the Company exercised in part the accordion feature of the 2013 Credit Agreement and increased the capacity under the 2013 Credit Facility by $50.0 million to $1.3 billion. Also in July 2014, HMI Holding LLC became an additional guarantor under the 2013 Credit Agreement, the Indenture governing the Senior Notes due 2017 and the Indenture governing the Senior Notes due 2020.
	BrandLoyalty Credit Agreement
	As part of the BrandLoyalty acquisition, the Company assumed the debt outstanding under BrandLoyalty's Amended and Restated Senior Facilities Agreement, as amended (the "BrandLoyalty Credit Agreement"). The BrandLoyalty Credit Agreement is secured by the accounts receivable, inventory, fixed assets, bank accounts and shares of BrandLoyalty Group B.V. and certain of its subsidiaries. The BrandLoyalty Credit Agreement consists of term loans of €63.0 million and a revolving line of credit of €87.0 million, both of which are scheduled to mature on December 31, 2015. The term loans provide for quarterly principal payments of €6.25 million through September 2015, with the remaining amount payable upon maturity. As of June 30, 2014, amounts outstanding under the term loans and revolving line of credit were €44.3 million and €47.6 million ($60.6 million and $65.2 million), respectively.
	All advances under the BrandLoyalty Credit Agreement are denominated in Euros. The interest rate fluctuates and is equal to EURIBOR, as defined in the BrandLoyalty Credit Agreement, plus an applicable margin based on BrandLoyalty's senior net leverage ratio. The BrandLoyalty Credit Agreement contains financial covenants, including a senior net leverage ratio and a minimum annual EBITDA, as well as usual and customary negative covenants and customary events of default.
	Convertible Senior Notes
	In June 2009, the Company issued $345.0 million aggregate principal amount of convertible senior notes that matured and were repaid on May 15, 2014 (the "Convertible Senior Notes due 2014"). On or prior to May 15, 2014, the Company settled in cash the Convertible Senior Notes due 2014, which were surrendered for conversion for $1,864.8 million. The Company applied $1,519.8 million of cash from the counterparties in settlement of the related convertible note hedge transactions, including Bank of America, N.A., J.P. Morgan Securities LLC, as agent for JPMorgan Chase Bank, National Association, London Branch, and Barclays Bank PLC (such parties collectively, the "2014 Hedge Counterparties").
	Interest expense on the convertible senior notes recognized in the Company's unaudited condensed consolidated statements of income for the three and six months ended June 30, 2014 and 2013 is as follows:
		Three Months Ended									Six Months Ended
		June 30,									June 30,
		2014					2013				2014			2013
		(In thousands, except percentages)
	Interest expense calculated on contractual interest rate		$	1,920			$	7,471			$	5,630		$	14,999
	Amortization of discount on liability component			4,036				22,669				11,888			44,719
	Total interest expense on convertible senior notes		$	5,956			$	30,140			$	17,518		$	59,718
	Effective interest rate (annualized)			14.2	%			11	%			14.2	%		11	%
	In June 2014, the Company entered into amendments to the warrant agreements with the 2014 Hedge Counterparties for the approximately 7.3 million warrants associated with the Convertible Senior Notes due 2014. The amendments, among other things, amend the dates on which the warrants are exercisable and will expire to June 16, 2014 and continuing each business day through August 11, 2014. On July 3, 2014, the Company net settled 2.0 million warrants associated with the Convertible Senior Notes due 2014 by issuing 1.5 million shares of its common stock.
	In the first quarter of 2014, the Company completed the settlement of  the final 5.1 million of warrants associated with the convertible senior notes that matured on August 1, 2013 by issuing 2.9 million shares of its common stock.
	Senior Notes Due 2017
	In November 2012, the Company issued and sold $400.0 million aggregate principal amount of 5.250% senior notes due December 1, 2017 (the "Senior Notes due 2017") at an issue price of 98.912% of the aggregate principal amount. The unamortized discount was $3.1 million and $3.5 million at June 30, 2014 and December 31, 2013, respectively. The discount is being amortized using the effective interest method over the remaining life of the Senior Notes due 2017 which, at June 30, 2014, is a period of 3.4 years at an effective annual interest rate of 5.5%.
	Senior Notes Due 2022
	In July 2014, the Company issued and sold $600.0 million aggregate principal amount of 5.375% senior notes due August 1, 2022 (the "Senior Notes due 2022"). The Senior Notes due 2022 accrue interest on the principal amount at the rate of 5.375% per annum from July 29, 2014, payable semi-annually in arrears, on February 1 and August 1 of each year, beginning on February 1, 2015. The Senior Notes due 2022 are unsecured and are guaranteed on a senior unsecured basis by each of the existing and future domestic restricted subsidiaries that becomes liable for any debt under the domestic credit facilities, including the 2013 Credit Agreement.
	Non-Recourse Borrowings of Consolidated Securitization Entities
	Asset-Backed Term Notes
	In February 2014, Master Trust I issued $625.0 million of asset-backed term securities, $175.0 million of which was retained by the Company and eliminated from the unaudited condensed consolidated financial statements. These securities mature in February 2016 and have a variable interest rate equal to LIBOR plus a margin of 0.38%.
	In July 2014, Master Trust I issued $394.7 million of asset-backed term securities, $94.7 million of which was retained by the Company and will be eliminated from the unaudited condensed consolidated financial statements. These securities mature in September 2015 and have a fixed interest rate of 0.61%.
	Conduit Facilities
	The Company has access to committed undrawn capacity through three conduit facilities to support the funding of its credit card receivables through Master Trust I, Master Trust III and the WFC Trust.
In February 2014, Master Trust I renewed its 2009-VFN conduit facility, extending the maturity to February 29, 2016, with a total capacity of $700.0 million.
In May 2014, the WFC Trust renewed its 2009-VFN conduit facility, extending the maturity to May 31, 2016, with a total capacity of $450.0 million.
As of June 30, 2014, total capacity under the conduit facilities was $1.6 billion, of which $860.0 million had been drawn and was included in non-recourse borrowings of consolidated securitization entities in the unaudited condensed consolidated balance sheets.
Derivative Instruments
As part of its interest rate risk management program, the Company may enter into derivative contracts with institutions that are established dealers to manage its exposure to changes in interest rates for certain obligations. The Company was not a party to any derivative instruments as of December 31, 2013. With the BrandLoyalty acquisition on January 2, 2014, the Company assumed certain derivative instruments.
These interest rate derivative instruments involve the receipt of variable rate amounts from counterparties in exchange for the Company making fixed rate payments over the life of the agreement without the exchange of the underlying notional amount. These interest rate derivative instruments are not designated as hedges. Such instruments are not speculative and are used to manage interest rate risk, but do not meet the specific hedge accounting requirements of ASC 815, "Derivatives and Hedging."
At June 30, 2014 the notional amount of the Company's outstanding interest rate derivatives was €59.3 million ($81.2 million), with a weighted average years to maturity of 0.9 years.
The fair value of the Company's outstanding interest rate derivatives at June 30, 2014 was $0.5 million, of which $0.2 million was included in other current liabilities and $0.3 million was included in other liabilities in the unaudited condensed consolidated balance sheets.
During the three and six months ended June 30, 2014, a de minimis amount of gains on derivative instruments was recognized in interest expense on long-term and other debt, net within the unaudited condensed consolidated statements of income. During the three and six months ended June 30, 2013, gains on interest rate swaps on securitized borrowings that matured in 2013 of $2.2 million and $8.5 million, respectively, were recognized in securitization funding costs within the unaudited condensed consolidated statements of income.
The Company limits its exposure on derivatives by entering into contracts with institutions that are established dealers who maintain certain minimum credit criteria established by the Company. At June 30, 2014, the Company does not maintain any derivative instruments subject to master agreements that would require the Company to post collateral or that contain any credit-risk related contingent features.

DEFERRED_REVENUE

DEFERRED REVENUE	6 Months Ended
	Jun. 30, 2014
DEFERRED REVENUE	'
DEFERRED REVENUE	'
	10. DEFERRED REVENUE
	The AIR MILES Reward Program collects fees from its sponsors based on the number of AIR MILES reward miles issued and, in limited circumstances, the number of AIR MILES reward miles redeemed. Because management has determined that the earnings process is not complete at the time an AIR MILES reward mile is issued, the recognition of redemption and service revenue is deferred.
	A reconciliation of deferred revenue for the AIR MILES Reward Program is as follows:
		Deferred Revenue
		Service			Redemption			Total
		(In thousands)
	December 31, 2013	$	346,631		$	790,555		$	1,137,186
	Cash proceeds		96,377			211,608			307,985
	Revenue recognized		(99,975	)		(248,940	)		(348,915	)
	Other		—			(257	)		(257	)
	Effects of foreign currency translation		(1,640	)		(4,530	)		(6,170	)
	June 30, 2014	$	341,393		$	748,436		$	1,089,829
	Amounts recognized in the unaudited condensed consolidated balance sheets:
	Current liabilities	$	174,686		$	748,436		$	923,122
	Non-current liabilities	$	166,707		$	—		$	166,707

REDEEMABLE_NONCONTROLLING_INTE

REDEEMABLE NON-CONTROLLING INTEREST	6 Months Ended
	Jun. 30, 2014
REDEEMABLE NON-CONTROLLING INTEREST	'
REDEEMABLE NON-CONTROLLING INTEREST	'
	11. REDEEMABLE NON-CONTROLLING INTEREST
	On January 2, 2014, the Company acquired a 60% ownership interest in BrandLoyalty. The remaining 40% interest held by minority interest shareholders is considered a redeemable non-controlling interest. Pursuant to the BrandLoyalty share purchase agreement, the Company may acquire the remaining 40% ownership interest in BrandLoyalty over a four-year period, 10% per year at predetermined valuation multiples. If specified annual earnings targets are met by BrandLoyalty, the Company must acquire the additional 10% interest for the year achieved; otherwise, the sellers have a put option to sell the Company their 10% interest for the respective year. The Company recognized a redeemable non-controlling interest in the amount of $341.9 million, which was measured at fair value at the acquisition date. A reconciliation of the changes in the redeemable non-controlling interest is as follows:
		Redeemable
		Non-Controlling Interest
		(In thousands)
	Balance at January 2, 2014	$	341,907
	Net income attributable to non-controlling interest		97
	Other comprehensive income attributable to non-controlling interest		166
	Foreign currency translation adjustments		517
	Balance at June 30, 2014	$	342,687

STOCKHOLDERS_EQUITY

STOCKHOLDERS' EQUITY	6 Months Ended
	Jun. 30, 2014
STOCKHOLDERS' EQUITY	'
STOCKHOLDERS' EQUITY	'
	12. STOCKHOLDERS' EQUITY
	Stock Repurchase Program
	On December 5, 2013, the Company's Board of Directors authorized a stock repurchase program to acquire up to $400.0 million of our outstanding common stock from January 1, 2014 through December 31, 2014, subject to any restrictions pursuant to the terms of the Company's credit agreements, indentures, applicable securities laws or otherwise.
	For the six months ended June 30, 2014, the Company acquired a total of 813,317 shares of its common stock for $201.8 million. As of June 30, 2014, the Company had $198.2 million available under the stock repurchase program.
	Stock Compensation Expense
	Total stock-based compensation expense recognized in the Company's unaudited condensed consolidated statements of income for the three and six months ended June 30, 2014 and 2013 is as follows:
		Three Months Ended				Six Months Ended
		June 30,				June 30,
		2014		2013		2014		2013
		(In thousands)
	Cost of operations	$	11,230	$	10,600	$	22,212	$	19,542
	General and administrative		4,643		4,391		9,285		8,473
	Total	$	15,873	$	14,991	$	31,497	$	28,015
	During the six months ended June 30, 2014, the Company awarded 174,590 performance-based restricted stock units with a weighted average grant date fair value per share of $283.93 as determined on the date of grant. The performance restriction on the awards will lapse upon determination by the Board of Directors or the Compensation Committee of the Board of Directors that the Company's earnings before taxes for the period from January 1, 2014 to December 31, 2014 met certain pre-defined vesting criteria that permit a range from 50% to 150% of such performance-based restricted stock units to vest. Upon such determination, the restrictions will lapse with respect to 33% of the award on February 18, 2015, an additional 33% of the award on February 18, 2016 and the final 34% of the award on February 21, 2017, provided that the participant is employed by the Company on each such vesting date.
	During the six months ended June 30, 2014, the Company awarded 52,472 service-based restricted stock units with a weighted average grant date fair value per share of $280.87 as determined on the date of grant. Service-based restricted stock units typically vest ratably over three years provided that the participant is employed by the Company on each such vesting date.

ACCUMULATED_OTHER_COMPREHENSIV

ACCUMULATED OTHER COMPREHENSIVE INCOME	6 Months Ended
	Jun. 30, 2014
ACCUMULATED OTHER COMPREHENSIVE INCOME	'
ACCUMULATED OTHER COMPREHENSIVE INCOME	'
	13. ACCUMULATED OTHER COMPREHENSIVE INCOME
	The changes in each component of accumulated comprehensive income (loss), net of tax effects, are as follows:
		Net				Foreign Currency Translation Adjustments(1)				Accumulated
	Three Months Ended June 30, 2014	Unrealized								Other Comprehensive Income (Loss)
		Gains (Losses)
		on Securities
		(In thousands)
	Balance as of March 31, 2014	$	4,674			$	(13,083	)		$	(8,409	)
	Changes in other comprehensive income (loss)		71				(5,857	)			(5,786	)
	Balance as of June 30, 2014	$	4,745			$	(18,940	)		$	(14,195	)
	Three Months Ended June 30, 2013	Net				Foreign Currency Translation Adjustments(1)				Accumulated
		Unrealized								Other Comprehensive Income (Loss)
		Gains (Losses)
		on Securities
		(In thousands)
	Balance as of March 31, 2013	$	11,417			$	(28,855	)		$	(17,438	)
	Changes in other comprehensive income (loss)		(6,550	)			4,938				(1,612	)
	Balance as of June 30, 2013	$	4,867			$	(23,917	)		$	(19,050	)
	Six Months Ended June 30, 2014	Net				Foreign Currency Translation Adjustments(1)				Accumulated
		Unrealized								Other Comprehensive Income (Loss)
		Gains (Losses)
		on Securities
		(In thousands)
	Balance as of December 31, 2013	$	4,189			$	(22,416	)		$	(18,227	)
	Changes in other comprehensive income (loss)		556				3,476				4,032
	Balance as of June 30, 2014	$	4,745			$	(18,940	)		$	(14,195	)
	Six Months Ended June 30, 2013		Net				Foreign Currency Translation Adjustments(1)				Accumulated
			Unrealized								Other Comprehensive Income (Loss)
			Gains (Losses)
			on Securities
			(In thousands)
	Balance as of December 31, 2012		$	10,321			$	(32,182	)		$	(21,861	)
	Changes in other comprehensive income (loss)			(5,454	)			8,265				2,811
	Balance as of June 30, 2013		$	4,867			$	(23,917	)		$	(19,050	)
	-1	Primarily related to the impact of changes in the Canadian dollar and Euro exchange rates for the three and six months ended June 30, 2014 and to the impact of changes in the Canadian dollar exchange rate for the three and six months ended June 30, 2013.
	There were no reclassifications out of accumulated other comprehensive income (loss) into net income for the three months ended June 30, 2014 and 2013 and the six months ended June 30, 2014. A de minimis amount was reclassified out of accumulated other comprehensive income (loss) into net income for the six months ended June 30, 2013.

FINANCIAL_INSTRUMENTS

FINANCIAL INSTRUMENTS	6 Months Ended
	Jun. 30, 2014
FINANCIAL INSTRUMENTS	'
FINANCIAL INSTRUMENTS	'
	14. FINANCIAL INSTRUMENTS
	In accordance with ASC 825, "Financial Instruments," the Company is required to disclose the fair value of financial instruments for which it is practical to estimate fair value. To obtain fair values, observable market prices are used if available. In some instances, observable market prices are not readily available and fair value is determined using present value or other techniques appropriate for a particular financial instrument. These techniques involve judgment and as a result are not necessarily indicative of the amounts the Company would realize in a current market exchange. The use of different assumptions or estimation techniques may have a material effect on the estimated fair value amounts.
	Fair Value of Financial Instruments — The estimated fair values of the Company's financial instruments are as follows:
			30-Jun-14						31-Dec-13
			Carrying			Fair			Carrying			Fair
			Amount			Value			Amount			Value
			(In thousands)
	Financial assets
	Cash and cash equivalents		$	631,167		$	631,167		$	969,822		$	969,822
	Trade receivables, net			394,681			394,681			394,822			394,822
	Credit card and loan receivables, net			8,050,314			8,050,314			8,069,713			8,069,713
	Loan receivables held for sale			63,425			63,425			62,082			62,082
	Redemption settlement assets, restricted			565,158			565,158			510,349			510,349
	Cash collateral, restricted			34,710			34,710			34,124			34,124
	Other investments			208,889			208,889			99,221			99,221
	Financial liabilities
	Accounts payable			320,678			320,678			210,019			210,019
	Deposits			3,010,025			3,038,051			2,816,361			2,836,352
	Non-recourse borrowings of consolidated securitization entities			4,311,916			4,357,684			4,591,916			4,618,205
	Long-term and other debt			2,961,413			3,007,498			2,800,281			4,404,500
	Derivative instruments			465			465			—			—
	Contingent liability			249,067			249,067			—			—
	Fair Value of Assets and Liabilities Held at June 30, 2014 and December 31, 2013
	The following techniques and assumptions were used by the Company in estimating fair values of financial instruments as disclosed herein:
	Cash and cash equivalents, trade receivables, net and accounts payable — The carrying amount approximates fair value due to the short maturity and the relatively liquid nature of these assets and liabilities.
	Credit card and loan receivables, net — Credit card and loan receivables, net includes both receivables issued or purchased by the Company in the normal course of business. The carrying amount of credit card and loan receivables, net approximates fair value due to the short maturity and average interest rates that approximate current market origination rates.
	Loan receivables held for sale — Loan receivables held for sale are carried at the lower of cost or fair value, and their carrying amount approximates fair value due to the short duration between origination and sale.
	Redemption settlement assets, restricted — Redemption settlement assets, restricted consists of cash and cash equivalents and government and corporate bonds. The fair value for securities is based on quoted market prices for the same or similar securities.
	Cash collateral, restricted — The spread deposits are recorded at their fair value based on discounted cash flow models. The Company uses a valuation model that calculates the present value of estimated cash flows for each asset. The fair value is based on the term of the underlying securities and a discount rate. The carrying amount of excess funding deposits approximates its fair value due to the relatively short maturity period and average interest rates, which approximate current market rates.
	Other investments — Other investments consist of restricted cash, U.S. Treasury bonds and marketable securities. The fair value is based on quoted market prices for the same or similar securities.
	Deposits — The fair value is estimated based on the current observable market rates available to the Company for similar deposits with similar remaining maturities.
	Non-recourse borrowings of consolidated securitization entities — The fair value is estimated based on the current observable market rates available to the Company for similar debt instruments with similar remaining maturities or quoted market prices for the same transaction.
	Long-term and other debt — The fair value is estimated based on the current observable market rates available to the Company for similar debt instruments with similar remaining maturities or quoted market prices for the same transaction.
	Derivative instruments —The valuation of these instruments was determined using a discounted cash flow analysis on the expected cash flows of each derivative. This analysis reflected the contractual terms of the derivatives, including the period to maturity, and used observable market-based inputs, including interest rate curves and option volatility.
	Contingent liability — The fair value is determined using a Monte Carlo simulation valuation technique, which is based on certain key assumptions, including the estimated 2014 earnings and net debt of BrandLoyalty, each as defined in the share purchase agreement, earnings volatility, and discount rate.
	Financial Assets and Financial Liabilities Fair Value Hierarchy
	ASC 825 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include:
		·	Level 1, defined as observable inputs such as quoted prices in active markets;
		·	Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and
		·	Level 3, defined as unobservable inputs where little or no market data exists, therefore requiring an entity to develop its own assumptions.
	Financial instruments are considered Level 3 when their values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. Level 3 financial instruments also include those for which the determination of fair value requires significant management judgment or estimation. The use of different techniques to determine fair value of these financial instruments could result in different estimates of fair value at the reporting date.
	The following tables provide information for the assets and liabilities carried at fair value measured on a recurring basis as of June 30, 2014 and December 31, 2013:
						Fair Value Measurements at
						June 30, 2014 Using
			Balance at			Level 1			Level 2			Level 3
			June 30,
			2014
			(In thousands)
	Government bonds (1)		$	4,787		$	—		$	4,787		$	—
	Corporate bonds (1)			406,577			—			406,577			—
	Cash collateral, restricted			34,710			—			—			34,710
	Other investments (2)			208,889			135,659			73,230			—
	Total assets measured at fair value		$	654,963		$	135,659		$	484,594		$	34,710
	Derivative instruments (3)		$	465		$	—		$	465		$	—
	Contingent liability (4)			249,067			—			—			249,067
	Total liabilities measured at fair value		$	249,532		$	—		$	465		$	249,067
							Fair Value Measurements at
							December 31, 2013 Using
				Balance at			Level 1			Level 2			Level 3
				December 31,
				2013
				(In thousands)
	Corporate bonds (1)			$	436,365		$	—		$	436,365		$	—
Cash collateral, restricted				34,124			—			—			34,124
Other investments (2)				99,221			30,888			68,333			—
Total assets measured at fair value			$	569,710		$	30,888		$	504,698		$	34,124
-1		Amounts are included in redemption settlement assets in the unaudited condensed consolidated balance sheets.
-2		Amounts are included in other current assets and other assets in the unaudited condensed consolidated balance sheets.
-3		Amount is included in other current liabilities and other liabilities in the unaudited condensed consolidated balance sheets.
-4		Amount is included in accrued expenses in the unaudited condensed consolidated balance sheets.
The following tables summarize the changes in fair value of the Company's asset and liability measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as defined in ASC 825 as of June 30, 2014 and 2013:
		Cash Collateral, Restricted
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
		(In thousands)
Balance at beginning of period		$	34,425		$	63,140		$	34,124		$	62,660
Total gains (realized or unrealized):
Included in earnings			285			311			586			791
Purchases			—			—			—			—
Sales			—			—			—			—
Issuances			—			—			—			—
Settlements			—			(17,500	)		—			(17,500	)
Transfers in or out of Level 3			—			—			—			—
Balance at end of period		$	34,710		$	45,951		$	34,710		$	45,951
Gains for the period included in earnings related to assets still held at end of period		$	285		$	311		$	586		$	791
The spread deposits included in cash collateral, restricted are recorded at their fair value based on discounted cash flow models, utilizing the respective term of each instrument which ranged from 4 to 28 months, with a weighted average term of 11 months. The unobservable input used to calculate the fair value was the discount rate of 3.0%, which was based on an interest rate curve that is observable in the market as adjusted for a credit spread. Significant increases in the term or the discount rate would result in a lower fair value. Conversely, significant decreases in the term or the discount rate would result in a higher fair value.
For the three and six months ended June 30, 2014 and 2013, gains included in earnings attributable to cash collateral, restricted are included in securitization funding costs in the Company's unaudited condensed consolidated statements of income.
		Contingent Liability
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
		(In thousands)
Balance at beginning of period		$	250,508		$	—		$	—		$	—
Total gains or losses (realized or unrealized):
Included in earnings			—			—			—			—
Purchases			—			—			248,702			—
Sales			—			—			—			—
Issuances			—			—			—			—
Settlements			—			—			—			—
Foreign currency transaction adjustments			(1,441	)		—			365			—
Transfers in or out of Level 3			—			—			—			—
Balance at end of period		$	249,067		$	—		$	249,067		$	—
Gains (losses) for the period included in earnings related to liability still held at end of period		$	1,441		$	—		$	(365	)	$	—
The contingent liability represents the additional consideration that the Company may be required to pay in the first quarter of 2015 as part of the earn-out provisions included in the share purchase agreement for the BrandLoyalty acquisition. The contingent liability is included in accrued expenses in the Company's unaudited condensed consolidated balance sheets and is recorded at fair value. The fair value was determined using a Monte Carlo simulation valuation technique, which is based on certain key assumptions, including estimated 2014 earnings and net debt for BrandLoyalty, each as defined in the share purchase agreement, earnings volatility and a discount rate. Earnings volatility was determined based on observed market volatility for a guideline set of similar companies. The discount rate was based on observed borrowing rates on debt instruments with similar terms, adjusted for an unobservable risk premium. Significant increases in the estimated 2014 earnings for BrandLoyalty or significant decreases in the earnings volatility, discount rate or net debt for BrandLoyalty would result in an increase in the fair value of the contingent liability. Conversely, significant decreases in the estimated 2014 earnings for BrandLoyalty or significant increases in the earnings volatility, discount rate or net debt for BrandLoyalty would result in a decrease in the fair value of the contingent liability.
For the three and six months ended June 30, 2014, foreign currency transaction gains or losses included in earnings attributable to the contingent liability are included in cost of operations in the Company's unaudited condensed consolidated statements of income.
There were no transfers between Levels 1 and 2 within the fair value hierarchy for the three and six months ended June 30, 2014 and 2013.
Financial Instruments Disclosed but Not Carried at Fair Value
The following table provides assets and liabilities disclosed but not carried at fair value as of June 30, 2014 and December 31, 2013:
		Fair Value Measurements at
		30-Jun-14
		Total			Level 1			Level 2			Level 3
		(In thousands)
Financial assets
Cash and cash equivalents		$	631,167		$	631,167		$	—		$	—
Credit card and loan receivables, net			8,050,314			—			—			8,050,314
Loan receivables held for sale			63,425			—			—			63,425
Total		$	8,744,906		$	631,167		$	—		$	8,113,739
Financial liabilities
Deposits		$	3,038,051		$	—		$	3,038,051		$	—
Non-recourse borrowings of consolidated securitization entities			4,357,684			—			4,357,684			—
Long-term and other debt			3,007,498			—			3,007,498			—
Total		$	10,403,233		$	—		$	10,403,233		$	—
		Fair Value Measurements at
		31-Dec-13
		Total			Level 1			Level 2			Level 3
		(In thousands)
Financial assets
Cash and cash equivalents		$	969,822		$	969,822		$	—		$	—
Credit card and loan receivables, net			8,069,713			—			—			8,069,713
Loan receivables held for sale			62,082			—			—			62,082
Total		$	9,101,617		$	969,822		$	—		$	8,131,795
Financial liabilities
Deposits		$	2,836,352		$	—		$	2,836,352		$	—
Non-recourse borrowings of consolidated securitization entities			4,618,205			—			4,618,205			—
Long-term and other debt			4,404,500			—			4,404,500			—
Total		$	11,859,057		$	—		$	11,859,057		$	—

INCOME_TAXES

INCOME TAXES	6 Months Ended
	Jun. 30, 2014
INCOME TAXES	'
INCOME TAXES	'
	15. INCOME TAXES
	For each of the three and six months ended June 30, 2014, the Company utilized an effective tax rate of 36.6% to calculate its provision for income taxes. For the three and six months ended June 30, 2013, the Company utilized an effective tax rate of 37.3% and 37.8%, respectively, to calculate its provision for income taxes. In accordance with ASC 740‑270, "Income Taxes — Interim Reporting," the Company's expected annual effective tax rate for calendar year 2014 based on all known variables is 36.6%.

SEGMENT_INFORMATION

SEGMENT INFORMATION	6 Months Ended
	Jun. 30, 2014
SEGMENT INFORMATION	'
SEGMENT INFORMATION	'
	16. SEGMENT INFORMATION
	Operating segments are defined by ASC 280, "Segment Reporting," as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company's chief operating decision maker is the President and Chief Executive Officer. The operating segments are reviewed separately because each operating segment represents a strategic business unit that generally offers different products and serves different markets.
	The Company operates in the following reportable segments: LoyaltyOne, Epsilon, and Private Label Services and Credit. Segment operations consist of the following:
		•	LoyaltyOne includes the Company's Canadian AIR MILES Reward Program and BrandLoyalty;
		•	Epsilon provides end-to-end, integrated direct marketing solutions that leverage transactional data to help clients more effectively acquire and build stronger relationships with their customers; and
		•	Private Label Services and Credit provides risk management solutions, account origination, funding, transaction processing, customer care, collections and marketing services for the Company's private label and co-brand credit card programs.
	Corporate and other immaterial businesses are reported collectively as an "all other" category labeled "Corporate/Other." Income taxes are not allocated to the segments in the computation of segment operating profit for internal evaluation purposes and have also been included in "Corporate/Other." Total assets are not allocated to the segments.
	Three Months Ended June 30, 2014		LoyaltyOne				Epsilon				Private Label			Corporate/ Other				Eliminations				Total
											Services and
											Credit
			(In thousands)
	Revenues		$	355,583			$	357,088			$	557,258		$	187			$	(4,958	)		$	1,265,158
	Income (loss) before income taxes			60,056				25,598				194,891			(60,937	)			—				219,608
	Interest expense, net			2,082				(6	)			29,785			31,071				—				62,932
	Operating income (loss)			62,138				25,592				224,676			(29,866	)			—				282,540
	Depreciation and amortization			22,723				36,838				12,981			1,753				—				74,295
	Stock compensation expense			2,705				5,262				3,263			4,643				—				15,873
	Adjusted EBITDA (1)			87,566				67,692				240,920			(23,470	)			—				372,708
	Less: Securitization funding costs			—				—				22,300			—				—				22,300
	Less: Interest expense on deposits			—				—				8,228			—				—				8,228
	Less: Adjusted EBITDA attributable to non-controlling interest			10,214				—				—			—				—				10,214
	Adjusted EBITDA, net (1)		$	77,352			$	67,692			$	210,392		$	(23,470	)		$	—			$	331,966
	Three Months Ended June 30, 2013		LoyaltyOne				Epsilon				Private Label			Corporate/ Other				Eliminations				Total
											Services and
											Credit
			(In thousands)
	Revenues		$	220,137			$	331,841			$	479,875		$	—			$	(3,761	)		$	1,028,092
	Income (loss) before income taxes			59,177				24,166				184,450			(82,079	)			—				185,714
	Interest expense, net			(139	)			(23	)			31,173			52,455				—				83,466
	Operating income (loss)			59,038				24,143				215,623			(29,624	)			—				269,180
	Depreciation and amortization			4,337				34,708				13,162			1,369				—				53,576
	Stock compensation expense			2,800				4,742				3,059			4,390				—				14,991
	Adjusted EBITDA (1)			66,175				63,593				231,844			(23,865	)			—				337,747
	Less: Securitization funding costs			—				—				24,694			—				—				24,694
	Less: Interest expense on deposits			—				—				7,002			—				—				7,002
	Less: Adjusted EBITDA attributable to non-controlling interest			—				—				—			—				—				—
	Adjusted EBITDA, net (1)		$	66,175			$	63,593			$	200,148		$	(23,865	)		$	—			$	306,051
	Six Months Ended June 30, 2014		LoyaltyOne				Epsilon				Private Label			Corporate/ Other				Eliminations				Total
											Services and
											Credit
			(In thousands)
	Revenues		$	684,553			$	704,557			$	1,119,054		$	228			$	(10,334	)		$	2,498,058
	Income (loss) before income taxes			104,432				38,745				423,246			(132,770	)			—				433,653
	Interest expense, net			3,644				(19	)			60,191			66,863				—				130,679
	Operating income (loss)			108,076				38,726				483,437			(65,907	)			—				564,332
	Depreciation and amortization			44,972				73,915				25,674			3,807				—				148,368
	Stock compensation expense			5,489				10,253				6,470			9,285				—				31,497
	Adjusted EBITDA (1)			158,537				122,894				515,581			(52,815	)			—				744,197
	Less: Securitization funding costs			—				—				45,211			—				—				45,211
	Less: Interest expense on deposits			—				—				16,462			—				—				16,462
	Less: Adjusted EBITDA attributable to non-controlling interest			16,003				—				—			—				—				16,003
	Adjusted EBITDA, net (1)		$	142,534			$	122,894			$	453,908		$	(52,815	)		$	—			$	666,521
	Six Months Ended June 30, 2013			LoyaltyOne				Epsilon				Private Label			Corporate/ Other				Eliminations				Total
												Services and
												Credit
				(In thousands)
	Revenues			$	461,044			$	649,754			$	977,223		$	—			$	(6,492	)		$	2,081,529
	Income (loss) before income taxes				115,320				40,392				395,817			(157,134	)			—				394,395
	Interest expense, net				(420	)			(39	)			62,227			104,242				—				166,010
	Operating income (loss)				114,900				40,353				458,044			(52,892	)			—				560,405
	Depreciation and amortization				8,659				68,928				26,496			2,343				—				106,426
	Stock compensation expense				5,219				8,729				5,595			8,472				—				28,015
	Adjusted EBITDA (1)				128,778				118,010				490,135			(42,077	)			—				694,846
Less: Securitization funding costs				—				—				49,179			—				—				49,179
Less: Interest expense on deposits				—				—				14,009			—				—				14,009
Less: Adjusted EBITDA attributable to non-controlling interest				—				—				—			—				—				—
Adjusted EBITDA, net (1)			$	128,778			$	118,010			$	426,947		$	(42,077	)		$	—			$	631,658
-1		Adjusted EBITDA is a non-GAAP financial measure equal to net income, the most directly comparable financial measure based on GAAP, plus stock compensation expense, provision for income taxes, interest expense, net, depreciation and other amortization and amortization of purchased intangibles. Adjusted EBITDA, net is also a non-GAAP financial measure equal to adjusted EBITDA less securitization funding costs, interest expense on deposits and adjusted EBITDA attributable to the non-controlling interest. Adjusted EBITDA and adjusted EBITDA, net are presented in accordance with ASC 280, "Segment Reporting," as they are the primary performance metrics utilized to assess performance of the segments.

SUBSEQUENT_EVENT

SUBSEQUENT EVENT	6 Months Ended
	Jun. 30, 2014
SUBSEQUENT EVENT	'
SUBSEQUENT EVENT	'
	17. SUBSEQUENT EVENT
	On July 30, 2014, the Company acquired the existing co-brand credit card portfolio of Coldwater Creek. The purchase price was approximately $279.5 million, which is subject to customary purchase price adjustments.

EARNINGS_PER_SHARE_Tables

EARNINGS PER SHARE (Tables)	6 Months Ended
	Jun. 30, 2014
EARNINGS PER SHARE	'
Schedule of computation of basic and diluted net income per share	'
		Three Months Ended				Six Months Ended
		June 30,				June 30,
		2014		2013		2014		2013
		(In thousands, except per share amounts)
	Numerator:
	Net income attributable to Alliance Data Systems Corporation stockholders	$	137,444	$	116,440	$	274,839	$	245,419
	Denominator:
	Weighted average shares, basic		54,154		49,123		53,600		49,444
	Weighted average effect of dilutive securities:
	Shares from assumed conversion of convertible senior notes		2,715		10,611		4,224		10,372
	Shares from assumed conversion of convertible note warrants		5,247		7,818		6,009		7,336
	Net effect of dilutive stock options and unvested restricted stock		521		615		521		594
	Denominator for diluted calculations		62,637		68,167		64,354		67,746
	Net income attributable to Alliance Data Systems Corporation stockholders per share:
	Basic	$	2.54	$	2.37	$	5.13	$	4.96
	Diluted	$	2.19	$	1.71	$	4.27	$	3.62

ACQUISITION_Tables

ACQUISITION (Tables)	6 Months Ended
	Jun. 30, 2014
ACQUISITION	'
Summary of allocation of the consideration and the respective fair values of the assets acquired and liabilities assumed	'
		As of
		2-Jan-14
		(In thousands)
	Current assets, net of cash acquired	$	246,769
	Deferred tax asset		3,509
	Property and equipment		19,719
	Other non-current assets		3,994
	Intangible assets		423,832
	Goodwill		565,015
	Total assets acquired		1,262,838
	Current liabilities		146,559
	Current portion of long-term debt		34,180
	Deferred tax liability		105,512
	Long-term debt (net of current portion)		126,323
	Other liabilities		142
	Total liabilities assumed		412,716
	Redeemable non-controlling interest		341,907
	Net assets acquired	$	508,215

CREDIT_CARD_AND_LOAN_RECEIVABL1

CREDIT CARD AND LOAN RECEIVABLES (Tables)	6 Months Ended
	Jun. 30, 2014
CREDIT CARD AND LOAN RECEIVABLES	'
Schedule of components of total credit card and loan receivables	'
		June 30,			December 31,
		2014			2013
		(In thousands)
	Principal receivables	$	8,096,112		$	8,166,961
	Billed and accrued finance charges		336,440			343,521
	Other credit card and loan receivables		101,342			62,400
	Total credit card and loan receivables		8,533,894			8,572,882
	Less credit card receivables – restricted for securitization investors		6,737,440			7,080,014
	Other credit card and loan receivables	$	1,796,454		$	1,492,868
Schedule of Company's allowance for loan loss	'
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
		(In thousands)
	Balance at beginning of period	$	482,658		$	471,016		$	503,169		$	481,958
	Provision for loan loss		96,652			57,796			167,234			124,444
	Change in estimate for uncollectible unpaid interest and fees		(5,000	)		—			500			—
	Recoveries		38,066			27,163			76,474			57,948
	Principal charge-offs		(128,796	)		(107,579	)		(263,797	)		(215,954	)
	Balance at end of period	$	483,580		$	448,396		$	483,580		$	448,396
Schedule of delinquency trends of the Company's credit card and loan receivables portfolio	'
		June 30,			% of			December 31,			% of
		2014			Total			2013			Total
					(In thousands, except percentages)
	Receivables outstanding – principal	$	8,096,112			100	%	$	8,166,961			100	%
	Principal receivables balances contractually delinquent:
	31 to 60 days		115,647			1.5	%		114,430			1.4	%
	61 to 90 days		74,923			0.9			74,700			0.9
	91 or more days		129,309			1.6			150,425			1.9
	Total	$	319,879			4	%	$	339,555			4.2	%
Schedule of information on credit card and loan receivables that are considered troubled debt restructurings, which entered into a modification program	'
	The following tables provide information on credit card and loan receivables that are considered troubled debt restructurings as described above, which entered into a modification program during the specified periods:
		Three Months Ended June 30, 2014									Six Months Ended June 30, 2014
		Number of Restructurings			Pre-modification Outstanding			Post-modification Outstanding			Number of Restructurings			Pre-modification Outstanding		Post-modification Outstanding
					Balance			Balance						Balance		Balance
		(Dollars in thousands)
	Troubled debt restructurings – credit card receivables		28,602		$	28,922		$	28,896			65,154		$	64,708	$	64,651
		Three Months Ended June 30, 2013									Six Months Ended June 30, 2013
		Number of Restructurings			Pre-modification Outstanding			Post-modification Outstanding			Number of Restructurings			Pre-modification Outstanding		Post-modification Outstanding
					Balance			Balance						Balance		Balance
		(Dollars in thousands)
	Troubled debt restructurings – credit card receivables		35,100		$	32,135		$	32,120			72,895		$	66,101	$	66,062
	The tables below summarize troubled debt restructurings that have defaulted in the specified periods where the default occurred within 12 months of their modification date:
		Three Months Ended						Six Months Ended
		30-Jun-14						30-Jun-14
		Number of Restructurings			Outstanding Balance			Number of Restructurings			Outstanding Balance
		(Dollars in thousands)
	Troubled debt restructurings that subsequently defaulted – credit card receivables		13,770		$	13,831			30,498		$	29,972
		Three Months Ended						Six Months Ended
		30-Jun-13						30-Jun-13
		Number of Restructurings			Outstanding Balance			Number of Restructurings			Outstanding Balance
		(Dollars in thousands)
	Troubled debt restructurings that subsequently defaulted – credit card receivables		15,698		$	14,938			31,193		$	29,421
Schedule of number of active credit card and loan accounts with balances and the related principal balances outstanding, based upon the age of the active credit card accounts from origination	'
		30-Jun-14
	Age of Accounts Since Origination	Number of			Percentage of			Total			Percentage of
		Active Accounts			Active Accounts			Principal			Principal
		with Balances			with Balances			Receivables Outstanding			Receivables Outstanding
		(In thousands, except percentages)
	0-12 Months		4,750			27.8	%	$	2,031,774			25.1	%
	13-24 Months		2,467			14.5			1,148,807			14.2
	25-36 Months		1,714			10			838,573			10.4
	37-48 Months		1,245			7.3			623,665			7.7
	49-60 Months		988			5.8			520,428			6.4
	Over 60 Months		5,915			34.6			2,932,865			36.2
	Total		17,079			100	%	$	8,096,112			100	%
		30-Jun-13
	Age of Accounts Since Origination	Number of			Percentage of			Total			Percentage of
		Active Accounts			Active Accounts			Principal			Principal
		with Balances			with Balances			Receivables Outstanding			Receivables Outstanding
		(In thousands, except percentages)
	0-12 Months		4,162			26.3	%	$	1,567,355			22.8	%
	13-24 Months		2,132			13.5			868,822			12.7
	25-36 Months		1,492			9.4			656,544			9.6
	37-48 Months		1,188			7.5			570,969			8.3
	49-60 Months		939			5.9			481,828			7
	Over 60 Months		5,920			37.4			2,721,437			39.6
	Total		15,833			100	%	$	6,866,955			100	%
Schedule of composition of obligor credit quality	'
		30-Jun-14						30-Jun-13
	Probability of an Account Becoming 90 or More Days Past	Total			Percentage of			Total			Percentage of
	Due or Becoming Charged-off (within the next 12 months)	Principal			Principal			Principal			Principal
		Receivables Outstanding			Receivables Outstanding			Receivables Outstanding			Receivables Outstanding
					(In thousands, except percentages)
	No Score	$	144,270			1.8	%	$	143,497			2.1	%
	27.1% and higher		391,005			4.8			304,557			4.4
	17.1% - 27.0%		748,356			9.2			618,805			9
	12.6% - 17.0%		886,078			11			718,748			10.5
	3.7% - 12.5%		3,298,009			40.7			2,782,404			40.5
	1.9% - 3.6%		1,681,968			20.8			1,483,852			21.6
	Lower than 1.9%		946,426			11.7			815,092			11.9
	Total	$	8,096,112			100	%	$	6,866,955			100	%
Schedule of securitized credit card receivables, delinquencies and net charge-offs	'
		June 30,			December 31,
		2014			2013
		(In thousands)
	Total credit card receivables – restricted for securitization investors	$	6,737,440		$	7,080,014
	Principal amount of credit card receivables – restricted for securitization investors, 90 days or more past due	$	109,383		$	131,659
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
		(In thousands)
	Net charge-offs of securitized principal	$	79,947		$	74,595		$	165,661		$	148,689

OTHER_INVESTMENTS_Tables

OTHER INVESTMENTS (Tables)	6 Months Ended
	Jun. 30, 2014
OTHER INVESTMENTS	'
Schedule of principal components of other investments, which are carried at fair value	'
		30-Jun-14											31-Dec-13
		Amortized Cost		Unrealized Gains			Unrealized Losses			Fair Value			Amortized Cost		Unrealized Gains			Unrealized Losses			Fair Value
		(In thousands)
	Restricted cash	$	30,548	$	—		$	—		$	30,548		$	25,988	$	—		$	—		$	25,988
	Marketable securities		79,963		269			(1,977	)		78,255			77,351		62			(4,180	)		73,233
	U.S. Treasury bonds		100,086		—			—			100,086			—		—			—			—
	Total	$	210,597	$	269		$	(1,977	)	$	208,889		$	103,339	$	62		$	(4,180	)	$	99,221
Schedule of unrealized losses and fair value for investments that were in an unrealized loss position, aggregated by investment category and the length of time that individual securities have been in a continuous loss position	'
		30-Jun-14
		Less than 12 months					12 Months or Greater						Total
		Fair Value		Unrealized			Fair Value			Unrealized			Fair Value		Unrealized
				Losses						Losses					Losses
		(In thousands)
	Marketable securities	$	19,810	$	(138	)	$	45,149		$	(1,839	)	$	64,959	$	(1,977	)
		31-Dec-13
		Less than 12 months					12 Months or Greater						Total
		Fair Value		Unrealized			Fair Value			Unrealized			Fair Value		Unrealized
				Losses						Losses					Losses
		(In thousands)
	Marketable securities	$	39,954	$	(2,206	)	$	25,785		$	(1,974	)	$	65,739	$	(4,180	)
Schedule of marketable securities and U.S. Treasury bonds by contractual maturity date	'
		Amortized		Fair Value
		Cost
		(In thousands)
	Due in one year or less	$	6,674	$	6,623
	Due after one year through five years		100,086		100,086
	Due after five years through ten years		4,440		4,608
	Due after ten years		68,849		67,024
	Total	$	180,049	$	178,341

REDEMPTION_SETTLEMENT_ASSETS_T

REDEMPTION SETTLEMENT ASSETS (Tables)	6 Months Ended
	Jun. 30, 2014
REDEMPTION SETTLEMENT ASSETS	'
Schedule of Redemption Settlement Assets	'
		30-Jun-14										31-Dec-13
		Amortized Cost		Unrealized Gains			Unrealized Losses			Fair Value		Amortized Cost		Unrealized Gains			Unrealized Losses			Fair Value
		(In thousands)
	Cash and cash equivalents	$	153,794	$	—		$	—		$	153,794	$	73,984	$	—		$	—		$	73,984
	Government bonds		4,788		—			(1	)		4,787		—		—			—			—
	Corporate bonds		400,741		5,844			(8	)		406,577		429,592		7,083			(310	)		436,365
	Total	$	559,323	$	5,844		$	(9	)	$	565,158	$	503,576	$	7,083		$	(310	)	$	510,349
Schedule of unrealized losses and fair value for investments that were in an unrealized loss position, aggregated by investment category and the length of time that individual securities have been in a continuous loss position	'
		30-Jun-14
		Less than 12 months					12 Months or Greater					Total
		Fair Value		Unrealized			Fair Value			Unrealized		Fair Value		Unrealized
				Losses						Losses				Losses
		(In thousands)
	Government bonds	$	4,787	$	(1	)	$	—		$	—	$	4,787	$	(1	)
	Corporate bonds		12,818		(8	)		—			—		12,818		(8	)
	Total	$	17,605	$	(9	)	$	—		$	—	$	17,605	$	(9	)
		31-Dec-13
		Less than 12 months					12 Months or Greater					Total
		Fair Value		Unrealized			Fair Value			Unrealized		Fair Value		Unrealized
				Losses						Losses				Losses
		(In thousands)
	Corporate bonds	$	80,493	$	(310	)	$	—		$	—	$	80,493	$	(310	)
Schedule of redemption settlement assets by contractual maturity date	'
		Amortized		Fair Value
		Cost
		(In thousands)
	Due in one year or less	$	156,621	$	157,994
	Due after one year through five years		248,908		253,370
	Total	$	405,529	$	411,364

INTANGIBLE_ASSETS_AND_GOODWILL1

INTANGIBLE ASSETS AND GOODWILL (Tables)	6 Months Ended
	Jun. 30, 2014
INTANGIBLE ASSETS AND GOODWILL	'
Schedule of intangible assets	'
		30-Jun-14
		Gross			Accumulated			Net		Amortization Life and Method
		Assets			Amortization
		(In thousands)
	Finite Lived Assets
	Customer contracts and lists	$	837,270		$	(247,017	)	$	590,253	3-12 years—straight line
	Premium on purchased credit card portfolios		176,088			(93,860	)		82,228	5-10 years—straight line, accelerated
	Customer database		161,700			(131,992	)		29,708	4-10 years—straight line
	Collector database		65,601			(60,870	)		4,731	30 years—15% declining balance
	Tradenames		85,968			(22,905	)		63,063	3-15 years—straight line
	Purchased data lists		11,876			(6,415	)		5,461	1-5 years—straight line, accelerated
	Favorable lease		3,291			(549	)		2,742	10 years—straight line
	Noncompete agreements		1,300			(650	)		650	3 years—straight line
		$	1,343,094		$	(564,258	)	$	778,836
	Indefinite Lived Assets
	Tradenames		12,350			—			12,350	Indefinite life
	Total intangible assets	$	1,355,444		$	(564,258	)	$	791,186
		31-Dec-13
		Gross			Accumulated			Net		Amortization Life and Method
		Assets			Amortization
		(In thousands)
	Finite Lived Assets
	Customer contracts and lists	$	440,200		$	(187,350	)	$	252,850	3-12 years—straight line
	Premium on purchased credit card portfolios		216,041			(118,006	)		98,035	5-10 years—straight line, accelerated
	Customer database		161,700			(122,230	)		39,470	4-10 years—straight line
	Collector database		65,895			(60,711	)		5,184	30 years—15% declining balance
	Tradenames		58,567			(15,443	)		43,124	4-15 years—straight line
	Purchased data lists		17,567			(11,959	)		5,608	1-5 years—straight line, accelerated
	Favorable lease		3,291			(375	)		2,916	10 years—straight line
	Noncompete agreements		1,300			(433	)		867	3 years—straight line
		$	964,561		$	(516,507	)	$	448,054
	Indefinite Lived Assets
	Tradenames		12,350			—			12,350	Indefinite life
	Total intangible assets	$	976,911		$	(516,507	)	$	460,404
Schedule of estimated amortization expense related to intangible assets	'
		For Years Ending
		December 31,
		(In thousands)
	2014 (excluding the six months ended June 30, 2014)	$	89,393
	2015		161,487
	2016		143,894
	2017		109,342
	2018		99,217
	2019 & thereafter		175,503
Schedule of changes in carrying amount of goodwill	'
		LoyaltyOne®			Epsilon®			Private Label Services and Credit			Corporate/		Total
											Other
		(In thousands)
	December 31, 2013	$	232,449		$	1,241,522		$	261,732		$	—	$	1,735,703
	Goodwill acquired during the year		565,015			—			—			—		565,015
	Effects of foreign currency translation		(155	)		742			—			—		587
	June 30, 2014	$	797,309		$	1,242,264		$	261,732		$	—	$	2,301,305

DEBT_Tables

DEBT (Tables)	6 Months Ended
	Jun. 30, 2014
DEBT	'
Schedule of debt	'
	Description			June 30,				December 31,			Maturity		Interest Rate
				2014				2013
				(Dollars in thousands)
	Long-term and other debt:
	2013 credit facility			$	720,000			$	336,000		Jul-18		-1
	2013 term loan				1,218,750				1,234,688		Jul-18		-1
	BrandLoyalty credit facility				125,747				—		Dec-15		-2
	Convertible senior notes due 2014				—				333,082		—		—
	Senior notes due 2017				396,916				396,511		Dec-17		5.25%
	Senior notes due 2020				500,000				500,000		Apr-20		6.38%
	Total long-term and other debt				2,961,413				2,800,281
	Less: current portion				(65,480	)			(364,489	)
	Long-term portion			$	2,895,933			$	2,435,792
	Deposits:
	Certificates of deposit			$	2,437,647			$	2,486,533		Various – July 2014 – January 2021		0.15% to 3.30%
	Money market deposits				572,378				329,828		On demand		0.01% to 0.14%
	Total deposits				3,010,025				2,816,361
	Less: current portion				(1,752,641	)			(1,544,059	)
	Long-term portion			$	1,257,384			$	1,272,302
	Non-recourse borrowings of consolidated securitization entities:
	Fixed rate asset-backed term note securities			$	3,001,916			$	3,001,916		Various – October 2014 – June 2019		0.91% to 6.75%
	Floating rate asset-backed term note securities				450,000				—		Feb-16		-3
	Conduit asset-backed securities				860,000				1,590,000		Various – September 2015 – May 2016		-4
	Total non-recourse borrowings of consolidated securitization entities				4,311,916				4,591,916
	Less: current portion				(643,750	)			(1,025,000	)
	Long-term portion			$	3,668,166			$	3,566,916
	(1)    The interest rate is based upon the London Interbank Offered Rate ("LIBOR") plus an applicable margin. At June 30, 2014, the weighted average interest rate was 1.90% for both the 2013 Credit Facility and 2013 Term Loan.
	(2)    The interest rate is based upon the Euro Interbank Offered Rate ("EURIBOR") plus an applicable margin. At June 30, 2014, the weighted average interest rate was 3.61%.
	(3)    The interest rate is based upon LIBOR plus an applicable margin. At June 30, 2014, the interest rate was 0.53%.
	(4)    The interest rate is based upon LIBOR or the asset-backed commercial paper costs of each individual conduit provider plus an applicable margin.  At June 30, 2014, the interest rates ranged from 1.05% to 1.70%.
Schedule of interest expense on convertible senior notes	'
		Three Months Ended									Six Months Ended
		June 30,									June 30,
		2014					2013				2014			2013
		(In thousands, except percentages)
	Interest expense calculated on contractual interest rate		$	1,920			$	7,471			$	5,630		$	14,999
	Amortization of discount on liability component			4,036				22,669				11,888			44,719
	Total interest expense on convertible senior notes		$	5,956			$	30,140			$	17,518		$	59,718
	Effective interest rate (annualized)			14.2	%			11	%			14.2	%		11	%

DEFERRED_REVENUE_Tables

DEFERRED REVENUE (Tables)	6 Months Ended
	Jun. 30, 2014
DEFERRED REVENUE	'
Schedule of reconciliation of deferred revenue for the AIR MILES Reward Program	'
		Deferred Revenue
		Service			Redemption			Total
		(In thousands)
	December 31, 2013	$	346,631		$	790,555		$	1,137,186
	Cash proceeds		96,377			211,608			307,985
	Revenue recognized		(99,975	)		(248,940	)		(348,915	)
	Other		—			(257	)		(257	)
	Effects of foreign currency translation		(1,640	)		(4,530	)		(6,170	)
	June 30, 2014	$	341,393		$	748,436		$	1,089,829
	Amounts recognized in the unaudited condensed consolidated balance sheets:
	Current liabilities	$	174,686		$	748,436		$	923,122
	Non-current liabilities	$	166,707		$	—		$	166,707

REDEEMABLE_NONCONTROLLING_INTE1

REDEEMABLE NON-CONTROLLING INTEREST (Tables)	6 Months Ended
	Jun. 30, 2014
REDEEMABLE NON-CONTROLLING INTEREST	'
Schedule of reconciliation of the changes in the Redeemable noncontrolling interest	'
		Redeemable
		Non-Controlling Interest
		(In thousands)
	Balance at January 2, 2014	$	341,907
	Net income attributable to non-controlling interest		97
	Other comprehensive income attributable to non-controlling interest		166
	Foreign currency translation adjustments		517
	Balance at June 30, 2014	$	342,687

STOCKHOLDERS_EQUITY_Tables

STOCKHOLDERS' EQUITY (Tables)	6 Months Ended
	Jun. 30, 2014
STOCKHOLDERS' EQUITY	'
Schedule of stock-based compensation expense	'
		Three Months Ended				Six Months Ended
		June 30,				June 30,
		2014		2013		2014		2013
		(In thousands)
	Cost of operations	$	11,230	$	10,600	$	22,212	$	19,542
	General and administrative		4,643		4,391		9,285		8,473
	Total	$	15,873	$	14,991	$	31,497	$	28,015

ACCUMULATED_OTHER_COMPREHENSIV1

ACCUMULATED OTHER COMPREHENSIVE INCOME (Tables)	6 Months Ended
	Jun. 30, 2014
ACCUMULATED OTHER COMPREHENSIVE INCOME	'
Schedule of changes in each component of accumulated comprehensive income (loss), net of tax effects	'
		Net				Foreign Currency Translation Adjustments(1)				Accumulated
	Three Months Ended June 30, 2014	Unrealized								Other Comprehensive Income (Loss)
		Gains (Losses)
		on Securities
		(In thousands)
	Balance as of March 31, 2014	$	4,674			$	(13,083	)		$	(8,409	)
	Changes in other comprehensive income (loss)		71				(5,857	)			(5,786	)
	Balance as of June 30, 2014	$	4,745			$	(18,940	)		$	(14,195	)
	Three Months Ended June 30, 2013	Net				Foreign Currency Translation Adjustments(1)				Accumulated
		Unrealized								Other Comprehensive Income (Loss)
		Gains (Losses)
		on Securities
		(In thousands)
	Balance as of March 31, 2013	$	11,417			$	(28,855	)		$	(17,438	)
	Changes in other comprehensive income (loss)		(6,550	)			4,938				(1,612	)
	Balance as of June 30, 2013	$	4,867			$	(23,917	)		$	(19,050	)
	Six Months Ended June 30, 2014	Net				Foreign Currency Translation Adjustments(1)				Accumulated
		Unrealized								Other Comprehensive Income (Loss)
		Gains (Losses)
		on Securities
		(In thousands)
	Balance as of December 31, 2013	$	4,189			$	(22,416	)		$	(18,227	)
	Changes in other comprehensive income (loss)		556				3,476				4,032
	Balance as of June 30, 2014	$	4,745			$	(18,940	)		$	(14,195	)
	Six Months Ended June 30, 2013		Net				Foreign Currency Translation Adjustments(1)				Accumulated
			Unrealized								Other Comprehensive Income (Loss)
			Gains (Losses)
			on Securities
			(In thousands)
	Balance as of December 31, 2012		$	10,321			$	(32,182	)		$	(21,861	)
	Changes in other comprehensive income (loss)			(5,454	)			8,265				2,811
	Balance as of June 30, 2013		$	4,867			$	(23,917	)		$	(19,050	)
	-1	Primarily related to the impact of changes in the Canadian dollar and Euro exchange rates for the three and six months ended June 30, 2014 and to the impact of changes in the Canadian dollar exchange rate for the three and six months ended June 30, 2013.

FINANCIAL_INSTRUMENTS_Tables

FINANCIAL INSTRUMENTS (Tables)	6 Months Ended
	Jun. 30, 2014
FINANCIAL INSTRUMENTS	'
Schedule of estimated fair value of Company's financial instruments	'
		30-Jun-14						31-Dec-13
		Carrying			Fair			Carrying			Fair
		Amount			Value			Amount			Value
		(In thousands)
	Financial assets
	Cash and cash equivalents	$	631,167		$	631,167		$	969,822		$	969,822
	Trade receivables, net		394,681			394,681			394,822			394,822
	Credit card and loan receivables, net		8,050,314			8,050,314			8,069,713			8,069,713
	Loan receivables held for sale		63,425			63,425			62,082			62,082
	Redemption settlement assets, restricted		565,158			565,158			510,349			510,349
	Cash collateral, restricted		34,710			34,710			34,124			34,124
	Other investments		208,889			208,889			99,221			99,221
	Financial liabilities
	Accounts payable		320,678			320,678			210,019			210,019
	Deposits		3,010,025			3,038,051			2,816,361			2,836,352
	Non-recourse borrowings of consolidated securitization entities		4,311,916			4,357,684			4,591,916			4,618,205
	Long-term and other debt		2,961,413			3,007,498			2,800,281			4,404,500
	Derivative instruments		465			465			—			—
	Contingent liability		249,067			249,067			—			—
Schedule of assets and liabilities carried at fair value measured on recurring basis	'
					Fair Value Measurements at
					June 30, 2014 Using
		Balance at			Level 1			Level 2			Level 3
		June 30,
		2014
		(In thousands)
	Government bonds (1)	$	4,787		$	—		$	4,787		$	—
	Corporate bonds (1)		406,577			—			406,577			—
	Cash collateral, restricted		34,710			—			—			34,710
	Other investments (2)		208,889			135,659			73,230			—
	Total assets measured at fair value	$	654,963		$	135,659		$	484,594		$	34,710
	Derivative instruments (3)	$	465		$	—		$	465		$	—
	Contingent liability (4)		249,067			—			—			249,067
	Total liabilities measured at fair value	$	249,532		$	—		$	465		$	249,067
						Fair Value Measurements at
						December 31, 2013 Using
			Balance at			Level 1			Level 2			Level 3
			December 31,
			2013
			(In thousands)
	Corporate bonds (1)		$	436,365		$	—		$	436,365		$	—
	Cash collateral, restricted			34,124			—			—			34,124
	Other investments (2)			99,221			30,888			68,333			—
	Total assets measured at fair value		$	569,710		$	30,888		$	504,698		$	34,124
	-1	Amounts are included in redemption settlement assets in the unaudited condensed consolidated balance sheets.
	-2	Amounts are included in other current assets and other assets in the unaudited condensed consolidated balance sheets.
	-3	Amount is included in other current liabilities and other liabilities in the unaudited condensed consolidated balance sheets.
	-4	Amount is included in accrued expenses in the unaudited condensed consolidated balance sheets.
Summary of changes in fair value of the Company's asset and liability measured on a recurring basis using significant unobservable inputs (Level 3)	'
		Cash Collateral, Restricted
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
		(In thousands)
	Balance at beginning of period	$	34,425		$	63,140		$	34,124		$	62,660
	Total gains (realized or unrealized):
	Included in earnings		285			311			586			791
	Purchases		—			—			—			—
	Sales		—			—			—			—
	Issuances		—			—			—			—
	Settlements		—			(17,500	)		—			(17,500	)
	Transfers in or out of Level 3		—			—			—			—
	Balance at end of period	$	34,710		$	45,951		$	34,710		$	45,951
	Gains for the period included in earnings related to assets still held at end of period	$	285		$	311		$	586		$	791
		Contingent Liability
		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2014			2013			2014			2013
		(In thousands)
	Balance at beginning of period	$	250,508		$	—		$	—		$	—
	Total gains or losses (realized or unrealized):
	Included in earnings		—			—			—			—
	Purchases		—			—			248,702			—
	Sales		—			—			—			—
	Issuances		—			—			—			—
	Settlements		—			—			—			—
	Foreign currency transaction adjustments		(1,441	)		—			365			—
	Transfers in or out of Level 3		—			—			—			—
	Balance at end of period	$	249,067		$	—		$	249,067		$	—
	Gains (losses) for the period included in earnings related to liability still held at end of period	$	1,441		$	—		$	(365	)	$	—
Schedule of assets and liabilities disclosed but not carried at fair value	'
		Fair Value Measurements at
		30-Jun-14
		Total			Level 1			Level 2			Level 3
		(In thousands)
	Financial assets
	Cash and cash equivalents	$	631,167		$	631,167		$	—		$	—
	Credit card and loan receivables, net		8,050,314			—			—			8,050,314
	Loan receivables held for sale		63,425			—			—			63,425
	Total	$	8,744,906		$	631,167		$	—		$	8,113,739
	Financial liabilities
	Deposits	$	3,038,051		$	—		$	3,038,051		$	—
	Non-recourse borrowings of consolidated securitization entities		4,357,684			—			4,357,684			—
	Long-term and other debt		3,007,498			—			3,007,498			—
	Total	$	10,403,233		$	—		$	10,403,233		$	—
		Fair Value Measurements at
		31-Dec-13
		Total			Level 1			Level 2			Level 3
		(In thousands)
	Financial assets
	Cash and cash equivalents	$	969,822		$	969,822		$	—		$	—
	Credit card and loan receivables, net		8,069,713			—			—			8,069,713
	Loan receivables held for sale		62,082			—			—			62,082
	Total	$	9,101,617		$	969,822		$	—		$	8,131,795
	Financial liabilities
	Deposits	$	2,836,352		$	—		$	2,836,352		$	—
	Non-recourse borrowings of consolidated securitization entities		4,618,205			—			4,618,205			—
	Long-term and other debt		4,404,500			—			4,404,500			—
	Total	$	11,859,057		$	—		$	11,859,057		$	—

SEGMENT_INFORMATION_Tables

SEGMENT INFORMATION (Tables)	6 Months Ended
	Jun. 30, 2014
SEGMENT INFORMATION	'
Schedule of segment information	'
	Three Months Ended June 30, 2014	LoyaltyOne				Epsilon				Private Label			Corporate/ Other				Eliminations				Total
										Services and
										Credit
		(In thousands)
	Revenues	$	355,583			$	357,088			$	557,258		$	187			$	(4,958	)		$	1,265,158
	Income (loss) before income taxes		60,056				25,598				194,891			(60,937	)			—				219,608
	Interest expense, net		2,082				(6	)			29,785			31,071				—				62,932
	Operating income (loss)		62,138				25,592				224,676			(29,866	)			—				282,540
	Depreciation and amortization		22,723				36,838				12,981			1,753				—				74,295
	Stock compensation expense		2,705				5,262				3,263			4,643				—				15,873
	Adjusted EBITDA (1)		87,566				67,692				240,920			(23,470	)			—				372,708
	Less: Securitization funding costs		—				—				22,300			—				—				22,300
	Less: Interest expense on deposits		—				—				8,228			—				—				8,228
	Less: Adjusted EBITDA attributable to non-controlling interest		10,214				—				—			—				—				10,214
	Adjusted EBITDA, net (1)	$	77,352			$	67,692			$	210,392		$	(23,470	)		$	—			$	331,966
	Three Months Ended June 30, 2013	LoyaltyOne				Epsilon				Private Label			Corporate/ Other				Eliminations				Total
										Services and
										Credit
		(In thousands)
	Revenues	$	220,137			$	331,841			$	479,875		$	—			$	(3,761	)		$	1,028,092
	Income (loss) before income taxes		59,177				24,166				184,450			(82,079	)			—				185,714
	Interest expense, net		(139	)			(23	)			31,173			52,455				—				83,466
	Operating income (loss)		59,038				24,143				215,623			(29,624	)			—				269,180
	Depreciation and amortization		4,337				34,708				13,162			1,369				—				53,576
	Stock compensation expense		2,800				4,742				3,059			4,390				—				14,991
	Adjusted EBITDA (1)		66,175				63,593				231,844			(23,865	)			—				337,747
	Less: Securitization funding costs		—				—				24,694			—				—				24,694
	Less: Interest expense on deposits		—				—				7,002			—				—				7,002
	Less: Adjusted EBITDA attributable to non-controlling interest		—				—				—			—				—				—
	Adjusted EBITDA, net (1)	$	66,175			$	63,593			$	200,148		$	(23,865	)		$	—			$	306,051
	Six Months Ended June 30, 2014	LoyaltyOne				Epsilon				Private Label			Corporate/ Other				Eliminations				Total
										Services and
										Credit
		(In thousands)
	Revenues	$	684,553			$	704,557			$	1,119,054		$	228			$	(10,334	)		$	2,498,058
	Income (loss) before income taxes		104,432				38,745				423,246			(132,770	)			—				433,653
	Interest expense, net		3,644				(19	)			60,191			66,863				—				130,679
	Operating income (loss)		108,076				38,726				483,437			(65,907	)			—				564,332
	Depreciation and amortization		44,972				73,915				25,674			3,807				—				148,368
	Stock compensation expense		5,489				10,253				6,470			9,285				—				31,497
	Adjusted EBITDA (1)		158,537				122,894				515,581			(52,815	)			—				744,197
	Less: Securitization funding costs		—				—				45,211			—				—				45,211
	Less: Interest expense on deposits		—				—				16,462			—				—				16,462
	Less: Adjusted EBITDA attributable to non-controlling interest		16,003				—				—			—				—				16,003
	Adjusted EBITDA, net (1)	$	142,534			$	122,894			$	453,908		$	(52,815	)		$	—			$	666,521
	Six Months Ended June 30, 2013		LoyaltyOne				Epsilon				Private Label			Corporate/ Other				Eliminations				Total
											Services and
											Credit
			(In thousands)
	Revenues		$	461,044			$	649,754			$	977,223		$	—			$	(6,492	)		$	2,081,529
	Income (loss) before income taxes			115,320				40,392				395,817			(157,134	)			—				394,395
	Interest expense, net			(420	)			(39	)			62,227			104,242				—				166,010
	Operating income (loss)			114,900				40,353				458,044			(52,892	)			—				560,405
	Depreciation and amortization			8,659				68,928				26,496			2,343				—				106,426
	Stock compensation expense			5,219				8,729				5,595			8,472				—				28,015
	Adjusted EBITDA (1)			128,778				118,010				490,135			(42,077	)			—				694,846
	Less: Securitization funding costs			—				—				49,179			—				—				49,179
	Less: Interest expense on deposits			—				—				14,009			—				—				14,009
	Less: Adjusted EBITDA attributable to non-controlling interest			—				—				—			—				—				—
	Adjusted EBITDA, net (1)		$	128,778			$	118,010			$	426,947		$	(42,077	)		$	—			$	631,658
	-1	Adjusted EBITDA is a non-GAAP financial measure equal to net income, the most directly comparable financial measure based on GAAP, plus stock compensation expense, provision for income taxes, interest expense, net, depreciation and other amortization and amortization of purchased intangibles. Adjusted EBITDA, net is also a non-GAAP financial measure equal to adjusted EBITDA less securitization funding costs, interest expense on deposits and adjusted EBITDA attributable to the non-controlling interest. Adjusted EBITDA and adjusted EBITDA, net are presented in accordance with ASC 280, "Segment Reporting," as they are the primary performance metrics utilized to assess performance of the segments.

EARNINGS_PER_SHARE_Details

EARNINGS PER SHARE (Details) (USD $)	3 Months Ended		6 Months Ended
In Thousands, except Share data, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Numerator:	'	'	'	'
Net income attributable to Alliance Data Systems Corporation stockholders	$137,444	$116,440	$274,839	$245,419
Denominator:	'	'	'	'
Weighted average shares, basic	54,154,000	49,123,000	53,600,000	49,444,000
Weighted average effect of dilutive securities:	'	'	'	'
Shares from assumed conversion of convertible senior notes	2,715,000	10,611,000	4,224,000	10,372,000
Shares from assumed conversion of convertible note warrants	5,247,000	7,818,000	6,009,000	7,336,000
Net effect of dilutive stock options and unvested restricted stock (in shares)	521,000	615,000	521,000	594,000
Denominator for diluted calculation (in shares)	62,637,000	68,167,000	64,354,000	67,746,000
Net income attributable to Alliance Data Systems Corporation stockholders per share:	'	'	'	'
Basic (in dollars per share)	$2.54	$2.37	$5.13	$4.96
Diluted (in dollars per share)	$2.19	$1.71	$4.27	$3.62
Prepaid forward contracts to purchase common stock that are to be delivered over a settlement period in 2014 (in shares)	'	'	1,857,400	'

ACQUISITION_Details

ACQUISITION (Details) (USD $)	6 Months Ended		0 Months Ended	6 Months Ended
	Jun. 30, 2014	Dec. 31, 2013	Jan. 02, 2014	Jun. 30, 2014
			Brand Loyalty	Brand Loyalty
Acquisition	'	'	'	'
Ownership interest acquired (as a percent)	'	'	60.00%	'
Initial cash consideration	$259,514,000	'	$259,500,000	'
Contingent liability	'	'	248,700,000	'
Fair values of assets acquired and liabilities assumed in acquisition	'	'	'	'
Current assets, net of cash acquired	'	'	246,769,000	'
Deferred tax assets	'	'	3,509,000	'
Property and equipment	'	'	19,719,000	'
Other non-current assets	'	'	3,994,000	'
Intangible assets	'	'	423,832,000	'
Goodwill	2,301,305,000	1,735,703,000	565,015,000	'
Total assets acquired	'	'	1,262,838,000	'
Current liabilities	'	'	146,559,000	'
Current portion of long-term debt	'	'	34,180,000	'
Deferred tax liability	'	'	105,512,000	'
Long-term debt (net of current portion)	'	'	126,323,000	'
Other liabilities	'	'	142,000	'
Total liabilities assumed	'	'	412,716,000	'
Redeemable noncontrolling interest	'	'	341,907,000	'
Net assets acquired	'	'	$508,215,000	'
Ownership interest that may be acquired over a four-year period (as a percent)	'	'	'	40.00%
Period over which remaining ownership interest may be acquired	'	'	'	'4 years
Ownership interest that may be acquired each year (as a percent)	'	'	'	10.00%
Additional interest which the entity must acquire if specified annual earnings targets are met (as a percent)	'	'	'	10.00%
Ownership interest for which sellers have a put option to sell if specified annual earnings targets are not met (as a percent)	'	'	'	10.00%

CREDIT_CARD_AND_LOAN_RECEIVABL2

CREDIT CARD AND LOAN RECEIVABLES (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
CREDIT CARD AND LOAN RECEIVABLES	'	'	'	'	'
Principal receivables	$8,096,112,000	'	$8,096,112,000	'	$8,166,961,000
Billed and accrued finance charges	336,440,000	'	336,440,000	'	343,521,000
Other credit card and loan receivables	101,342,000	'	101,342,000	'	62,400,000
Total credit card and loan receivables	8,533,894,000	'	8,533,894,000	'	8,572,882,000
Less credit card receivables - restricted for securitization investors	6,737,440,000	'	6,737,440,000	'	7,080,014,000
Other credit card and loan receivables	1,796,454,000	'	1,796,454,000	'	1,492,868,000
Allowance for Loan Loss	'	'	'	'	'
The period over which the Company analyzes actual charge-offs	'	'	'3 months	'	'
Number of days a loan is contractually past due before resulting in charge-off	'	'	'180 days	'	'
Number of days after notification of creditor's bankruptcy or death when an account is charged-off	'	'	'60 days	'	'
Actual charge-offs for unpaid interest and fees	68,500,000	55,000,000	144,000,000	113,700,000	'
Balance at beginning of period	482,658,000	471,016,000	503,169,000	481,958,000	'
Provision for loan loss	96,652,000	57,796,000	167,234,000	124,444,000	'
Change in estimate for uncollectible unpaid interest and fees	-5,000,000	'	500,000	'	'
Recoveries	38,066,000	27,163,000	76,474,000	57,948,000	'
Principal charge-offs	-128,796,000	-107,579,000	-263,797,000	-215,954,000	'
Balance at end of period	483,580,000	448,396,000	483,580,000	448,396,000	'
Period beyond which interest and fee income accrue on credit card accounts	'	'	'90 days	'	'
Period for which interest and fee income accrue until balance, interest and fees paid or charged off	'	'	'180 days	'	'
Period an account becomes past due before a proprietary collection scoring algorithm automatically scores the risk of an account becoming further delinquent	'	'	'30 days	'	'
Credit card and loan receivables portfolio delinquency trend	'	'	'	'	'
Receivables outstanding - principal	8,096,112,000	'	8,096,112,000	'	8,166,961,000
Principal receivables balances contractually delinquent:	'	'	'	'	'
31 to 60 days	115,647,000	'	115,647,000	'	114,430,000
61 to 90 days	74,923,000	'	74,923,000	'	74,700,000
91 or more days	129,309,000	'	129,309,000	'	150,425,000
Total	319,879,000	'	319,879,000	'	339,555,000
Percentage Principal receivables balances contractually delinquent :	'	'	'	'	'
Receivables outstanding - principal (as a percent)	100.00%	'	100.00%	'	100.00%
Principal receivables balances contractually delinquent:	'	'	'	'	'
31 to 60 days (as a percent)	1.50%	'	1.50%	'	1.40%
61 to 90 days (as a percent)	0.90%	'	0.90%	'	0.90%
91 or more days (as a percent)	1.60%	'	1.60%	'	1.90%
Total (as a percent)	4.00%	'	4.00%	'	4.20%
Modified Credit Card and Loan Receivables	'	'	'	'	'
Maximum period of time temporary programs' concessions remain in place	'	'	'12 months	'	'
Impaired credit card and loan receivables	110,300,000	'	110,300,000	'	118,100,000
Allowance for loan loss on impaired credit card and loan receivables	30,400,000	'	30,400,000	'	33,900,000
Maximum percentage of credit card and loan receivables to total portfolio	2.00%	'	2.00%	'	2.00%
Average recorded investment in impaired credit card and loan receivables	112,400,000	117,500,000	114,300,000	117,500,000	'
Interest income on modified credit card and loan receivables	3,100,000	3,200,000	6,300,000	6,300,000	'
Troubled debt restructurings - credit card receivables	'	'	'	'	'
Modifications related to troubled debt restructurings within credit card and loan receivables	'	'	'	'	'
Number of Restructurings	28,602	35,100	65,154	72,895	'
Pre-modification Outstanding Balance	28,922,000	32,135,000	64,708,000	66,101,000	'
Post-modification Outstanding Balance	28,896,000	32,120,000	64,651,000	66,062,000	'
Troubled debt restructurings that subsequently defaulted - credit card receivables	'	'	'	'	'
Modifications related to troubled debt restructurings within credit card and loan receivables	'	'	'	'	'
Number of Restructurings	13,770	15,698	30,498	31,193	'
Outstanding Balance	$13,831,000	$14,938,000	$29,972,000	$29,421,000	'

CREDIT_CARD_AND_LOAN_RECEIVABL3

CREDIT CARD AND LOAN RECEIVABLES (Details 2) (USD $)	Jun. 30, 2014	Jun. 30, 2013
In Thousands, unless otherwise specified	account	account
Age of Accounts Since Origination	'	'
Number of Active Accounts with Balances	17,079,000	15,833,000
Percentage of Active Accounts with Balances	100.00%	100.00%
Total Principal Receivables Outstanding	$8,096,112	$6,866,955
Percentage of Principal Receivables Outstanding	100.00%	100.00%
0-12 Months	'	'
Age of Accounts Since Origination	'	'
Number of Active Accounts with Balances	4,750,000	4,162,000
Percentage of Active Accounts with Balances	27.80%	26.30%
Total Principal Receivables Outstanding	2,031,774	1,567,355
Percentage of Principal Receivables Outstanding	25.10%	22.80%
13-24 Months	'	'
Age of Accounts Since Origination	'	'
Number of Active Accounts with Balances	2,467,000	2,132,000
Percentage of Active Accounts with Balances	14.50%	13.50%
Total Principal Receivables Outstanding	1,148,807	868,822
Percentage of Principal Receivables Outstanding	14.20%	12.70%
25-36 Months	'	'
Age of Accounts Since Origination	'	'
Number of Active Accounts with Balances	1,714,000	1,492,000
Percentage of Active Accounts with Balances	10.00%	9.40%
Total Principal Receivables Outstanding	838,573	656,544
Percentage of Principal Receivables Outstanding	10.40%	9.60%
37-48 Months	'	'
Age of Accounts Since Origination	'	'
Number of Active Accounts with Balances	1,245,000	1,188,000
Percentage of Active Accounts with Balances	7.30%	7.50%
Total Principal Receivables Outstanding	623,665	570,969
Percentage of Principal Receivables Outstanding	7.70%	8.30%
49-60 Months	'	'
Age of Accounts Since Origination	'	'
Number of Active Accounts with Balances	988,000	939,000
Percentage of Active Accounts with Balances	5.80%	5.90%
Total Principal Receivables Outstanding	520,428	481,828
Percentage of Principal Receivables Outstanding	6.40%	7.00%
Over 60 Months	'	'
Age of Accounts Since Origination	'	'
Number of Active Accounts with Balances	5,915,000	5,920,000
Percentage of Active Accounts with Balances	34.60%	37.40%
Total Principal Receivables Outstanding	$2,932,865	$2,721,437
Percentage of Principal Receivables Outstanding	36.20%	39.60%

CREDIT_CARD_AND_LOAN_RECEIVABL4

CREDIT CARD AND LOAN RECEIVABLES (Details 3) (USD $)	6 Months Ended
	Jun. 30, 2014	Dec. 31, 2013	Jun. 30, 2013
Probability of an Account Becoming 90 or More Days Past Due or Becoming Charged-off (within the next 12 months)	'	'	'
Total Principal Receivables Outstanding	$8,096,112,000	'	$6,866,955,000
Percentage of Principal Receivables Outstanding	100.00%	'	100.00%
Transfer of Financial Assets	'	'	'
Loan receivables originated that have not yet been sold to the client	63,425,000	62,082,000	'
Purchase of loan receivables generated in the client program	117,100,000	'	'
Loan receivables	108,400,000	61,600,000	'
No Score	'	'	'
Probability of an Account Becoming 90 or More Days Past Due or Becoming Charged-off (within the next 12 months)	'	'	'
Total Principal Receivables Outstanding	144,270,000	'	143,497,000
Percentage of Principal Receivables Outstanding	1.80%	'	2.10%
27.1% and higher	'	'	'
Probability of an Account Becoming 90 or More Days Past Due or Becoming Charged-off (within the next 12 months)	'	'	'
Total Principal Receivables Outstanding	391,005,000	'	304,557,000
Percentage of Principal Receivables Outstanding	4.80%	'	4.40%
17.1% - 27.0%	'	'	'
Probability of an Account Becoming 90 or More Days Past Due or Becoming Charged-off (within the next 12 months)	'	'	'
Total Principal Receivables Outstanding	748,356,000	'	618,805,000
Percentage of Principal Receivables Outstanding	9.20%	'	9.00%
12.6% - 17.0%	'	'	'
Probability of an Account Becoming 90 or More Days Past Due or Becoming Charged-off (within the next 12 months)	'	'	'
Total Principal Receivables Outstanding	886,078,000	'	718,748,000
Percentage of Principal Receivables Outstanding	11.00%	'	10.50%
3.7% - 12.5%	'	'	'
Probability of an Account Becoming 90 or More Days Past Due or Becoming Charged-off (within the next 12 months)	'	'	'
Total Principal Receivables Outstanding	3,298,009,000	'	2,782,404,000
Percentage of Principal Receivables Outstanding	40.70%	'	40.50%
1.9% - 3.6%	'	'	'
Probability of an Account Becoming 90 or More Days Past Due or Becoming Charged-off (within the next 12 months)	'	'	'
Total Principal Receivables Outstanding	1,681,968,000	'	1,483,852,000
Percentage of Principal Receivables Outstanding	20.80%	'	21.60%
Lower than 1.9%	'	'	'
Probability of an Account Becoming 90 or More Days Past Due or Becoming Charged-off (within the next 12 months)	'	'	'
Total Principal Receivables Outstanding	$946,426,000	'	$815,092,000
Percentage of Principal Receivables Outstanding	11.70%	'	11.90%

CREDIT_CARD_AND_LOAN_RECEIVABL5

CREDIT CARD AND LOAN RECEIVABLES (Details 4) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Securitized Credit Card Receivables	'	'	'	'	'
Credit card receivables - restricted for securitization investors	$6,737,440	'	$6,737,440	'	$7,080,014
Principal amount of credit card receivables - restricted for securitization investors, 90 days or more past due	109,383	'	109,383	'	131,659
Net charge-offs of securitized principal	$79,947	$74,595	$165,661	$148,689	'

INVENTORIES_Details

INVENTORIES (Details) (USD $)	Jun. 30, 2014	Jan. 02, 2014	Dec. 31, 2013
In Millions, unless otherwise specified
INVENTORIES	'	'	'
Inventories	$222.20	'	$14.60
Amount of finished goods inventory acquired in the BrandLoyalty acquisition	'	$198.90	'

OTHER_INVESTMENTS_Details

OTHER INVESTMENTS (Details) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Restricted cash	'	'	'	'	'
Amortized Cost	$30,548	'	$30,548	'	$25,988
Fair value	30,548	'	30,548	'	25,988
Marketable securities	'	'	'	'	'
Amortized Cost	79,963	'	79,963	'	77,351
Unrealized Gains	269	'	269	'	62
Unrealized Losses	-1,977	'	-1,977	'	-4,180
Fair Value	78,255	'	78,255	'	73,233
U.S. Treasury bonds	'	'	'	'	'
Amortized Cost	100,086	'	100,086	'	'
Fair Value	100,086	'	100,086	'	'
Other Investments, Total	'	'	'	'	'
Amortized Cost	210,597	'	210,597	'	103,339
Unrealized Gains	269	'	269	'	62
Unrealized Losses	-1,977	'	-1,977	'	-4,180
Fair Value	208,889	'	208,889	'	99,221
Fair Value, Marketable securities	'	'	'	'	'
Less than 12 months	19,810	'	19,810	'	39,954
12 Months or Greater	45,149	'	45,149	'	25,785
Total	64,959	'	64,959	'	65,739
Unrealized Losses, Marketable securities	'	'	'	'	'
Less than 12 months	-138	'	-138	'	-2,206
12 Months or Greater	-1,839	'	-1,839	'	-1,974
Total	-1,977	'	-1,977	'	-4,180
Amortized Cost	'	'	'	'	'
Due in one year or less	6,674	'	6,674	'	'
Due after one year through five years	100,086	'	100,086	'	'
Due after five years through ten years	4,440	'	4,440	'	'
Due after ten years	68,849	'	68,849	'	'
Total	180,049	'	180,049	'	'
Fair Value	'	'	'	'	'
Due in one year or less	6,623	'	6,623	'	'
Due after one year through five years	100,086	'	100,086	'	'
Due after five years through ten years	4,608	'	4,608	'	'
Due after ten years	67,024	'	67,024	'	'
Fair Value	178,341	'	178,341	'	'
Realized gains or losses	'	'	'	'	'
Realized gains or losses from the sale of investment securities	$0	$0	$0	$0	'

REDEMPTION_SETTLEMENT_ASSETS_D

REDEMPTION SETTLEMENT ASSETS (Details) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
REDEMPTION SETTLEMENT ASSETS	'	'	'	'	'
Amortized Cost	$559,323	'	$559,323	'	$503,576
Unrealized Gains	5,844	'	5,844	'	7,083
Unrealized Losses	-9	'	-9	'	-310
Total	565,158	'	565,158	'	510,349
Fair value for investments in unrealized loss position	'	'	'	'	'
Less than 12 months	17,605	'	17,605	'	'
Total	17,605	'	17,605	'	'
Unrealized losses for investments in unrealized loss position	'	'	'	'	'
Less than 12 months	-9	'	-9	'	'
Total	-9	'	-9	'	'
Amortized cost of the redemption settlement assets by contractual maturity	'	'	'	'	'
Due in one year or less	156,621	'	156,621	'	'
Due after one year through five years	248,908	'	248,908	'	'
Total	405,529	'	405,529	'	'
Estimated fair value of the redemption settlement assets by contractual maturity	'	'	'	'	'
Due in one year or less	157,994	'	157,994	'	'
Due after one year through five years	253,370	'	253,370	'	'
Total	411,364	'	411,364	'	'
Realized gains or losses from the sale of investment securities	0	0	0	0	'
Cash and cash equivalents	'	'	'	'	'
REDEMPTION SETTLEMENT ASSETS	'	'	'	'	'
Amortized Cost	153,794	'	153,794	'	73,984
Total	153,794	'	153,794	'	73,984
Government bonds	'	'	'	'	'
REDEMPTION SETTLEMENT ASSETS	'	'	'	'	'
Amortized Cost	4,788	'	4,788	'	'
Unrealized Losses	-1	'	-1	'	'
Total	4,787	'	4,787	'	'
Fair value for investments in unrealized loss position	'	'	'	'	'
Less than 12 months	4,787	'	4,787	'	'
Total	4,787	'	4,787	'	'
Unrealized losses for investments in unrealized loss position	'	'	'	'	'
Less than 12 months	-1	'	-1	'	'
Total	-1	'	-1	'	'
Corporate bonds	'	'	'	'	'
REDEMPTION SETTLEMENT ASSETS	'	'	'	'	'
Amortized Cost	400,741	'	400,741	'	429,592
Unrealized Gains	5,844	'	5,844	'	7,083
Unrealized Losses	-8	'	-8	'	-310
Total	406,577	'	406,577	'	436,365
Fair value for investments in unrealized loss position	'	'	'	'	'
Less than 12 months	12,818	'	12,818	'	80,493
Total	12,818	'	12,818	'	80,493
Unrealized losses for investments in unrealized loss position	'	'	'	'	'
Less than 12 months	-8	'	-8	'	-310
Total	($8)	'	($8)	'	($310)

INTANGIBLE_ASSETS_AND_GOODWILL2

INTANGIBLE ASSETS AND GOODWILL (Details) (USD $)	6 Months Ended	12 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Dec. 31, 2013
Schedule of Finite and Indefinite-lived Intangible Assets	'	'
Finite lived assets, gross	1,343,094	964,561
Accumulated Amortization	-564,258	-516,507
Finite lived assets, net	778,836	448,054
Total Intangible Assets	'	'
Gross Assets	1,355,444	976,911
Accumulated Amortization	-564,258	-516,507
Net	791,186	460,404
Trade names	'	'
Indefinite Lived Assets	'	'
Indefinite lived assets	12,350	12,350
Total Intangible Assets	'	'
Net	12,350	12,350
Customer contracts and lists	'	'
Schedule of Finite and Indefinite-lived Intangible Assets	'	'
Finite lived assets, gross	837,270	440,200
Accumulated Amortization	-247,017	-187,350
Finite lived assets, net	590,253	252,850
Total Intangible Assets	'	'
Accumulated Amortization	-247,017	-187,350
Customer contracts and lists | Minimum	'	'
Amortization Life and Method	'	'
Useful life	'3 years	'3 years
Customer contracts and lists | Maximum	'	'
Amortization Life and Method	'	'
Useful life	'12 years	'12 years
Premium on purchased credit card portfolios	'	'
Schedule of Finite and Indefinite-lived Intangible Assets	'	'
Finite lived assets, gross	176,088	216,041
Accumulated Amortization	-93,860	-118,006
Finite lived assets, net	82,228	98,035
Total Intangible Assets	'	'
Accumulated Amortization	-93,860	-118,006
Premium on purchased credit card portfolios | Minimum	'	'
Amortization Life and Method	'	'
Useful life	'5 years	'5 years
Premium on purchased credit card portfolios | Maximum	'	'
Amortization Life and Method	'	'
Useful life	'10 years	'10 years
Customer database	'	'
Schedule of Finite and Indefinite-lived Intangible Assets	'	'
Finite lived assets, gross	161,700	161,700
Accumulated Amortization	-131,992	-122,230
Finite lived assets, net	29,708	39,470
Total Intangible Assets	'	'
Accumulated Amortization	-131,992	-122,230
Customer database | Minimum	'	'
Amortization Life and Method	'	'
Useful life	'4 years	'4 years
Customer database | Maximum	'	'
Amortization Life and Method	'	'
Useful life	'10 years	'10 years
Collector database	'	'
Schedule of Finite and Indefinite-lived Intangible Assets	'	'
Finite lived assets, gross	65,601	65,895
Accumulated Amortization	-60,870	-60,711
Finite lived assets, net	4,731	5,184
Amortization Life and Method	'	'
Useful life	'30 years	'30 years
Declining balance (as a percent)	15.00%	15.00%
Total Intangible Assets	'	'
Accumulated Amortization	-60,870	-60,711
Tradenames	'	'
Schedule of Finite and Indefinite-lived Intangible Assets	'	'
Finite lived assets, gross	85,968	58,567
Accumulated Amortization	-22,905	-15,443
Finite lived assets, net	63,063	43,124
Total Intangible Assets	'	'
Accumulated Amortization	-22,905	-15,443
Tradenames | Minimum	'	'
Amortization Life and Method	'	'
Useful life	'3 years	'4 years
Tradenames | Maximum	'	'
Amortization Life and Method	'	'
Useful life	'15 years	'15 years
Purchased data lists	'	'
Schedule of Finite and Indefinite-lived Intangible Assets	'	'
Finite lived assets, gross	11,876	17,567
Accumulated Amortization	-6,415	-11,959
Finite lived assets, net	5,461	5,608
Total Intangible Assets	'	'
Accumulated Amortization	-6,415	-11,959
Purchased data lists | Minimum	'	'
Amortization Life and Method	'	'
Useful life	'1 year	'1 year
Purchased data lists | Maximum	'	'
Amortization Life and Method	'	'
Useful life	'5 years	'5 years
Favorable lease	'	'
Schedule of Finite and Indefinite-lived Intangible Assets	'	'
Finite lived assets, gross	3,291	3,291
Accumulated Amortization	-549	-375
Finite lived assets, net	2,742	2,916
Amortization Life and Method	'	'
Useful life	'10 years	'10 years
Total Intangible Assets	'	'
Accumulated Amortization	-549	-375
Noncompete agreements	'	'
Schedule of Finite and Indefinite-lived Intangible Assets	'	'
Finite lived assets, gross	1,300	1,300
Accumulated Amortization	-650	-433
Finite lived assets, net	650	867
Amortization Life and Method	'	'
Useful life	'3 years	'3 years
Total Intangible Assets	'	'
Accumulated Amortization	-650	-433

INTANGIBLE_ASSETS_AND_GOODWILL3

INTANGIBLE ASSETS AND GOODWILL (Details 2) (USD $)	Dec. 31, 2013	Jan. 02, 2014	Jan. 02, 2014	Jan. 02, 2014
		Brand Loyalty	Brand Loyalty	Brand Loyalty
			Customer Contracts	Trade names
Intangible assets	'	'	'	'
Acquired intangible assets	'	$423,800,000	$396,500,000	$27,300,000
Weighted average lives	'	'	'7 years	'3 years
Estimated amortization expense related to intangible assets for the next five years and thereafter	'	'	'	'
2014 (excluding the six months ended June 30, 2014)	89,393,000	'	'	'
2015	161,487,000	'	'	'
2016	143,894,000	'	'	'
2017	109,342,000	'	'	'
2018	99,217,000	'	'	'
2019 & thereafter	$175,503,000	'	'	'

INTANGIBLE_ASSETS_AND_GOODWILL4

INTANGIBLE ASSETS AND GOODWILL (Details 3) (USD $)	6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2014	Dec. 31, 2013
		LoyaltyOne	Epsilon	Private Label Services and Credit	Private Label Services and Credit
Goodwill	'	'	'	'	'
Beginning Balance	$1,735,703	$232,449	$1,241,522	$261,732	$261,732
Goodwill acquired during year	565,015	565,015	'	'	'
Effects of foreign currency translation	587	-155	742	'	'
Ending Balance	$2,301,305	$797,309	$1,242,264	$261,732	$261,732

DEBT_Details

DEBT (Details)

6 Months Ended

6 Months Ended

6 Months Ended

6 Months Ended

6 Months Ended

1 Months Ended

6 Months Ended

6 Months Ended

1 Months Ended

6 Months Ended

3 Months Ended

6 Months Ended

1 Months Ended

0 Months Ended

3 Months Ended

6 Months Ended

Share data in Millions, unless otherwise specified

Jun. 30, 2014

Jun. 30, 2013

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Jun. 30, 2014

Dec. 31, 2013

31-May-14

Feb. 28, 2014

Feb. 28, 2014

Jul. 31, 2014

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Dec. 31, 2013

Nov. 30, 2012

Jun. 30, 2014

Dec. 31, 2013

Jul. 31, 2014

Jun. 30, 2014

Dec. 31, 2013

Jul. 31, 2014

Jun. 30, 2014

Dec. 31, 2013

Jun. 30, 2014

Jun. 30, 2013

Jun. 30, 2014

Jun. 30, 2013

Jun. 30, 2014

15-May-14

Dec. 31, 2013

Jun. 30, 2009

Jul. 03, 2014

Mar. 31, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

Jun. 30, 2014

USD ($)

USD ($)

USD ($)

Total deposits

Total deposits

Certificates of deposit

Certificates of deposit

Money market deposits

Money market deposits

Non-recourse borrowings of consolidated securitization entities

Non-recourse borrowings of consolidated securitization entities

Fixed rate asset-backed term note securities

Fixed rate asset-backed term note securities

Floating rate asset-backed term note securities

Conduit asset-backed securities

Conduit asset-backed securities

2009-VFN conduit facility under World Financial Capital Credit Card Master Trust I

2009-VFN conduit facility under World Financial Capital Credit Card Master Trust I

Master Trust I

Master Trust I

Long-term and other debt

Long-term and other debt

Senior Notes due 2017

Senior Notes due 2017

Senior Notes due 2017

Senior Notes Due 2020

Senior Notes Due 2020

Senior Notes due 2022

2013 Credit Facility

2013 Credit Facility

2013 Credit Facility

2013 Term Loan

2013 Term Loan

Convertible Senior Notes

Convertible Senior Notes

Convertible Senior Notes

Convertible Senior Notes

Convertible senior notes due 2014

Convertible senior notes due 2014

Convertible senior notes due 2014

Convertible senior notes due 2014

Convertible senior notes due 2014

Convertible senior notes due 2013

BrandLoyalty credit facility

Term Facility

Term Facility

Revolving Facility

Revolving Facility

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

February 2014 issuance

July 2014 issuance

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

Subsequent event

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

USD ($)

Subsequent event

USD ($)

Brand Loyalty

Brand Loyalty

Brand Loyalty

Brand Loyalty

item

USD ($)

Subsequent event

USD ($)

EUR (€)

USD ($)

USD ($)

EUR (€)

USD ($)

Debt

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Total long-term and other debt

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

$2,961,413,000

$2,800,281,000

$396,916,000

$396,511,000

$400,000,000

$500,000,000

$500,000,000

$600,000,000

$720,000,000

$336,000,000

'

$1,218,750,000

$1,234,688,000

'

'

'

'

'

'

$333,082,000

$345,000,000

'

'

$125,747,000

€ 44,300,000

$60,600,000

$65,200,000

€ 47,600,000

Less current portion

-65,480,000

'

-364,489,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

-65,480,000

-364,489,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Long-term and other debt

2,895,933,000

'

2,435,792,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

2,895,933,000

2,435,792,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Interest Rate (as a percent)

'

'

'

'

'

'

'

'

'

'

'

'

'

0.53%

'

'

'

'

'

0.61%

'

'

5.25%

'

5.25%

6.38%

'

5.38%

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Deposits

'

'

'

'

'

'

'

572,378,000

329,828,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Deposits

'

'

'

3,010,025,000

2,816,361,000

2,437,647,000

2,486,533,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Less: current portion

-1,752,641,000

'

-1,544,059,000

-1,752,641,000

-1,544,059,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Long-term portion

1,257,384,000

'

1,272,302,000

1,257,384,000

1,272,302,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Total non-recourse borrowings of consolidated securitization

'

'

'

'

'

'

'

'

'

4,311,916,000

4,591,916,000

3,001,916,000

3,001,916,000

450,000,000

860,000,000

1,590,000,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Less: current portion

-643,750,000

'

-1,025,000,000

'

'

'

'

'

'

-643,750,000

-1,025,000,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Long-term portion

3,668,166,000

'

3,566,916,000

'

'

'

'

'

'

3,668,166,000

3,566,916,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Interest Rate - minimum (as a percent)

'

'

'

'

'

0.15%

'

0.01%

'

'

'

0.91%

'

'

1.05%

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Interest Rate - maximum (as a percent)

'

'

'

'

'

3.30%

'

0.14%

'

'

'

6.75%

'

'

1.70%

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Weighted average interest rate (as a percent)

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

1.90%

'

'

1.90%

'

'

'

'

'

'

'

'

'

'

'

3.61%

'

'

'

'

Maximum borrowing capacity under certain circumstances

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

1,250,000,000

'

'

1,250,000,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Maximum borrowing capacity

'

'

'

'

'

'

'

'

'

'

'

'

'

'

1,600,000,000

'

450,000,000

700,000,000

'

'

'

'

'

'

'

'

'

'

'

'

1,300,000,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Total availability under Credit Facility

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

530,000,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Increase in Credit Facility

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

50,000,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Loan amount

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

63,000,000

'

'

87,000,000

Quarterly principal payments

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

6,250,000

'

'

'

Conversion amount

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

1,864,800,000

'

'

'

'

'

'

'

'

'

Amount applied from convertible note hedge counterparties

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

1,519,800,000

'

'

'

'

'

'

'

'

'

Amount borrowed

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

625,000,000

394,700,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Retained amount of subordinated class of notes

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

175,000,000

94,700,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Interest expense on debt recognized

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Interest expense calculated on contractual interest rate

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

1,920,000

7,471,000

5,630,000

14,999,000

'

'

'

'

'

'

'

'

'

'

'

Amortization of discount on liability component

12,293,000

45,102,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

4,036,000

22,669,000

11,888,000

44,719,000

'

'

'

'

'

'

'

'

'

'

'

Total interest expense on convertible senior notes

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

5,956,000

30,140,000

17,518,000

59,718,000

'

'

'

'

'

'

'

'

'

'

'

Effective interest rate (annualized) (as a percent)

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

14.20%

11.00%

14.20%

11.00%

'

'

'

'

'

'

'

'

'

'

'

Approximate number of warrants associated with the Convertible Senior Notes due 2014

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

7.3

'

'

'

'

'

'

'

'

'

'

Number of warrants net settled by issuing shares of common stock

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

2

5.1

'

'

'

'

'

Shares of common stock issued to net settle warrants

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

1.5

2.9

'

'

'

'

'

Issue price as a percentage of the aggregate principal amount

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

98.91%

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Unamortized discount

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

-3,100,000

-3,500,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Period over which discount will be amortized as interest expense

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'3 years 4 months 24 days

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Effective annual interest rate (as a percent)

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

5.50%

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Amount drawn

'

'

'

'

'

'

'

'

'

'

'

'

'

'

$860,000,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Debt instrument description of Variable rate basis

'

'

'

'

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DEBT_Details_2

DEBT (Details 2) (Not designated as hedging instrument, Interest rate derivatives)	6 Months Ended
In Millions, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2014
	USD ($)	EUR (€)	Other current liabilities	Other liabilities
			USD ($)	USD ($)
Notional amount, fair value and classification of the company's outstanding interest rate contracts	'	'	'	'
Notional Amount	$81.20	€ 59.30	'	'
Weighted Average Years to Maturity	'10 months 24 days	'10 months 24 days	'	'
Fair Value	'	'	0.2	'
Fair Value	$0.50	'	'	$0.30

DEBT_Details_3

DEBT (Details 3) (Securitization funding costs, USD $)	3 Months Ended	6 Months Ended
In Millions, unless otherwise specified	Jun. 30, 2013	Jun. 30, 2013
Securitization funding costs	'	'
Activity related to company's outstanding interest rate contracts and location	'	'
Gains on interest rate swaps on securitized borrowings	$2.20	$8.50

DEFERRED_REVENUE_Details

DEFERRED REVENUE (Details) (USD $)	6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Dec. 31, 2013
Movement in deferred revenue	'	'
Beginning balance	$1,137,186	'
Cash proceeds	307,985	'
Revenue recognized	-348,915	'
Other	-257	'
Effects of foreign currency translation	-6,170	'
Ending balance	1,089,829	'
Amounts recognized in the unaudited condensed consolidated balance sheets:	'	'
Current liabilities	923,122	966,438
Non-current liabilities	166,707	170,748
Service	'	'
Movement in deferred revenue	'	'
Beginning balance	346,631	'
Cash proceeds	96,377	'
Revenue recognized	-99,975	'
Effects of foreign currency translation	-1,640	'
Ending balance	341,393	'
Amounts recognized in the unaudited condensed consolidated balance sheets:	'	'
Current liabilities	174,686	'
Non-current liabilities	166,707	'
Redemption	'	'
Movement in deferred revenue	'	'
Beginning balance	790,555	'
Cash proceeds	211,608	'
Revenue recognized	-248,940	'
Other	-257	'
Effects of foreign currency translation	-4,530	'
Ending balance	748,436	'
Amounts recognized in the unaudited condensed consolidated balance sheets:	'	'
Current liabilities	$748,436	'

REDEEMABLE_NONCONTROLLING_INTE2

REDEEMABLE NON-CONTROLLING INTEREST (Details) (USD $)	3 Months Ended	6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2014	Jan. 02, 2014
			Brand Loyalty	Brand Loyalty
Redeemable noncontrolling interest	'	'	'	'
Ownership interest acquired (as a percent)	'	'	'	60.00%
Ownership interest held by minority interest (as a percent)	'	'	'	40.00%
Ownership interest that may be acquired over a four-year period (as a percent)	'	'	40.00%	'
Period over which remaining ownership interest may be acquired	'	'	'4 years	'
Ownership interest that may be acquired each year (as a percent)	'	'	10.00%	'
Additional interest which the entity must acquire if specified annual earnings targets are met (as a percent)	'	'	10.00%	'
Ownership interest for which sellers have a put option to sell if specified annual earnings targets are not met (as a percent)	'	'	10.00%	'
Redeemable non-controlling interest recognized	'	'	'	$341,907
Reconciliation of the changes in the redeemable noncontrolling interest	'	'	'	'
Net income attributable to non-controlling interest	1,745	97	'	'
Other comprehensive income attributable to non-controlling interest	'	166	'	'
Foreign currency translation adjustments	'	517	'	'
Balance at the end of the period	$342,687	$342,687	'	'

STOCKHOLDERS_EQUITY_Details

STOCKHOLDERS' EQUITY (Details) (USD $)	0 Months Ended	6 Months Ended
In Millions, except Share data, unless otherwise specified	Dec. 05, 2013	Jun. 30, 2014
Stock Repurchase Programs	'	'
Amount of company's outstanding common stock authorized to be repurchased	$400	'
Stock acquired (in shares)	'	813,317
Total cost of shares repurchased	'	201.8
Available balance under stock repurchase program	'	$198.20

STOCKHOLDERS_EQUITY_Details_2

STOCKHOLDERS' EQUITY (Details 2) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Employee Service Share-based Compensation, Allocation of Recognized Period Costs	'	'	'	'
Stock-based compensation expense	$15,873	$14,991	$31,497	$28,015
Cost of operations	'	'	'	'
Employee Service Share-based Compensation, Allocation of Recognized Period Costs	'	'	'	'
Stock-based compensation expense	11,230	10,600	22,212	19,542
General and administrative	'	'	'	'
Employee Service Share-based Compensation, Allocation of Recognized Period Costs	'	'	'	'
Stock-based compensation expense	$4,643	$4,391	$9,285	$8,473

STOCKHOLDERS_EQUITY_Details_3

STOCKHOLDERS' EQUITY (Details 3) (USD $)	6 Months Ended
	Jun. 30, 2014
Performance-based restricted stock unit awards	'
Stock Compensation Plans	'
Shares granted	174,590
Weighted average grant-date fair value (in dollars per share)	$283.93
Percentage of stock units for which restrictions lapse on February 18, 2015	33.00%
Percentage of stock units for which restrictions lapse on February 18, 2016	33.00%
Percentage of stock units for which restrictions lapse on February 21, 2017	34.00%
Performance-based restricted stock unit awards | Minimum	'
Stock Compensation Plans	'
Percentage of stock units to vest	50.00%
Performance-based restricted stock unit awards | Maximum	'
Stock Compensation Plans	'
Percentage of stock units to vest	150.00%
Service-based restricted stock unit awards	'
Stock Compensation Plans	'
Shares granted	52,472
Weighted average grant-date fair value (in dollars per share)	$280.87
Award vesting period	'3 years

ACCUMULATED_OTHER_COMPREHENSIV2

ACCUMULATED OTHER COMPREHENSIVE INCOME (Details) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Accumulated Other Comprehensive Income	'	'	'	'
Balance at the beginning of the period	'	'	($18,227)	'
Changes in other comprehensive income (loss)	-5,786	-1,612	4,032	2,811
Balance at the end of the period	-14,195	'	-14,195	'
Reclassifications out of accumulated other comprehensive income (loss) into net income	0	0	0	'
Net Unrealized Gains (Losses) on Securities	'	'	'	'
Accumulated Other Comprehensive Income	'	'	'	'
Balance at the beginning of the period	4,674	11,417	4,189	10,321
Changes in other comprehensive income (loss)	71	-6,550	556	-5,454
Balance at the end of the period	4,745	4,867	4,745	4,867
Foreign Currency Translation Adjustments	'	'	'	'
Accumulated Other Comprehensive Income	'	'	'	'
Balance at the beginning of the period	-13,083	-28,855	-22,416	-32,182
Changes in other comprehensive income (loss)	-5,857	4,938	3,476	8,265
Balance at the end of the period	-18,940	-23,917	-18,940	-23,917
Accumulated Other Comprehensive Income (Loss)	'	'	'	'
Accumulated Other Comprehensive Income	'	'	'	'
Balance at the beginning of the period	-8,409	-17,438	-18,227	-21,861
Changes in other comprehensive income (loss)	-5,786	-1,612	4,032	2,811
Balance at the end of the period	($14,195)	($19,050)	($14,195)	($19,050)

FINANCIAL_INSTRUMENTS_Details

FINANCIAL INSTRUMENTS (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Financial assets	'	'
Cash and cash equivalents	$631,167	$969,822
Credit card and loan receivables, net	8,050,314	8,069,713
Loan receivables held for sale	63,425	62,082
Redemption settlement assets, restricted	565,158	510,349
Cash collateral, restricted	34,710	34,124
Other investments	208,889	99,221
Financial liabilities	'	'
Deposits	3,038,051	2,836,352
Non-recourse borrowings of consolidated securitization entities	4,357,684	4,618,205
Long-term and other debt	3,007,498	4,404,500
Carrying Amount	'	'
Financial assets	'	'
Cash and cash equivalents	631,167	969,822
Trade receivables, net	394,681	394,822
Credit card and loan receivables, net	8,050,314	8,069,713
Loan receivables held for sale	63,425	62,082
Redemption settlement assets, restricted	565,158	510,349
Cash collateral, restricted	34,710	34,124
Other investments	208,889	99,221
Financial liabilities	'	'
Accounts payable	320,678	210,019
Deposits	3,010,025	2,816,361
Non-recourse borrowings of consolidated securitization entities	4,311,916	4,591,916
Long-term and other debt	2,961,413	2,800,281
Derivative instruments	465	'
Contingent liability	249,067	'
Fair Value	'	'
Financial assets	'	'
Cash and cash equivalents	631,167	969,822
Trade receivables, net	394,681	394,822
Credit card and loan receivables, net	8,050,314	8,069,713
Loan receivables held for sale	63,425	62,082
Redemption settlement assets, restricted	565,158	510,349
Cash collateral, restricted	34,710	34,124
Other investments	208,889	99,221
Financial liabilities	'	'
Accounts payable	320,678	210,019
Deposits	3,038,051	2,836,352
Non-recourse borrowings of consolidated securitization entities	4,357,684	4,618,205
Long-term and other debt	3,007,498	4,404,500
Derivative instruments	465	'
Contingent liability	$249,067	'

FINANCIAL_INSTRUMENTS_Details_

FINANCIAL INSTRUMENTS (Details 2) (USD $)	Jun. 30, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Assets disclosed at fair value	'	'
Cash collateral, restricted	$34,710	$34,124
Other investments	208,889	99,221
Total assets measured at fair value	8,744,906	9,101,617
Liabilities disclosed at fair value	'	'
Total liabilities measured at fair value	10,403,233	11,859,057
Level 1	'	'
Assets disclosed at fair value	'	'
Total assets measured at fair value	631,167	969,822
Level 2	'	'
Liabilities disclosed at fair value	'	'
Total liabilities measured at fair value	10,403,233	11,859,057
Level 3	'	'
Assets disclosed at fair value	'	'
Total assets measured at fair value	8,113,739	8,131,795
Recurring	'	'
Assets disclosed at fair value	'	'
Government bonds	4,787	'
Corporate bonds	406,577	436,365
Cash collateral, restricted	34,710	34,124
Other investments	208,889	99,221
Total assets measured at fair value	654,963	569,710
Liabilities disclosed at fair value	'	'
Derivative instruments	465	'
Contingent liability	249,067	'
Total liabilities measured at fair value	249,532	'
Recurring | Level 1	'	'
Assets disclosed at fair value	'	'
Other investments	135,659	30,888
Total assets measured at fair value	135,659	30,888
Recurring | Level 2	'	'
Assets disclosed at fair value	'	'
Government bonds	4,787	'
Corporate bonds	406,577	436,365
Other investments	73,230	68,333
Total assets measured at fair value	484,594	504,698
Liabilities disclosed at fair value	'	'
Derivative instruments	465	'
Total liabilities measured at fair value	465	'
Recurring | Level 3	'	'
Assets disclosed at fair value	'	'
Cash collateral, restricted	34,710	34,124
Total assets measured at fair value	34,710	34,124
Liabilities disclosed at fair value	'	'
Contingent liability	249,067	'
Total liabilities measured at fair value	$249,067	'

FINANCIAL_INSTRUMENTS_Details_1

FINANCIAL INSTRUMENTS (Details 3) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Changes in fair value of the Company's liability measured on a recurring basis using significant unobservable inputs (Level 3)	'	'	'	'
Fair value assets amount transfer from level 1 to level 2	$0	$0	$0	$0
Fair value assets amount transfer from level 2 to level 1	0	0	0	0
Fair value liabilities amount transfer from level 1 to level 2	0	0	0	0
Fair value liabilities amount transfer from level 2 to level 1	0	0	0	0
Contingent Liability	'	'	'	'
Changes in fair value of the Company's liability measured on a recurring basis using significant unobservable inputs (Level 3)	'	'	'	'
Balance at beginning of period	250,508	'	'	'
Purchases	'	'	248,702	'
Foreign currency transaction adjustments	-1,441	'	365	'
Balance at end of period	249,067	'	249,067	'
Gains (losses) for the period included in earnings related to liability still held at end of period	1,441	'	-365	'
Cash Collateral, Restricted	'	'	'	'
Changes in fair value of the Company's asset measured on a recurring basis using significant unobservable inputs (Level 3)	'	'	'	'
Balance at beginning of period	34,425	63,140	34,124	62,660
Total gains (realized or unrealized) included in earnings	285	311	586	791
Settlements	'	-17,500	'	-17,500
Balance at end of period	34,710	45,951	34,710	45,951
Gains for the period included in earnings related to assets still held	$285	$311	$586	$791
Discount rate (as a percent)	'	'	3.00%	'
Cash Collateral, Restricted | Minimum	'	'	'	'
Changes in fair value of the Company's asset measured on a recurring basis using significant unobservable inputs (Level 3)	'	'	'	'
Term	'	'	'4 months	'
Cash Collateral, Restricted | Maximum	'	'	'	'
Changes in fair value of the Company's asset measured on a recurring basis using significant unobservable inputs (Level 3)	'	'	'	'
Term	'	'	'28 months	'
Cash Collateral, Restricted | Weighted average	'	'	'	'
Changes in fair value of the Company's asset measured on a recurring basis using significant unobservable inputs (Level 3)	'	'	'	'
Term	'	'	'11 months	'

FINANCIAL_INSTRUMENTS_Details_2

FINANCIAL INSTRUMENTS (Details 4) (USD $)	Jun. 30, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified
Financial assets	'	'
Cash and cash equivalents	$631,167	$969,822
Credit card and loan receivables, net	8,050,314	8,069,713
Loan receivables held for sale	63,425	62,082
Total assets measured at fair value	8,744,906	9,101,617
Financial liabilities	'	'
Deposits	3,038,051	2,836,352
Non-recourse borrowings of consolidated securitization entities	4,357,684	4,618,205
Long-term and other debt	3,007,498	4,404,500
Total liabilities measured at fair value	10,403,233	11,859,057
Level 1	'	'
Financial assets	'	'
Cash and cash equivalents	631,167	969,822
Total assets measured at fair value	631,167	969,822
Level 2	'	'
Financial liabilities	'	'
Deposits	3,038,051	2,836,352
Non-recourse borrowings of consolidated securitization entities	4,357,684	4,618,205
Long-term and other debt	3,007,498	4,404,500
Total liabilities measured at fair value	10,403,233	11,859,057
Level 3	'	'
Financial assets	'	'
Credit card and loan receivables, net	8,050,314	8,069,713
Loan receivables held for sale	63,425	62,082
Total assets measured at fair value	$8,113,739	$8,131,795

INCOME_TAXES_Details

INCOME TAXES (Details)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2014
INCOME TAXES	'	'	'	'	'
Effective tax rate utilized (as a percent)	36.60%	37.30%	36.60%	37.80%	36.60%

SEGMENT_INFORMATION_Details

SEGMENT INFORMATION (Details) (USD $)	3 Months Ended		6 Months Ended
In Thousands, unless otherwise specified	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Segment information	'	'	'	'
Revenues	$1,265,158	$1,028,092	$2,498,058	$2,081,529
Income (loss) before income taxes	219,608	185,714	433,653	394,395
Interest expense, net	62,932	83,466	130,679	166,010
Operating income	282,540	269,180	564,332	560,405
Depreciation and amortization	74,295	53,576	148,368	106,426
Stock compensation expense	15,873	14,991	31,497	28,015
Adjusted EBITDA	372,708	337,747	744,197	694,846
Less: Securitization funding costs	22,300	24,694	45,211	49,179
Less: Interest expense on deposits	8,228	7,002	16,462	14,009
Less: Adjusted EBITDA attributable to non-controlling interest	10,214	'	16,003	'
Adjusted EBITDA, net	331,966	306,051	666,521	631,658
Operating segment | LoyaltyOne	'	'	'	'
Segment information	'	'	'	'
Revenues	355,583	220,137	684,553	461,044
Income (loss) before income taxes	60,056	59,177	104,432	115,320
Interest expense, net	2,082	-139	3,644	-420
Operating income	62,138	59,038	108,076	114,900
Depreciation and amortization	22,723	4,337	44,972	8,659
Stock compensation expense	2,705	2,800	5,489	5,219
Adjusted EBITDA	87,566	66,175	158,537	128,778
Less: Adjusted EBITDA attributable to non-controlling interest	10,214	'	16,003	'
Adjusted EBITDA, net	77,352	66,175	142,534	128,778
Operating segment | Epsilon	'	'	'	'
Segment information	'	'	'	'
Revenues	357,088	331,841	704,557	649,754
Income (loss) before income taxes	25,598	24,166	38,745	40,392
Interest expense, net	-6	-23	-19	-39
Operating income	25,592	24,143	38,726	40,353
Depreciation and amortization	36,838	34,708	73,915	68,928
Stock compensation expense	5,262	4,742	10,253	8,729
Adjusted EBITDA	67,692	63,593	122,894	118,010
Adjusted EBITDA, net	67,692	63,593	122,894	118,010
Operating segment | Private Label Services and Credit	'	'	'	'
Segment information	'	'	'	'
Revenues	557,258	479,875	1,119,054	977,223
Income (loss) before income taxes	194,891	184,450	423,246	395,817
Interest expense, net	29,785	31,173	60,191	62,227
Operating income	224,676	215,623	483,437	458,044
Depreciation and amortization	12,981	13,162	25,674	26,496
Stock compensation expense	3,263	3,059	6,470	5,595
Adjusted EBITDA	240,920	231,844	515,581	490,135
Less: Securitization funding costs	22,300	24,694	45,211	49,179
Less: Interest expense on deposits	8,228	7,002	16,462	14,009
Adjusted EBITDA, net	210,392	200,148	453,908	426,947
Corporate/Other	'	'	'	'
Segment information	'	'	'	'
Revenues	187	'	228	'
Income (loss) before income taxes	-60,937	-82,079	-132,770	-157,134
Interest expense, net	31,071	52,455	66,863	104,242
Operating income	-29,866	-29,624	-65,907	-52,892
Depreciation and amortization	1,753	1,369	3,807	2,343
Stock compensation expense	4,643	4,390	9,285	8,472
Adjusted EBITDA	-23,470	-23,865	-52,815	-42,077
Adjusted EBITDA, net	-23,470	-23,865	-52,815	-42,077
Eliminations	'	'	'	'
Segment information	'	'	'	'
Revenues	($4,958)	($3,761)	($10,334)	($6,492)

SUBSEQUENT_EVENT_Details

SUBSEQUENT EVENT (Details) (Subsequent event, Coldwater Creek Co-brand Credit Card Portfolio, USD $)	Jul. 30, 2014
In Millions, unless otherwise specified
Subsequent event | Coldwater Creek Co-brand Credit Card Portfolio	'
Subsequent Event	'
Purchase price of credit card portfolio	$279.50